0000950170-21-001660 | 10-Q | XBRL Viewer

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Document and Entity Information - shares	6 Months Ended
Document and Entity Information - shares	Jun. 30, 2021	Aug. 31, 2021
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Jun. 30, 2021
Document Fiscal Year Focus	2021
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	Q2
Entity Registrant Name	Caribou Biosciences, Inc.
Entity Central Index Key	0001619856
Entity File Number	001-40631
Entity Tax Identification Number	45-3728228
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity Filer Category	Non-accelerated Filer
Entity Interactive Data Current	Yes
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Address Address Line1	2929 7th Street
Entity Address, Address Line Two	Suite 105
Entity Address City Or Town	Berkeley
Entity Address, State and Province	CA
Entity Incorporation State Country Code	DE
Entity Address Postal Zip Code	94710
Local Phone Number	982-6030
City Area Code	510
Security12b Title	Common Stock, par value $0.0001 per share
Trading Symbol	CRBU
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding		59,970,843

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Assets, Current [Abstract]
Cash and cash equivalents	$ 129,524	$ 15,953
Accounts receivable	2	150
Contract assets ($0 and $250 from related party, respectively)	830	1,328
Other receivables	7,575	3,682
Prepaid expenses and other current assets	5,036	3,193
Total current assets	142,967	24,306
INVESTMENTS IN EQUITY SECURITIES	7,626	7,626
PROPERTY AND EQUIPMENT—NET	4,408	3,502
OTHER ASSETS	3,396	612
TOTAL ASSETS	158,397	36,046
CURRENT LIABILITIES:
Accounts payable ($0 and $500 to related party, respectively)	4,029	2,601
Accrued expenses and other current liabilities	13,297	8,973
Promissory note - PPP Loan	0	654
Deferred revenue	8,681	161
Total current liabilities	26,007	12,389
LONG-TERM LIABILITIES
Deferred revenue, net of current portion ($50 and $50 from related party)	24,208	937
Deferred rent and lease incentive liability	1,570	925
Promissory note - PPP Loan, net of current portion	0	924
Success payments liability	3,835	2,654
Other liabilities	163	176
Deferred tax liabilities	155	155
Total liabilities	55,938	18,160
COMMITMENTS AND CONTINGENCIES (Note 9)
STOCKHOLDERS’ DEFICIT
Common stock, par value $0.0001 per share—44,541,000 and 28,933,380 shares authorized at June 30, 2021 and December 31, 2020, respectively; 11,333,423 and 9,710,830 shares issued and outstanding at June 30, 2021 and December 31, 2020, respectively	1	1
Additional paid-in-capital	10,649	7,433
Accumulated deficit	(58,341)	(30,871)
Total stockholders’ deficit	(47,691)	(23,437)
TOTAL LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT	158,397	36,046
Convertible Preferred Stock
LONG-TERM LIABILITIES
CONVERTIBLE PREFERRED STOCK, par value $0.0001 per share—14,430,622 and 7,766,582 shares authorized at June 30, 2021 and December 31, 2020, respectively; 14,430,522 and 7,766,582 shares issued and outstanding at June 30, 2021 and December 31, 2020, respectively; (liquidation preference of $156,620 and $41,620 at June 30, 2021 and December 31, 2020, respectively)	$ 150,150	$ 41,323

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Contract assets related party	$ 0	$ 250
Accounts payable related parties, Current	0	500
Deferred revenue, net of current portion	$ 50	$ 50
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	44,541,000	28,933,380
Common stock, shares issued	11,333,423	9,710,830
Common Stock Shares Outstanding	11,333,423	9,710,830
Convertible Preferred Stock
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	14,430,622	7,766,582
Preferred stock, shares issued	14,430,522	7,766,582
Preferred stock, shares outstanding	14,430,522	7,766,582
Preferred Stock Liquidation Preference Value	$ 156,620	$ 41,620

Consolidated Statements of Operations and Comprehensive Income (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Income Statement [Abstract]
Licensing and collaboration revenue	$ 1,476	$ 8,478	$ 3,062	$ 10,178
Operating expenses:
Research and development	12,327	7,580	22,491	16,221
General and administrative	5,113	3,153	9,709	6,641
Total operating expenses	17,440	10,733	32,200	22,862
Loss from operations	(15,964)	(2,255)	(29,138)	(12,684)
Other income (expense):
Interest income	46	11	50	153
Interest expense	(2)	(5)	(8)	(8)
Change in fair value of equity securities			0	(733)
Gain on extinguishment of PPP Loan	1,584		1,584
Other income	25	327	42	348
Total other income (expense)	1,653	333	1,668	(240)
Net loss before provision for income taxes	(14,311)	(1,922)	(27,470)	(12,924)
Benefit from income taxes	0	(50)	0	(1,252)
Net loss and comprehensive loss	$ (14,311)	$ (1,872)	$ (27,470)	$ (11,672)
Net loss per share, basic and diluted	$ (1.39)	$ (0.22)	$ (2.78)	$ (1.38)
Weighted-average common shares outstanding, basic and diluted	10,261,770	8,441,934	9,882,715	8,435,672

Consolidated Statements of Operations and Comprehensive Income (Unaudited) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Income Statement [Abstract]
Revenue from related party	$ 0	$ 7,500	$ 0	$ 7,500

Condensed Consolidated Statements of Convertible Preferred Stock and Stockholder's Deficit (Unaudited) - USD ($) $ in Thousands	Total	Convertible Preferred Stock	Common Stock	Additional Paid-In Capital	Retained Earnings (Accumulated Deficit)
Temporary Equity, Beginning Balance at Dec. 31, 2019		$ 41,323
Temporary Equity, Beginning Balance (in shares) at Dec. 31, 2019		7,766,582
Beginning Balance at Dec. 31, 2019	$ 7,463		$ 1	$ 4,025	$ 3,437
Beginning Balance (in shares) at Dec. 31, 2019			8,839,205
Stock-based compensation expense	237			237
Net loss and comprehensive loss	(9,800)				(9,800)
Temporary Equity, Ending Balance at Mar. 31, 2020		$ 41,323
Temporary Equity, Ending Balance (in shares) at Mar. 31, 2020		7,766,582
Ending Balance at Mar. 31, 2020	(2,100)		$ 1	4,262	(6,363)
Ending Balance (in shares) at Mar. 31, 2020			8,839,205
Temporary Equity, Beginning Balance at Dec. 31, 2019		$ 41,323
Temporary Equity, Beginning Balance (in shares) at Dec. 31, 2019		7,766,582
Beginning Balance at Dec. 31, 2019	7,463		$ 1	4,025	3,437
Beginning Balance (in shares) at Dec. 31, 2019			8,839,205
Net loss and comprehensive loss	(11,672)
Temporary Equity, Ending Balance at Jun. 30, 2020		$ 41,323
Temporary Equity, Ending Balance (in shares) at Jun. 30, 2020		7,766,582
Ending Balance at Jun. 30, 2020	$ (3,665)		$ 1	4,569	(8,235)
Ending Balance (in shares) at Jun. 30, 2020	8,894,108
Temporary Equity, Beginning Balance at Mar. 31, 2020		$ 41,323
Temporary Equity, Beginning Balance (in shares) at Mar. 31, 2020		7,766,582
Beginning Balance at Mar. 31, 2020	$ (2,100)		$ 1	4,262	(6,363)
Beginning Balance (in shares) at Mar. 31, 2020			8,839,205
Stock-based compensation expense	286			286
Issuance of restricted stock awards, (in shares)			4,545
Issuance of common stock on exercise of options	21			21
Issuance of common stock on exercise of stock options (in shares)			50,358
Net loss and comprehensive loss	(1,872)				(1,872)
Temporary Equity, Ending Balance at Jun. 30, 2020		$ 41,323
Temporary Equity, Ending Balance (in shares) at Jun. 30, 2020		7,766,582
Ending Balance at Jun. 30, 2020	$ (3,665)		$ 1	4,569	(8,235)
Ending Balance (in shares) at Jun. 30, 2020	8,894,108
Temporary Equity, Beginning Balance at Dec. 31, 2020		$ 41,323
Temporary Equity, Beginning Balance (in shares) at Dec. 31, 2020		7,766,582
Beginning Balance at Dec. 31, 2020	$ (23,437)		$ 1	7,433	(30,871)
Beginning Balance (in shares) at Dec. 31, 2020			9,710,830
Issuance of Series C convertible preferred stock, net of issuance costs of $6.2 million		$ 108,827
Issuance of Series C convertible preferred stock, net of issuance costs of $6.2 million (in shares)		6,663,940
Stock-based compensation expense	343			343
Issuance of common stock on exercise of options	$ 564			564
Issuance of common stock on exercise of stock options (in shares)	584,614		584,614
Net loss and comprehensive loss	$ (13,159)				(13,159)
Temporary Equity, Ending Balance at Mar. 31, 2021		$ 150,150
Temporary Equity, Ending Balance (in shares) at Mar. 31, 2021		14,430,522
Ending Balance at Mar. 31, 2021	(35,689)		$ 1	8,340	(44,030)
Ending Balance (in shares) at Mar. 31, 2021			10,295,444
Temporary Equity, Beginning Balance at Dec. 31, 2020		$ 41,323
Temporary Equity, Beginning Balance (in shares) at Dec. 31, 2020		7,766,582
Beginning Balance at Dec. 31, 2020	(23,437)		$ 1	7,433	(30,871)
Beginning Balance (in shares) at Dec. 31, 2020			9,710,830
Net loss and comprehensive loss	(27,470)
Temporary Equity, Ending Balance at Jun. 30, 2021		$ 150,150
Temporary Equity, Ending Balance (in shares) at Jun. 30, 2021		14,430,522
Ending Balance at Jun. 30, 2021	(47,691)		$ 1	10,649	(58,341)
Ending Balance (in shares) at Jun. 30, 2021			11,333,423
Temporary Equity, Beginning Balance at Mar. 31, 2021		$ 150,150
Temporary Equity, Beginning Balance (in shares) at Mar. 31, 2021		14,430,522
Beginning Balance at Mar. 31, 2021	(35,689)		$ 1	8,340	(44,030)
Beginning Balance (in shares) at Mar. 31, 2021			10,295,444
Stock-based compensation expense	593			593
Issuance of common stock on exercise of options	$ 566			566
Issuance of common stock on exercise of stock options (in shares)	1,037,979		1,037,979
Repayment of loan issued by stockholder	$ 1,150			1,150
Net loss and comprehensive loss	(14,311)				(14,311)
Temporary Equity, Ending Balance at Jun. 30, 2021		$ 150,150
Temporary Equity, Ending Balance (in shares) at Jun. 30, 2021		14,430,522
Ending Balance at Jun. 30, 2021	$ (47,691)		$ 1	$ 10,649	$ (58,341)
Ending Balance (in shares) at Jun. 30, 2021			11,333,423

Condensed Consolidated Statements of Convertible Preferred Stock and Stockholder's Deficit (Unaudited) (Parenthetical) $ in Millions	3 Months Ended
	Mar. 31, 2021 USD ($)
Statement Of Stockholders Equity [Abstract]
Payments of stock issuance costs	$ 6.2

Condensed Consolidated Statement of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (27,470)	$ (11,672)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization	451	454
Loss on disposal of fixed assets	3	0
Change in fair value of equity securities	0	733
Non-cash consideration for licensing and collaboration revenue	0	(7,500)
Stock-based compensation expense	936	523
Change in fair value of success payments liability	1,181	0
Acquired in-process research and development	1,000	425
Extinguishment of PPP Loan	(1,578)	0
Changes in operating assets and liabilities:
Accounts receivable	148	(17)
Contract assets	498	415
Other receivables	(3,894)	527
Prepaid expenses and other current assets	(1,842)	1,555
Other assets	(151)	(19)
Accounts payable	1,031	318
Accrued expenses and other current liabilities	1,009	(897)
Deferred revenue, current and long-term	31,791	(609)
Deferred rent and lease incentive liability	738	134
Other liabilities	(14)	(479)
Deferred tax liabilities	0	(339)
Net cash provided by (used in) operating activities	3,837	(16,448)
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of equity securities	0	7,668
Purchases of property and equipment	(506)	(276)
Payments to acquire in-process research & development	0	(425)
Net cash provided by (used in) investing activities	(506)	6,967
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of Series C convertible preferred stock	108,827
Proceeds from common stock options exercised	1,130	21
Repayment of promissory note	1,150
Principal payments for capital lease	(119)	(50)
Proceeds from PPP Loan	0	1,570
Payment of deferred issuance costs	(702)
Net cash provided by financing activities	110,286	1,541
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	113,617	(7,940)
CASH AND CASH EQUIVALENTS —Beginning of period	15,953	41,070
CASH AND CASH EQUIVALENTS —End of period	129,570	33,130
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract]
Cash and cash equivalents	129,524	33,130
Restricted Cash	46
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Total	129,570	33,130
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for income taxes	11	11
SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITES:
Purchases of property and equipment accrued	869
Deferred issuance costs related to initial public offering accrued	1,884
Acquired in-process research and development accrued	1,000
Extinguishment of PPP Loan	1,578
Non-cash consideration in exchange for licensing and collaboration revenue	$ 0	$ 7,500

Description of the Business, Organization, and Liquidity

6 Months Ended

Jun. 30, 2021

Organization Consolidation And Presentation Of Financial Statements [Abstract]

Description of the Business, Organization, and Liquidity

1. Description of the Business, Organization, and Liquidity

Business and Organization

Caribou Biosciences, Inc. (the “Company” or “we”) is a clinical-stage CRISPR genome-editing biotechnology company. We are developing an internal pipeline of off-the-shelf chimeric antigen receptor (“CAR”) T cell (“CAR-T”) and CAR-natural killer cell (“CAR-NK”) therapies. The Company was incorporated in October 2011 as a Delaware corporation and is headquartered in Berkeley, California. The Company has four wholly-owned subsidiaries: Antler Holdco, LLC, incorporated in Delaware in April 2019; Microbe Holdco, LLC, incorporated in Delaware in June 2020; Arboreal Holdco, LLC, incorporated in Delaware in November 2020; and Biloba Holdco, LLC, incorporated in Delaware in April 2021. Another subsidiary, Caribou Therapeutics Holdco, LLC, was incorporated in Delaware in July 2014 and dissolved in December 2020. The Company’s wholly-owned subsidiaries hold interests in our equity investments and do not have operating activities.

Initial Public Offering

On July 22, 2021, the Company’s registration statement on Form S-1 (File No. 333-257604) relating to our initial public offering (“IPO”) of common stock became effective. The IPO closed on July 27, 2021, at which time we issued 19,000,000 shares of our common stock at a price of $16.00 per share. On August 9, 2021, the underwriters exercised their option to purchase an additional 2,850,000 shares of common stock. We received an aggregate of $349.6 million gross proceeds, and approximately $321.0 million in net proceeds from the IPO after deducting underwriting discounts and commissions and estimated offering costs. Upon closing the IPO, all outstanding shares of our convertible preferred stock converted into 26,234,654 shares of common stock.

In connection with the completion of our IPO, on July 27, 2021, the Company’s certificate of incorporation was amended and restated to provide for 300,000,000 authorized shares of common stock with a par value of $0.0001 per share and 10,000,000 authorized shares of preferred stock with a par value of $0.0001 per share. The condensed consolidated financial statements as of June 30, 2021 do not give effect to the IPO and the conversion of the convertible preferred stock to common stock, as these transactions closed subsequent to June 30, 2021.

Forward Stock Split

In July 2021, our board of directors (the “Board”) approved an amendment to the Company’s certificate of incorporation to effect a forward split of shares of our outstanding common stock at a ratio of 1.818-for-1 (the “Forward Stock Split”) effective as of July 15, 2021. The number of authorized shares was increased as a result of the Forward Stock Split, but the par values of the common stock and preferred stock were not adjusted. All references to common stock, options to purchase common stock, common stock share data, per share data, and related information contained in the financial statements have been retrospectively adjusted to reflect the effect of the Forward Stock Split for all periods presented.

Liquidity

We have incurred net operating losses and negative cash flows from operations since our inception and we had an accumulated deficit of $58.3 million as of June 30, 2021. During the six months ended June 30, 2021, we incurred a net loss of $27.5 million and generated $3.8 million of cash from operating activities. We expect to continue to incur substantial losses, and our ability to achieve and sustain profitability will depend on the successful development, approval, and commercialization of product candidates and on the achievement of sufficient revenues to support our cost structure. We may never achieve profitability and, unless and until we do, we will need to continue to raise additional capital. Management expects that existing cash and cash equivalents of $129.5 million as of June 30, 2021, and IPO net proceeds of $321.0 million, will be sufficient to fund our current operating plan for at least the next 12 months from the date of issuance of these condensed consolidated financial statements.

Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2021

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

There have been no changes to the significant accounting policies disclosed in Note 2 to the annual consolidated financial statements for the years ended December 31, 2019 and 2020 included in the Company’s final prospectus for our IPO (“Final Prospectus”) filed pursuant to Rule 424(b)(4) under the Securities Act of 1933, as amended (the “Securities Act”), with the Securities and Exchange Commission (the “SEC”) on July 23, 2021, except as noted below.

Basis of Presentation and Principles of Consolidation

The accompanying condensed consolidated financial statements include the accounts of Caribou Biosciences, Inc. and its wholly owned subsidiaries and have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and the requirements of the SEC for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted. These condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements included in our Final Prospectus, except as noted below.

In the opinion of our management, the information furnished in these condensed consolidated financial statements reflects all adjustments, all of which are of a normal and recurring nature necessary for a fair presentation of the financial position and results of operations for the reported interim periods. We consider events or transactions that occur after the balance sheet date but before the financial statements are issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure. The results of operations for interim periods are not necessarily indicative of results to be expected for the full year or any other interim period.

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities; the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements; and the reported amounts of revenue, income, and expenses during the reporting period. On an ongoing basis, we evaluate our estimates and assumptions, including those related to revenue recognition, common stock valuation, stock-based compensation expense, accrued expenses related to research and development activities, valuation of success payments liability, and income taxes. Management bases its estimates on historical experience and on various other assumptions that are believed 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 may differ materially from those estimates.

Segments

We operate and manage our business as one reportable and operating segment, which is the business of developing an internal pipeline of off-the-shelf CAR-T and CAR-NK cell therapies. Our chief executive officer, who is the chief operating decision maker, reviews financial information on an aggregate basis for allocating and evaluating financial performance. All long-lived assets are maintained in the United States.

Concentrations of Credit Risk and Other Uncertainties

Financial instruments that potentially subject us to concentration of credit risk consisted of cash and cash equivalents, accounts receivable, contract assets, other receivables, and investments in equity securities. Substantially all our cash and cash equivalents are deposited in accounts at one financial institution, and account balances may at times exceed federally insured limits. We believe the financial institution to be of high credit quality.

Licensees that represent 10% or more of our revenues and accounts receivable and contract assets are as follows:

Revenue

Accounts Receivable and
Contract Assets

Three Months Ended

Six Months Ended

As of

June 30, 2021

June 30, 2020

June 30, 2021

June 30, 2020

June 30, 2021

December 31, 2020

Licensee A

36.3

35.2

64.5

40.6

Licensee B

13.2

Licensee C, related party

16.9

Licensee D

10.1

Licensee E

15.7

Licensee F, related party

88.5

73.7

Licensee G

11.3

Licensee H

34.3

16.5

Licensee I

20.1

Total

81.9

88.5

71.8

73.7

80.2

80.8

*Less than 10%

We monitor economic conditions to identify facts or circumstances that may indicate that any of our accounts receivable are not collectible and if the contract assets should be impaired. No allowance for doubtful accounts was recorded as of June 30, 2021 and December 31, 2020.

Restricted Cash

We define restricted cash as cash and cash equivalents that cannot be withdrawn or used for general operating activities. Our restricted cash consists of a letter of credit with a financial institution in connection with our workers’ compensation insurance, which renews annually. As of June 30, 2021, we had less than $0.1 million of restricted cash, which was recorded in other assets within the condensed consolidated balance sheet. We did not have any restricted cash as of December 31, 2020.

Deferred Issuance Costs

Issuance costs, consisting of legal, accounting, audit, and filing fees relating to in-process equity financings, including the IPO, are capitalized. Deferred issuance costs are offset against offering proceeds upon the completion of an equity financing or an offering. In the event an equity financing or an offering is terminated or delayed, deferred issuance costs will be expensed immediately as a charge to general and administrative expenses in the condensed consolidated statements of operations and comprehensive loss. As of June 30, 2021, we capitalized deferred issuance costs in the amount of $2.6 million related to our IPO. As of December 31, 2020, we did not capitalize any issuance costs.

Patent Costs

We expense costs for filing, prosecuting, and maintaining patents and patent applications, including certain of the patents and patent applications that we license from third parties, as incurred, and classify such costs as general and administrative expenses in the condensed consolidated statements of operations and comprehensive loss. In addition, we are entitled to receive reimbursement of a portion of the filing, prosecution, and maintenance costs for certain patents and patent applications from third parties. We accrue for these reimbursements as the respective expenses are incurred and classify such reimbursements as a reduction of general and administrative expenses. During the three months ended June 30, 2021 and 2020, we incurred gross patent costs of $3.6 million and $2.2 million, respectively. During the six months ended June 30, 2021 and 2020, we incurred gross patent costs of $7.5 million and $4.5 million, respectively. During the three months ended June 30, 2021 and 2020, we recorded $2.4 million and $1.1 million, respectively, of patent reimbursements as a credit to general and administrative expenses. During the six months ended June 30, 2021 and 2020, we recorded $4.5 million and $2.2 million, respectively, of patent reimbursements as a credit to general and administrative expenses.

Recent Accounting Pronouncements

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (the “FASB”) or other standard-setting bodies and adopted by us as of the specified effective date.

New Accounting Pronouncements Not Yet Adopted

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). This ASU requires a lessee to recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-to-use asset representing its right to use the underlying asset for the lease term. We may elect not to apply Topic 842 to short-term leases with a term of 12 months or less. This ASU is effective for fiscal years beginning after December 15, 2021 and interim periods within fiscal years beginning after December 15, 2022, with early adoption permitted. We are currently evaluating the impact of adoption of this update on the condensed consolidated financial statements.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses: Measurement of Credit Losses on Financial Instruments (Topic 326). The update provides guidance on the measurement of credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The updated guidance replaces the current incurred loss impairment approach with a methodology to reflect expected credit losses and requires consideration of a broader range of reasonable and supportable information to explain credit loss estimates. This ASU is to be applied on a modified retrospective approach and is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022, and interim reporting periods within fiscal years beginning after December 15, 2023. Early adoption is permitted for all entities for fiscal years beginning after December 15, 2018, and interim periods therein. We are currently evaluating the impact of adoption of this update on the condensed consolidated financial statements.

Fair Value Measurements and Fair Value of Financial Instruments

6 Months Ended

Jun. 30, 2021

Fair Value Disclosures [Abstract]

Fair Value Measurements and Fair Value of Financial Instruments

3. Fair Value Measurements and Fair Value of Financial Instruments

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 in active markets for identical assets or liabilities.

Level 2—Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

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.

Assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires management to make judgments and consider factors specific to the asset or liability.

Our financial instruments consisted of Level 1 and Level 3. Level 1 financial instruments are comprised of money market mutual funds. Level 3 financial instruments are comprised of success payments liability related to the Exclusive License Agreement (the “MSKCC Agreement”), dated November 13, 2020, by and between us and Memorial Sloan Kettering Cancer Center (“MSKCC”).

The following table sets forth our financial instruments that were measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands):


	Fair Value Measurements at June 30, 2021
	Total		Level 1		Level 2		Level 3
Assets:
Money market investments (included in cash and cash equivalents)	$	129,524	$	129,524	$	-	$	-
Total	$	129,524	$	129,524	$	-	$	-

Liabilities:
Success payments liability	$	3,835	$	-	$	-	$	3,835
Total	$	3,835	$	-	$	-	$	3,835


	Fair Value Measurements at December 31, 2020
	Total		Level 1		Level 2		Level 3
Assets:
Money market investments (included in cash and cash equivalents)	$	15,953	$	15,953	$	-	$	-
Total	$	15,953	$	15,953	$	-	$	-

Liabilities:
Success payments liability	$	2,654	$	-	$	-	$	2,654
Total	$	2,654	$	-	$	-	$	2,654

The following table sets forth a summary of the changes in the fair value of our Level 3 financial liability (in thousands):


	Success Payments Liability
Balance at December 31, 2020	$	2,654
Change in fair value		1,181
Balance at June 30, 2021	$	3,835

We recorded $0.5 million and $1.2 million change in fair value of the success payments liability as research and development expense in the condensed consolidated statement of operations and comprehensive loss for the three and six months ended June 30, 2021, respectively.

We utilize a Monte Carlo simulation model that requires significant estimates and assumptions in determining the estimated MSKCC success payments liability under the MSKCC Agreement and associated expense at each balance sheet date. The assumptions used to calculate the fair value of the success payments are subject to a significant amount of judgment including the expected volatility, estimated term, and estimated number and timing of valuation measurement dates.

Our liability for the MSKCC success payments is carried at fair value and changes are recognized as expense until the success payments liability is paid or expires (Note 4). The Monte Carlo simulation methodology models the future movement of stock prices based on several key variables. The table below summarizes key assumptions used in the valuation of success payments liability:


	As of June 30, 2021			As of December 31, 2020
Fair value of common stock	$	7.712		$	5.462
Risk free interest rate		1.45	%		0.93	%
Expected volatility		75	%		80	%
Probability	6.6% to 19.3%			4.4% to 13.4%
Expected term (years)	4.5 to 5.7			4.7 to 5.7

The computation of expected volatility was estimated using a combination of available information about the historical volatility of stocks of similar publicly traded companies for a period matching the expected term assumption and the historical and implied volatility of our stock. The risk-free interest rate, expected volatility, and expected term assumptions depend on the estimated timing of our phase 1 clinical trial and U.S. Food and Drug Administration (“FDA”) approval of a particular product candidate. In addition, we incorporated the estimated number and timing of valuation measurement dates in the calculation of the success payments liability.

A small change in the assumptions and other inputs, such as the fair value of our common stock, may have a relatively large change in the estimated valuation and associated liability and expense.

The carrying value of the promissory note approximates its fair value (Note 8).

- 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

Significant Agreements

6 Months Ended

Jun. 30, 2021

Significant Agreements [Abstract]

Significant Agreements

4. Significant Agreements

The Regents of the University of California/University of Vienna

We entered into an Exclusive License Agreement, dated April 16, 2013, as amended, (the “UC/Vienna Agreement”) with The Regents of the University of California (“UC”) and the University of Vienna (“Vienna”) (together, “UC/Vienna”) wherein UC/Vienna granted us an exclusive worldwide license, with the right to sublicense, in all fields to the foundational CRISPR-Cas9 patent family co-owned by UC, Vienna, and Dr. Emmanuelle Charpentier (the “CVC IP”). Dr. Charpentier has not granted us any rights, either directly or indirectly. The UC/Vienna Agreement continues until the last-to-expire patent or last-to-be-abandoned patent application licensed under the UC/Vienna Agreement; provided, however, that UC/Vienna may terminate the UC/Vienna Agreement upon the occurrence of certain events and we may terminate the UC/Vienna Agreement at our sole discretion upon written notice. Without patent term adjustment or patent term extension, the CVC IP will expire in 2033. The UC/Vienna Agreement includes certain diligence milestones that we must meet. For products and services sold by us that are covered by the CVC IP, we will owe low- to mid-single-digit percent royalties on net sales, subject to a minimum annual royalty. Prior to such time that we are selling products, we owe UC/Vienna an annual license maintenance fee. We may owe UC/Vienna up to $3.6 million in certain regulatory and clinical milestone payments in the field of human therapeutics and diagnostics for products that are covered by the CVC IP and developed by us, an affiliate, or a sublicensee. Additionally, we pay UC/Vienna a specified percentage of sublicensing revenue we receive including cash and equity under our sublicensing agreements, subject to certain exceptions. If we include intellectual property owned or controlled by us in such sublicense, we pay UC/Vienna a low double-digit percentage of sublicensing revenues received under the sublicense. If we do not include intellectual property owned or controlled by us in such sublicense, we pay UC /Vienna 50% of sublicensing revenues received under the sublicense. To date, we have entered into over 20 sublicensing agreements in a variety of fields such as human therapeutics, forestry, agriculture, research reagents, transgenic animals, certain livestock targets, internal

research, bioproduction, cell lines, and microbial applications that include the CVC IP as well as other Cas9 intellectual property owned or controlled by us. We are obligated to reimburse UC for its prosecution and maintenance costs of the CVC IP.

For the three months ended June 30, 2021 and 2020, we paid UC $0.7 million and $0.1 million, respectively, in sublicensing revenues related to our sublicensing agreements, which were recorded in research and development expenses in the condensed consolidated statements of operations and comprehensive loss. For the six months ended June 30, 2021 and 2020, we paid UC $1.0 million and $0.4 million, respectively, in sublicensing revenues related to our sublicensing agreements, which were recorded in research and development expenses in the condensed consolidated statements of operations and comprehensive loss.

For the three months ended June 30, 2021 and 2020, we reimbursed UC $3.3 million and $1.8 million, respectively, which were recorded in general and administrative expenses in the condensed consolidated statements of operations and comprehensive loss. For the six months ended June 30, 2021 and 2020, we reimbursed UC $6.5 million and $3.7 million, respectively, which were recorded in general and administrative expenses in the condensed consolidated statements of operations and comprehensive loss.

On December 15, 2016, we entered into a Consent to Assignments, Licensing and Common Ownership and Invention Management Agreement (“IMA”) relating to the CVC IP. Under the IMA, CRISPR Therapeutics AG (“CRISPR”) reimburses us 50% of the amounts we reimburse UC for patent prosecution and maintenance costs. For the three months ended June 30, 2021 and 2020, CRISPR reimbursed us $1.6 million and $0.8 million, respectively, which were recorded as a reduction of general and administrative expenses in the condensed consolidated statements of operations and comprehensive loss. For the six months ended June 30, 2021 and 2020, CRISPR reimbursed us $3.2 million and $1.5 million, respectively, which were recorded as a reduction of general and administrative expenses in the condensed consolidated statements of operations and comprehensive loss.

Memorial Sloan Kettering Cancer Center

On November 13, 2020, we entered into the MSKCC Agreement under which we exclusively licensed know-how, biological materials, and intellectual property relating to humanized single-chain variable fragments targeting CD371 for use in T cells, NK cells, and genome-edited induced pluripotent stem cells for allogeneic CD371-targeted cell therapy (our CB-012 product candidate). We paid an upfront payment of $0.5 million in cash and $2.1 million in stock. For each licensed product, there are potential clinical, regulatory, and commercial milestones totaling $112.0 million and, in the event we, or our affiliates or sublicensees, receive regulatory approval for CB-012, we will owe low- to mid-single- digit percent royalties on net sales by us, our affiliates, and our sublicensees. Our license includes the right to sublicense through multiple tiers and we will owe MSKCC a percentage of upfront cash or equity received from our sublicensees. The percentage owed decreases as our products move through development, starting at a low -double-digit percentage if clinical trials have not yet begun and decreasing to a mid-single-digit percentage if the product is in later clinical trial stages. We are also responsible for a percentage of licensed patent costs. The MSKCC Agreement includes certain diligence milestones that we must meet, which may be extended upon payment of additional fees.

MSKCC is entitled to certain success payments in the event that our common stock fair value increases by certain multiples of increasing value based on a comparison of the fair market value of our common stock compared with the split-adjusted initial stock price of our Series B convertible preferred stock financing of $5.1914, as adjusted for any future stock splits, during a specified time interval. Under the MSKCC Agreement, as a publicly traded company, our common stock fair value is determined by any given 45-day volume weight average trading price. At our option, payments may be made in cash or common stock. The relevant time interval commences when the first patient is dosed with our CB-012 product candidate in the first phase 1 clinical trial and ends upon the earlier of the third anniversary from the approval of our, or our affiliate’s or sublicensee’s, biologics license application by the FDA or 10 years from the date the first patient was dosed with CB-012 in the first phase 1 clinical trial. The aggregate success payments are not to exceed $35.0 million. Additionally, if we undergo a change of control during the time period, a change of control payment may be owed, depending upon the increase in our stock price due to the change of control and also to what extent success payments have already been paid. In no event will the combination of success payments and the change of control payment exceed $35.0 million.

The following table summarizes MSKCC success payments amounts:


Multiple of initial share price at issuance	5x		10x		15x
Success payment(s) (in millions)	$	10.0	$	10.0	$	15.0

We may terminate the MSKCC Agreement upon 90 calendar days’ prior written notice. MSKCC may terminate in the event of our uncured material breach, bankruptcy, or criminal activity. In the event that MSKCC materially breaches the MSKCC Agreement in certain circumstances (e.g., granting a third party a license in our field), then during the time of such uncured breach, MSKCC will not be entitled to receive any success payments or any change of control payment.

As of June 30, 2021, the estimated fair value of the total success payments obligation to MSKCC was $3.8 million, which was included in long-term liabilities in the condensed consolidated balance sheet as of June 30, 2021. For the three and six months ended June 30, 2021, we recognized $0.5 million and $1.2 million of change in fair value of success payments liability, which were recorded in the research and development expenses in the condensed consolidated statement of operations and comprehensive loss.

Intellia Therapeutics, Inc.

On July 16, 2014, we entered into a License Agreement, as amended (the “Intellia License Agreement”) and a Services Agreement (the “Intellia Services Agreement”) with Intellia, LLC, to which Intellia Therapeutics, Inc. (“Intellia”) is a successor in interest. Under the Intellia License Agreement, we granted Intellia an exclusive worldwide license, with the right to sublicense, to certain CRISPR-Cas9 technology for a defined field of human therapeutics. Intellia granted us an exclusive worldwide license, with the right to sublicense, to its CRISPR-Cas9 technology for all fields outside of the defined field of human therapeutics, including a license to certain of Intellia’s future CRISPR-Cas9 intellectual property until our direct or indirect ownership percentage dropped below 10% (the “IP cut-off date”). Each party had the right to opt-in to any licenses in its field of use entered into by the other party prior to the IP cut-off date, subject to the terms and conditions of such license. The IP cut-off date occurred on January 30, 2018. Under the Intellia License Agreement, each party is responsible for 30% of the other party’s expenses for prosecution and maintenance of the licensed intellectual property. For the three and six months ended June 30, 2021 and 2020, we reimbursed Intellia less than $0.1 million, which was recorded as general and administrative expenses in the condensed consolidated statements of operations and comprehensive loss. During the three months ended June 30, 2021 and 2020, Intellia reimbursed us $0.8 million and $0.3 million, respectively (including reimbursement for a portion of the patent prosecution and maintenance costs of the CVC IP paid to UC), which were recorded as a reduction of general and administrative expenses in the condensed consolidated statements of operations and comprehensive loss. During the six months ended June 30, 2021 and 2020, Intellia reimbursed us $1.3 million and $0.7 million, respectively (including reimbursement for a portion of patent prosecution and maintenance costs of the CVC IP paid to UC), which were recorded as a reduction of general and administrative expenses in the condensed consolidated statements of operations and comprehensive loss. The term of the Intellia License Agreement continues for the life of the licensed patents and patent applications; provided, however, that either party may terminate upon the occurrence of certain events.

On June 16, 2021, we and Intellia entered into a leaseback agreement (the “Leaseback Agreement”), which resolved the arbitration dispute between the parties (Note 9). Pursuant to the Leaseback Agreement, in exchange for Intellia’s grant to us of an exclusive license to certain intellectual property relating to CRISPR-Cas9, including Cas9 chRDNAs, for use solely in the manufacture of our CB-010 product candidate, we agreed to make certain payments to Intellia. We accrued $1.0 million in research and development expenses as of June 30, 2021 for the upfront payment of $1.0 million, which was paid to Intellia in July 2021. We are also obligated to pay up to $23.0 million in potential future regulatory and sales milestones if and when such milestones are achieved. We will also pay Intellia low- to mid-single-digit percent royalties on net sales of our CB-010 product candidate sold by us, our affiliates, and sublicensees until the expiration, abandonment, or invalidation of the last patent within the intellectual property relating to CRISPR-Cas9, including that relating to Cas9 chRDNAs.

Pioneer Hi-Bred International, Inc. (now Corteva Agriscience)

On July 13, 2015, we and Pioneer Hi-Bred International, Inc. (“Pioneer”) (now Corteva Agriscience), then a DuPont company (“DuPont”), entered into an Amended and Restated Collaboration and License Agreement, as amended (the “Pioneer Agreement”). Under the terms of the Pioneer Agreement, we and Pioneer cross-licensed CRISPR intellectual property portfolios. Pioneer granted us an exclusive worldwide license, with the right to sublicense, to its CRISPR intellectual property in the field of research tools, as well as a non-exclusive worldwide license to such intellectual property in human and animal therapeutics, industrial biotechnology, certain agriculture segments, and other fields; and we granted Pioneer an exclusive worldwide license, with the right to sublicense, to our CRISPR intellectual property in a defined field of agriculture relating to specified row crops, as well as a non-exclusive worldwide license to such intellectual property in other agricultural applications, industrial biotechnology, nutrition and health, and other fields. The Pioneer Agreement continues until the expiration, abandonment, or invalidation of the last patent or patent application within the licensed intellectual property; provided, however, that the parties may terminate the Pioneer Agreement by mutual consent or either party may unilaterally terminate the Pioneer Agreement in the event of an uncured breach of a payment obligation, bankruptcy, or failure to maintain or own licensed intellectual property by the other party in the event the non-breaching party is materially adversely affected by such failure. We are obligated to pay low-single-digit percent royalties to Pioneer for the sales of our products in the research tools field as well as certain sublicensing revenue in that field. We are eligible to receive milestone payments from Pioneer in the event certain regulatory and commercial milestones are met, for a total of up to $22.4 million, related to specified row crops, as well as receiving low-single-digit percent royalties for sales of defined agricultural products and certain sublicensing revenue in that field. Through June 30, 2021, we received $0.3 million in milestone payments from Pioneer.

Under the Pioneer Agreement, we and Pioneer also entered into a three-year collaboration, funded by Pioneer, which ended in 2016. Initially, Pioneer owned the patents and patent applications developed under the collaboration and granted us an exclusive license thereto in the fields of research tools and therapeutics.

In December 2020, we and Pioneer entered into an amendment to the Pioneer Agreement under which Pioneer assigned to us the chRDNA patent family developed under the research collaboration, and we paid Pioneer an upfront payment of $0.5 million. We considered the payment to Pioneer in accordance with revenue recognition guidance and accounted for it as a reduction of the licensing and collaboration revenue within the condensed consolidated statements of operations and comprehensive loss. In addition to the upfront payment, we are obligated to pay all patent prosecution and maintenance costs going forward; up to $2.8 million in regulatory milestones for therapeutic products developed by us, our affiliates, or licensees; up to $20.0 million in sales milestones over a total of four therapeutics products sold by us, our affiliates, or licensees; and a low-single-digit percentage of sublicensing revenues received by us for licensing the chRDNA patent family after December 2020.

During the six months ended June 30, 2021, we incurred $0.8 million of sublicensing fees, which was recorded as a research and development expense in our condensed consolidated statement of operations and comprehensive loss. No sublicensing fees were incurred during the three months ended June 30, 2021 nor during the three and six months ended June 30, 2020.

Genus plc

On May 12, 2016, we entered into a Research Collaboration and License Agreement, as amended (the “Genus Agreement”) with Genus plc (“Genus”) under which we granted Genus an exclusive worldwide license to certain CRISPR-Cas9 technology for the introduction of genetic traits into cattle and pigs raised to produce protein primarily for human consumption; provided, however, that at the end of the four-year research collaboration, Genus was required to select a specified number of licensed products and the license is now limited to those particular products. The Genus Agreement continues until the expiration, abandonment, or invalidation of the last patent or patent application within the licensed patent rights; provided, however, that each party may terminate the Genus Agreement upon the occurrence of certain events, and Genus may terminate the Genus Agreement at its sole discretion upon written notice. In addition to an upfront payment received, we are eligible to receive milestone payments from Genus in the event certain regulatory and commercial milestones are met, for a total of $10.0 million. We will also be eligible to receive either low- to mid-single-digit percent royalties or low-single to low-double -digit percent royalties on net sales of licensed products.

Under the Genus Agreement, we and Genus entered into a four-year research collaboration, which was funded by Genus. The collaboration ended in May 2020. No revenue was recognized in relation with the Genus Agreement for the three and six months ended June 30, 2021. During the three and six months ended June 30, 2020, we recognized revenue of $0.3 million and $0.8 million related to the Genus Agreement, respectively.

Related Party Private Company

On May 15, 2020, we entered into an Exclusive License Agreement, as amended, with a related party private company (the “Private Company License Agreement”), under which we granted the private company an exclusive worldwide license under certain intellectual property rights and know-how in a defined field.

We are eligible to receive milestone payments for licensed products following the first commercial sale of each such licensed product in each of the United States and the first European country in which each such licensed product is sold by the private company. The private company may select one of several milestone payment amounts for each licensed product, which then dictates the applicable royalty rate for net sales of licensed products. We are also eligible to receive a percentage of sublicensing revenues earned by the private company.

The Private Company License Agreement will continue in force and effect until the expiration, abandonment, or invalidation of the last patent or patent application within the licensed patent rights. The Private Company License Agreement may be terminated during the term by either party for an uncured material breach or bankruptcy. Additionally, the private company may terminate the Private Company License Agreement upon 90 days’ written notice to us.

As consideration for the exclusive license, the private company issued to us 7,500,000 shares of convertible preferred stock with an estimated fair value of $7.5 million, which was the price paid for similar shares by another investor, and was an arm’s length transaction. We accounted for the grant of the license as a contract with a customer under ASC 606 and recognized $7.5 million as license and collaboration revenue in our condensed consolidated statements of operations and comprehensive loss for the three months

and six months ended June 30, 2020. No revenue was recognized in relation to the agreement for the three and six months ended June 30, 2021.

On May 15, 2020, we entered into a separate option agreement under which we granted the private company a three-year option to negotiate an exclusive, royalty-bearing, worldwide license in a defined field to the CVC IP and certain other CRISPR-Cas9 patent rights controlled by us. We received a $50,000 upfront option payment and may receive annual option fees and an option exercise fee. We recorded the upfront payment received in long-term deferred revenue in our condensed consolidated balance sheet as of June 30, 2021 and December 31, 2020.

AbbVie Manufacturing Management Unlimited Company

On February 9, 2021, we entered into a Collaboration and License Agreement (the “AbbVie Agreement”) with AbbVie Manufacturing Management Unlimited Company (“AbbVie”). The collaboration is based on the selection and use of targets under programs (each, a “Program Slot”) (which may include one target or, for a dual CAR-T product, two targets), to develop collaboration CAR-T products (and corresponding licensed products). For each of AbbVie’s two Program Slots (or up to four Program Slots, if AbbVie elects to expand the number as discussed below), we will collaborate to identify and develop one or more collaboration allogeneic CAR-T products directed toward the single cancer target or target combination chosen by AbbVie and as described in an applicable research plan, utilizing our Cas12a chRDNA genome-editing and cell therapy technologies. We granted AbbVie an exclusive (even as to us), royalty-bearing, worldwide license, with the right to grant sublicenses, under our Cas12a chRDNA and cell therapy intellectual property (as well as certain genome-editing technology that we may gain rights to in the future) and intellectual property that may be developed under the collaboration, solely for AbbVie to develop, commercialize, manufacture, and otherwise exploit the collaboration CAR-T products in the field of human diagnostics, prophylactics, and therapeutics. Under the terms of the AbbVie Agreement, we will conduct certain preclinical research, development, and manufacturing activities under the collaboration, including certain activities for the manufacture and supply of licensed product for AbbVie’s phase 1 clinical studies, and AbbVie will reimburse us for all such activities (including reimbursement for time spent our employees at a designated FTE rate). The duration of the collaboration is not fixed. Under the terms of the AbbVie Agreement, AbbVie has selected its initial targets and has reserved six additional targets, which may be used or substituted into the two Program Slots or used for the third or fourth Program Slots if AbbVie expands the number of Program Slots during the collaboration.

During the collaboration, AbbVie may expand from two Program Slots to a total of four Program Slots by paying us an additional $15.0 million for each such Program Slot, provided that AbbVie must make such payment within the earlier of (a) 60 calendar days following completion of the phase 1 clinical studies for the initial collaboration CAR-T and (b) December 31, 2025. Under the terms of the AbbVie Agreement, we are eligible to receive up to $150.0 million in future developmental, regulatory, and product launch milestones for each Program Slot and up to $200.0 million in commercial milestones for each Program Slot. We are also eligible to receive global royalties on net sales of licensed products sold by AbbVie, its affiliates, and sublicensees in the high-single-digit to low-teens percent range, subject, in certain instances, to various reductions.

The term of the AbbVie Agreement will continue in force and effect until the date of expiration of the last royalty term of the last country in which a licensed product is exploited. On a licensed product-by-licensed product and country-by-country basis, the royalty term is the period of time beginning on the first commercial sale of a licensed product in a country and ending on the latest of (a) the expiration, invalidation, revocation, cancellation, or abandonment date of the last patent that includes a valid claim that claims (i) the collaboration CAR-T product in such licensed product or (ii) the method of making the collaboration CAR-T product in such licensed product (in the case of (ii), only for so long as no biosimilar product is commercially available in such country), in such country; (b) 10 years from the first commercial sale of such licensed product in such country; and (c) expiration of regulatory exclusivity for such licensed product in such country. The AbbVie Agreement may be terminated during the term by either party for an uncured material breach or bankruptcy. Additionally, AbbVie may terminate the AbbVie Agreement, in its entirety or on a licensed product-by-licensed product basis, effective immediately upon written notice to us, if AbbVie in good faith believes that it is not advisable for AbbVie to continue to exploit the collaboration CAR-T products or licensed products as a result of a perceived serious safety issue. AbbVie may also terminate the AbbVie Agreement in its entirety, or, for any or no reason, upon 90 days’ prior written notice to us.

The transaction price in the AbbVie Agreement associated with the two Program Slots consists of the $30.0 million upfront cash payment and the estimated variable consideration related to our performance of preclinical, development, and manufacturing activities under the collaboration and the developmental, regulatory, and launch milestones. We constrain the estimated variable consideration if we assess that it is probable that a significant reversal in the amount of cumulative revenue recognized may occur in future periods. We constrained all developmental, regulatory, and launch milestones as of June 30, 2021. The transaction price is re-evaluated in each reporting period and as changes in circumstances occur. We determined that the licenses we granted to AbbVie and

our participation in the joint governance committee are not capable of being distinct from the preclinical research, development, and manufacturing activities and therefore are combined into one performance obligation. We recognize revenue based on the measure of progress using an estimated cost-based input method each reporting period.

We received an upfront cash payment of $30.0 million from AbbVie on March 11, 2021. We recognized short-term deferred revenue in the amount of $8.4 million and long-term deferred revenue in the amount of $21.1 million related to the upfront cash payment received in the condensed consolidated balance sheet as of June 30, 2021. We have recognized $0.5 million in revenue for the three and six months ended June 30, 2021 in relation to the AbbVie Agreement.

Revenue

6 Months Ended

Jun. 30, 2021

Revenue From Contract With Customer [Abstract]

Revenue

5. Revenue

Disaggregation of Revenue

We disaggregate revenue by geographical market based on the location of research and development activities of our licensees and collaborators. The following is a summary of revenue by geographic location for the three and six months ended June 30, 2021 and 2020 (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
United States	$	1,476	$	8,306	$	2,951	$	9,992
Rest of world		-		172		111		186
Total	$	1,476	$	8,478	$	3,062	$	10,178

During the three months ended June 30, 2021, $1.0 million of revenue we recognized related to performance obligations satisfied at a point in time and $0.5 million of revenue we recognized related to performance obligations satisfied over time.

During the three months ended June 30, 2020, $8.2 million of revenue we recognized related to performance obligations satisfied at a point in time and $0.3 million of revenue we recognized related to performance obligations satisfied over time.

During the six months ended June 30, 2021, $2.6 million of revenue we recognized related to performance obligations satisfied at a point in time and $0.5 million of revenue we recognized related to performance obligations satisfied over time.

During the six months ended June 30, 2020, $9.3 million of revenue we recognized related to performance obligations satisfied at a point in time and $0.8 million of revenue we recognized related to performance obligations satisfied over time.

Contract Balances

Accounts receivable relate to our right to consideration for performance obligations completed (or partially completed) for which we have an unconditional right to consideration. Our accounts receivable balances represent amounts that are billed to licensees with invoices outstanding as of the period end.

Contract assets are rights to consideration in exchange for a license that we have transferred to a customer when such right is conditional on something other than the passage of time. Our contract asset balances represent royalties and milestones that are unbilled as of the period end.

Contract liabilities consist of deferred revenue and relate to amounts invoiced to or advance consideration received from customers, which precede our satisfaction of the associated performance obligation(s). Our deferred revenue primarily results from upfront payments received relating to performance obligations that are satisfied over time related to the AbbVie Agreement. The remaining deferred revenue relates to upfront payments received under license agreements that also include non-refundable annual license fees, which are accounted for as material rights for license renewals and are recognized at the point in time the annual license fee is paid by the licensee and the renewal period begins.

The following table presents changes in our contract assets and liabilities during the six months ended June 30, 2021 (in thousands):


	Balance at December 31, 2020		Additions		Deductions			Balance at June 30, 2021
Accounts receivable	$	150	$	5,381	$	(5,529	)	$	2

Contract assets:
Unbilled accounts receivable	$	1,328	$	1,803	$	(2,301	)	$	830

Contract liabilities:
Deferred revenue, current and long-term	$	1,098	$	33,080	$	(1,289	)	$	32,889

Unbilled accounts receivable decreased during the six months ended June 30, 2021 primarily due to billing of earned royalties accrued as of December 31, 2020.

Deferred revenue increased during the six months ended June 30, 2021 primarily due to recognition of $30.0 million in deferred revenue related to the AbbVie Agreement (Note 4).

During the six months ended June 30, 2021 and 2020, we recognized $0.1 million and $0.9 million of revenues, respectively, that were included in the opening contract liabilities balance.

Transaction Prices Allocated to the Remaining Performance Obligations

Remaining unsatisfied performance obligations represent in aggregate the amount of a transaction price that has been allocated to performance obligations not delivered, or only partially undelivered, as of the end of the reporting period. The value of transaction prices allocated to remaining unsatisfied performance obligations as of June 30, 2021 was approximately $63.2 million. We expect to recognize approximately $8.7 million of remaining performance obligations as revenue in the next 12 months, and the remainder thereafter.

Capitalized Contract Acquisition Costs and Fulfillment Cost

We did not incur any expenses to obtain license and collaboration agreements and costs to fulfill those contracts do not generate or enhance our resources. As such, no costs to obtain or fulfill a contract have been capitalized in any period.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI http://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

+ Details

Balance Sheet Items

6 Months Ended

Jun. 30, 2021

Balance Sheet Related Disclosures [Abstract]

Balance Sheet Items

6. Balance Sheet Items

Other receivables consisted of the following at June 30, 2021 and December 31, 2020, respectively (in thousands):


	June 30, 2021		December 31, 2020
Patent cost reimbursements	$	6,993	$	3,672
Other		582		10
Total	$	7,575	$	3,682

Prepaid expenses and other current assets consisted of the following at June 30, 2021 and December 31, 2020, respectively (in thousands):


	June 30, 2021		December 31, 2020
Prepaid income taxes	$	1,490	$	1,479
Prepaid contract manufacturing and clinical costs		2,269		954
Other		1,277		760
Total	$	5,036	$	3,193

Property and equipment, net, consisted of the following at June 30, 2021 and December 31, 2020, respectively (in thousands):


	June 30, 2021			December 31, 2020
Furniture and equipment	$	128		$	117
Computer equipment		263			263
Lab equipment		5,949			5,038
Leasehold improvements		1,612			1,180
Total property and equipment, gross		7,952			6,598
Less: accumulated depreciation and amortization		(3,544	)		(3,096	)
Property and equipment, net	$	4,408		$	3,502

Depreciation and amortization expenses related to property and equipment were $0.2 million for the three months ended June 30, 2021 and 2020. Depreciation and amortization expenses related to property and equipment were $0.5 million for the six months ended June 30, 2021 and 2020.

Accrued expenses and other current liabilities consisted of the following at June 30, 2021 and December 31, 2020, respectively (in thousands):


	June 30, 2021		December 31, 2020
Accrued patent expenses	$	5,370	$	5,087
Accrued legal expenses		1,579		-
Income taxes payable		5		5
Accrued sublicensing fees		964		402
Accrued licensing fees		1,000		-
Accrued employee compensation and related expenses		960		2,081
Accrued research and development expenses		1,161		581
Credit card liability		559		193
Other		1,699		624
Total	$	13,297	$	8,973

Related Party Transactions

6 Months Ended

Jun. 30, 2021

Related Party Transactions

7. Related Party Transactions

Related Party Private Company

On May 15, 2020, we received 7,500,000 shares of convertible preferred stock with an estimated fair value of $7.5 million as consideration for the Private Company License Agreement (Note 4). This represents a material voting interest in the private company and entitles us to hold one out of the three of the private company’s board of director seats. We concluded that the private company is a variable interest entity and that we are not its primary beneficiary, based on our representation on the private company's board of directors. As the private company’s convertible preferred stock is not in substance common stock, we record this investment using the measurement alternative in accordance with ASC 321. Under the measurement alternative, our investment in the private company’s convertible preferred stock is initially recorded at its estimated fair value, but the carrying value may be adjusted through earnings upon an impairment or when there is an observable price change involving the same or a similar investment with the private company. As of June 30, 2021 and December 31, 2020, there were no changes to the carrying value of the investment.

Amended and Restated Collaboration and License Agreement with Pioneer

As of June 30, 2020, DuPont held a greater than 10% voting interest in the Company and Pioneer is, therefore, considered a related party (Note 4).

Scientific Advisory Board Payments

Dr. Jennifer A. Doudna, a co-founder and significant shareholder of the Company, received compensation for participating on our scientific advisory board (the “SAB”). During the three and six months ended June 30, 2021 and 2020, we paid Dr. Doudna less than $0.1 million for her participation on the SAB.

Officer Promissory Note

In November 2018, the Company’s President and Chief Executive Officer entered into a promissory note with us for $1.1 million, as a means to provide liquidity without triggering a taxable event. The note bore interest at a rate of 3.04%, compounded annually, and was payable in five years, together with principal and accrued interest. The promissory note was secured by 409,795 shares of our common stock owned by the President and Chief Executive Officer and has been determined to be non-recourse for accounting purposes. As such, the issuance of the promissory note was effectively the grant of a new share option. A one-time stock compensation charge of $0.7 million was recorded as general and administrative expenses during the year ended December 31, 2018. The promissory note was repaid in full amount in June 2021, and recognized as an increase in additional paid in capital of $1.2 million.

Promissory Note

6 Months Ended

Jun. 30, 2021

Debt Disclosure [Abstract]

Promissory Note

8. Promissory Note

On May 6, 2020, we entered into a promissory note with WebBank (the “Lender”) pursuant to the Paycheck Protection Program (“PPP”) administered by the Small Business Administration (the “SBA”) under the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”) for a total amount of $1.6 million (the “PPP Loan”).

The PPP Loan had a two-year term and bore interest at a stated rate of 1.0% per annum, accrued monthly, beginning on the date the PPP Loan was issued by the Lender. Monthly principal and interest payments, less the amount of any potential forgiveness, commenced on the monthly payment date after which the SBA notified the Lender of the forgiveness determination or, in the case of Lender’s determination, beginning on the monthly payment date after the period for which our right to request SBA review of such determination has lapsed on which a forgiveness decision was received from the Lender.

We did not provide any collateral or guarantees for the PPP Loan, nor did we pay any facility charge to obtain the PPP Loan. The PPP Loan provided for customary events of default, including, among others, those relating to failure to make payment, bankruptcy, breaches of representations, and material adverse effects. We could prepay the principal of the PPP Loan at any time without incurring any prepayment charges.

A PPP loan can be partially or fully forgiven if a borrower complies with the provisions of the CARES Act, including the use of PPP loan proceeds for payroll costs, rent, utilities, and certain other expenses, and at least 60% of the PPP loan proceeds must be used for payroll costs as defined by the CARES Act. Any forgiveness of a PPP loan is subject to approval by the SBA.

On May 22, 2021, the PPP Loan was forgiven in full by the SBA. We recognized a PPP Loan extinguishment gain of $1.6 million in the condensed consolidated statements of operations and comprehensive loss for the three and six months ended June 30, 2021

Commitments and Contingencies

6 Months Ended

Jun. 30, 2021

Commitments And Contingencies Disclosure [Abstract]

Commitments and Contingencies

9. Commitments and Contingencies

Facility Lease Agreements

We lease laboratory and office space under non-cancellable operating agreements. On March 31, 2021, we entered into a ten-year lease agreement, which superseded and replaced our prior lease, as amended, and included additional office and laboratory space located within the same building in Berkeley, California. The lease agreement contains a renewal option for an additional term of five years. Monthly base rent under the lease agreement amounts to $0.3 million, subject to annual escalation from 3.1% to 3.5%.

We record rent expense on a straight-line basis over the term of the leases. For tenant improvement allowances funded by landlord incentives, we record a deferred lease incentive liability in accrued expenses and other liabilities and amortize the deferred lease incentive liability as a reduction to rent expense on the condensed consolidated statements of operations and comprehensive loss over the term of the applicable lease. As of June 30, 2021 and December 31, 2020, we recorded $0.8 million and $0.6 million, respectively, related to the required security deposits in other assets, long-term, in the condensed consolidated balance sheets.

As of June 30, 2021, future minimum lease payments under the leases are as follows (in thousands):


Remainder of 2021	$	1,690
2022		3,485
2023		3,596
2024		3,708
2025		3,627
Thereafter		27,378
Total	$	43,484

Rent expense was $1.8 million and $1.5 million for the six months ended June 30, 2021 and 2020, respectively.

Capital Lease

We have accounted for certain leased equipment as a capital lease due to the ownership of such equipment transferring to us at the end of the lease term. As of June 30, 2021, the capital lease obligation was repaid in full and we did not have any remaining future minimum lease payments related to this capital lease. As of December 31, 2020, the total capital lease obligation amounted to $0.1 million, which was included in the current portion of the capital lease obligation in the accrued expenses and other current liabilities and the non-current portion of the capital lease in other liabilities within the condensed consolidated balance sheets.

Research and Development Agreements

We enter into various agreements in the ordinary course of business, such as those with suppliers, contract research organizations, contract manufacturing organizations, clinical trial sites, and the like. These agreements provide for termination at the request of either party with less than one-year notice and are, therefore, cancellable contracts and, if cancelled, are not anticipated to have a material effect on the condensed consolidated financial condition, results of operations, or cash flows.

Guarantees and Indemnifications

In the normal course of business, we enter into agreements that contain a variety of representations and provide for certain indemnifications. Our exposure under these agreements is unknown because any such claims may be made against us in the future. To date, we have not paid any claims or been required to defend any action related to our indemnification obligations. As of June 30, 2021 and December 31, 2020, we do not have any material indemnification claims that were probable or reasonably possible and consequently have not recorded related liabilities.

Intellia Arbitration

On October 16, 2018, Intellia initiated an arbitration proceeding with JAMS (the “Intellia Arbitration”) asserting that we had violated the terms and conditions of the Intellia License Agreement. The Intellia Arbitration involved whether two patent families relating, respectively, to CRISPR-Cas9 chRDNAs and Cas9 scaffolds are included in the Intellia License Agreement. On September 19, 2019, the parties received an interim award from the arbitration panel ruling that the two patent families are included in the Intellia License Agreement, but the arbitration panel granted us an exclusive leaseback to Cas9 chRDNAs under economic terms to be negotiated by the parties. On February 6, 2020, the arbitration panel clarified that the leaseback relates solely to our CB-010 program and instructed the parties to negotiate economic terms based on a leaseback of that scope (Note 4). On June 16, 2021, the parties entered into the Leaseback Agreement, which resolved the dispute and, on July 21, 2021, the arbitration panel dismissed the Intellia Arbitration with prejudice.

Convertible Preferred Stock

6 Months Ended

Jun. 30, 2021

Temporary Equity Disclosure [Abstract]

Convertible Preferred Stock

10. Convertible Preferred Stock

The authorized, issued, and outstanding shares of the convertible preferred stock and liquidation preferences as of June 30, 2021, are as follows (in thousands, except for share amounts):


Series	Authorized Shares		Outstanding Shares		Liquidation Preference		Carrying Value
Series A		1,576,342		1,576,342	$	3,550	$	3,452
Series A-1		3,004,124		3,004,124		8,000		7,901
Series B		3,186,116		3,186,116		30,070		29,970
Series C		6,664,040		6,663,940		115,000		108,827
		14,430,622		14,430,522	$	156,620	$	150,150

The authorized, issued, and outstanding shares of the convertible preferred stock and liquidation preferences as of December 31, 2020 are as follows (in thousands, except for share amounts):


Series	Authorized Shares		Outstanding Shares		Liquidation Preference		Carrying Value
Series A		1,576,342		1,576,342	$	3,550	$	3,452
Series A-1		3,004,124		3,004,124		8,000		7,901
Series B		3,186,116		3,186,116		30,070		29,970
		7,766,582		7,766,582	$	41,620	$	41,323

The rights, preferences, and privileges of the Series A, Series A-1, Series B, and Series C convertible preferred stock as of June 30, 2021 and December 31, 2020, were as follows:

Dividends

We may not declare, pay, or set aside any dividends on shares of any other class or series of our capital stock other than dividends on shares of our common stock payable in shares of common stock, unless the holders of the convertible preferred stock then outstanding first receive, or simultaneously receive, in order of priority first to Series C convertible preferred stock holders, then to Series B convertible preferred stock holders, then to Series A convertible preferred stock holders and the Series A-1 preferred convertible stock holders on a pari passu basis, and finally to common stock. The dividend on each outstanding share of convertible preferred stock equals the greater of (a)(i) $0.18 per share of Series A preferred stock, (ii) $0.213 per share of Series A-1 preferred stock, (iii) $0.76 per share of Series B preferred stock, or (iv) $1.38 per share of Series C preferred stock, subject in the case of (a)(i)-(iv) to appropriate adjustments in the event of any stock dividend, stock split, combination, or other similar recapitalization with respect to such series of convertible preferred stock, or (b) the dividend’s amount payable on such share on an as-converted to common stock basis. We have not declared any dividends as of June 30, 2021.

Conversion

Convertible preferred stock is convertible, at the option of the holder, at any time, into fully paid, non-assessable shares of common stock at an initial conversion ratio of one-to-one. The convertible preferred stock will automatically convert into common stock, at the then-applicable conversion rate, upon the earliest of (i) the closing of a firm-commitment underwritten public offering of our common stock pursuant to a registration statement on Form S-1 under the Securities Act, at a price of at least $11.866 per share, resulting in at least $50.0 million of gross proceeds to us; (ii) the consent of at least a majority of the then outstanding shares of the preferred stock, voting together as a single class on as-converted to common stock basis, the holders of a majority of the outstanding Series B convertible preferred stock, voting together as a single class on an as-converted to common stock basis (unless the majority vote of the preferred stock referenced above is obtained in connection with a firm-commitment underwritten public offering resulting in at least $50.0 million of gross proceeds at a price of at least $7.7871), and the holders of at least two-thirds of the outstanding Series C convertible preferred stock, consenting together as a single class on an as converted to common stock basis; or (iii) the closing of a special purpose acquisition company (“SPAC”) transaction, resulting in the public company surviving or resulting from the SPAC transaction having available cash immediately after the consummation of the SPAC transaction of at least $50.0 million from cash retained by the SPAC following all redemption offers to its existing equity interest holders and the net cash proceeds from any capital-raising transaction conducted in connection with the SPAC transaction, and whereby outstanding Company shares are exchanged for or otherwise converted into securities that are publicly listed on specified securities exchanges, and the aggregate value of such securities received with respect to each share of Series C preferred stock (or the common stock issuable upon conversion of one share of Series C Preferred Stock) is equal to at least $11.866 per share. Upon closing the IPO, all outstanding shares of our convertible preferred stock converted into 26,234,654 shares of common stock (Note 1).

Voting Rights

The holders of convertible preferred stock are entitled to that number of votes on all matters presented to stockholders equal to the number of shares of common stock then-issuable upon conversion of such preferred stock.

Liquidation

In the event of any sale of substantially all of the assets, a merger, or a liquidation, dissolution, or winding up of the Company, as defined in the Company’s certificate of incorporation, the holders of Series A, Series A-1, Series B, and Series C convertible preferred stock will be entitled to receive in preference to the holders of common stock an amount per share equal to the original issue price of $2.252, $2.663, $9.4379, and $17.257 per share, respectively, subject to appropriate adjustments in the event of any stock dividend, stock split, combination, or other similar recapitalization with respect to such series of convertible preferred stock, plus declared and unpaid dividends, if any. Series C holders will receive their liquidation preference and any declared but unpaid dividends before any distribution is made to Series A, Series A-1, and Series B holders. Series B holders will receive their liquidation preference and any declared but unpaid dividends before any distribution is made to Series A and Series A-1 holders. Series A and Series A-1 holders will receive their liquidation preference and any declared but unpaid dividends ratably before any distribution is made to common holders. After distributions to all preferred stockholders of all preferential amounts, our remaining assets will be distributed among the holders of shares of preferred stock and common stock on a pro rata basis based on the number of shares held by each holder, treating the preferred stock on an as-converted basis immediately prior to such sale of assets, merger, or liquidation, dissolution, or winding up.

Redemption

Our convertible preferred stock is not redeemable at the option of the holder thereof. Upon the occurrence of certain change in control events that are outside of our control, including liquidation, sale, or transfer, holders of the convertible preferred stock can effectively cause redemption for cash. As a result, we classified the convertible preferred stock as mezzanine equity on the condensed consolidated balance sheets as the stock is contingently redeemable.

Common Stock

6 Months Ended

Jun. 30, 2021

Common Stock Number Of Shares Par Value And Other Disclosures [Abstract]

Common Stock

11. Common Stock

Common stockholders are entitled to dividends when and if declared by the Board and after any convertible preferred share dividends are fully paid. The holder of each share of our common stock is entitled to one vote. As of June 30, 2021, we have never declared a dividend.

Common stock reserved for future issuance, on an as converted basis, consists of the following:


	As of June 30, 2021		As of December 31, 2020
Preferred stock, issued and outstanding		26,234,654		14,119,631
Stock options, issued and outstanding		5,219,166		4,520,551
Stock options, authorized for future issuance		932,846		582,340
Restricted stock awards		-		5,999
Total		32,386,666		19,228,521

Stock Option Plans

6 Months Ended

Jun. 30, 2021

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Stock Option Plans

12. Stock Option Plans

In 2012, we adopted a 2012 Stock Option and Issuance Plan (the “2012 Plan”), which allowed for the granting of incentive stock options (“ISOs”), non-qualified stock options (“NSOs”), and restricted stock awards (“RSAs”) to our employees, directors, and consultants. We granted a total 454,500 stock options under the 2012 Plan until we adopted the 2013 Equity Incentive Plan, as amended (the “2013 Plan”). The 2013 Plan allows for the granting of ISOs, NSOs, and RSAs to our employees, directors, and consultants. ISOs may be granted only to our employees, including officers and directors who are also employees. NSOs and RSAs may be granted to employees, consultants, and non-employee directors.

Stock options under the 2013 Plan may be granted at prices no less than 100% of the estimated fair value of the common shares on the date of grant, as determined by the Board, with a maximum term of 10 years; provided, however, that the exercise price of an ISO or an NSO granted to a 10% holder of outstanding shares shall not be less than 110% of the estimated fair value of the shares on the date of grant and may only be granted with a term of five years. In general, our ISO grants vest over four years, with

25% of the option vesting after a one-year cliff and the remainder vesting monthly thereafter. The vesting periods for our NSO grants vary depending upon the length of service provided to the Company and such grants vested ratably from three months to two years.

As of June 30, 2021, a total of 9,954,446 shares of common stock are authorized for issuance and 932,846 shares are available for future grant under the 2013 Plan.

The following table summarizes stock option activity for employees and non-employees during the six months ended June 30, 2021:


	Shares Available to Grant			Stock Options			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (years)		Aggregate Intrinsic Value (a)
				(Aggregate Intrinsic Value in thousands)
Outstanding at December 31, 2020		582,340			4,520,551		$	1.64	5.3		$	6,929
Addition—Option pool		2,671,714
Options granted		(1,561,079	)		1,561,079		$	4.11		10.0
Options exercised		-			(584,614	)	$	0.97		3.6
Options cancelled or forfeited		33,473			(33,473	)	$	2.58	-
Outstanding at March 31, 2021		1,726,448			5,463,543		$	2.41		6.7	$	9,292
Addition—Option pool		-
Options granted		(896,831	)		896,831		$	5.27		10.0
Options exercised		-			(1,037,979	)	$	0.55		1.2
Options cancelled or forfeited		103,229			(103,229	)	$	1.89	-
Exercisable at June 30, 2021		932,846			5,219,166		$	3.28		7.9	$	10,380
Vested and expected to vest at June 30, 2021					5,219,166		$	3.28		7.9	$	10,380

(a)

The aggregate intrinsic value is calculated as the difference between the stock options exercise price and the estimated fair value of the underlying common stock at June 30, 2021.

We have recorded stock-based compensation expenses related to employee and non-employee stock options granted in the condensed consolidated statements of operations and comprehensive loss as follows for the three and six months ended June 30, 2021 and 2020 (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Research and development	$	288	$	192	$	485	$	353
General and administrative		305		94		451		170

Total	$	593	$	286	$	936	$	523

Stock-based compensation expenses related to employees were $0.6 million and $0.3 million for the three months ended June 30, 2021 and 2020, respectively. Stock-based compensation expenses related to employees were $0.9 million and $0.5 million for the six months ended June 30, 2021 and 2020, respectively. Stock-based compensation expenses related to non-employees were less than $0.1 million for the three and six months ended June 30, 2021 and 2020, respectively.

Grant Date Fair Value

During the three months ended June 30, 2021, we granted 896,831 stock options to employees with a weighted average grant date fair value of $3.44. During the six months ended June 30, 2021, we granted 2,457,910 stock options to employees and non-employees with a weighted average grant date fair value of $2.99.

During the three months ended June 30, 2020, we granted 279,699 stock options to employees and non-employees with a weighted average grant date fair value of $1.88. During the six months ended June 30, 2020, we granted 379,761 stock options to employees and non-employees with a weighted average grant date fair value of $1.82.

We estimated the fair value of each employee and non-employee stock option award on the grant date using the Black-Scholes option-pricing model based on the following assumptions for the three and six months ended June 30, 2021 and 2020:


	Three Months Ended June 30,			Six Months Ended June 30,
	2021	2020	2021		2020
Volatility	75.3% to 75.9%	77.1% to 77.4%	75.3% to 76.5%		74.8% to 77.4%
Expected term (in years)	5.5 to 6.1	5.5 to 6.0	5.5 to 6.1		5.5 to 6.0
Risk free interest rate	0.9% to 1.1%	0.4%	0.9% to 1.2%		0.4% to 0.7%
Expected dividend yield	0.0%	0.0%	0.0%		0.0%

As of June 30, 2021, there was $8.4 million of unrecognized stock-based compensation expense related to employee and non-employee options that is expected to be recognized over a weighted-average period of 1.6 years.

401(k) Savings Plan

6 Months Ended

Jun. 30, 2021

Compensation And Retirement Disclosure [Abstract]

401(K) Savings plan

13. 401(k) Savings Plan

In 2017, we established a defined-contribution savings plan under Section 401(k) of the Internal Revenue Code of 1986, as amended. Our 401(k) plan is available to all employees and allows participants to defer a portion of their annual compensation on a pretax basis subject to applicable laws. We also provide a 4% match for employee contributions up to a certain limit. During the six months ended June 30, 2021 and 2020, we contributed $0.2 million to the 401(k) plan.

Income Taxes

6 Months Ended

Jun. 30, 2021

Income Tax Disclosure [Abstract]

Income Taxes

14. Income Taxes

No income tax benefit was recorded during the three and six months ended June 30, 2021. During the three months ended June 30, 2020, we recorded an income tax benefit of less than $0.1 million, representing an effective tax rate of 2.6%. During the six months ended June 30, 2020, we recorded an income tax benefit of $1.3 million, representing an effective tax rate of 9.7%. The income tax benefit is primarily due to the recognition of net operating loss carrybacks under the CARES Act, which generated a tax refund of taxes paid for the year ended December 31, 2018.

- 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 + Details

Net Income Per Share

6 Months Ended

Jun. 30, 2021

Earnings Per Share [Abstract]

Net Income Per Share

15. Net Loss Per Share

The following table sets forth the computation of the basic and diluted net loss per share (in thousands, except share and per share amounts):


	Three Months Ended June 30,						Six Months Ended June 30,
	2021			2020			2021			2020
Numerator:
Net loss	$	(14,311	)	$	(1,872	)	$	(27,470	)	$	(11,672	)
Denominator:
Weighted-average common shares outstanding used to compute net loss per share, basic and diluted		10,261,770			8,441,934			9,882,715			8,435,672
Net loss per share, basic and diluted	$	(1.39	)	$	(0.22	)	$	(2.78	)	$	(1.38	)

Since the Company was in a loss position for all periods presented, basic net loss per share is the same as diluted net loss per share for all periods as the inclusion of all common stock equivalents outstanding would have been anti-dilutive. Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows as of June 30, 2021 and December 31, 2020:


	As of June 30, 2021		As of December 31, 2020
Convertible preferred stock		26,234,654		14,119,631
Stock options outstanding		5,219,166		4,520,551
Common shares subject to nonrecourse notes		-		409,795
		31,453,820		19,049,977

Subsequent Events

6 Months Ended

Jun. 30, 2021

Subsequent Events [Abstract]

Subsequent Events

16. Subsequent Events

In July 2021, our Board approved an amendment to the Company’s certificate of incorporation to effect a forward split of shares of our outstanding common stock at a ratio of 1.818-for-1 effective as of July 15, 2021 (Note 1).

On July 27, 2021, we closed our IPO, at which time we issued 19,000,000 shares of our common stock at a price of $16.00 per share, less the underwriting discounts and commissions and estimated offering costs (Note 1).

On August 9, 2021, the underwriters exercised their option to purchase an additional 2,850,000 shares of common stock at the IPO price of $16.00 per share, less the underwriting discounts and commissions (Note 1).

Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2021

Accounting Policies [Abstract]

Basis Of Presentation and Principles of Consolidations

Basis of Presentation and Principles of Consolidation

Use Of Estimates

Use of Estimates

Segments

Concentration of Credit Risk and Other Uncertainties

Concentrations of Credit Risk and Other Uncertainties

Licensees that represent 10% or more of our revenues and accounts receivable and contract assets are as follows:

Revenue

Accounts Receivable and
Contract Assets

Three Months Ended

Six Months Ended

As of

June 30, 2021

June 30, 2020

June 30, 2021

June 30, 2020

June 30, 2021

December 31, 2020

Licensee A

36.3

35.2

64.5

40.6

Licensee B

13.2

Licensee C, related party

16.9

Licensee D

10.1

Licensee E

15.7

Licensee F, related party

88.5

73.7

Licensee G

11.3

Licensee H

34.3

16.5

Licensee I

20.1

Total

81.9

88.5

71.8

73.7

80.2

80.8

*Less than 10%

Restricted Cash

Deferred Issuance Costs

Patent Costs

Recent Accounting Pronouncements

New Accounting Pronouncements Not Yet Adopted

- Definition

Disclosure of accounting policy for segment reporting.

+ References + Details

Summary of Significant Accounting Policies (Tables)

6 Months Ended

Jun. 30, 2021

Accounting Policies [Abstract]

Summary Of Provision For Credit Losses and other Uncertainties

Licensees that represent 10% or more of our revenues and accounts receivable and contract assets are as follows:

Revenue

Accounts Receivable and
Contract Assets

Three Months Ended

Six Months Ended

As of

June 30, 2021

June 30, 2020

June 30, 2021

June 30, 2020

June 30, 2021

December 31, 2020

Licensee A

36.3

35.2

64.5

40.6

Licensee B

13.2

Licensee C, related party

16.9

Licensee D

10.1

Licensee E

15.7

Licensee F, related party

88.5

73.7

Licensee G

11.3

Licensee H

34.3

16.5

Licensee I

20.1

Total

81.9

88.5

71.8

73.7

80.2

80.8

*Less than 10%

Fair Value Measurements and Fair Value of Financial Instruments (Tables)

6 Months Ended

Jun. 30, 2021

Fair Value Disclosures [Abstract]

Schedule of Financial Instruments Measured on Recurring Basis

The following table sets forth our financial instruments that were measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands):


	Fair Value Measurements at June 30, 2021
	Total		Level 1		Level 2		Level 3
Assets:
Money market investments (included in cash and cash equivalents)	$	129,524	$	129,524	$	-	$	-
Total	$	129,524	$	129,524	$	-	$	-

Liabilities:
Success payments liability	$	3,835	$	-	$	-	$	3,835
Total	$	3,835	$	-	$	-	$	3,835


	Fair Value Measurements at December 31, 2020
	Total		Level 1		Level 2		Level 3
Assets:
Money market investments (included in cash and cash equivalents)	$	15,953	$	15,953	$	-	$	-
Total	$	15,953	$	15,953	$	-	$	-

Liabilities:
Success payments liability	$	2,654	$	-	$	-	$	2,654
Total	$	2,654	$	-	$	-	$	2,654

Schedule of Change in Fair Value of Financial Liability

The following table sets forth a summary of the changes in the fair value of our Level 3 financial liability (in thousands):


	Success Payments Liability
Balance at December 31, 2020	$	2,654
Change in fair value		1,181
Balance at June 30, 2021	$	3,835

Schedule of Assumptions Used in Valuation of Success payments Liability

The table below summarizes key assumptions used in the valuation of success payments liability:


	As of June 30, 2021			As of December 31, 2020
Fair value of common stock	$	7.712		$	5.462
Risk free interest rate		1.45	%		0.93	%
Expected volatility		75	%		80	%
Probability	6.6% to 19.3%			4.4% to 13.4%
Expected term (years)	4.5 to 5.7			4.7 to 5.7

Significant Agreements (Tables)

6 Months Ended

Jun. 30, 2021

Significant Agreements [Abstract]

Summary of Success Payments MSKCC

The following table summarizes MSKCC success payments amounts:


Multiple of initial share price at issuance	5x		10x		15x
Success payment(s) (in millions)	$	10.0	$	10.0	$	15.0

Schedule of Estimated Fair Value of Stock Options on the Grant Date Using Black-Scholes Option-Pricing Model


	Three Months Ended June 30,			Six Months Ended June 30,
	2021	2020	2021		2020
Volatility	75.3% to 75.9%	77.1% to 77.4%	75.3% to 76.5%		74.8% to 77.4%
Expected term (in years)	5.5 to 6.1	5.5 to 6.0	5.5 to 6.1		5.5 to 6.0
Risk free interest rate	0.9% to 1.1%	0.4%	0.9% to 1.2%		0.4% to 0.7%
Expected dividend yield	0.0%	0.0%	0.0%		0.0%

Revenue (Tables)

6 Months Ended

Jun. 30, 2021

Revenue From Contract With Customer [Abstract]

Schedule of Disaggregation of Revenue

The following is a summary of revenue by geographic location for the three and six months ended June 30, 2021 and 2020 (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
United States	$	1,476	$	8,306	$	2,951	$	9,992
Rest of world		-		172		111		186
Total	$	1,476	$	8,478	$	3,062	$	10,178

Schedule of Changes in Company's Contract Assets and Liabilities

The following table presents changes in our contract assets and liabilities during the six months ended June 30, 2021 (in thousands):


	Balance at December 31, 2020		Additions		Deductions			Balance at June 30, 2021
Accounts receivable	$	150	$	5,381	$	(5,529	)	$	2

Contract assets:
Unbilled accounts receivable	$	1,328	$	1,803	$	(2,301	)	$	830

Contract liabilities:
Deferred revenue, current and long-term	$	1,098	$	33,080	$	(1,289	)	$	32,889

Balance Sheet Items (Tables)

6 Months Ended

Jun. 30, 2021

Balance Sheet Related Disclosures [Abstract]

Schedule of Other Receivables

Other receivables consisted of the following at June 30, 2021 and December 31, 2020, respectively (in thousands):


	June 30, 2021		December 31, 2020
Patent cost reimbursements	$	6,993	$	3,672
Other		582		10
Total	$	7,575	$	3,682

Schedule of Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consisted of the following at June 30, 2021 and December 31, 2020, respectively (in thousands):


	June 30, 2021		December 31, 2020
Prepaid income taxes	$	1,490	$	1,479
Prepaid contract manufacturing and clinical costs		2,269		954
Other		1,277		760
Total	$	5,036	$	3,193

Schedule of Property and Equipment

Property and equipment, net, consisted of the following at June 30, 2021 and December 31, 2020, respectively (in thousands):


	June 30, 2021			December 31, 2020
Furniture and equipment	$	128		$	117
Computer equipment		263			263
Lab equipment		5,949			5,038
Leasehold improvements		1,612			1,180
Total property and equipment, gross		7,952			6,598
Less: accumulated depreciation and amortization		(3,544	)		(3,096	)
Property and equipment, net	$	4,408		$	3,502

Summary of Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following at June 30, 2021 and December 31, 2020, respectively (in thousands):


	June 30, 2021		December 31, 2020
Accrued patent expenses	$	5,370	$	5,087
Accrued legal expenses		1,579		-
Income taxes payable		5		5
Accrued sublicensing fees		964		402
Accrued licensing fees		1,000		-
Accrued employee compensation and related expenses		960		2,081
Accrued research and development expenses		1,161		581
Credit card liability		559		193
Other		1,699		624
Total	$	13,297	$	8,973

Commitments and Contingencies (Tables)

6 Months Ended

Jun. 30, 2021

Commitments And Contingencies Disclosure [Abstract]

Summary of Future Minimum Lease Payment Under Leases

As of June 30, 2021, future minimum lease payments under the leases are as follows (in thousands):


Remainder of 2021	$	1,690
2022		3,485
2023		3,596
2024		3,708
2025		3,627
Thereafter		27,378
Total	$	43,484

Convertible Preferred Stock (Tables)

6 Months Ended

Jun. 30, 2021

Temporary Equity Disclosure [Abstract]

Schedule of Convertible Preferred Stock and Liquidation Preference

The authorized, issued, and outstanding shares of the convertible preferred stock and liquidation preferences as of June 30, 2021, are as follows (in thousands, except for share amounts):


Series	Authorized Shares		Outstanding Shares		Liquidation Preference		Carrying Value
Series A		1,576,342		1,576,342	$	3,550	$	3,452
Series A-1		3,004,124		3,004,124		8,000		7,901
Series B		3,186,116		3,186,116		30,070		29,970
Series C		6,664,040		6,663,940		115,000		108,827
		14,430,622		14,430,522	$	156,620	$	150,150

The authorized, issued, and outstanding shares of the convertible preferred stock and liquidation preferences as of December 31, 2020 are as follows (in thousands, except for share amounts):


Series	Authorized Shares		Outstanding Shares		Liquidation Preference		Carrying Value
Series A		1,576,342		1,576,342	$	3,550	$	3,452
Series A-1		3,004,124		3,004,124		8,000		7,901
Series B		3,186,116		3,186,116		30,070		29,970
		7,766,582		7,766,582	$	41,620	$	41,323

Common Stock (Tables)

6 Months Ended

Jun. 30, 2021

Common Stock Number Of Shares Par Value And Other Disclosures [Abstract]

Schedule of Common Stock Reserved for Future Issuance

Common stock reserved for future issuance, on an as converted basis, consists of the following:


	As of June 30, 2021		As of December 31, 2020
Preferred stock, issued and outstanding		26,234,654		14,119,631
Stock options, issued and outstanding		5,219,166		4,520,551
Stock options, authorized for future issuance		932,846		582,340
Restricted stock awards		-		5,999
Total		32,386,666		19,228,521

Stock Option Plans (Tables)

6 Months Ended

Jun. 30, 2021

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Schedule of Stock Option Activity

The following table summarizes stock option activity for employees and non-employees during the six months ended June 30, 2021:


	Shares Available to Grant			Stock Options			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (years)		Aggregate Intrinsic Value (a)
				(Aggregate Intrinsic Value in thousands)
Outstanding at December 31, 2020		582,340			4,520,551		$	1.64	5.3		$	6,929
Addition—Option pool		2,671,714
Options granted		(1,561,079	)		1,561,079		$	4.11		10.0
Options exercised		-			(584,614	)	$	0.97		3.6
Options cancelled or forfeited		33,473			(33,473	)	$	2.58	-
Outstanding at March 31, 2021		1,726,448			5,463,543		$	2.41		6.7	$	9,292
Addition—Option pool		-
Options granted		(896,831	)		896,831		$	5.27		10.0
Options exercised		-			(1,037,979	)	$	0.55		1.2
Options cancelled or forfeited		103,229			(103,229	)	$	1.89	-
Exercisable at June 30, 2021		932,846			5,219,166		$	3.28		7.9	$	10,380
Vested and expected to vest at June 30, 2021					5,219,166		$	3.28		7.9	$	10,380

(a)

The aggregate intrinsic value is calculated as the difference between the stock options exercise price and the estimated fair value of the underlying common stock at June 30, 2021.

Schedule of Stock-Based Compensation Expenses Recorded in the Condensed Consolidated Statements of Operations and Comprehensive Loss


	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Research and development	$	288	$	192	$	485	$	353
General and administrative		305		94		451		170

Total	$	593	$	286	$	936	$	523

Schedule of Estimated Fair Value of Stock Options on the Grant Date Using Black-Scholes Option-Pricing Model


	Three Months Ended June 30,			Six Months Ended June 30,
	2021	2020	2021		2020
Volatility	75.3% to 75.9%	77.1% to 77.4%	75.3% to 76.5%		74.8% to 77.4%
Expected term (in years)	5.5 to 6.1	5.5 to 6.0	5.5 to 6.1		5.5 to 6.0
Risk free interest rate	0.9% to 1.1%	0.4%	0.9% to 1.2%		0.4% to 0.7%
Expected dividend yield	0.0%	0.0%	0.0%		0.0%

Net Income Per Share (Tables)

6 Months Ended

Jun. 30, 2021

Earnings Per Share [Abstract]

Basic and Diluted Net Income Per Share

The following table sets forth the computation of the basic and diluted net loss per share (in thousands, except share and per share amounts):


	Three Months Ended June 30,						Six Months Ended June 30,
	2021			2020			2021			2020
Numerator:
Net loss	$	(14,311	)	$	(1,872	)	$	(27,470	)	$	(11,672	)
Denominator:
Weighted-average common shares outstanding used to compute net loss per share, basic and diluted		10,261,770			8,441,934			9,882,715			8,435,672
Net loss per share, basic and diluted	$	(1.39	)	$	(0.22	)	$	(2.78	)	$	(1.38	)

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share


	As of June 30, 2021		As of December 31, 2020
Convertible preferred stock		26,234,654		14,119,631
Stock options outstanding		5,219,166		4,520,551
Common shares subject to nonrecourse notes		-		409,795
		31,453,820		19,049,977

Description of the Business, Organization, and Liquidity - Additional Information (Details) $ / shares in Units, $ in Thousands				1 Months Ended	3 Months Ended				6 Months Ended
	Aug. 27, 2021 USD ($)	Aug. 09, 2021 shares	Jul. 27, 2021 $ / shares shares	Jul. 31, 2021	Jun. 30, 2021 USD ($) $ / shares shares	Mar. 31, 2021 USD ($)	Jun. 30, 2020 USD ($)	Mar. 31, 2020 USD ($)	Jun. 30, 2021 USD ($) $ / shares shares	Jun. 30, 2020 USD ($)	Dec. 31, 2020 USD ($) $ / shares shares
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Common stock, par value \| $ / shares					$ 0.0001				$ 0.0001		$ 0.0001
Common stock, shares authorized \| shares					44,541,000				44,541,000		28,933,380
Accumulated deficit \| $					$ (58,341)				$ (58,341)		$ (30,871)
Net loss and comprehensive loss \| $					(14,311)	$ (13,159)	$ (1,872)	$ (9,800)	(27,470)	$ (11,672)
Cash generated in operating activities \| $									3,837	(16,448)
Cash and cash equivalents \| $					$ 129,524		$ 33,130		$ 129,524	$ 33,130	$ 15,953
Subsequent Event [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Forward stock split, conversion ratio				1.818
IPO \| Subsequent Event [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Common stock shares issued \| shares			19,000,000
Share price \| $ / shares			$ 16.00
Common stock, par value \| $ / shares			$ 0.0001
Option To Purchase Additional Shares Of Common Stock \| shares		2,850,000
Proceeds from initial public offering, gross \| $	$ 349,600
Proceeds from initial public offering, net \| $	$ 321,000
Preferred stock shares issued \| shares			26,234,654
Common stock, shares authorized \| shares			300,000,000
Preferred stock, shares authorized \| shares			10,000,000
Preferred stock par value per share \| $ / shares			$ 0.0001

Summary of Significant Accounting Policies - Additional Information (Details) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021 USD ($)	Jun. 30, 2020 USD ($)	Jun. 30, 2021 USD ($) Segment	Jun. 30, 2020 USD ($)	Dec. 31, 2020 USD ($)
Concentration Risk [Line Items]
Number of reportable segment \| Segment			1
Number of operating segment \| Segment			1
Allowance for doubtful accounts	$ 0		$ 0		$ 0
Deferred issuance cost	2,600		2,600		0
Restricted Cash	100		100		$ 0
Patent costs gross	3,600	$ 2,200	7,500	$ 4,500
General and Administrative Expense
Concentration Risk [Line Items]
Patent reimbursements	$ 2,400	$ 1,100	$ 4,500	$ 2,200

Summary of Significant Accounting Policies - Schedule of Concentration of Credit Risk and other Uncertainties (Details) - Customer Concentration Risk	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020
Revenue Benchmark \| Total
Concentration Risk [Line Items]
Total	81.90%	88.50%	71.80%	73.70%
Revenue Benchmark \| Licensee A [Member]
Concentration Risk [Line Items]
Total	36.30%		35.20%
Revenue Benchmark \| Licensee F Related Party [Member]
Concentration Risk [Line Items]
Total		88.50%		73.70%
Revenue Benchmark \| Licensee G [Member]
Concentration Risk [Line Items]
Total	11.30%
Revenue Benchmark \| License H [Member]
Concentration Risk [Line Items]
Total	34.30%		16.50%
Revenue Benchmark \| License I [Member]
Concentration Risk [Line Items]
Total			20.10%
Accounts Receivable \| Total
Concentration Risk [Line Items]
Total			80.20%		80.80%
Accounts Receivable \| Licensee A [Member]
Concentration Risk [Line Items]
Total			64.50%		40.60%
Accounts Receivable \| Licensee B [Member]
Concentration Risk [Line Items]
Total					13.20%
Accounts Receivable \| Licensee C Related Party [Member]
Concentration Risk [Line Items]
Total					16.90%
Accounts Receivable \| Licensee D [Member]
Concentration Risk [Line Items]
Total					10.10%
Accounts Receivable \| Licensee E [Member]
Concentration Risk [Line Items]
Total			15.70%

Fair Value Measurements and Fair Value of Financial Instruments - Schedule of Financial Instruments Measured on Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Assets:
Assets fair value	$ 129,524	$ 15,953
Liabilities:
Liabilities fair value	3,835	2,654
Money Market Investments (Included in Cash and Cash Equivalents)
Assets:
Assets fair value	129,524	15,953
Success Payments Liability
Liabilities:
Liabilities fair value	3,835	2,654
Level 1
Assets:
Assets fair value	129,524	15,953
Level 1 \| Money Market Investments (Included in Cash and Cash Equivalents)
Assets:
Assets fair value	129,524	15,953
Level 3
Liabilities:
Liabilities fair value	3,835	2,654
Level 3 \| Success Payments Liability
Liabilities:
Liabilities fair value	$ 3,835	$ 2,654

Fair Value Measurements and Fair Value of Financial Instruments - Schedule of Change in Fair Value of Financial Liability (Details) - Success Payments Liability - Level 3 $ in Thousands	6 Months Ended
	Jun. 30, 2021 USD ($)
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Balance at December 31, 2020	$ 2,654
Change in fair value	1,181
Balance at June 30, 2021	$ 3,835

Fair Value Measurements and Fair Value of Financial Instruments - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2021
Success Payments Liability \| Research and Development Expense
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Change in fair value	$ 0.5	$ 1.2

Fair Value Measurements and Fair Value of Financial Instruments - Schedule of Assumptions Used in Valuation of Success payments Liability (Details)	6 Months Ended	12 Months Ended
	Jun. 30, 2021 USD ($)	Dec. 31, 2020 USD ($)
Fair Value of Common Stock
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Success payment liability assumption	$ 7,712	$ 5,462
Risk Free Interest Rate
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Success payment liability assumption	0.0145	0.0093
Expected Volatility
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Success payment liability assumption	0.75	0.80
Probability \| Minimum
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Success payment liability assumption	0.066	0.044
Probability \| Maximum
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Success payment liability assumption	0.193	0.134
Expected Term (Years) \| Minimum
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Success payment liability assumptions term	4 years 6 months	4 years 8 months 12 days
Expected Term (Years) \| Maximum
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Success payment liability assumptions term	5 years 8 months 12 days	5 years 8 months 12 days

Significant Agreements - Additional Information (Details) - USD ($)						3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 16, 2021	Feb. 09, 2021	May 15, 2020	May 12, 2016	Jul. 13, 2015	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020	Mar. 11, 2021	Nov. 13, 2020	Dec. 15, 2016	Jul. 16, 2014
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
General and administrative						$ 5,113,000	$ 3,153,000	$ 9,709,000	$ 6,641,000
Research collaboration agreement, period								4 years
Revenues						0		$ 0
Upfront cash payment received											$ 30,000,000.0
Deferred revenue, net of current portion						50,000		50,000		$ 50,000
Deferred revenue, net of current portion ($50 and $50 from related party)						$ 24,208,000		$ 24,208,000		937,000
Regulatory Milestones
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Potential milestone payment										2,800,000
Maximum
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Future development, regulatory, and product launch milestones payment received			$ 200,000,000.0
Contractual term						6 years 1 month 6 days	6 years	6 years 1 month 6 days	6 years
Minimum
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Contractual term						5 years 6 months	5 years 6 months	5 years 6 months	5 years 6 months
Research and Development Expense
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Sublicensing expenses						$ 800,000		$ 800,000
The Regents of the University of California/University of Vienna
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Clinical milestone payment								3,600,000
General and administrative						3,300	$ 1,800,000	6,500,000	$ 3,700,000
Reimbursement percentage													5000.00%
Reduction in general and administrative expenses						1,600,000	800,000	3,200,000	1,500,000
The Regents of the University of California/University of Vienna \| Research and Development Expense
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Sublicensing expenses						700,000	100,000	1,000,000.0	400,000
Memorial Sloan Kettering Cancer Center
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Upfront payment fee												$ 500,000
Commercial milestones												112,000,000.0
Aggregate success payment						35,000,000.0		35,000,000.0
Maximum value of success payments and control payment						35,000,000.0		35,000,000.0
Fair value of success payments liability						3,800,000		3,800,000
Increase decrease in fair value of success payments liability						$ 500,000		$ 1,200,000
Memorial Sloan Kettering Cancer Center \| Series B Convertible Preferred Stock
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Share price						$ 5.1914		$ 5.1914
Memorial Sloan Kettering Cancer Center \| Common Stock
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Upfront payment fee												$ 2,100,000
Intellia Therapeutics, Inc.
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Ownership percentage														10.00%
Percentage of other party's expenses														30.00%
Upfront cash payment	$ 1,000,000.0
Potential future milestone payments	$ 23,000,000.0
Intellia Therapeutics, Inc. \| General and Administrative Expense \| Maximum
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Expenses incurred from transactions with related parties						$ 100,000	100,000	$ 100,000	100,000
Intellia Therapeutics, Inc. \| General and Administrative Expense \| Patents
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Expenses incurred from transactions with related parties						800,000	300,000	1,300,000	700,000
Pioneer Hi-Bred International, Inc.
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Upfront cash payment										500,000
Future contingent milestone payments					$ 22,400,000
Milestone Revenue					$ 300,000
Research collaboration agreement, period					3 years
Pioneer Hi-Bred International, Inc. \| Sales Milestones
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Potential milestone payment										$ 20,000,000.0
Genus plc
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Research collaboration agreement, period				4 years
Regulatory and commercial milestone payments received				$ 10,000,000.0
Revenues							300,000		800
Private Company License Agreement
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Revenues						0		0
Period for option			3 years
Upfront option payment			$ 50,000,000
Private Company License Agreement \| License and Collaboration Revenue
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
License and collaboration revenue							$ 7,500,000		$ 7,500,000
Private Company License Agreement \| Convertible Preferred Stock [Member]
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Convertible preferred stock issued			7,500,000
Fair value of convertible preferred stock			$ 7,500,000
Collaboration and License Agreement with AbbVie
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Revenues						500,000		500,000
Future development, regulatory, and product launch milestones payment received		$ 15,000,000.0	$ 150,000,000.0
Upfront cash payment received						30,000,000.0		30,000,000.0
Deferred revenue, net of current portion						8,400,000		8,400,000
Deferred revenue, net of current portion ($50 and $50 from related party)						$ 21,100,000		$ 21,100,000

Significant Agreements - Summary Of MSKCC Success Payments Amounts (Details) $ / shares in Units, $ in Millions	6 Months Ended
	Jun. 30, 2021 USD ($) $ / shares
5x
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Temporary equity, shares issued price per share \| $ / shares	$ 5
Success payment(s) (in millions) \| $	$ 10.0
10x
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Temporary equity, shares issued price per share \| $ / shares	$ 10
Success payment(s) (in millions) \| $	$ 10.0
15x
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Temporary equity, shares issued price per share \| $ / shares	$ 15
Success payment(s) (in millions) \| $	$ 15.0

Significant Agreements - Summary of Warrant's Fair Value Using Black Sholes Option Pricing Model (Details)	3 Months Ended
	Jun. 30, 2020
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Risk free interest rate	0.40%

Revenue - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Disaggregation Of Revenue [Line Items]
Licensing and collaboration revenue	$ 1,476	$ 8,478	$ 3,062	$ 10,178
United States
Disaggregation Of Revenue [Line Items]
Licensing and collaboration revenue	$ 1,476	8,306	2,951	9,992
Rest of World
Disaggregation Of Revenue [Line Items]
Licensing and collaboration revenue		$ 172	$ 111	$ 186

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8906-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9031-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9038-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 4
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130543-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9054-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130545-203045

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 924
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-URI http://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Revenue - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Disaggregation Of Revenue [Line Items]
Revenue recognized included in the opening contract liabilities balance			$ 0.1	$ 0.9
Transaction price allocated to the remaining performance obligations	$ 63.2		63.2
AbbVie Agreement
Disaggregation Of Revenue [Line Items]
Deferred revenue, recognized			30.0
Point in Time
Disaggregation Of Revenue [Line Items]
Revenue recognized, performance obligation, amount	1.0	$ 8.2	2.6	9.3
Over Time
Disaggregation Of Revenue [Line Items]
Revenue recognized, performance obligation, amount	$ 0.5	$ 0.3	$ 0.5	$ 0.8

Revenue - Schedule of Changes in Company's Contract Assets and Liabilities (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2021 USD ($)
Accounts receivable
Accounts receivable, Beginning Balance	$ 150
Accounts receivable, Additions	5,381
Accounts receivable, Deductions	(5,529)
Accounts receivable, Ending Balance	2
Contract assets:
Unbilled accounts receivable, Beginning Balance	1,328
Unbilled accounts receivable, Additions	1,803
Unbilled accounts receivable, Deductions	(2,301)
Unbilled accounts receivable, Ending Balance	830
Contract liabilities:
Deferred revenue, current and long-term, Beginning Balance	1,098
Deferred revenue, current and long-term, Additions	33,080
Deferred revenue, current and long-term, Deductions	(1,289)
Deferred revenue, current and long-term, Ending Balance	$ 32,889

Revenue - Additional Information (Details1) $ in Millions	Jun. 30, 2021 USD ($)
Disaggregation Of Revenue [Line Items]
Remaining performance obligations	$ 63.2
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-07-01
Disaggregation Of Revenue [Line Items]
Remaining performance obligations	$ 8.7
Remaining performance obligation, expected timing of satisfaction, period	12 months

Balance Sheet Items - Schedule of Other Receivables (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Balance Sheet Related Disclosures [Abstract]
Patent cost reimbursements	$ 6,993	$ 3,672
Other	582	10
Total	$ 7,575	$ 3,682

Balance Sheet Items - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Balance Sheet Related Disclosures [Abstract]
Prepaid income taxes	$ 1,490	$ 1,479
Prepaid contract manufacturing and clinical costs	2,269	954
Other	1,277	760
Total	$ 5,036	$ 3,193

Balance Sheet Items - Schedule of Property And Equipment (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Property and equipment, gross	$ 7,952	$ 6,598
Less: accumulated depreciation and amortization	(3,544)	(3,096)
Property and equipment, net	4,408	3,502
Furniture and Equipment [Member]
Property and equipment, gross	128	117
Computer Equipment [Member]
Property and equipment, gross	263	263
Lab Equipment [Member]
Property and equipment, gross	5,949	5,038
Leasehold Improvements [Member]
Property and equipment, gross	$ 1,612	$ 1,180

Balance Sheet Items - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Balance Sheet Related Disclosures [Abstract]
Depreciation and amortization expense related to property and equipment	$ 0.2	$ 0.2	$ 0.5	$ 0.5

Balance Sheet Items - Summary of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Balance Sheet Related Disclosures [Abstract]
Accrued patent expenses	$ 5,370	$ 5,087
Accrued legal expenses	1,579
Income taxes payable	5	5
Accrued sublicensing fees	964	402
Accrued licensing fees	1,000
Accrued employee compensation and related expenses	960	2,081
Accrued research and development expenses	1,161	581
Credit card liability	559	193
Other	1,699	624
Total	$ 13,297	$ 8,973

Related Party Transactions - Additional Information (Details) - USD ($) $ in Thousands			6 Months Ended		12 Months Ended
	May 15, 2020	Nov. 30, 2018	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2018
Related Party Transaction [Line Items]
Debt instrument, face amount		$ 1,100
Debt instrument, interest rate		3.04%
Debt instrument Term, Description					The promissory note was repaid in full amount in June 2021
Common stock shares held collateral for debt		409,795
Stock-based compensation expense			$ 936	$ 523	$ 700
Increase in additional paid-in capital			$ 1,200
Debt Instrument Term		5 years
DuPont
Related Party Transaction [Line Items]
Voting interest			10.00%
Dr. Jennifer A. Doudna
Related Party Transaction [Line Items]
Payment for participation			$ 100	$ 100
Convertible Preferred Stock \| Private Company License Agreement
Related Party Transaction [Line Items]
Convertible preferred stock issued	7,500,000
Fair value of convertible preferred stock	$ 7,500

Promissory Note - Additional Information (Details) - USD ($) $ in Thousands			3 Months Ended	6 Months Ended
	May 06, 2020	Nov. 30, 2018	Jun. 30, 2021	Jun. 30, 2021
Line Of Credit Facility [Line Items]
Debt instrument, face amount		$ 1,100
Loan, term		5 years
Debt instrument, interest rate		3.04%
Gain on extinguishment of PPP Loan			$ 1,584	$ 1,584
PPP Loan
Line Of Credit Facility [Line Items]
Gain on extinguishment of PPP Loan			$ 1,600	$ 1,600
PPP Loan \| CARES Act \| Minimum
Line Of Credit Facility [Line Items]
Percentage of proceeds from loan	60.00%
Web Bank \| PPP Loan
Line Of Credit Facility [Line Items]
Loan, term	2 years
Debt instrument, interest rate	1.00%
Web Bank \| PPP Loan \| CARES Act
Line Of Credit Facility [Line Items]
Debt instrument, face amount	$ 1,600

Commitments and Contingencies - Additional Information (Details) - USD ($)	3 Months Ended	6 Months Ended
	Mar. 31, 2021	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020
Commitment And Contingencies [Line Items]
Lease initial term	10 years
Lease option to renew term description		lease laboratory and office space under non-cancellable operating agreements. On March 31, 2021, we entered into a ten-year lease agreement, which superseded and replaced our prior lease, as amended, and included additional office and laboratory space located within the same building in Berkeley, California. The lease agreement contains a renewal option for an additional term of five years.
Lease existence of option to renew term	true
Lease renewal term	5 years
Monthly base rent	$ 300,000
Rent expense		$ 1,800,000	$ 1,500,000
Future minimum lease payments related to capital lease		0
Capital lease obligation				$ 100,000
Other Assets [Member]
Commitment And Contingencies [Line Items]
Security deposit		$ 800,000		$ 600,000
Minimum
Commitment And Contingencies [Line Items]
Payment annual escalation	3.10%
Maximum
Commitment And Contingencies [Line Items]
Payment annual escalation	3.50%

Commitments and Contingencies - Summary of Future Minimum Commitments Under Lease Contracts (Details) $ in Thousands	Jun. 30, 2021 USD ($)
Commitments And Contingencies Disclosure [Abstract]
Remainder of 2021	$ 1,690
2022	3,485
2023	3,596
2024	3,708
2025	3,627
Thereafter	27,378
Total	$ 43,484

Convertible Preferred Stock - Schedule of Convertible Preferred Stock and Liquidation Preference (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2019
Convertible Preferred Stock
Preferred stock, shares authorized	14,430,622		7,766,582
Preferred stock, shares outstanding	14,430,522		7,766,582
Preferred Stock Liquidation Preference Value	$ 156,620		$ 41,620
Carrying Value	$ 150,150	$ 150,150	$ 41,323	$ 41,323	$ 41,323	$ 41,323
Series A
Preferred stock, shares authorized	1,576,342		1,576,342
Preferred stock, shares outstanding	1,576,342		1,576,342
Preferred Stock Liquidation Preference Value	$ 3,550		$ 3,550
Carrying Value	$ 3,452		$ 3,452
Series A-1
Preferred stock, shares authorized	3,004,124		3,004,124
Preferred stock, shares outstanding	3,004,124		3,004,124
Preferred Stock Liquidation Preference Value	$ 8,000		$ 8,000
Carrying Value	$ 7,901		$ 7,901
Series B
Preferred stock, shares authorized	3,186,116		3,186,116
Preferred stock, shares outstanding	3,186,116		3,186,116
Preferred Stock Liquidation Preference Value	$ 30,070		$ 30,070
Carrying Value	$ 29,970		$ 29,970
Series C
Preferred stock, shares authorized	6,664,040
Preferred stock, shares outstanding	6,663,940
Preferred Stock Liquidation Preference Value	$ 115,000
Carrying Value	$ 108,827

Convertible Preferred Stock - Additional Information (Details)	6 Months Ended
	Jun. 30, 2021 USD ($) $ / shares shares
Convertible preferred stock, conversion basis	one-to-one
Dividends declared \| $	$ 0
Convertible preferred stock, terms of conversion	The convertible preferred stock will automatically convert into common stock, at the then-applicable conversion rate, upon the earliest of (i) the closing of a firm-commitment underwritten public offering of our common stock pursuant to a registration statement on Form S-1 under the Securities Act, at a price of at least $11.866 per share, resulting in at least $50.0 million of gross proceeds to us; (ii) the consent of at least a majority of the then outstanding shares of the preferred stock, voting together as a single class on as-converted to common stock basis, the holders of a majority of the outstanding Series B convertible preferred stock, voting together as a single class on an as-converted to common stock basis (unless the majority vote of the preferred stock referenced above is obtained in connection with a firm-commitment underwritten public offering resulting in at least $50.0 million of gross proceeds at a price of at least $7.7871), and the holders of at least two-thirds of the outstanding Series C convertible preferred stock, consenting together as a single class on an as converted to common stock basis; or (iii) the closing of a special purpose acquisition company (“SPAC”) transaction, resulting in the public company surviving or resulting from the SPAC transaction having available cash immediately after the consummation of the SPAC transaction of at least $50.0 million from cash retained by the SPAC following all redemption offers to its existing equity interest holders and the net cash proceeds from any capital-raising transaction conducted in connection with the SPAC transaction, and whereby outstanding Company shares are exchanged for or otherwise converted into securities that are publicly listed on specified securities exchanges, and the aggregate value of such securities received with respect to each share of Series C preferred stock (or the common stock issuable upon conversion of one share of Series C Preferred Stock) is equal to at least $11.866 per share.
Gross proceeds from issuance \| $	$ 108,827,000
Minimum gross proceeds from IPO for automatic conversion to common stock \| $	50,000,000.0
Cash retained \| $	$ 50,000,000.0
IPO
Public offering price (in diollars per share)	$ 11.866
Conversion of preferred stock into common stock \| shares	26,234,654
Convertible Preferred Stock
Dividend terms, convertible preferred stock	The dividend on each outstanding share of convertible preferred stock equals the greater of (a)(i) $0.18 per share of Series A preferred stock, (ii) $0.213 per share of Series A-1 preferred stock, (iii) $0.76 per share of Series B preferred stock, or (iv) $1.38 per share of Series C preferred stock, subject in the case of (a)(i)-(iv) to appropriate adjustments in the event of any stock dividend, stock split, combination, or other similar recapitalization with respect to such series of convertible preferred stock, or (b) the dividend’s amount payable on such share on an as-converted to common stock basis.
Series A
Temporary equity, shares issued price per share	$ 0.18
Liquidation preference per share	2.252
Series A-1
Temporary equity, shares issued price per share	0.213
Liquidation preference per share	2.663
Series B
Temporary equity, shares issued price per share	$ 0.76
Minimum gross proceeds from IPO for automatic conversion to common stock \| $	$ 50,000,000.0
Liquidation preference per share	$ 9.4379
Series B \| IPO
Public offering price (in diollars per share)	7.7871
Series C
Temporary equity, shares issued price per share	1.38
Redemption price per share	11.866
Liquidation preference per share	$ 17.257

Common Stock - Additional Information (Details)	6 Months Ended
Common Stock - Additional Information (Details)	Jun. 30, 2021
Common Stock Number Of Shares Par Value And Other Disclosures [Abstract]
Common stock voting rights	The holder of each share of our common stock is entitled to one vote

Common Stock - Schedule of Common Stock Reserved for Future Issuance (Details) - shares	Jun. 30, 2021	Dec. 31, 2020
Common stock reserved for future issuance	32,386,666	19,228,521
Preferred Stock, Issued and Outstanding
Common stock reserved for future issuance	26,234,654	14,119,631
Stock Options, Issued and Outstanding
Common stock reserved for future issuance	5,219,166	4,520,551
Stock Options, Authorized for Future Issuance
Common stock reserved for future issuance	932,846	582,340
Restricted Stock Awards
Common stock reserved for future issuance	0	5,999

Stock Option Plans - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended			6 Months Ended
	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock options granted during period	896,831	1,561,079
Common stock, shares authorized	44,541,000			44,541,000		28,933,380
Common stock reserved for future issuance	32,386,666			32,386,666		19,228,521
Weighted average grant date fair value				$ 2.99	$ 1.82
Unrecognized stock-based compensation, expected to be recognized over weighted-average period				1 year 7 months 6 days
Stock-based compensation expense	$ 593		$ 286	$ 936	$ 523
Employee [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock options granted during period	896,831		279,699	2,457,910	379,761
Weighted average grant date fair value	$ 3.44		$ 1.88
Unrecognized stock based-compensation expenses	$ 8,400			$ 8,400
Stock-based compensation expense	600		$ 300	$ 900	$ 500
Non-Employee [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock options granted during period				2,457,910	379,761
Unrecognized stock based-compensation expenses	8,400			$ 8,400
Non-Employee [Member] \| Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	$ 100		$ 100	$ 100	$ 100
2012 Stock Option and Issuance Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock options granted during period				454,500
2013 Stock Option Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Percentage of price of shares granted at fair value				100.00%
Stok option expiration period				10 years
Exercise price as percentage of fair market value, Maximum				110.00%
Percentage of outstanding shares held by individual				10.00%
Term of grant				5 years
Stock option plan description				In general, our ISO grants vest over four years, with 25% of the option vesting after a one-year cliff and the remainder vesting monthly thereafter. The vesting periods for our NSO grants vary depending upon the length of service provided to the Company and such grants vested ratably from three months to two years.
Common stock, shares authorized	9,954,446			9,954,446
Common stock reserved for future issuance	932,846			932,846
Incentive Stock Options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period				4 years
Vesting cliff period				1 year
Option vesting percentage				25.00%

Stock Option Plans - Schedule of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended	12 Months Ended
	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2021	Dec. 31, 2020
Shares Available to Grant
Outstanding, Beginning Balance	1,726,448	582,340	582,340
Addition—Option pool	0	2,671,714
Options granted	896,831	1,561,079
Options cancelled or forfeited	103,229	33,473
Outstanding, Ending Balance		1,726,448		582,340
Exercisable at June 30, 2021	932,846		932,846
Stock Options
Outstanding, Beginning Balance	5,463,543	4,520,551	4,520,551
Options granted	896,831	1,561,079
Options exercised	(1,037,979)	(584,614)
Options cancelled or forfeited	(103,229)	(33,473)
Outstanding, Ending Balance		5,463,543		4,520,551
Exercisable at June 30, 2021	5,219,166		5,219,166
Vested and expected to vest at June 30, 2021	5,219,166		5,219,166
Weighted-Average Exercise Price
Outstanding, Beginning Balance	$ 2.41	$ 1.64	$ 1.64
Options granted	5.27	4.11
Options exercised	0.55	0.97
Options cancelled or forfeited	1.89	2.58
Outstanding, Ending Balance		$ 2.41		$ 1.64
Exercisable at June 30, 2021	3.28		3.28
Vested and expected to vest at June 30, 2021	$ 3.28		$ 3.28
Weighted-Average Remaining Contractual Term (years)
Outstanding		6 years 8 months 12 days		5 years 3 months 18 days
Options granted	10 years	10 years
Options exercised	1 year 2 months 12 days	3 years 7 months 6 days
Exercisable at June 30, 2021	7 years 10 months 24 days
Vested and expected to vest at June 30, 2021	7 years 10 months 24 days
Aggregate Intrinsic Value
Outstanding		$ 9,292		$ 6,929
Exercisable at June 30, 2021	$ 10,380		$ 10,380
Vested and expected to vest at June 30, 2021	$ 10,380		$ 10,380

Stock Option Plans - Schedule of Stock Option Expenses Related to Employee and Non-Employee Stock Options Granted (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	$ 593	$ 286	$ 936	$ 523
Research and Development Expense
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	288	192	485	353
General and Administrative Expense
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	$ 305	$ 94	$ 451	$ 170

Stock Option Plans - Schedule of Estimated Fair Value of Stock Options on the Grant Date Using Black-Scholes Option-Pricing Model (Details)	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Risk free interest rate		0.40%
Expected dividend yield	0.00%	0.00%	0.00%	0.00%
Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected volatility	75.30%	77.10%	75.30%	74.80%
Contractual term	5 years 6 months	5 years 6 months	5 years 6 months	5 years 6 months
Risk free interest rate	0.90%		0.90%	0.40%
Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected volatility	75.90%	77.40%	76.50%	77.40%
Contractual term	6 years 1 month 6 days	6 years	6 years 1 month 6 days	6 years
Risk free interest rate	1.10%		1.20%	0.70%

401(k) Savings Plan - Additional Information (Details) - 2017 Plan - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Defined Benefit Plan Disclosure [Line Items]
Defined contribution plan, Employer matching contribution percent of match	4.00%
Employer contribution	$ 0.2	$ 0.2

Income Taxes - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Benefit from income taxes	$ 0	$ 50	$ 0	$ 1,252
Effective tax rate		(2.60%)	(9.70%)
CARES Act
Benefit from income taxes			$ (1,300)
Maximum
Benefit from income taxes		$ (100)

- Definition

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

+ References + Details

Net Income Per Share - Basic and Diluted Net Income Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2020	Mar. 31, 2020	Jun. 30, 2021	Jun. 30, 2020
Numerator
Net loss and comprehensive loss	$ (14,311)	$ (13,159)	$ (1,872)	$ (9,800)	$ (27,470)	$ (11,672)
Denominator:
Weighted-average common shares outstanding, basic and diluted	10,261,770		8,441,934		9,882,715	8,435,672
Net loss per share, basic and diluted	$ (1.39)		$ (0.22)		$ (2.78)	$ (1.38)

- Definition

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

+ References

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+ Details

Net Income (Loss) Per Share - Computation of the Basic and Diluted Net Loss Per Share Attributable to Common Stockholders (Details) - shares	6 Months Ended	12 Months Ended
	Jun. 30, 2021	Dec. 31, 2020
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive Securities	31,453,820	19,049,977
Convertible Preferred Stock
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive Securities	26,234,654	14,119,631
Stock Options, Authorized for Future Issuance
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive Securities	5,219,166	4,520,551
Common Shares Subject To Nonrecourse Notes
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive Securities	0	409,795

Subsequent Events - Additional Information (Details)		1 Months Ended
Subsequent Events - Additional Information (Details)	Aug. 09, 2021 $ / shares shares	Jul. 31, 2021	Jul. 27, 2021 $ / shares shares	Jun. 30, 2021 $ / shares shares	Dec. 31, 2020 shares
Subsequent Event [Line Items]
Common stock, shares issued				11,333,423	9,710,830
Subsequent Event
Subsequent Event [Line Items]
common stock ratio		1.818
IPO
Subsequent Event [Line Items]
Common stock price per share \| $ / shares				$ 11.866
IPO \| Common Stock \| Subsequent Event
Subsequent Event [Line Items]
common stock ratio		1.818
Common stock, shares issued			19,000,000
Common stock price per share \| $ / shares	$ 16.00		$ 16.00
Purchase of additional shares	2,850,000