0000950170-22-009807 | 10-Q | XBRL Viewer

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Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Mar. 31, 2022	May 13, 2022
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q1
Document Transition Report	false
Document Quarterly Report	true
Entity Registrant Name	Pyxis Oncology, Inc.
Entity Central Index Key	0001782223
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
Entity Shell Company	false
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity File Number	001-40881
Entity Tax Identification Number	83-1160910
Entity Address, Address Line One	35 Cambridgepark Drive
Entity Address, City or Town	Cambridge
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02140
Entity Incorporation, State or Country Code	DE
City Area Code	617
Local Phone Number	221-9059
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	PYXS
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding		32,817,062

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 247,087	$ 274,735
Restricted cash	1,472	1,472
Prepaid expenses and other current assets	2,698	2,466
Total current assets	251,257	278,673
Property and equipment, net	995	1,007
Operating lease right-of-use assets		232
Other assets, noncurrent	449	109
Total assets	252,701	280,021
Current liabilities:
Accounts payable	2,055	11,951
Accrued expenses and other current liabilities	17,132	6,592
Operating lease liabilities, current portion		165
Total current liabilities	19,187	18,708
Total liabilities	19,187	18,708
Commitments and contingencies (Note 12)
Stockholders' equity:
Preferred stock, par value $0.001 per share, 10,000,000 shares authorized as of March 31, 2022 and December 31, 2021, zero shares issued and outstanding as of March 31, 2022 and December 31, 2021
Common stock, $0.001 par value per share; 190,000,000 shares authorized as of March 31, 2022 and December 31, 2021; 32,843,985 and 32,792,867 shares issued as of March 31, 2022 and December 31, 2021, respectively, and 32,374,907 and 32,222,881 shares outstanding as of March 31, 2022 and December 31, 2021, respectively	32	32
Additional paid-in capital	356,580	352,999
Accumulated deficit	(123,098)	(91,718)
Total stockholders' equity	233,514	261,313
Total liabilities and stockholders' equity	$ 252,701	$ 280,021

Condensed Consolidated Balance Sheets (Parenthetical) (Unaudited) - $ / shares	Mar. 31, 2022	Dec. 31, 2021
Preferred stock, par or stated value per share	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value per share	$ 0.001	$ 0.001
Common stock, shares authorized	190,000,000	190,000,000
Common stock, shares issued	32,843,985	32,792,867
Common stock, shares outstanding	32,374,907	32,222,881

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Operating expenses:
Research and development expense	$ 20,071	$ 32,774
General and administrative	11,318	2,955
Total operating expenses	31,389	35,729
Loss from operations	(31,389)	(35,729)
Other income (expense):
Interest income	9	4
Change in fair value of derivative liability		(1,100)
Total other income (expense)	9	(1,096)
Net loss and comprehensive loss	$ (31,380)	$ (36,825)
Net loss per common share - basic and diluted	$ (0.97)	$ (27.26)
Weighted average shares of common stock outstanding - basic and diluted	32,316,689	1,350,743

Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity Deficit - USD ($) $ in Thousands	Total	Convertible Preferred Stock	Pfizer License Agreement Convertible Preferred Stock	Common Stock	Additional paid-in capital	Accumulated deficit
Beginning balance at Dec. 31, 2020		$ 21,942
Beginning Balance, Shares at Dec. 31, 2020		22,724,925
Beginning balance at Dec. 31, 2020	$ (15,645)			$ 1	$ 97	$ (15,743)
Beginning Balance, Shares at Dec. 31, 2020				1,289,342
Issuance of Series B convertible preferred stock		$ 152,081	$ 20,000
Issuance of Series B convertible preferred stock, Shares		92,660,103	12,152,145
Vesting of restricted common stock	3				3
Vesting of restricted common stock (Shares)				123,085
Stock-based compensation	2,450				2,450
Net loss	(36,825)					(36,825)
Ending balance at Mar. 31, 2021		$ 194,023
Ending balance (in shares) at Mar. 31, 2021		127,537,173
Ending balance at Mar. 31, 2021	(50,017)			$ 1	2,550	(52,568)
Ending balance (in shares) at Mar. 31, 2021				1,412,427
Beginning balance at Dec. 31, 2021	261,313			$ 32	352,999	(91,718)
Beginning Balance, Shares at Dec. 31, 2021				32,222,881
Stock options exercised	$ 176				176
Stock options exercised (Shares)	51,118			51,118
Vesting of restricted common stock	$ 1				1
Vesting of restricted common stock (Shares)				100,908
Stock-based compensation	3,404				3,404
Net loss	(31,380)					(31,380)
Ending balance at Mar. 31, 2022	$ 233,514			$ 32	$ 356,580	$ (123,098)
Ending balance (in shares) at Mar. 31, 2022				32,374,907

Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders' Deficit (Parenthetical) $ in Thousands	3 Months Ended
	Mar. 31, 2021 USD ($)
Series B Convertible Preferred Stock
Issuance costs	$ 419

Condensed Consolidated Statements of Cash Flows (Unaudited) $ in Thousands	3 Months Ended
	Mar. 31, 2022 USD ($)	Mar. 31, 2021 USD ($)
Operating activities
Net loss	$ (31,380)	$ (36,825)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	158	113
Stock-based compensation	3,404	2,450
Non-cash research and development expenses		20,000
Non-cash lease expense	232	217
Changes in fair value of derivative liability		1,100
Changes in operating assets and liabilities:
License receivable		(8,000)
Prepaid expenses and other assets	(232)	(71)
Other assets, noncurrent	(340)
Accounts payable	(9,896)	(447)
Accrued expenses and other current liabilities	10,540	(491)
Operating lease liabilities	(165)	(146)
Derivative liability		3,369
Net cash used in operating activities	(27,679)	(18,731)
Investing activities
Purchase of property and equipment	(146)	(169)
Investment in joint venture		(50)
Net cash used in investing activities	(146)	(219)
Financing activities
Proceeds from issuance of Series B convertible preferred stock, net of issuance costs		151,581
Deferred offering costs		(47)
Proceeds from the exercise of stock options	176
Net cash provided by financing activities	176	151,534
Net (decrease) increase in cash, cash equivalents, and restricted cash	(27,649)	132,584
Cash, cash equivalents and restricted cash at beginning of year	276,316	8,188
Cash, cash equivalents and restricted cash at end of year	248,667	140,772
Reconciliation of cash, cash equivalents and restricted cash:
Cash and cash equivalents	247,087	140,663
Restricted cash	1,580	109
Total cash, cash equivalents and restricted cash shown in the statement of cash flows	$ 248,667	$ 140,772

Description of Business	3 Months Ended
Description of Business	Mar. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business	1. Description of Business Nature of Business Pyxis Oncology, Inc. (the “Company”), a Delaware corporation, was founded in June 2018 and launched its operations in July 2019. The Company is a preclinical oncology company focused on developing an arsenal of next-generation therapeutics to target difficult-to-treat cancers and improve quality of life for patients. The Company develops its product candidates with the objective to directly kill tumor cells, and to address the underlying pathologies created by cancer that enable its uncontrollable proliferation and immune evasion. Since the Company’s launch in 2019, the Company has developed a broad portfolio of novel antibody drug conjugate, or ADC, product candidates and monoclonal antibody, or mAb, preclinical discovery programs that the Company is developing as monotherapies and in combination with other therapies. The Company has determined that it has one operating and reporting segment.

Basis of Presentation and Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2022
Accounting Policies [Abstract]
Basis of Presentation and Summary of Significant Accounting Policies	2. Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation The Company’s fiscal year ends on December 31 and its first three fiscal quarters end on March 31, June 30 and September 30. The accompanying condensed consolidated financial statements are unaudited. The unaudited condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) and follow the requirements of the Securities and Exchange Commission (“SEC”) for interim financial reporting. Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for complete financial statements as certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted. The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements. The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary. The Company has no unconsolidated subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”). In the opinion of management, the unaudited condensed consolidated financial statements include all normal and recurring adjustments that are considered necessary for the fair statement of results for the interim periods. The results for the three months ended March 31, 2022 are not necessarily indicative of those expected for the year ending December 31, 2022 or for any future period. The condensed consolidated balance sheet as of December 31, 2021 included herein was derived from the audited consolidated financial statements as of that date. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the related notes thereto for the year ended December 31, 2021, included in the Company’s Annual Report on Form 10-K filed with the SEC on March 29, 2022. Liquidity As of March 31, 2022, the Company had an accumulated deficit of $123.1 million. The Company has incurred losses and negative cash flows from operations since inception, including net losses of $31.4 million and $36.8 million for the three months ended March 31, 2022 and 2021, respectively. The Company has not generated any revenues to date and does not anticipate generating any revenues unless and until it successfully completes development and obtains regulatory approval for its current or any future product candidates. The Company expects that its operating losses and negative cash flows will continue for the foreseeable future as the Company continues to expand its research and development programs and develop its product candidates. The Company currently expects that its existing cash and cash equivalents of $247.1 million as of March 31, 2022 to fund its operating expenses and capital requirements at least twelve months from the date these unaudited condensed consolidated financial statements are issued. Additional funding may be necessary to fund future clinical and preclinical activities. The Company plans to continue to fund its losses from operations and capital funding needs through public or private equity, convertible or debt financings or other sources. If the Company is not able to secure adequate additional funding, the Company may be forced to make reductions in spending, extend payment terms with suppliers, liquidate assets where possible, or suspend or curtail planned programs. Any of these actions could materially harm the Company’s business, results of operations and future prospects. Use of Estimates The preparation of unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. The Company regularly evaluates estimates and assumptions related to assets, liabilities, stock-based compensation, derivative liability, operating leases, and research and development costs. The Company bases its estimates and assumptions on historical experience and on various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. Actual results could differ from those estimates and there may be changes to management’s estimates in future periods. Risks and Uncertainties The Company is subject to risks common to early-stage companies in the biopharmaceutical industry including, but not limited to, uncertainties related to commercialization of products, regulatory approvals, dependence on key suppliers for active ingredients and third-party service providers such as contract research organizations, protection of intellectual property rights and the ability to make milestone, royalty or other payments due under any license, collaboration or supply agreements. Concentration of Credit Risks Financial instruments that subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents. The Company’s cash and cash equivalents are held at an accredited financial institution and the Company has not experienced any losses in such accounts. The Company maintains its cash in bank deposit accounts, which at times may exceed federally insured limits. The Company’s cash equivalents consist primarily of short-term money market funds held in accredited financial institutions. The Company believes it is not exposed to any significant risk in cash and cash equivalents. Significant Accounting Policies There have been no changes to the Company’s significant accounting policies disclosed in “Note 2 – Summary of Significant Accounting Policies” of the Company’s Annual Report on Form 10-K filed with the SEC on March 29, 2022. Recent Accounting Pronouncements Recent authoritative guidance issued by the FASB (including technical corrections to the ASC), the American Institute of Certified Public Accountants, and the SEC did not, or are not expected to, have a material impact on the Company’s unaudited condensed consolidated financial statements and related disclosures.

Fair Value Measurements

3 Months Ended

Mar. 31, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurements

3. Fair Value Measurements

The following tables present the financial instruments carried at fair value on a recurring basis as of March 31, 2022 and December 31, 2021, respectively, in accordance with the FASB ASC 820 hierarchy (in thousands):


	Fair Value Measurements at March 31, 2022
	Level 1		Level 2		Level 3		Total
Assets
Money market funds	$	227,219	$	—	$	—	$	227,219

	Fair Value Measurements at December 31, 2021
	Level 1		Level 2		Level 3		Total
Assets
Money market funds	$	272,210	$	—	$	—	$	272,210

The Company’s cash equivalents represent deposits in a short-term United States Treasury money market fund quoted in an active market and classified as a Level 1 asset. There were no assets or liabilities measured at fair value on a nonrecurring basis at March 31, 2022 and December 31, 2021. There were no transfers between Level 1 and Level 2 of the fair value hierarchy during the three months ended March 31, 2022 and 2021.

The Company recognized initial derivative liability of $3.4 million related to LegoChem Extra Milestone Payment and revalued it as of March 31, 2021, with a fair value adjustment to the derivative liability of $1.1 million. The fair value of the derivative liability was initially determined using a probability-weighted income approach and is revalued at each reporting date or more frequently if circumstances dictate. The significant unobservable inputs used in the fair value measurement of the derivative liability include probability of payment factors and the discount rate. Refer to Note 5, Licensing Agreements, for additional information on the derivative liability.

- 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

Joint Venture

3 Months Ended

Mar. 31, 2022

Equity Method Investments and Joint Ventures [Abstract]

Joint Venture

4. Joint Venture

In March 2021, the Company entered into definitive transaction agreements with Alloy Therapeutics, Inc. (“Alloy”) and Voxall Therapeutics, LLC (“Voxall”), to finance and operate Voxall, a joint venture company formed in collaboration with Alloy to leverage the Company’s technology and Alloy’s ATX-Gx™ platform and antibody discovery services. Voxall granted to the Company and Alloy 50% of the voting membership units of Voxall in exchange for certain initial contributions. The Company’s initial contribution included $50 thousand and a non-exclusive fully paid-up license to certain intellectual property owned or controlled by the Company and the execution of the services agreement to enable the collaboration with Voxall. Alloy’s initial contribution included $50 thousand and the execution of the Alloy license agreement and the Alloy services agreement to enable the collaboration with Voxall. Voxall is governed by a board of directors consisting of an equal number of the Company’s representatives and Alloy’s representatives. The protective provisions under Voxall’s operating agreement require the approval of both the Company and Alloy before Voxall may take certain actions.

The Company accounted for investment in Voxall under the equity method of accounting. The initial contribution of $50 thousand was recorded as “Investment in equity method investment in joint venture” in March 2021.

Voxall has incurred losses since inception and the Company has recognized its share of losses of Voxall only to the extent of the carrying value of its investment in Voxall and the promissory note issued by Voxall, which aggregated to $0.2 million in 2021. The Company has not recognized any further losses of Voxall during the three months ended March 31, 2022. The remaining unabsorbed loss will be offset against future income, if any. As the Company has no commitment to fund the losses of the equity method investment, the carrying value of the equity method investment has not been reduced below zero.

Licensing Agreements

3 Months Ended

Mar. 31, 2022

License Agreements [Abstract]

Licensing Agreements

5. Licensing Agreements

The University of Chicago Agreement

In April 2020, the Company entered into a license agreement (the “University License Agreement”), as well as a sponsored research agreement, with the University of Chicago (the “University”). Under the terms of the license, the Company has the global right to develop and commercialize products that are covered by a valid claim of a licensed patent, incorporate or use the licensed know-how and materials or are known to assess, modulate or utilize the activity of certain specified biological targets. In partial consideration for the license from the University, the Company issued to the University 48,919 shares of its Common Stock in 2020.

Further, pursuant to the University License Agreement, the Company is obligated to pay to the University, the future contingent payments including development, regulatory and commercial milestones as well as running royalties on net sales of licensed products at varying rates. The Company assessed the milestone and royalty events involving the University as of March 31, 2022 and concluded no such amounts were due.

Pfizer, Inc. Agreement

In December 2020, the Company entered into a license agreement (as amended, the “Pfizer License Agreement”) with Pfizer, Inc. (“Pfizer”) for worldwide development and commercialization rights to antibody drug conjugate ("ADC") product candidates directed to certain licensed targets, including PYX-201 and PYX-203, and products containing the ADC product candidates. The Company’s rights are exclusive with respect to certain patents owned or controlled by Pfizer covering the licensed ADCs. Pfizer has also granted the Company a non-exclusive license to use Pfizer’s ADC technology platform to develop and commercialize the licensed ADCs and licensed products. The initial licensed targets include CD123 and extra domain B (EBD of fibronectin) and the Company has the option to expand the scope of its license to add additional licensed targets that have not been licensed to a third party or are not the subject of a Pfizer ADC development program. The Pfizer License Agreement became effective in March 2021. During the three months ended March 31, 2021, the Company paid a combined $25.0 million for the license fee, which was recorded as research and development expenses, consisting of an upfront fee equal to a cash payment of $5.0 million and the issuance of 12,152,145 shares of Series B convertible preferred stock with a value of $20.0 million to Pfizer.

Further, pursuant to the Pfizer License Agreement, the Company is obligated to pay the future contingent payments including development, regulatory and commercial milestones as well as running royalties on net sales of licensed products at varying rates. The Company assessed the milestone and royalty events involving Pfizer as of March 31, 2022 and concluded no such amounts were due.

LegoChem Biosciences, Inc. Agreements

In December 2020, the Company entered into a license agreement (the “LegoChem License Agreement”) and an opt-in, investment and additional consideration agreement (the “Opt-In Agreement”) with LegoChem Biosciences, Inc. (“LegoChem”). Pursuant to the LegoChem License Agreement, the Company obtained worldwide (other than Korea) license for development and commercialization rights for LCB67, an ADC product candidate targeting DLK-1, and products containing the licensed compound. The Company paid $9.0 million in March 2021 to LegoChem, which was recorded as research and development expenses for the three months ended March 31, 2021. Further, pursuant to the LegoChem License Agreement, the Company is obligated to pay the future contingent payments including development, regulatory and commercial milestones as well as running royalties on net sales of licensed products at varying rates.

In addition, as part of the Opt-in Agreement, LegoChem had an option to pay $8.0 million to the Company, in exchange for the right to receive a milestone payment (the “Extra Milestone Payment”) of $9.6 million upon the earliest to occur of certain events, including the date of pricing or offer of the first public offering of its common stock or if the Company is the subject of a change in control transaction. The Company determined that the Extra Milestone Payment met the definition and recognition condition of derivative under ASC 815, “Derivatives and Hedging” for which there was a binding contract and firm commitment. An initial derivative liability was recognized for $3.4 million with an offset to research and development expenses in January 2021. The derivative liability is re-measured at each reporting date, with changes recorded in “Other income (expense)” in the unaudited condensed consolidated statements of operations and comprehensive loss. The Company recorded a fair value adjustment to the derivative liability of $1.1 million for the three months ended March 31, 2021. The Company settled derivative liability by paying the Extra Milestone Payment of $9.6 million to LegoChem in January 2022.

The Company assessed the milestone and royalty events involving LegoChem as of March 31, 2022 and concluded no such amounts were due.

License Agreement with Biosion USA, Inc.

On March 28, 2022, the Company entered into a license agreement, or the “Biosion License Agreement,” with Biosion USA, Inc., or Biosion, pursuant to which the Company obtained exclusive, worldwide (other than Greater China (mainland China, Hong Kong, Macau and Taiwan)), licenses for development, manufacture and commercialization rights for BSI-060T, a Siglec-15 targeting antibody, an IO product candidate (now referred to as PYX-106), and products containing the licensed compound.

Pursuant to the Biosion License Agreement, the Company agreed to pay a license fee of $10 million, which was recorded as research and development expenses for the three months ended March 31, 2022. The Company paid upfront license fee of $10 million in April 2022 and is obligated to pay future contingent payments including development, regulatory and commercial milestones up to an aggregate of $217.5 million in case of normal approval and $222.5 million in case of accelerated approval. Additionally, if products are launched, the Company will pay Biosion tiered royalties on net sales of licensed products in varying royalty rates ranging from low single digits to low teens. The Company’s royalty obligations apply on a licensed product-by-licensed product and country-by-country basis from first commercial sale until the latest to occur of: (1) 12 years from first commercial sale; (2) the expiration of all regulatory or data exclusivity; and (3) the expiration of the last valid claim of a licensed patent covering the licensed product in a country.

The Company assessed the milestone and royalty events involving Biosion as of March 31, 2022 and concluded no such amounts were due.

Convertible Preferred Stock

3 Months Ended

Mar. 31, 2022

Temporary Equity Disclosure [Abstract]

Convertible Preferred Stock

6. Convertible Preferred Stock

Series B Convertible Preferred Stock

On March 5, 2021, the Company entered into a securities purchase agreement (as amended, “Series B Agreement”) with certain investors to sell shares of Series B convertible preferred stock (“Series B”) at $1.6458 per share. In March 2021, the Company issued 92,356,299 shares of Series B to institutional investors at $1.6458 per share for gross cash proceeds of $152.0 million, less issuance costs of $0.4 million, resulting in net proceeds of $151.6 million. In addition, the Company granted 12,455,949 shares, or $20.5 million, of Series B convertible preferred stock through separate agreements with Pfizer, Inc. and LegoChem Biosciences Inc. The Company effected a 1-for-6.359 reverse stock split in October 2021. Upon the initial public offering, 104,812,248 shares of Series B were converted to 16,482,486 shares of common stock.

Stockholders' Equity

3 Months Ended

Mar. 31, 2022

Equity [Abstract]

Stockholders' Equity

7. Stockholders' Equity

Preferred Stock

There were no issued and outstanding shares of preferred stock as of March 31, 2022 and December 31, 2021.

Common Stock

The Company was authorized to issue up to 190,000,000 shares of common stock as of March 31, 2022 and December 31, 2021, of which 32,843,985 and 32,792,867 shares were issued as of March 31, 2022 and December 31, 2021, respectively, 32,374,907 and 32,222,881 shares were outstanding at March 31, 2022 and December 31, 2021, respectively.

Voting, dividend and liquidation rights of the holders of the common stock are subject to and qualified by the rights, powers and preferences of the holders of the preferred stock.

Voting—Each holder of outstanding shares of common stock shall be entitled to one vote in respect of each share.

Reserved Shares— The Company reserved the following shares of common stock for issuance:


	March 31, 2022		December 31, 2021
Unvested restricted stock awards		2,600,538		618,494
Stock options available for issuance		620,084		1,289,259
Stock options outstanding		6,166,516		5,926,969
Employee stock purchase plan		424,595		424,595
Total		9,811,733		8,259,317

- 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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Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
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+ Details

Stock-Based Compensation

3 Months Ended

Mar. 31, 2022

Share-based Payment Arrangement [Abstract]

Stock-Based Compensation

8. Stock-Based Compensation

2021 Equity Incentive Plan

On September 27, 2021, the Company’s board of directors and stockholders approved the 2021 Equity Incentive Plan (the “2021 Plan”), which became effective on October 7, 2021, when the Company’s registration statement was declared effective by the SEC. The 2021 Plan allows the Company to make equity-based and cash-based incentive awards to its officers, employees, directors and consultants. The Company has initially reserved 3,852,807 shares of its common stock for the issuance of awards under the 2021 Plan. The number of shares of common stock reserved for issuance under the 2021 Plan will automatically increase annually on the first day of each fiscal year, beginning with the fiscal year ending December 31, 2022, and continuing until (and including) the fiscal year ending December 31, 2031 by lesser of 5% of the total number of shares of common stock outstanding on December 31st of the immediately preceding fiscal year or number of shares as may be determined by the board of directors. As a result of the evergreen provision of the 2021 Plan, the Company added an additional 1,639,643 shares of common stock to the 2021 Plan as of January 1, 2022. The maximum number of shares of common stock that may be issued pursuant to the exercise of incentive options under the 2021 Plan is 7,705,614. As of March 31, 2022, options to purchase 2,868,303 shares of common stock and 2,131,460 restricted stock units were outstanding under the 2021 Plan and 492,687 shares remained available for future issuance under the 2021 Plan.

2019 Equity Incentive Plan

In 2019, the Company established the 2019 Plan, under which the Company grant options and restricted stock to its employees and certain non-employees. The maximum number of shares of common stock reserved for issuance under the 2019 Plan is 4,042,408 shares.

The Company may grant options to purchase authorized but unissued shares of the Company’s common stock. Options granted under the 2019 Plan include incentive stock options that can be granted only to the Company’s employees and non-statutory stock options that can be granted to the Company’s employees, consultants, advisors and directors. The 2019 Plan also permits the Company to issue restricted stock awards.

Prior to the initial public offering, the exercise prices, vesting and other restrictions of the awards to be granted under the 2019 Plan are determined by the board of directors, except that no stock option may be issued with an exercise price less than the fair market value of the common stock at the date of the grant or have a term in excess of ten years. Options granted under the 2019 Plan are exercisable in whole or in part at any time subsequent to vesting. As of March 31, 2022, options to purchase 3,298,213 shares of common stock were outstanding under the 2019 Plan and 127,397 shares remained available for future issuance under the 2019 Plan.

Stock Options

The summary of stock option activity for the three months ended March 31, 2022 (in thousands, except share and per share amounts):


	Number of Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (Years)		Aggregate Intrinsic Value

Outstanding at January 1, 2022		5,926,969		$	10.03		9.5	$	16,414
Granted		353,263			7.96
Exercised		(51,118	)		3.45
Forfeited		(62,598	)		4.88
Outstanding at March 31, 2022		6,166,516		$	10.02		9.3	$	440
Options exercisable at March 31, 2022		1,202,273		$	5.46		9.0	$	189

The aggregate intrinsic value is calculated as the difference between the exercise price of all outstanding and exercisable stock options and the fair value of the Company’s common stock of $4.04 per share as of March 31, 2022. The options granted during the three months ended March 31, 2022 and 2021 had a weighted-average fair value of $6.27 per share and $3.51 per share, respectively.

The Company estimated the fair value of each option on the date of grant using the Black-Scholes option pricing model applying the range of assumptions in the following table:


	Three Months Ended March 31,
	2022	2021
Expected volatility	98.05% - 101.66%	75.17%
Risk-free interest rate	1.60%	1.16%
Expected dividend yield	0.00%	0.00%
Expected term (in years)	6.08	6.02 – 6.08

Stock-based compensation expense related to stock options recorded is as follows (in thousands):


	Three Months Ended March 31,
	2022		2021
Research and development	$	472	$	820
General and administrative		2,874		1,624
Total	$	3,346	$	2,444

The Company has an aggregate $36.6 million of gross unrecognized stock-based compensation expense as of March 31, 2022 remaining to be amortized over a weighted average period of 2.77 years. The Company has not recognized and does not expect to recognize in the near future, any tax benefit related to employee stock-based compensation expense as a result of the full valuation allowance related to its net deferred tax assets.

Restricted Stock Awards

Under the 2021 Plan, the Company issued 2,131,460 restricted common stock to employees. Compensation cost related to these awards were recorded based on the Company's stock price on the date of issuance.

The Company issued 994,650 shares of restricted common stock to the employee co-founders and certain non-employee consultants in 2019. The shares of restricted common stock were issued pursuant to standalone restricted stock purchase agreements that are independent of the 2019 Plan and 2021 Plan. The shares of restricted common stock carried a purchase price equivalent of $0.01 per share. The compensation cost was measured based on the fair value of the underlying common stock less the purchase price of the restricted common stock and the Company recognizes compensation costs over the requisite service period.

Under the terms of the restricted stock purchase agreements, the Company has a repurchase option whereby it has the right to repurchase any unvested shares upon termination at a price per share equal to the lesser of: (i) the fair market value of the Company’s common stock on the date of repurchase and (ii) the original purchase price. The shares of restricted common stock issued to the Company’s co-founders and non-employee consultants vest based on a predefined number of shares.

The Company recognized an associated deposit liability for restricted stock awards issued pursuant to standalone restricted stock purchase agreements upon issuance based on the purchase price of the awards as the unvested shares are subject to repurchase upon termination. As the awards of restricted stock vest, the Company reclassifies the deposit liability to additional paid-in capital.

The summary of restricted stock activity for the three months ended March 31, 2022:


	Number of Shares			Weighted Average Grant Date Fair Value
Non-vested at December 31, 2021		618,494		$	3.04
Granted		2,082,952			4.07
Vested		(100,908	)		0.01
Non-vested at March 31, 2022		2,600,538		$	4.06

The Company has recorded stock-based compensation expense related to the restricted stock of $58 thousand and $6 thousand for the three months ended March 31, 2022 and 2021, respectively. The Company has an aggregate $9.2 million of gross unrecognized restricted stock-based compensation expense as of March 31, 2022 remaining to be amortized over a weighted average period of 2.8 years.

2021 Employee Stock Purchase Plan

On September 27, 2021, the Company’s board of directors and stockholders approved the 2021 Employee Stock Purchase Plan (the “2021 ESPP”), which became effective on October 7, 2021, when the Company’s registration statement was declared effective by the SEC. The 2021 ESPP reserved and authorized the issuance of up to a total of 424,595 shares of common stock to participating employees. No shares are issued under 2021 ESPP plan as of the date of issuance of these unaudited condensed consolidated financial statements.

Income Taxes

3 Months Ended

Mar. 31, 2022

Income Tax Disclosure [Abstract]

Income Taxes

9. Income Taxes

The Company’s effective tax rate from continuing operations was 0% for the three months ended March 31, 2022 and 2021. The Company has not recorded a federal income tax provision for the three months ended March 31, 2022 and 2021. The Company recorded a nominal state and local income tax provision for the three months ended March 31, 2022 and 2021.

The Company assesses the realizability of the deferred tax assets at each reporting date. The Company continues to maintain a full valuation allowance for its U.S. federal and state deferred tax assets, which significantly consists of net operating losses and tax credits. If certain substantial changes in the entity's ownership occur, there may be an annual limitation on the amount of the carryforwards that can be utilized. The Company will continue to assess the need for a valuation allowance on its deferred tax assets.

- 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)
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-URI http://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-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
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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

Net Loss per Common Share

3 Months Ended

Mar. 31, 2022

Earnings Per Share [Abstract]

Net Loss per Common Share

10. Net Loss per Common Share

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


	Three Months Ended March 31,
	2022			2021
Numerator:
Net loss	$	(31,380	)	$	(36,825	)
Denominator:
Weighted-average common shares outstanding, basic and diluted		32,316,689			1,350,743
Net loss per share, basic and diluted	$	(0.97	)	$	(27.26	)

The Company’s potentially dilutive securities, which include convertible preferred stock, restricted stock, and stock options, have been excluded from the computation of diluted net loss per common share as the effect would be to reduce the net loss per share. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same.

The Company excluded the following from the computation of diluted net loss per share attributable to common stockholders at March 31, 2022 and 2021 because including them would have had an anti-dilutive effect:


	March 31,
	2022		2021
Convertible preferred stock		—		20,056,145
Unvested restricted stock awards		2,600,538		765,527
Stock options outstanding		6,166,516		2,719,200
Stock options available for issuance		620,084		827,885
Employee stock purchase plan		424,595		—
Total		9,811,733		24,368,757

Related Parties

3 Months Ended

Mar. 31, 2022

Related Parties

11. Related Parties

Prior to IPO, Pfizer along-with its affiliated entity and Bayer HealthCare LLC ("Bayer"), were principal owners of the Company. Subsequent to IPO, Pfizer and Bayer are no longer principal owners and, as a result, neither Pfizer nor Bayer are related parties of the Company. In 2020, the Company entered into the Pfizer License Agreement and it became effective in March 2021. During the three months ended March 31, 2021, the Company incurred a combined $25.0 million (which was recorded as research and development expenses), consisting of an upfront fee equal to a cash payment of $5.0 million and the issuance of 12,152,145 shares of Series B Convertible Preferred Stock with a value of $20.0 million in 2021 to Pfizer. Refer to Note 5 for additional discussion.

The Company and Alloy formed a joint venture company, Voxall Therapeutics, LLC (“Voxall”) to leverage the Company’s technology and Alloy’s ATX-Gx™ platform and antibody discovery services. The Company and Alloy contributed $50 thousand each to Voxall along with certain license in March 2021. No transactions occurred with Voxall during the three months ended March 31, 2022.

Commitments and Contingencies

3 Months Ended

Mar. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

12. Commitments and Contingencies

Commitments

In the normal course of business, the Company enters into agreements with contract research organizations (“CROs”), research programs and with vendors for nonclinical studies, manufacturing and other services and products for operating purposes, which agreements are generally cancellable by the Company at any time, subject to payment of remaining obligations under binding purchase orders and, in certain cases, nominal early-termination fees. These commitments are not deemed significant.

Operating Leases

As of March 31, 2022, the Company has one operating lease, where the Company is the lessee or sublessee, for office and laboratory space. The original lease term expired in March 2022 and the Company has extended the term to June 2022. The Company had no finance leases as of March 31, 2022.

The Company’s rent expense was $0.2 million for the three months ended March 31, 2022 and 2021, respectively.

In addition to above lease commitment, on September 29, 2021, the Company entered into a lease agreement for an office and laboratory space in Boston, Massachusetts. The lease will expire on December 31, 2032 and have scheduled rent increases each year of 3%. There is an additional five-year option to extend the lease beyond December 31, 2032. The future undiscounted operating lease payments (base rent) under the lease agreement is $33.8 million over an initial lease period of approximately ten years. The Company will record the right-of-use asset and operating lease liability upon obtaining the possession of the property, which it expects to happen in the second quarter of 2022.

Contingencies

In March 2020, COVID-19 disease was declared a pandemic by the World Health Organization. Currently, the Company has not suffered significant adverse consequences as a result of the COVID-19 pandemic, however, the extent to which COVID-19 may impact the Company’s future financial condition or results of operations is uncertain.

Basis of Presentation and Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2022
Accounting Policies [Abstract]
Nature of Business	Nature of Business Pyxis Oncology, Inc. (the “Company”), a Delaware corporation, was founded in June 2018 and launched its operations in July 2019. The Company is a preclinical oncology company focused on developing an arsenal of next-generation therapeutics to target difficult-to-treat cancers and improve quality of life for patients. The Company develops its product candidates with the objective to directly kill tumor cells, and to address the underlying pathologies created by cancer that enable its uncontrollable proliferation and immune evasion. Since the Company’s launch in 2019, the Company has developed a broad portfolio of novel antibody drug conjugate, or ADC, product candidates and monoclonal antibody, or mAb, preclinical discovery programs that the Company is developing as monotherapies and in combination with other therapies. The Company has determined that it has one operating and reporting segment.
Basis of Presentation	Basis of Presentation The Company’s fiscal year ends on December 31 and its first three fiscal quarters end on March 31, June 30 and September 30. The accompanying condensed consolidated financial statements are unaudited. The unaudited condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) and follow the requirements of the Securities and Exchange Commission (“SEC”) for interim financial reporting. Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for complete financial statements as certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted. The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements. The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary. The Company has no unconsolidated subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”). In the opinion of management, the unaudited condensed consolidated financial statements include all normal and recurring adjustments that are considered necessary for the fair statement of results for the interim periods. The results for the three months ended March 31, 2022 are not necessarily indicative of those expected for the year ending December 31, 2022 or for any future period. The condensed consolidated balance sheet as of December 31, 2021 included herein was derived from the audited consolidated financial statements as of that date. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the related notes thereto for the year ended December 31, 2021, included in the Company’s Annual Report on Form 10-K filed with the SEC on March 29, 2022.
Liquidity	Liquidity As of March 31, 2022, the Company had an accumulated deficit of $123.1 million. The Company has incurred losses and negative cash flows from operations since inception, including net losses of $31.4 million and $36.8 million for the three months ended March 31, 2022 and 2021, respectively. The Company has not generated any revenues to date and does not anticipate generating any revenues unless and until it successfully completes development and obtains regulatory approval for its current or any future product candidates. The Company expects that its operating losses and negative cash flows will continue for the foreseeable future as the Company continues to expand its research and development programs and develop its product candidates. The Company currently expects that its existing cash and cash equivalents of $247.1 million as of March 31, 2022 to fund its operating expenses and capital requirements at least twelve months from the date these unaudited condensed consolidated financial statements are issued. Additional funding may be necessary to fund future clinical and preclinical activities. The Company plans to continue to fund its losses from operations and capital funding needs through public or private equity, convertible or debt financings or other sources. If the Company is not able to secure adequate additional funding, the Company may be forced to make reductions in spending, extend payment terms with suppliers, liquidate assets where possible, or suspend or curtail planned programs. Any of these actions could materially harm the Company’s business, results of operations and future prospects.
Use of Estimates	Use of Estimates The preparation of unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. The Company regularly evaluates estimates and assumptions related to assets, liabilities, stock-based compensation, derivative liability, operating leases, and research and development costs. The Company bases its estimates and assumptions on historical experience and on various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. Actual results could differ from those estimates and there may be changes to management’s estimates in future periods.
Risks and Uncertainties	Risks and Uncertainties The Company is subject to risks common to early-stage companies in the biopharmaceutical industry including, but not limited to, uncertainties related to commercialization of products, regulatory approvals, dependence on key suppliers for active ingredients and third-party service providers such as contract research organizations, protection of intellectual property rights and the ability to make milestone, royalty or other payments due under any license, collaboration or supply agreements.
Concentration of Credit Risk	Concentration of Credit Risks Financial instruments that subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents. The Company’s cash and cash equivalents are held at an accredited financial institution and the Company has not experienced any losses in such accounts. The Company maintains its cash in bank deposit accounts, which at times may exceed federally insured limits. The Company’s cash equivalents consist primarily of short-term money market funds held in accredited financial institutions. The Company believes it is not exposed to any significant risk in cash and cash equivalents.
Significant Accounting Policies	Significant Accounting Policies There have been no changes to the Company’s significant accounting policies disclosed in “Note 2 – Summary of Significant Accounting Policies” of the Company’s Annual Report on Form 10-K filed with the SEC on March 29, 2022.
Recent Accounting Pronouncements	Recent Accounting Pronouncements Recent authoritative guidance issued by the FASB (including technical corrections to the ASC), the American Institute of Certified Public Accountants, and the SEC did not, or are not expected to, have a material impact on the Company’s unaudited condensed consolidated financial statements and related disclosures.

Fair Value Measurements (Tables)

3 Months Ended

Mar. 31, 2022

Fair Value Disclosures [Abstract]

Summary of Financial Instruments Carried at Fair Value on Recurring Basis


	Fair Value Measurements at March 31, 2022
	Level 1		Level 2		Level 3		Total
Assets
Money market funds	$	227,219	$	—	$	—	$	227,219

	Fair Value Measurements at December 31, 2021
	Level 1		Level 2		Level 3		Total
Assets
Money market funds	$	272,210	$	—	$	—	$	272,210

- Definition

Tabular disclosure of financial instruments measured at fair value, including those classified in shareholders' equity measured on a recurring or nonrecurring basis. Disclosures include, but are not limited to, fair value measurements recorded and the reasons for the measurements, level within the fair value hierarchy in which the fair value measurements are categorized and transfers between levels 1 and 2. Nonrecurring fair value measurements are those that are required or permitted in the statement of financial position in particular circumstances.

+ References + Details

Stockholders' Equity (Tables)

3 Months Ended

Mar. 31, 2022

Equity [Abstract]

Common Stock Reserved for Issuance


	March 31, 2022		December 31, 2021
Unvested restricted stock awards		2,600,538		618,494
Stock options available for issuance		620,084		1,289,259
Stock options outstanding		6,166,516		5,926,969
Employee stock purchase plan		424,595		424,595
Total		9,811,733		8,259,317

Stock-Based Compensation (Tables)

3 Months Ended

Mar. 31, 2022

Share-based Payment Arrangement [Abstract]

Summary of Stock Option Activity

The summary of stock option activity for the three months ended March 31, 2022 (in thousands, except share and per share amounts):


	Number of Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (Years)		Aggregate Intrinsic Value

Outstanding at January 1, 2022		5,926,969		$	10.03		9.5	$	16,414
Granted		353,263			7.96
Exercised		(51,118	)		3.45
Forfeited		(62,598	)		4.88
Outstanding at March 31, 2022		6,166,516		$	10.02		9.3	$	440
Options exercisable at March 31, 2022		1,202,273		$	5.46		9.0	$	189

Schedule of Estimated Fair Value Assumptions

The Company estimated the fair value of each option on the date of grant using the Black-Scholes option pricing model applying the range of assumptions in the following table:


	Three Months Ended March 31,
	2022	2021
Expected volatility	98.05% - 101.66%	75.17%
Risk-free interest rate	1.60%	1.16%
Expected dividend yield	0.00%	0.00%
Expected term (in years)	6.08	6.02 – 6.08

Summary of Stock-Based Compensation Expense

Stock-based compensation expense related to stock options recorded is as follows (in thousands):


	Three Months Ended March 31,
	2022		2021
Research and development	$	472	$	820
General and administrative		2,874		1,624
Total	$	3,346	$	2,444

Summary of Restricted Stock Activity

The summary of restricted stock activity for the three months ended March 31, 2022:


	Number of Shares			Weighted Average Grant Date Fair Value
Non-vested at December 31, 2021		618,494		$	3.04
Granted		2,082,952			4.07
Vested		(100,908	)		0.01
Non-vested at March 31, 2022		2,600,538		$	4.06

Net Loss per Common Share (Tables)

3 Months Ended

Mar. 31, 2022

Earnings Per Share [Abstract]

Summary of Basic and Diluted Net Loss Per Common Share

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


	Three Months Ended March 31,
	2022			2021
Numerator:
Net loss	$	(31,380	)	$	(36,825	)
Denominator:
Weighted-average common shares outstanding, basic and diluted		32,316,689			1,350,743
Net loss per share, basic and diluted	$	(0.97	)	$	(27.26	)

Anti-Dilutive Effect Excluded from Computation of Diluted Net Loss Per Share Attributable to Common Stockholders


	March 31,
	2022		2021
Convertible preferred stock		—		20,056,145
Unvested restricted stock awards		2,600,538		765,527
Stock options outstanding		6,166,516		2,719,200
Stock options available for issuance		620,084		827,885
Employee stock purchase plan		424,595		—
Total		9,811,733		24,368,757

Description of Business - Additional Information (Details)	3 Months Ended
	Mar. 31, 2022 Segment
Segment Reporting [Abstract]
Operating and Reporting Segment.	1

Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Accumulated deficit	$ (123,098)		$ (91,718)
Net loss	(31,380)	$ (36,825)
Cash and cash equivalents	$ 247,087	$ 140,663	$ 274,735

- Definition

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

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
-URI http://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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+ Details

- Definition

The cumulative amount of the reporting entity's undistributed earnings or deficit.

+ References + Details

Fair Value Measurements - Summary of Financial Instruments Carried at Fair Value on Recurring Basis (Details) - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Assets
Assets measured at fair value	$ 0	$ 0
Fair Value, Recurring \| Money Market Funds
Assets
Assets measured at fair value	227,219,000	272,210,000
Fair Value, Recurring \| Level 1 \| Money Market Funds
Assets
Assets measured at fair value	$ 227,219,000	$ 272,210,000

Fair Value Measurements - Additional Information (Details) - USD ($)	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2022	Jan. 31, 2022	Dec. 31, 2021	Jan. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value		$ 0		$ 0
Liabilities measured at fair value		$ 0		$ 0
LegoChem License Agreement
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Recognition of derivative liability related to extra milestone payment	$ 3,400,000		$ 9,600,000		$ 3,400,000
Fair value adjustment to derivative liability	$ 1,100,000

Joint Venture - Additional Information (Details) - Voxall - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021	Mar. 31, 2021
Schedule Of Equity Method Investments [Line Items]
Initial contribution			$ 50,000
Losses incurred	$ 0	$ (200,000)
Promissory note issued		$ 200,000
Equity method investment, description	As the Company has no commitment to fund the losses of the equity method investment, the carrying value of the equity method investment has not been reduced below zero.
Alloy Therapeutics, Inc.
Schedule Of Equity Method Investments [Line Items]
Percentage of voting membership units			50.00%
Initial contribution			$ 50,000

- Definition

Amount after tax of income (loss) from continuing operations including portion attributable to the noncontrolling interest.

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+ Details

License Agreements - Additional Information (Details) - USD ($)		1 Months Ended			3 Months Ended
	Mar. 28, 2022	Apr. 30, 2022	Dec. 31, 2020	Apr. 30, 2020	Mar. 31, 2022	Mar. 31, 2021	Jan. 31, 2022	Jan. 31, 2021
Research And Development Arrangement Contract To Perform For Others [Line Items]
Research and development expense					$ 20,071,000	$ 32,774,000
Proceeds from stock options exercised					176,000
Pfizer License Agreement
Research And Development Arrangement Contract To Perform For Others [Line Items]
Research and development expense						25,000,000.0
Milestone and royalties incurred					0
Upfront payments						$ 5,000,000.0
Pfizer License Agreement \| Series B Convertible Preferred Stock
Research And Development Arrangement Contract To Perform For Others [Line Items]
Issuance of convertible preferred stock shares						12,152,145
Issuance of convertible preferred stock value						$ 20,000,000.0		$ 20,000,000.0
Pfizer License Agreement \| Research and Development Expenses
Research And Development Arrangement Contract To Perform For Others [Line Items]
Payment for license fee						25,000,000.0
LegoChem License Agreement
Research And Development Arrangement Contract To Perform For Others [Line Items]
Payments to purchase licensed products						9,000,000.0
Proceeds from stock options exercised			$ 8,000,000.0
Extra milestone payment			$ 9,600,000
Derivative liability						3,400,000	$ 9,600,000	$ 3,400,000
Fair value adjustment to the derivative liability						$ 1,100,000
Other milestone and royalties incurred					0
Biosion License Agreement
Research And Development Arrangement Contract To Perform For Others [Line Items]
Research and development expense					10,000,000
Milestone and royalties incurred					$ 0
Royalty obligation period for licensed products upon first commercial sale	12 years
Biosion License Agreement \| Subsequent Event
Research And Development Arrangement Contract To Perform For Others [Line Items]
Upfront fee		$ 10,000,000
Aggregate maximum obligation to pay future contingent milestone payments for normal approval		217,500,000
Aggregate maximum obligation to pay future contingent milestone payments for accelerated approval		$ 222,500,000
University License Agreement
Research And Development Arrangement Contract To Perform For Others [Line Items]
Stock issued				48,919
Milestone and royalties incurred							$ 0

Convertible Preferred Stock - Additional Information (Details) $ / shares in Units, $ in Thousands	1 Months Ended		3 Months Ended
	Oct. 31, 2021 shares	Mar. 31, 2021 USD ($) $ / shares shares	Mar. 31, 2021 USD ($) $ / shares shares	Mar. 05, 2021 $ / shares
Temporary Equity [Line Items]
Issuance costs			$ 47
Net proceeds from issuance of convertible preferred stock			$ 151,581
Securities Purchase Agreement \| Series B Convertible Preferred Stock
Temporary Equity [Line Items]
Share sale price per share \| $ / shares		$ 1.6458	$ 1.6458	$ 1.6458
Shares issued \| shares		92,356,299	92,356,299
Gross cash proceeds from issuance of convertible preferred stock		$ 152,000
Issuance costs		400
Net proceeds from issuance of convertible preferred stock		$ 151,600
Reverse stock split description	1-for-6.359 reverse stock split
Reverse stock split, conversion ratio	0.15725743
Securities Purchase Agreement \| Series B Convertible Preferred Stock \| Common Stock
Temporary Equity [Line Items]
Convertible preferred stock shares issued upon conversion \| shares	16,482,486
Securities Purchase Agreement \| Series B Convertible Preferred Stock \| Initial Public Offering
Temporary Equity [Line Items]
Number of preferred shares conversion \| shares	104,812,248
Agreements with Pfizer, Inc. and LegoChem Biosciences Inc. \| Series B Convertible Preferred Stock
Temporary Equity [Line Items]
Shares issued \| shares		12,455,949	12,455,949
Net proceeds from issuance of convertible preferred stock		$ 20,500

Stockholders' Equity - Additional Information (Details) - shares	3 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Equity [Abstract]
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, shares authorized	190,000,000	190,000,000
Common stock, shares issued	32,843,985	32,792,867
Common stock, shares outstanding	32,374,907	32,222,881
Common stock voting rights	one

Stockholders' Equity - Common Stock Reserved for Issuance (Details) - shares	Mar. 31, 2022	Dec. 31, 2021
Schedule Of Common Stock Reserved For Future Issuance [Line Items]
Common stock reserved for future issuance	9,811,733	8,259,317
Unvested Restricted Stock Awards
Schedule Of Common Stock Reserved For Future Issuance [Line Items]
Common stock reserved for future issuance	2,600,538	618,494
Stock Options Available for Issuance
Schedule Of Common Stock Reserved For Future Issuance [Line Items]
Common stock reserved for future issuance	620,084	1,289,259
Stock Options Outstanding
Schedule Of Common Stock Reserved For Future Issuance [Line Items]
Common stock reserved for future issuance	6,166,516	5,926,969
Employee Stock Purchase Plan
Schedule Of Common Stock Reserved For Future Issuance [Line Items]
Common stock reserved for future issuance	424,595	424,595

Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2019	Jan. 01, 2022	Dec. 31, 2021	Sep. 27, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of common shares reserved for future issuance	9,811,733				8,259,317
Fair value of common stock per share	$ 4.04
Weighted-average fair value of options granted	$ 6.27	$ 3.51
Gross unrecognized stock-based compensation expense	$ 36,600
Unrecognized stock-based compensation expense weighted average amortized period	2 years 9 months 7 days
Number of restricted common stock shares issued	2,131,460		994,650
Stock-based compensation expense	$ 3,346	$ 2,444
Restricted Stock Awards
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of common shares reserved for future issuance	2,600,538				618,494
Number of shares authorized to be repurchased under a stock repurchase plan	2,131,460
Unrecognized stock-based compensation expense weighted average amortized period	2 years 9 months 18 days
Common stock public offering price per share			$ 0.01
Stock-based compensation expense	$ 58	$ 6
Gross unrecognized stock-based compensation expense	$ 9,200
2021 Equity Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of common shares reserved for future issuance	492,687			1,639,643		3,852,807
Number of shares of common stock outstanding percentage	5.00%
Maximum number of common shares issuable under exercise of options	7,705,614
Number of shares authorized to be repurchased under a stock repurchase plan	2,868,303
2019 Equity Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of common shares reserved for future issuance	127,397
Number of shares authorized to be repurchased under a stock repurchase plan	3,298,213
2019 Equity Incentive Plan \| Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of common shares reserved for future issuance			4,042,408
2021 Employee Stock Purchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of common shares authorized for issuance	424,595
Number of shares issued	0

Stock-Based Compensation - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Share-based Payment Arrangement [Abstract]
Number of Shares, Outstanding, Beginning Balance	5,926,969
Number of Shares, Granted	353,263
Number of Shares, Exercised	(51,118)
Number of Shares, Forfeited	(62,598)
Number of Shares, Outstanding, Ending Balance	6,166,516	5,926,969
Number of Shares, Exercisable at March 31, 2022	1,202,273
Weighted Average Exercise Price, Beginning Balance	$ 10.03
Weighted Average Exercise Price, Granted	7.96
Weighted Average Exercise Price, Exercised	3.45
Weighted Average Exercise Price, Forfeited	4.88
Weighted Average Exercise Price, Ending Balance	10.02	$ 10.03
Weighted Average Exercise Price, Exercisable at March 31, 2022	$ 5.46
Weighted Average Remaining Contractual Term, Outstanding	9 years 3 months 18 days	9 years 6 months
Weighted Average Remaining Contractual Term, Exercisable	9 years
Aggregate Intrinsic Value, Outstanding	$ 440	$ 16,414
Aggregate Intrinsic Value, Exercisable at March 31, 2022	$ 189

Stock-Based Compensation - Schedule of Estimated Fair Value Assumptions (Details)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected volatility, minimum	98.05%
Expected volatility, maximum	101.66%
Expected volatility		75.17%
Risk-free interest rate	1.60%	1.16%
Expected dividend yield	0.00%	0.00%
Expected term (in years)	6 years 29 days
Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected term (in years)		6 years 7 days
Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected term (in years)		6 years 29 days

Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 3,346	$ 2,444
Research and Development
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	472	820
General and Administrative
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 2,874	$ 1,624

Stock-Based Compensation - Summary of Restricted Stock Activity (Details)	3 Months Ended
	Mar. 31, 2022 $ / shares shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Shares, Outstanding, Beginning Balance \| shares	618,494
Number of Shares, Granted \| shares	2,082,952
Number of Shares, Vested \| shares	(100,908)
Number of Shares, Outstanding, Ending Balance \| shares	2,600,538
Weighted Average Grant ate fair value, Outstanding, Beginning Balance \| $ / shares	$ 3.04
Weighted Average Grant Date Fair Value, Outstanding, Granted \| $ / shares	4.07
Weighted Average Grant Date Fair Value, Outstanding, Vested \| $ / shares	0.01
Weighted Average Grant ate fair value, Outstanding, Ending Balance \| $ / shares	$ 4.06

Income Taxes - Additional Information (Details) - USD ($)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Income Tax Disclosure [Abstract]
Effective tax rate from continuing operations	0.00%	0.00%
Federal income tax provision	$ 0	$ 0

Net Loss per Common Share - Summary of Basic and Diluted Net Loss Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Numerator:
Net loss	$ (31,380)	$ (36,825)
Denominator:
Weighted-average common shares outstanding, basic and diluted	32,316,689	1,350,743
Net loss per share, basic and diluted	$ (0.97)	$ (27.26)

- Definition

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

+ References

+ Details

Net Loss per Common Share - Anti-Dilutive Effect Excluded from Computation of Diluted Net Loss Per Share Attributable to Common Stockholders (Details) - shares	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Anti-dilutive effect excluded from computation of diluted net loss per share attributable to common stockholders	9,811,733	24,368,757
Convertible Preferred Stock
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Anti-dilutive effect excluded from computation of diluted net loss per share attributable to common stockholders		20,056,145
Unvested Restricted Stock Awards
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Anti-dilutive effect excluded from computation of diluted net loss per share attributable to common stockholders	2,600,538	765,527
Stock Options Outstanding
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Anti-dilutive effect excluded from computation of diluted net loss per share attributable to common stockholders	6,166,516	2,719,200
Stock Options Available for Issuance
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Anti-dilutive effect excluded from computation of diluted net loss per share attributable to common stockholders	620,084	827,885
Employee Stock Purchase Plan
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Anti-dilutive effect excluded from computation of diluted net loss per share attributable to common stockholders	424,595

Related Parties - Additional Information (Details) - USD ($)	1 Months Ended	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2022	Mar. 31, 2021	Jan. 31, 2021
Related Party Transaction [Line Items]
Research and development expense		$ 20,071,000	$ 32,774,000
Pfizer License Agreement
Related Party Transaction [Line Items]
Research and development expense			25,000,000.0
Upfront payments			$ 5,000,000.0
Series B Convertible Preferred Stock \| Pfizer License Agreement
Related Party Transaction [Line Items]
Issuance of convertible preferred stock shares			12,152,145
Issuance of convertible preferred stock value	$ 20,000,000.0		$ 20,000,000.0	$ 20,000,000.0
Voxall
Related Party Transaction [Line Items]
Contributed amount to joint venture	$ 50,000	$ 0

Commitment and Contingencies - Additional Information (Details) $ in Millions		3 Months Ended
	Sep. 29, 2021 USD ($)	Mar. 31, 2022 USD ($) Lease	Mar. 31, 2021 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Number of operating lease \| Lease		1
Operating lease terms expiration year		2022-03
Number of finance lease \| Lease		0
Operating lease, rent expense \| $		$ 0.2	$ 0.2
Future minimum lease obligations \| $	$ 33.8
Lease expiration date	Dec. 31, 2032
Rent increase percentage	3.00%
Operating lease, option to extend		There is an additional five-year option to extend the lease beyond December 31, 2032.
Lessee, Operating Lease, Existence of Option to Extend [true false]	true
Operating lease, renewal term	5 years
Operating lease, term of contract	10 years