0001619856-23-000037 | 10-K | XBRL Viewer

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Document and Entity Information - USD ($) $ in Millions	12 Months Ended
Document and Entity Information - USD ($) $ in Millions	Dec. 31, 2022	Mar. 03, 2023	Jun. 30, 2022
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2022
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	001-40631
Entity Registrant Name	Caribou Biosciences, Inc.
Entity Incorporation State Country Code	DE
Entity Tax Identification Number	45-3728228
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 Address Postal Zip Code	94710
City Area Code	510
Local Phone Number	982-6030
Security12b Title	Common Stock, par value $0.0001 per share
Trading Symbol	CRBU
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
ICFR Auditor Attestation Flag	false
Entity Shell Company	false
Entity Public Float			$ 308.4
Entity Common Stock, Shares Outstanding		61,299,687
Documents Incorporated by Reference	DOCUMENTS INCORPORATED BY REFERENCE Portions of the Registrant’s definitive proxy statement for the 2023 Annual Meeting of Stockholders are incorporated by reference into Part III.
Entity Central Index Key	0001619856
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Amendment Flag	false

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2022
Audit Information [Abstract]
Auditor Name	Deloitte & Touche LLP
Auditor Firm Id	34
Auditor Location	San Francisco, California

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
CURRENT ASSETS:
Cash and cash equivalents	$ 58,338	$ 240,420
Marketable securities, short-term	189,325	135,412
Accounts receivable	202	1,153
Contract assets	2,247	1,488
Other receivables	2,215	5,483
Prepaid expenses and other current assets	7,921	7,236
Total current assets	260,248	391,192
NON-CURRENT ASSETS
Investments in equity securities	7,698	7,626
Marketable securities, long-term	69,373	37,676
Property and equipment, net	10,678	4,887
Operating lease right-of-use assets	24,230	0
Other assets	1,538	975
TOTAL ASSETS	373,765	442,356
CURRENT LIABILITIES:
Accounts payable	1,146	3,990
Accrued expenses and other current liabilities	16,079	13,136
Lease liabilities, current	966	0
Deferred revenue ($150 and $0 from related party, respectively)	9,937	8,703
Total current liabilities	28,128	25,829
LONG-TERM LIABILITIES
Deferred revenue, net of current portion ($0 and $100 from related party)	15,954	22,032
Deferred rent and lease incentive liability	0	2,097
MSKCC success payments liability	1,651	4,080
Long-term operating lease liabilities	26,780	0
Other liabilities	0	17
Deferred tax liabilities	381	476
Total liabilities	72,894	54,531
Commitments and contingencies (Note 10)
STOCKHOLDERS’ EQUITY
Preferred stock, par value $0.0001 per share, 10,000,000 shares authorized at December 31, 2022 and 2021, respectively; no shares issued and outstanding as of December 31, 2022 and 2021, respectively.	0	0
Common stock, par value $0.0001 per share, 300,000,000 shares authorized at December 31, 2022 and 2021, respectively; 61,029,184 and 60,263,158 shares issued and outstanding at December 31, 2022 and 2021, respectively	6	6
Additional paid-in-capital	499,598	485,748
Accumulated other comprehensive loss	(1,518)	(135)
Accumulated deficit	(197,215)	(97,794)
Total stockholders’ equity	300,871	387,825
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$ 373,765	$ 442,356

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Deferred revenue, from related party, current	$ 150	$ 0
Deferred revenue, from related party, noncurrent	$ 0	$ 100
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	300,000,000	300,000,000
Common stock, shares issued (in shares)	61,029,184	60,263,158
Common stock, shares outstanding (in shares)	61,029,184	60,263,158

Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Income Statement [Abstract]
Licensing and collaboration revenue	$ 13,851	$ 9,598
Operating expenses:
Research and development	82,230	52,255
General and administrative	38,020	24,322
Total operating expenses	120,250	76,577
Loss from operations	(106,399)	(66,979)
Other income (expense):
Change in fair value of equity securities	(133)	0
Change in fair value of the MSKCC success payments liability	2,429	(1,426)
Gain on extinguishment of PPP Loan	0	1,584
Other income, net	4,752	219
Total other income	7,048	377
Net loss before provision for income taxes	(99,351)	(66,602)
Provision for income taxes	70	321
Net loss	(99,421)	(66,923)
Other comprehensive loss:
Net unrealized loss on available-for-sale marketable securities	(1,383)	(135)
Net comprehensive loss	$ (100,804)	$ (67,058)
Net loss per share, basic (in dollars per share)	$ (1.64)	$ (2.11)
Net loss per share, diluted (in dollars per share)	$ (1.64)	$ (2.11)
Weighted average common shares outstanding, basic (in shares)	60,801,133	31,663,243
Weighted average common shares outstanding, diluted (in shares)	60,801,133	31,663,243

Consolidated Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit) - USD ($) $ in Thousands	Total	Convertible Preferred Stock	Common Stock	Additional Paid-In Capital	Other Comprehensive Income (Loss)	Retained Earnings (Accumulated Deficit)
Temporary equity, beginning balance (in shares) at Dec. 31, 2020		7,766,582
Temporary equity, beginning balance at Dec. 31, 2020		$ 41,323
Increase (Decrease) in Temporary Equity [Roll Forward]
Issuance of Series C convertible preferred stock, net of issuance costs of $6.2 million (in shares)		6,663,940
Issuance of Series C convertible preferred stock, net of issuance costs of $6.2 million		$ 108,827
Conversion of convertible preferred stock into common stock (in shares)		(14,430,522)
Conversion of convertible preferred stock into common stock		$ (150,150)
Temporary equity, ending balance (in shares) at Dec. 31, 2021		0
Temporary equity, ending balance at Dec. 31, 2021		$ 0
Beginning balance (in shares) at Dec. 31, 2020			9,710,829
Beginning balance at Dec. 31, 2020	$ (23,437)		$ 1	$ 7,433		$ (30,871)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Repayment of loan issued by stockholder	1,150			1,150
Conversion of convertible preferred stock into common stock (in shares)			26,234,654
Conversion of convertible preferred stock into common stock	150,150		$ 3	150,147
Issuance of common stock upon initial public offering, net of issuance costs of $28.6 million (in shares)			21,850,000
Issuance of common stock upon initial public offering, net of issuance costs of $28.6 million	$ 321,020		$ 2	321,018
Issuance of common stock on exercise of stock options (in shares)	2,467,675		2,467,675
Issuance of common stock on exercise of options	$ 2,551			2,551
Stock-based compensation expense	3,449			3,449
Other comprehensive loss	(135)				$ (135)
Net loss	(66,923)					(66,923)
Ending balance (in shares) at Dec. 31, 2021			60,263,158
Ending balance at Dec. 31, 2021	$ 387,825		$ 6	485,748	(135)	(97,794)
Temporary equity, ending balance (in shares) at Dec. 31, 2022		0
Temporary equity, ending balance at Dec. 31, 2022		$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock on exercise of stock options (in shares)	696,913		696,913
Issuance of common stock on exercise of options	$ 1,497			1,497
Issuance of common stock under employee stock plans (in shares)			69,113
Issuance of common stock under employee stock plans	638			638	0
Stock-based compensation expense	11,715			11,715
Other comprehensive loss	(1,383)				(1,383)
Net loss	(99,421)					(99,421)
Ending balance (in shares) at Dec. 31, 2022			61,029,184
Ending balance at Dec. 31, 2022	$ 300,871		$ 6	$ 499,598	$ (1,518)	$ (197,215)

Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) - Parenthetical $ in Millions	12 Months Ended
	Dec. 31, 2021 USD ($)
Common Stock
Payments of stock issuance costs	$ 28.6
Convertible Preferred Stock
Payments of stock issuance costs	$ 6.2

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (99,421)	$ (66,923)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	1,622	984
Loss on disposal of property and equipment	0	4
Change in fair value of equity securities	133	0
Non-cash consideration for licensing and collaboration revenue	(205)	0
Stock-based compensation expense	11,716	3,449
Change in fair value of MSKCC success payments liability	(2,429)	1,426
Acquired in-process research and development	600	1,000
Extinguishment of PPP Loan and accrued interest	0	(1,578)
Amortization of premiums on marketable securities	(797)	52
Non-cash lease expense	2,019	0
Changes in operating assets and liabilities:
Accounts receivable	951	(1,003)
Contract assets	(759)	(160)
Other receivables	3,268	(1,800)
Prepaid expenses and other current assets	(975)	(4,043)
Other assets	(564)	(316)
Accounts payable	(2,721)	1,139
Accrued expenses and other current liabilities	1,953	4,281
Deferred revenue, current and long-term	(4,844)	29,637
Deferred rent and lease incentive liability	0	1,173
Operating lease liabilities	(403)	0
Other liabilities	(15)	(162)
Deferred tax liabilities	(95)	321
Net cash used in operating activities	(90,966)	(32,519)
CASH FLOWS FROM INVESTING ACTIVITIES:
Maturities of marketable securities	252,868	0
Purchases of marketable securities	(339,063)	(173,276)
Purchases of property and equipment	(6,454)	(2,121)
Payments to acquire in-process research and development	(600)	(1,000)
Net cash used in investing activities	(93,249)	(176,397)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from initial public offering of common stock, net of offering costs	0	321,020
Proceeds from issuance of Series C convertible preferred stock, net of issuance costs	0	108,827
Proceeds from exercise of stock options and purchases of common stock under employee stock purchase plan	2,133	2,551
Repayment of promissory note	0	1,150
Payments on capital lease	0	(119)
Net cash provided by financing activities	2,133	433,429
NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH	(182,082)	224,513
CASH AND CASH EQUIVALENTS —Beginning of period	240,466	15,953
CASH AND CASH EQUIVALENTS —End of period	58,384	240,466
RECONCILIATION OF CASH, CASH EQUIVALENTS, AND RESTRICTED CASH
Cash and cash equivalents	58,338	240,420
Restricted cash	46	46
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH ON THE BALANCE SHEET	58,384	240,466
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for income taxes	0	11
SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
Purchases of property and equipment unpaid at period end	1,223	265
Extinguishment of PPP Loan and accrued interest	0	1,578
Right-of-use-assets obtained in exchange for new operating lease liabilities	26,249	0
Conversion of convertible preferred stock to common stock at closing of initial public offering	$ 0	$ 150,150

Description of the Business, Organization, and Liquidity	12 Months Ended
	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of the Business, Organization, and Liquidity	Description of the Business, Organization, and Liquidity Business and Organization Caribou Biosciences, Inc. (the “Company” or “we”) is a clinical-stage Clustered Regularly Interspaced Short Palindromic Repeats (“CRISPR”) genome-editing biopharmaceutical company dedicated to developing transformative therapies for patients with devastating diseases. Our genome-editing platform, including our novel chRDNA (CRISPR hybrid RNA-DNA, or “chRDNA,” pronounced “chardonnay”) technologies, enables superior editing precision to develop cell therapies that are armored to improve antitumor activity. We are advancing a pipeline of allogeneic, or off-the-shelf, cell therapies from our chimeric antigen receptor (“CAR”) T (“CAR-T”) cell and CAR-natural killer (“CAR-NK”) cell platforms as readily available therapeutic treatments for patients. We incorporated in October 2011 as a Delaware corporation and are headquartered in Berkeley, California. We have 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. Our wholly owned subsidiaries hold interests in our equity investments and do not have operating activities. Initial Public Offering On July 22, 2021, our registration statement on Form S-1 (File No. 333-257604) relating to our initial public offering (“IPO”) of common stock became effective. Our 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, we issued and sold an additional 2,850,000 shares of our common stock to the IPO underwriters pursuant to the full exercise of their over-allotment option to purchase additional shares at the public offering price of $16.00 per share. We received an aggregate of $349.6 million in gross proceeds and approximately $321.0 million in net proceeds from our IPO after deducting underwriting discounts and commissions and offering costs through the issuance of a total of 21,850,000 shares of our common stock. Upon closing of our IPO, all outstanding shares of our convertible preferred stock converted into 26,234,654 shares of our common stock. In connection with the completion of our IPO, on July 27, 2021, our 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. Liquidity We have incurred net losses and negative cash flows from operations since our inception and we had an accumulated deficit of $197.2 million as of December 31, 2022. During the year ended December 31, 2022, we incurred a net loss of $99.4 million and used $91.0 million of cash in 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 our product candidates and on our achievement of sufficient revenue 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. Our management expects that existing cash, cash equivalents, and marketable securities of $317.0 million as of December 31, 2022, will be sufficient to fund our current operating plan for at least the next 12 months from the date of issuance of our consolidated financial statements.

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Basis of Presentation and Principles of Consolidation

The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and include the accounts of Caribou Biosciences, Inc. and its wholly owned subsidiaries. All intercompany accounts and transactions are eliminated in consolidation.

Forward Stock Split

In July 2021, our board of directors and stockholders approved an amendment to our certificate of incorporation to effect a forward split of the shares of our outstanding common stock at a ratio of 1.818-for-1 (the “Forward Stock Split”), which became effective 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 consolidated financial statements have been retrospectively adjusted to reflect the effect of the Forward Stock Split for all periods presented.

Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. GAAP requires our 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 our consolidated financial statements; and the reported amounts of revenue, income, and expenses during the applicable 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 the Memorial Sloan Kettering Cancer Center (“MSKCC”) success payments liability, and income taxes. Our management bases its estimates on historical experience and on various other assumptions that they believe 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 operating segment, which is the business of developing a pipeline of allogeneic CAR-T and CAR-NK cell therapies. Our president and chief executive officer, who is the chief operating decision maker, reviews financial information on an aggregate basis for allocating resources 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 consist of cash and cash equivalents, accounts receivable, contract assets, other receivables, and investments in marketable securities and equity securities. Substantially all of our cash and cash equivalents are deposited in accounts at two financial institutions, and account balances may at times exceed federally insured limits. We mitigate the risks by investing in high-grade instruments, limiting our exposure to one issuer, and we monitor the ongoing creditworthiness of the financial institutions and issuers.

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


	Revenue				Accounts Receivable and Contract Assets
	Years Ended				As of December 31,
	December 31, 2022		December 31, 2021		2022		2021
Licensee A	16.2	%	22.7	%	23.8	%	24.6	%
Licensee B, related party	*		*		*		*
Licensee C	57.4	%	41.4	%	36.6	%	45.1	%
Total	73.6	%	64.1	%	60.4	%	69.7	%

*Less than 10%

We monitor economic conditions to identify facts or circumstances that may indicate if any of our accounts receivable are not collectible or if the contract assets should be impaired. No allowance for doubtful accounts or contract asset impairment was recorded as of December 31, 2022 or 2021.

Revenue Recognition

We determine whether agreements are within the scope of Accounting Standard Codification (“ASC”) Topic 606, Revenue from contracts with customers (“ASC 606”) or other topics at the effective date of an agreement. For agreements that are determined to be within the scope of ASC 606, revenue is recognized when a licensee, or customer, obtains control of promised goods or services (e.g., an intellectual property license). The amount of revenue recognized reflects the consideration that we expect to be entitled to receive in exchange for these goods and services. To achieve this core principle, we apply the following five steps (i) identify the contract with the customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when or as we satisfy a performance obligation.

Our revenues are primarily derived through license and/or license and collaboration agreements. The terms of these types of agreements may include (i) licenses for our technology, (ii) research and development services, and (iii) services or obligations in connection with our participation in research or governance committees. Payments to us under these arrangements typically include one or more of the following: nonrefundable upfront license fees, maintenance fees, milestones, and other contingent payments to us for the achievement of defined collaboration objectives and certain preclinical, clinical, regulatory, and sales-based events, as well as royalties on sales of any commercialized products.

We assess whether the promises in our arrangements with customers are considered distinct performance obligations that should be accounted for separately. Judgment is required to determine whether a license to our intellectual property is distinct from research and development services or participation on research or governance committees.

If a license to intellectual property controlled by us is determined to be distinct from the other performance obligations identified in the agreement, we recognize revenues allocated to the license at the point in time when the license is transferred to the licensee and the licensee is able to use and benefit from the license. For licenses that are combined with other promises, we utilize our judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue. We evaluate the measure of progress using the input method for each reporting period and, if necessary, adjust the measure of performance and related revenue recognition.

Certain of our license agreements as well as our license and collaboration agreement include contingent milestone payments. Such milestone payments are typically payable when the collaborator or licensee achieves certain predetermined clinical, regulatory, and/or commercial milestones. Milestone payments that are not within our control or the control of the collaborator or licensee, such as regulatory approvals, are not considered probable of being achieved until those approvals are received. At each reporting date, we reevaluate whether the milestones are considered probable of being reached, and we estimate the amount to be included in the transaction price by using the most likely amount method. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price in such period of determination.

Our license and or collaboration and license agreements may also include contingent payments related to sales-based milestones. Sales-based milestones are typically payable when annual sales of a covered product reach specified levels. Sales-based milestones are recognized at the later of when the associated performance obligation has been satisfied or when the sales occur. Unlike other contingency payments, such as regulatory milestones, sales-based milestones are not included in the transaction price based on estimates at the inception of the contract, but rather, are included when the sales or usage occur. We use the sales-based royalty exception because the license is a predominant item to which sales-based royalties relate.

Certain of our license agreements have two performance obligations: a license and a material right for annual license renewals. Such license agreements require payments of non-refundable annual license fees by the licensee (referred to as maintenance fees in the license agreements), which are accounted for as material rights for license renewals. We recognize revenue when the license is delivered and the term commences. Revenue for the material right for license renewals is recognized at the point in time that the annual license fee is paid by the licensee and the renewal period begins.

Customer payments are recorded as deferred revenue upon receipt or when due and may require deferral of revenue recognition to a future period until we satisfy our performance obligations under these arrangements. Amounts payable to us are recorded as accounts receivable if invoiced or as contract assets when our right to consideration is unconditional.

Fair Value Measurements

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability (Note 3).

Cash and Cash Equivalents

We consider all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. As of December 31, 2022 and 2021, cash and cash equivalents consisted of cash, money market funds, and commercial paper securities.

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 related to one of our workers’ compensation insurance policies. As of December 31, 2022 and 2021, we had less than $0.1 million of restricted cash, which was recorded in other assets in our consolidated balance sheets.

Marketable Securities

Our short-term and long-term marketable securities are available for sale securities and consist of U.S. Treasury bills, commercial paper, U.S. government agency bonds, and corporate debt securities. We classify those securities that mature in more than 12 months as long-term investments in the consolidated balance sheets. We record at estimated fair value based on quoted market prices or observable market inputs of almost identical assets, with the unrealized holding gains or losses recorded in other comprehensive loss in the consolidated statements of operations and comprehensive loss. The amortized cost of securities is adjusted for amortization of premiums and accretion of discounts to maturity, which are both recorded to interest income in the consolidated statements of operations and comprehensive loss.

Changes in the fair value of available-for-sale securities impact the consolidated statements of operations and comprehensive loss only when such securities are sold, or if an impairment is recognized. Realized gains and losses on the sale of securities are determined by specific identification of each security’s cost basis. We regularly review our investment portfolio to determine if any security is impaired, which would require us to record an impairment charge in the period any such determination is made. In making this judgment, we consult with our investment managers and consider available quantitative and qualitative evidence in evaluating potential impairment of our investments on a quarterly basis. If the cost of an individual investment exceeds its fair value, we evaluate, among other factors, general market conditions, the duration and extent to which the fair value is less than cost, and our intent and ability to hold the investment. Once a decline in fair value is determined to be other-than-temporary, an impairment charge will be recorded to other expense, net, in the consolidated statements of operations and comprehensive loss and a new cost basis in the short-term investment will be established. During the years ended December 31, 2022 and 2021, we did not record any impairment related to other-than-temporary declines in the fair value of our marketable securities.

Investments in Equity Securities

We may receive as consideration under our license agreements equity securities of private or public companies (an “investee”). If we determine that we do have control over these investees under either the Variable Interest Entity (“VIE”) or voting models, we then determine if we have an ability to exercise significant influence via voting interests, board of director representation, or other business relationships. If we conclude that we do not have an ability to exercise significant influence over an investee, we account for our investment at fair value and may elect to account for an equity security without a readily determinable fair value using a measurement alternative. This measurement alternative allows us to measure the equity investment at its cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer.

As of December 31, 2022 and 2021, investments in equity securities, long-term, consisted primarily of our investment in the preferred stock of a private company, related party (Note 7). We concluded that our shares of the private company’s preferred stock are not in substance common stock and, since these securities do not have readily determinable fair value, we account for our investment in the private company’s preferred stock using the alternative measurement method. As of December 31, 2022 and 2021, we did not recognize any impairment loss related to this investment.

Property and Equipment

Property and equipment are recorded at cost, net of accumulated depreciation and amortization. Property and equipment are depreciated using the straight-line method over the estimated useful lives of the assets.


Computer equipment			3 years
Furniture and office equipment			5 years
Lab equipment			5 years
Leasehold improvements			Shorter of remaining lease term or estimated useful life

Upon retirement or sale of the assets, the cost and related accumulated depreciation and amortization are removed from the balance sheet and the resulting gain or loss is recorded in the statements of operations. Repairs and maintenance are expensed as incurred.

Impairment of Long-Lived Assets

We evaluate the carrying amount of our long-lived assets whenever events or changes in circumstances indicate that the assets may not be recoverable. An impairment loss is recognized when estimated future cash flows expected to result from the use of the asset and its eventual disposition is less than the carrying amount of the asset. To date, there have been no such impairment losses.

Leases

Under Financial Accounting Standards Board (FASB) Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) and its associated amendments (“ASC 842”), we determine if an arrangement is a lease at inception. In addition, we determine whether a lease meets the classification criteria of a finance or operating lease at the lease commencement date considering whether: (i) the lease transfers ownership of the underlying asset to the lessee at the end of the lease term; (ii) the lease grants the lessee an option to purchase the underlying asset that the lessee is reasonably certain to exercise; (iii) the lease term is for a major part of the remaining economic life of the underlying asset; (iv) the present value of the sum of the lease payments and residual value guaranteed by the lessee equals or exceeds substantially all of the fair value of the underlying asset; and (v) the underlying asset is such a specialized nature that it is expected to have no alternative use to the lessor at the end of the lease term. As of December 31, 2022, our lease population consisted of real estate operating leases and we did not have any finance leases.

Operating leases are included in Operating lease right-of-use assets; Lease liabilities, current; and Lease liabilities, non-current in our consolidated balance sheets. Right-of-use assets represent our right to use the underlying assets for the lease term and lease liabilities represent our obligation to make lease payments arising from the leases. Operating lease right-of-use assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. In determining the present value of lease payments, if the rate implicit in the lease is not readily determinable, we use our incremental borrowing rate based on the information available at the lease commencement date. We determine the incremental borrowing rate based on an analysis of corporate bond yields with a credit rating similar to us. The determination of our incremental borrowing rate requires management judgment, including development of a synthetic credit rating and cost of debt, as we currently do not carry any debt. We believe that the estimates used in determining the incremental borrowing rate are reasonable based upon facts and circumstances. Applying different judgments to the same facts and circumstances could yield a different incremental borrowing rate. The operating lease right-of-use assets also include adjustments for prepayments and accrued lease payments and exclude lease incentives. Right-of-use assets and lease liabilities may include options to extend or terminate leases if it is reasonably certain that we will exercise such options. Lease payments which are fixed and determinable are amortized as rent and lease expense on a straight-line basis over the expected lease term. Variable lease costs, which are dependent on usage, a rate or index, including common area maintenance charges, are expensed as incurred. Lease agreements that include lease and non-lease components are accounted for as a single lease component. Lease agreements with non-cancelable terms of less than 12 months are not recorded on our balance sheets.

Deferred Issuance Costs

Issuance costs, consisting of legal, accounting, audit, and filing fees relating to in-process equity financings, including our 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 consolidated statements of operations and comprehensive loss. As of December 31, 2022 and 2021, we did not capitalize any issuance costs.

Convertible Preferred Stock

We recorded convertible preferred stock at fair value on the dates of issuance, net of issuance costs. The convertible preferred stock was recorded outside of stockholders’ equity (deficit) because the preferred shares contain liquidation features outside of our control. We elected not to adjust the carrying values of the convertible preferred stock to the liquidation preferences of such shares because it is uncertain whether or when an event would occur that would obligate us to pay the liquidation preferences to holders of shares of convertible preferred stock. All outstanding convertible preferred stock converted into common stock in connection with the closing of our IPO and were reclassified to common stock and additional paid-in-capital.

MSKCC Success Payments Liability

Under the terms of our Exclusive License Agreement, dated November 13, 2020, with MSKCC (Note 4), we are obligated to make success payments and a change of control payment if our stock price increases by certain multiples of increasing value based on a comparison of the fair market value of our common stock with $5.1914 per share, adjusted for any future stock splits, during a specified time period. The success payments liability is accounted for under ASC 815, Derivatives and Hedging. The nature of the success payments liability is contingent consideration for the MSKCC exclusive license and, as such, it was accounted for as research and development expenses at estimated fair value at inception. The success payments liability is remeasured at fair value at each subsequent balance sheet date, and changes in the fair value of the success payments liability are included in other income (expense) in the consolidated statements of operations and comprehensive loss.

To determine the estimated fair value of the MSKCC success payments liability, we use a Monte Carlo simulation methodology that models the future movement of stock prices based on several key variables. The following variables were incorporated in the estimated fair value of the success payments liability: estimated term of the success payments, fair value of common stock, expected volatility, risk-free interest rate, and estimated number and timing of valuation measurement dates on the basis of which payments may be triggered. 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 projected volatility. There are several valuation measurement dates that may trigger payments under the MSKCC Agreement and are considered in our valuation of the MSKCC success payments liability (Note 4).

Accrued Research and Development Expenses

Research and development expenses are charged to expense as incurred. Research and development expenses include certain payroll and personnel expenses; laboratory supplies; consulting costs; external clinical research and development expenses; and allocated overhead, including rent, equipment depreciation, and utilities.

We record accrued liabilities for estimated costs of our research and development activities conducted by third-party service providers. We record the estimated costs of research and development activities based upon the estimated amount of services provided but not yet invoiced and include these costs in accrued liabilities in the consolidated balance sheets and within research and development expenses in the consolidated statements of operations and comprehensive loss. We accrue for these costs based on factors such as estimates of the work completed and in accordance with the third-party service agreements. If we do not identify costs that have begun to be incurred or if we underestimate or overestimate the level of services performed or the costs of these services, actual expenses could differ from our estimates. To date, we have not experienced any material differences between accrued costs and actual costs incurred.

We make payments in connection with clinical trials to contract manufacturing organizations (“CMOs”) that manufacture the material for our product candidates and to clinical research organizations (“CROs”) and clinical trial sites that conduct and manage our clinical trials. The financial terms of these contracts are subject to negotiation, which vary by contract and may result in payments that do not match the periods over which materials or services are provided. Generally, these agreements set forth the scope of work to be performed at a fixed fee, unit price or on a time and materials basis. In the event we make advance payments for goods or services that will be used or rendered for future research and development activities, the payments are deferred and capitalized as a prepaid expense and recognized as expense as the

goods are received or the related services are rendered. These payments are evaluated for current or long-term classification based on when they are expected to be realized.

Acquisition of In-Process Research and Development Assets

We measure and recognize acquired in-process research and development assets, which include licenses, know-how, patents, and transaction fees, at cost. Goodwill is not recognized in asset acquisitions. If acquired in-process technology is determined to not have an alternative future use, the cost is charged to research and development expenses at the acquisition date.

Patent Costs

We expense patent costs as incurred for filing, prosecuting, and maintaining patents and patent applications, including certain of the patents and patent applications that we license from third parties. We classify these costs as general and administrative expenses in our consolidated statements of operations and comprehensive loss. In addition, we are entitled to receive reimbursement from third parties for a portion of the filing, prosecution, and maintenance costs for certain patents and patent applications. We accrue for these reimbursements as the respective expenses are incurred, and we classify such reimbursements as a reduction of general and administrative expenses. During the years ended December 31, 2022 and 2021, we incurred gross patent costs of $7.3 million and $12.3 million, respectively. During the years ended December 31, 2022 and 2021, we recorded $3.5 million and $7.1 million, respectively, of patent cost reimbursements as a credit to general and administrative expenses.

Stock-Based Compensation Expense

Stock-based compensation expense related to awards to employees is measured at the grant date based on the fair value of the award. The fair value of the award that is ultimately expected to vest is recognized as expense on a straight-line basis over the requisite service period of the awards, which is generally the vesting period, and is adjusted for pre-vesting forfeitures in the period in which the forfeitures occur.

We use the Black-Scholes valuation model as the method for determining the estimated fair value of stock options and stock purchases under our 2021 Employee Stock Purchase Plan (“ESPP”) with the following assumptions:

Fair Market Value of Common Stock — Prior to our IPO, the fair market value of our common stock was determined by our board of directors with assistance from management and external valuation experts. Our approach to estimating the fair market value of our common stock was consistent with the methods outlined in the American Institute of Certified Public Accountants’ Practice Aid, Valuation of Privately-Held-Company Equity Securities Issued as Compensation. Following our IPO, the fair market value of our common stock is based on its closing price on Nasdaq as reported on the date of the stock option grant.

Expected Term — Expected term represents the period that our stock-based awards are expected to be outstanding and is determined using the simplified method. The expected term for our stock purchases under our ESPP is the offering period.

Expected Volatility — Expected volatility is estimated based on the average historical volatilities of common stock of comparable publicly traded entities over a period equal to the expected term of the stock option grants, as we do not have sufficient trading history for our common stock. Comparable companies are chosen based on their size, stage in the life cycle, or area of specialty. We will continue to apply this process for stock options and ESPP stock purchases until enough historical information regarding the volatility of our stock price becomes available.

Expected Dividends — Expected dividends is zero as we have never paid dividends on our common stock and have no plans to do so for the foreseeable future.

Risk-Free Interest Rate — Risk-free interest rate is based on the U.S. Treasury zero-coupon issued in effect at the time of grant for periods corresponding with the expected term of the award.

Stock-based compensation expense related to awards to non-employees, such as consultants, is recognized based on the then-current fair value at each grant date over the associated service period of the award, which is generally the vesting term, using the straight-line method. The fair value of non-employee stock options and restricted stock awards is

estimated using the Black-Scholes valuation model with assumptions generally consistent with those used for employee stock options.

Income Taxes

We account for income taxes using the asset and liability method. We recognize deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. Deferred tax assets and liabilities are determined based on the difference between the consolidated financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are provided if, based upon the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. Tax benefits related to uncertain tax positions are recognized when it is more likely than not that a tax position will be sustained during an audit. Interest and penalties related to unrecognized tax benefits are included within the provision for income tax.

Other Income, net

We recognize fees earned from sources not considered to be within the normal course of business in other income within the statements of operations and comprehensive loss. During the year ended December 31, 2022, we recognized $4.6 million of interest income from our short-term and long-term marketable securities. During the year ended December 31, 2021, we recognized $0.1 million of other income mainly related to receiving corporate credit card rewards.

Comprehensive Loss

Comprehensive loss is composed of net loss and other comprehensive income (loss). Other comprehensive income (loss) consists primarily of unrealized gains and losses on available-for-sale marketable securities.

Net Loss Per Share

Basic net loss per share is computed by dividing the net loss by the weighted-average number of common shares outstanding during the period, without consideration of potential dilutive securities. Diluted net loss per share is computed by dividing the net loss by the sum of the weighted-average number of common shares outstanding during the period plus the dilutive effects of potentially dilutive securities outstanding during the period. Potentially dilutive securities include convertible preferred shares, common stock options, and common shares subject to nonrecourse notes. For all periods presented, diluted net loss per share is the same as basic net loss per share since the effect of including potential common shares is anti-dilutive.

Prior to the conversion of our preferred stock in connection with our IPO, we used the two-class method to calculate net loss per share. Our convertible preferred stock contained participation rights in any dividend paid by us and was deemed to be a participating security. Participating securities did not have a contractual obligation to share in losses. As such, the net loss was attributed entirely to common stockholders.

For all periods presented, diluted net loss per share is the same as basic net loss per share since the effect of including potential common shares is anti-dilutive.

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 are by us as of the specified effective date.

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). This ASU requires a lessee to recognize in its statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. We adopted the new standard as of January 1, 2022, using the modified retrospective approach with no impact to retained earnings. Comparative periods were not adjusted and continue to be presented under the previous accounting guidance. We elected the package of practical expedients permitted under the transition guidance, which allows us to carry forward the historical lease classification of contracts entered into prior to January 1, 2022.

Our adoption of the new standard impacted the consolidated balance sheets as follows (in thousands):


	January 1, 2022
	Pre-ASC 842 Balance		ASC 842 Adoption Impact		Post-ASC 842 Balance
Operating lease right-of-use assets	$	—	$	22,818	$	22,818
Prepaid rent	$	291	$	(291)	$	—
Accrued expenses and other current liabilities(1)	$	13,136	$	683	$	13,819
Long-term operating lease liabilities	$	—	$	23,941	$	23,941
Deferred rent and lease incentive liability	$	2,097	$	(2,097)	$	—

(1) Adjustment represents the current portion of operating lease liabilities of $0.8 million and reclassification of the current portion of the lease incentive liability of $0.1 million to reduce the operating lease right-of-use assets.

New Accounting Pronouncements Not Yet Adopted

In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses: Measurement of Credit Losses on Financial Instruments (Topic 326). This ASU 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. ASU 2016-13 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 do not expect that the adoption of this ASU will have a significant impact on our consolidated financial statements.

Emerging Growth Company and Smaller Reporting Company Status

We are an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS”) Act. Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. We have elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that we (a) are no longer an emerging growth company or (b) affirmatively and irrevocably opt out of the extended transition period provided in the JOBS Act. As a result, our consolidated financial statements may not be comparable to those of companies that comply with the new or revised accounting pronouncements as of public company effective dates.

We expect to use the extended transition period for any other new or revised accounting standards during the period in which we remain an emerging growth company. We have early adopted certain accounting standards because the JOBS Act does not preclude an emerging growth company from adopting a new or revised accounting standard earlier than the time that such standard applies to private companies to the extent early adoption is allowed by the accounting standard.

We are also a “smaller reporting company.” If we are a smaller reporting company at the time we cease to be an emerging growth company, we may continue to rely on exemptions from certain disclosure requirements that are available to smaller reporting companies. Specifically, as a smaller reporting company, we may choose to present only the two most recent fiscal years of audited consolidated financial statements in our Annual Report on Form 10-K and, similar to emerging growth companies, smaller reporting companies have reduced disclosure obligations regarding executive compensation.

Fair Value Measurements and Fair Value of Financial Instruments

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

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 entireties 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 our management to make judgments and consider factors specific to the asset or liability.

Our financial instruments consist of Level 1, Level 2, and Level 3 financial instruments. We generally classify our marketable securities as Level 2. Instruments are classified as Level 2 when observable market prices for identical securities that are traded in less active markets are used. When observable market prices for identical securities are not available, such instruments are priced using benchmark curves, benchmarking of like securities, sector groupings, matrix pricing, and valuation models. These valuation models are proprietary to the pricing providers or brokers and incorporate a number of inputs, including in approximate order of priority: benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers, and reference data including market research publications. For certain security types, additional inputs may be used, or some of the standard inputs may not be applicable. Evaluators may prioritize inputs differently on any given day for any security based on market conditions, and not all inputs listed are available for use in the evaluation process for each security evaluation on any given day. Changes in the ability to observe valuation inputs may result in a reclassification of levels of certain securities within the fair value hierarchy. We recognize transfers into and out of levels within the fair value hierarchy in the period in which the actual event or change in circumstances that caused the transfer occurs. No such transfers occurred during the year ended December 31, 2022 and 2021. Level 1 financial instruments are comprised of money market fund investments and U.S. Treasury bills. Level 2 financial instruments are comprised of commercial paper, corporate debt securities, and U.S. government agency bonds. Financial assets and liabilities are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies, or similar techniques, and at least one significant model assumption or input is unobservable. Level 3 financial instruments consist of the MSKCC success payments liability.

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 as of December 31, 2022
	Total		Level 1		Level 2		Level 3
Assets:
Money market fund investments (included in cash and cash equivalents)	$	27,693	$	27,693	$	—	$	—
Commercial paper ($26,669 included in cash and cash equivalents)	96,899		—		96,899		—
Corporate debt securities	36,819		—		36,819		—
U.S. Treasury bills	91,966		91,966		—		—
U.S. government agency bonds ($3,976 included in cash and cash equivalents)	63,659		—		63,659		—
Total fair value of assets	$	317,036	$	119,659	$	197,377	$	—

Liabilities:
MSKCC success payments liability	$	1,651	$	—	$	—	$	1,651
Total fair value of liabilities	$	1,651	$	—	$	—	$	1,651


	Fair Value Measurements as of December 31, 2021
	Total		Level 1		Level 2		Level 3
Assets:
Money market fund investments (included in cash and cash equivalents)	$	181,528	$	181,528	$	—	$	—
Commercial paper ($58,892 included in cash and cash equivalents)	141,676		—		141,676		—
Corporate debt securities	38,649		—		38,649		—
U.S. Treasury bills	26,590		26,590		—		—
U.S. government agency bonds	25,065		—		25,065		—
Total fair value of assets	$	413,508	$	208,118	$	205,390	$	—

Liabilities:
MSKCC success payments liability	$	4,080	$	—	$	—	$	4,080
Total fair value of liabilities	$	4,080	$	—	$	—	$	4,080

The fair value and amortized cost of cash equivalents and available-for-sale marketable securities by major security type as of December 31, 2022 and 2021 are presented in the following table (in thousands):


	As of December 31, 2022
	Amortized Cost Basis		Unrealized Gains		Unrealized Losses		Estimated Fair Value
Money market investments (included in cash equivalents)	$	27,693	$	—	$	—	$	27,693
Commercial paper ($26,669 included in cash equivalents)	97,024		6		(131)		96,899
U.S. government agency bonds ($3,976 included in cash and cash equivalents)	63,926		25		(292)		63,659
Corporate debt securities	37,002		—		(183)		36,819
U.S. Treasury bills	92,910		1		(945)		91,966
Total cash equivalents and marketable securities	$	318,555	$	32	$	(1,551)	$	317,036

Classified as:
Cash equivalents							$	58,338
Marketable securities, short-term							189,325
Marketable securities, long-term							69,373
Total cash equivalents and marketable securities							$	317,036


	As of December 31, 2021
	Amortized Cost Basis		Unrealized Gains		Unrealized Losses		Estimated Fair Value
Money market investments (included in cash equivalents)	$	181,528	$	—	$	—	$	181,528
Commercial paper ($58,892 included in cash equivalents)	141,726		1		(51)		141,676
U.S. government agency bonds	25,102		—		(37)		25,065
Corporate debt securities	38,661		4		(16)		38,649
U.S. Treasury bills	26,626		1		(37)		26,590
Total cash equivalents and marketable securities	$	413,643	$	6	$	(141)	$	413,508

Classified as:
Cash equivalents							$	240,420
Marketable securities, short-term							135,412
Marketable securities, long-term							37,676
Total cash equivalents and marketable securities							$	413,508

As of December 31, 2022, our available-for-sale marketable securities had been in a continuous unrealized loss position, each for less than 12 months. As of December 31, 2022, no significant facts or circumstances were present to indicate a deterioration in the creditworthiness of the issuers of the available-for-sale marketable securities we hold, and we have no requirement or intention to sell these securities before maturity or recovery of their amortized cost basis. We considered the current and expected future economic and market conditions surrounding the COVID-19 pandemic and determined that our investments were not significantly impacted. For each security with a fair value less than its amortized cost basis, we determined the decline in fair value below amortized cost basis to be immaterial, and therefore no other than temporary impairment loss has been recorded. During the years ended December 31, 2022 and 2021, we did not recognize any impairment losses on our investments.

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


	MSKCC Success Payments Liability
Balance at December 31, 2020	$	2,654
Change in fair value	1,426
Balance at December 31, 2021	$	4,080
Change in fair value	(2,429)
Balance at December 31, 2022	$	1,651

Our liability for the MSKCC success payments is carried at fair value and changes are recognized as expense or income as part of other income until the success payments liability is paid or expires (Note 4). We recorded $2.4 million and $1.4 million change in fair value of the MSKCC success payments liability as a gain and loss, respectively, in other income (expense) in our consolidated statements of operations and comprehensive loss for the year ended December 31, 2022 and 2021, respectively.

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


	As of December 31, 2022		As of December 31, 2021
Fair value of common stock	$	6.28	$	15.09
Risk-free interest rate	3.88%		1.52%
Expected volatility	79%		75%
Probability of achieving multiple of Initial Share Price	3.0% to 10.6%		7.0% to 20.9%
Expected term (years)	4.6 to 6.0		4.2 to 5.5

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 for our CB-012 product candidate utilizing the know-how, biological materials, and intellectual property licensed under the MSKCC Agreement and the estimated timing of marketing approval for this product candidate from the U.S. Food and Drug Administration (“FDA”). In addition, we incorporated the estimated number and timing of valuation measurement dates in the calculation of the MSKCC 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 or income.

- 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

12 Months Ended

Dec. 31, 2022

Significant Agreements [Abstract]

Significant Agreements

The Regents of the University of California and the 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 within the CVC IP; 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 (“PTA”) or patent term extension (“PTE”), 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 the time that we are selling products, we owe UC/Vienna an annual license maintenance fee. We may owe UC/Vienna up to $3.4 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, including cash and equity, we receive from sublicensing the CVC IP, subject to certain exceptions. If we include intellectual property owned or controlled by us in a sublicense to the CVC IP, 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 a sublicense to the CVC IP, we pay UC/Vienna 50% of sublicensing revenues received under the sublicense. To date, we have entered into over 25 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 years ended December 31, 2022 and 2021, we incurred $1.1 million and $1.5 million, respectively, for payments we owe to UC related to sublicensing revenues, which we recorded in research and development expenses in our consolidated statements of operations and comprehensive loss.

For the years ended December 31, 2022 and 2021, we reimbursed UC $5.4 million and $10.5 million, respectively, for prosecution and maintenance costs of the CVC IP, which were recorded in general and administrative expenses in our 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 of the CVC IP. For the years ended December 31, 2022 and 2021, CRISPR reimbursed us $2.7 million and $5.2 million, respectively, which we recorded as reductions of general and administrative expenses in our consolidated statements of operations and comprehensive loss.

Memorial Sloan Kettering Cancer Center

On November 13, 2020, we entered into an Exclusive License Agreement with MSKCC (the “MSKCC Agreement”), under which we exclusively licensed know-how, biological materials, and patent families relating to fully-human single-chain variable fragments targeting C-type lectin-like molecule-1 (“CLL-1”; also known as CD371) for use in T cells, NK cells, and genome-edited induced pluripotent stem cells (“iPSCs”) for allogeneic CLL-1-targeted cell therapies (currently used in our CB-012 product candidate). We paid MSKCC an upfront payment of $0.5 million in cash and $2.1 million in stock. For each licensed CLL-1 product, we may owe potential clinical, regulatory, and commercial milestone payments totaling $112.0 million. In addition, in the event we, our affiliates, or sublicensees, receive regulatory approval for a licensed CLL-1 product, we will owe low- to mid-single-digit percent royalties on net sales by us, our affiliates, and our sublicensees. Our license from MSKCC 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 licensed CLL-1 product candidate moves 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 our licensed CLL-1 product candidate is in later clinical trial stages. We are also responsible for paying a percentage of licensed patent costs. The MSKCC Agreement includes certain diligence milestones that we must meet by specified dates, which may be extended upon payment of additional fees.

MSKCC is entitled to certain success payments if 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 to $5.1914 per share, adjusted for any future stock splits (the “Initial Share Price”), during a specified time period. Under the MSKCC Agreement, as a publicly traded company, our common stock fair value is determined by any given 45-day volume weighted-average trading price. At our option, success payments to MSKCC may be made in cash or common stock. The relevant time period commences when the first patient is dosed with a licensed CLL-1 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 (“BLA”) by the FDA or 10 years from the date the first patient was dosed with a licensed CLL-1 product candidate in the first phase 1 clinical trial. The aggregate success payments will not exceed $35.0 million. Additionally, if we undergo a change of control during the specified time period, we may owe a change of control payment, 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 by us to MSKCC. In no event will the combination of success payments and the change of control payment owed to MSKCC exceed $35.0 million.

The following table summarizes the amounts of the MSKCC success payments:


Multiple of Initial Share Price giving rise to a success payment	5		x	10		x	15		x
MSKCC success payments (in millions)	$	10.0		$	10.0		$	15.0

We may terminate the MSKCC Agreement upon 90 calendar days’ prior written notice to MSKCC. MSKCC may terminate the MSKCC Agreement in the event of our uncured material breach, bankruptcy, or criminal activity. If 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 December 31, 2022 and 2021, the estimated fair value of the total success payments obligation to MSKCC was $1.7 million and $4.1 million, respectively, which was included in long-term liabilities in our consolidated balance sheets. For the year ended December 31, 2022, we recognized $2.4 million of change in fair value of the MSKCC success payments liability, which was recorded in other income (expense) in our consolidated statements of operations and comprehensive loss.

Intellia Therapeutics, Inc.

On July 16, 2014, we entered into a License Agreement (as amended, the “Intellia License 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 certain of its CRISPR-Cas9 technology for all fields outside of the defined field of human therapeutics. 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.

During each of the years ended December 31, 2022 and 2021, we recognized less than $0.1 million of expenses in reimbursable patent prosecution and maintenance costs, which were recorded as general and administrative expenses in our consolidated statements of operations and comprehensive loss. During each of the years ended December 31, 2022 and 2021, Intellia reimbursed us $0.8 million and $1.9 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 reductions of general and administrative expenses in our 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, either party may terminate the agreement upon the occurrence of certain events.

On June 16, 2021, we entered into a leaseback agreement with Intellia (the “Leaseback Agreement”). 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 paid Intellia an upfront cash payment of $1.0 million and will pay up to $23.0 million in potential future regulatory and sales milestones. Additionally, we will owe Intellia low- to mid- single-digit percent royalties on net sales of our CB-010 product candidate 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 (i.e., 2036, without PTA or PTE).

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, including the CVC IP, in a defined field of agriculture relating to specified row crops, as well as a non-exclusive worldwide license to the 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 if the non-breaching party is materially adversely affected by the 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 revenues in that field. We are eligible to receive milestone payments from Pioneer if certain regulatory and commercial milestones are met related to specified row crops, for a total of up to $22.4 million, as well as to receive low-single-digit percent royalties for sales of defined agricultural products and certain sublicensing revenues in that field. In March 2021, we received a milestone payment of $0.3 million from Pioneer. Initially, Pioneer owned the patents and patent applications developed under the collaboration, including the chRDNA patent family, and granted us an exclusive license to these patents and patent applications 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 in our consolidated statements of operations and comprehensive loss. In addition to the upfront payment, we are now obligated to pay all patent prosecution and maintenance costs for the chRDNA patent family; up to $2.8 million in regulatory milestone payments for therapeutic

products developed by us, our affiliates, or licensees that are covered by the chRDNA patent family; up to $20.0 million in sales milestones over a total of four therapeutics products sold by us, our affiliates, or licensees that are covered by the chRDNA patent family; and a low-single-digit percentage of licensing revenue we receive for licensing the chRDNA patent family after December 2020.

During the year ended December 31, 2022 and 2021, we incurred less than $0.1 million and $0.8 million, respectively, for payments we owe to Pioneer related to licensing revenues, which we recorded as a research and development expense in our consolidated statements of operations and comprehensive loss.

AbbVie Manufacturing Management Unlimited Company

On February 9, 2021, we entered into a Collaboration and License Agreement (as amended, the “AbbVie Agreement”) with AbbVie Manufacturing Management Unlimited Company (“AbbVie”). Pursuant to the AbbVie Agreement, AbbVie selects one target or, for a dual CAR-T cell product, two targets (each selection, a “Program Slot”) to develop collaboration CAR-T cell 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 set forth below), we are collaborating to develop one or more collaboration allogeneic CAR-T cell products directed toward the single cancer target or target combination chosen by AbbVie 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 cell products in the field of human diagnostics, prophylactics, and therapeutics. Under the terms of the AbbVie Agreement, we 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 trials. AbbVie reimburses us for all such activities, including reimbursement for time spent by 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 Program Slot and has reserved two additional targets, which AbbVie may choose to 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 Program Slot, provided that AbbVie must make such payment within the earlier of (a) 60 calendar days following completion of the phase 1 clinical trials for the initial collaboration CAR-T cell product 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 and regulatory milestone payments for each Program Slot and up to $200.0 million in sales-based 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 continues 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 the following three dates: (a) the expiration, invalidation, revocation, cancellation, or abandonment date of the last patent that includes a valid claim to either (i) the collaboration CAR-T cell product in the licensed product or (ii) the method of making the collaboration CAR-T product in the licensed product in such country (in the case of (ii), only for so long as no biosimilar product is commercially available in such country); (b) 10 years from the date of the first commercial sale of such licensed product in such country; and (c) the expiration date 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 by the other party. 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 cell products or licensed products as a result of a perceived serious safety issue. AbbVie may also terminate the AbbVie Agreement in its entirety at its sole discretion upon 90 days’ prior written notice to us.

The transaction price we received under the AbbVie Agreement associated with the first two Program Slots consisted of a $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 and regulatory

milestone payments. 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 and regulatory milestone payments as of December 31, 2022. The transaction price is reevaluated at the end of 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 during the year ended December 31, 2021. We recognized short-term deferred revenue in the amount of $9.4 million and long-term deferred revenue in the amount of $13.3 million related to these payments in our consolidated balance sheets as of December 31, 2022. We recognized short-term deferred revenue in the amount of $8.3 million and long-term deferred revenue in the amount of $19.1 million related to this upfront cash payment in our consolidated balance sheets as of December 31, 2021.

We recognized $8.0 million and $4.0 million in revenue for the year ended December 31, 2022 and 2021, respectively, relating to the AbbVie Agreement. As of December 31, 2022 we had no amounts recorded in accounts receivable and as of December 31, 2021 we recorded $1.0 million in accounts receivable in our consolidated balance sheets. As of December 31, 2022 and 2021 we had $0.9 million and $0.2 million, respectively, in contract assets in our consolidated balance sheets.

Revenue

12 Months Ended

Dec. 31, 2022

Revenue from Contract with Customer [Abstract]

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 years ended December 31, 2022 and 2021, (in thousands):


	Years Ended December 31,
	2022		2021
United States	$	13,303	$	8,913
Rest of world	548		685
Total	$	13,851	$	9,598

During the year ended December 31, 2022, we recognized $5.9 million of revenue related to performance obligations satisfied at a point in time, and we recognized $8.0 million of revenue related to performance obligations satisfied over time.

During the year ended December 31, 2021, we recognized $5.6 million of revenue related to performance obligations satisfied at a point in time, and we recognized $4.0 million of revenue 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 we billed to our licensees with invoices outstanding as of the end of a reporting period.

Contract assets are rights to consideration in exchange for a license that we have granted to a licensee when the right is conditional on something other than the passage of time. Our contract asset balances represent research costs related to the AbbVie Agreements, as well as royalties and milestone payments from our other license agreements that are unbilled as of the end of a reporting period.

Contract liabilities consist of deferred revenue and relate to amounts invoiced to, or advance consideration received from, licensees that precede our satisfaction of the associated performance obligations. Our deferred revenue primarily results from the upfront payment received relating to the performance obligation that is satisfied over time under 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 annual license fees are paid by the licensees and the renewal periods begin.

The following table presents changes in our contract assets and liabilities during the year ended December 31, 2022 (in thousands):


	Balance as of December 31, 2021		Additions		Deductions		Balance as of December 31, 2022
Accounts receivable	$	1,153	$	8,054	$	(9,005)	$	202

Contract assets:
Unbilled accounts receivable	$	1,488	$	7,733	$	(6,974)	$	2,247

Contract liabilities:
Deferred revenue, current and long-term	$	30,735	$	4,432	$	(9,276)	$	25,891

Unbilled accounts receivable increased during the year ended December 31, 2022, primarily due to the increase in unbilled research costs.

Deferred revenue decreased during the year ended December 31, 2022, primarily due to a higher amount of revenue recognized compared to the amount of additional billings during the year ended December 31, 2022.

During the years ended December 31, 2022 and 2021, we recognized $5.0 million and $0.1 million of revenue, respectively, which were included in the opening contract liabilities balances at the beginning of the respective periods.

Transaction Prices Allocated to Remaining Performance Obligations

Remaining performance obligations represent in aggregate the amount of a transaction price that has been allocated to performance obligations not delivered as of the end of a reporting period. The value of transaction prices allocated to remaining unsatisfied performance obligations as of December 31, 2022 and 2021 were approximately $40.4 million and $46.0 million, respectively. We expect to recognize approximately $9.9 million of remaining performance obligations as revenue in the next 12 months and to recognize the remainder thereafter.

Capitalized Contract Acquisition Costs and Fulfillment Costs

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
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+ Details

Balance Sheet Items

12 Months Ended

Dec. 31, 2022

Balance Sheet Related Disclosures [Abstract]

Balance Sheet Items

Other receivables consisted of the following (in thousands):


	December 31, 2022		December 31, 2021
Patent cost reimbursements	$	1,638	$	4,702
Accrued interest on marketable securities	570		226
Other	7		555
Total	$	2,215	$	5,483

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


	December 31, 2022		December 31, 2021
Prepaid contract manufacturing and clinical costs	$	4,803	$	1,486
Prepaid income taxes	431		2,714
Prepaid insurance	1,568		1,897
Prepaid rent	—		468
Other	1,119		671
Total	$	7,921	$	7,236

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


	December 31, 2022		December 31, 2021
Lab equipment	$	12,588	$	6,848
Leasehold improvements	1,876		1,701
Computer equipment	709		273
Furniture and office equipment	161		133
Construction in progress	993		9
Total property and equipment	16,327		8,964
Less accumulated depreciation and amortization	(5,649)		(4,077)
Property and equipment, net	$	10,678	$	4,887

Depreciation and amortization expenses related to property and equipment were $1.6 million and $1.0 million, for the years ended December 31, 2022, and 2021, respectively.

Accrued expenses and other current liabilities consisted of the following as of December 31, 2022 and 2021, respectively (in thousands):


	December 31, 2022		December 31, 2021
Accrued employee compensation and related expenses	5,752		4,225
Accrued research and development expenses	6,731		4,065
Accrued patent expenses	1,331		3,213
Accrued expenses related to sublicensing revenues	596		586
Credit card liability	299		259
Other	1,212		788
Total	$	15,921	$	13,136

Related Party Transactions	12 Months Ended
Related Party Transactions	Dec. 31, 2022
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions Private Company, Related Party On May 15, 2020, we entered into an Exclusive License Agreement, as amended, with a private company, related party (as amended, the “Private Company License Agreement”), under which we granted the private company an exclusive worldwide license to certain CRISPR intellectual property rights and know-how in a defined field. 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 which was an arm’s length transaction. This represents a material voting interest in the private company and entitles us to hold one of the four private company’s board of director seats and to jointly vote with another stockholder on a second board of director seat. As of December 31, 2022, we have appointed one of the four directors of the private company. We concluded that the private company is a variable interest entity and that we are not its primary beneficiary based on our representation on its 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, Investments - Equity Securities. Under the measurement alternative, our investment in the private company’s convertible preferred stock was 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 each of December 31, 2022 and 2021, the carrying value of the investment was $7.5 million. There have been no changes to the carrying value of the investment during the years ended December 31, 2022 and 2021. We did not recognize any revenue in connection with the Private Company License Agreement for each of the years ended December 31, 2022 and 2021. Loan to our President and Chief Executive Officer In November 2018, our president and chief executive officer entered into a promissory note (the “Note”) with us for $1.1 million, at an interest rate of 3.04%, secured by 409,795 shares of our common stock owned by our president and chief executive officer and was determined to be non-recourse for accounting purposes. In June 2021, the Note was repaid by our president and chief executive officer and recognized as an increase in additional paid in capital of $1.2 million.

Paycheck Protection Program Loan	12 Months Ended
Paycheck Protection Program Loan	Dec. 31, 2022
Debt Disclosure [Abstract]
Paycheck Protection Program Loan	Paycheck Protection Program LoanOn May 6, 2020, we entered into a promissory note with WebBank (the “Lender”) pursuant to the Paycheck Protection Program for a total amount of $1.6 million (the “PPP Loan”). On May 22, 2021, our PPP Loan was forgiven in full by the SBA and, at that time, we recognized a PPP Loan extinguishment gain of $1.6 million in our consolidated statements of operations and comprehensive loss.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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-Subparagraph (a)
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1E
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
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-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
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-Section 50
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-Subparagraph (i)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

+ Details

Leases

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Leases

Operating Lease Obligations

We lease laboratory and office space under noncancellable operating agreements. In March 2021, we entered into a ten-year lease agreement, which superseded and replaced our prior lease, as amended, for our corporate headquarters and the new lease included additional office and laboratory space located within the same building in Berkeley, California. This lease agreement contains a renewal option for an additional term of five years. In addition to base rent, we pay our share of operating expenses and taxes.

In January 2022, we entered into a ten-and-a-half-year lease agreement for approximately 10,000 square feet of office and laboratory space in Berkeley, California, near our current corporate headquarters. In connection with signing this lease, we paid a deposit in the amount of $0.4 million to the lessor. This lease agreement contains an escalation clause for increased base rent over the term and a renewal option for an additional term of five years. In addition to base rent, we pay our share of operating expenses and taxes. To complete certain leasehold improvements, the lessor has agreed to provide us a tenant improvement allowance of $1.8 million. The leasehold improvements constructed are presented under property and equipment on our consolidated balance sheets and are depreciated on a straight-line basis over the remaining lease term.

The components of lease costs, which are included in our statements of operations and comprehensive loss, are as follows (in thousands):


	Year Ended December 31, 2022
Operating lease cost(1)	$	7,337
Short-term lease cost	83
Total lease cost	$	7,420

(1) Includes $2.2 million of variable lease cost related to operating expenses and taxes for the year ended December 31, 2022.

Supplemental information related to our leases is as follows (in thousands):


	Year Ended December 31, 2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	3,468

As of December 31, 2022, the weighted-average remaining lease term was 8.3 years for our corporate office and laboratory leases, and the weighted-average discount rate was 11.3%.

The following table summarizes a maturity analysis of our operating lease liabilities showing the aggregate lease payments as of December 31, 2022:


Year ending December 31:	(in thousands)
2023(1)	$	3,333
2024(2)	3,883
2025	4,475
2026	5,720
2027	5,922
Thereafter	22,116
Total future undiscounted lease payments	45,449
Less imputed interest	(17,703)
Total discounted lease payments	27,746
Less current portion of lease liability	(966)
Noncurrent portion of lease liability	$	26,780

(1) Reflects an offset of $1.1 million related to incentives expected to be received in 2023.
(2) Reflects an offset of $0.6 million related to incentives expected to be received in 2024.

Commitment and Contingencies	12 Months Ended
Commitment and Contingencies	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Research and Development Agreements We enter into various agreements in the ordinary course of business, such as those with suppliers, CROs, CMOs, and clinical trial sites. These agreements provide for termination at the request of either party, generally with less than one-year notice and are, therefore, cancellable contracts and, if cancelled, are not anticipated to have a material effect on our 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 warranties and provide for certain indemnifications by us. Our exposure under these agreements is unknown because 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 each of December 31, 2022 and 2021, we did not have any material indemnification claims that were probable or reasonably possible, and consequently, we have not recorded related liabilities. Litigation From time to time, we may become involved in litigation arising in the ordinary course of business. We record a liability for such litigation when it is probable that future losses will be incurred and if such losses can be reasonably estimated. Significant judgment by us is required to determine both probability and the estimated amount. On February 10, 2023, a putative class action lawsuit was filed in the U.S. District Court for the Northern District of California against our company and certain of our officers and current and former members of our board of directors (Greenhalgh v. Caribou Biosciences, Inc., et al., Case Number 3:23-cv-00609-VC). The complaint challenges disclosures regarding our company’s business, operations, and prospects, specifically with respect to the alleged durability of CB-010’s therapeutic effect and the product candidate’s clinical and commercial prospects, in alleged violation of Sections 11 and 15 of the Securities Act and Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended. The complaint seeks an unspecified amount of damages on behalf of a putative class of purchasers of our company’s securities during the class period of July 23, 2021, through December 9, 2022, as well as interest and reasonable fees and costs. We believe that this lawsuit is without merit.

Convertible Preferred Stock	12 Months Ended
Convertible Preferred Stock	Dec. 31, 2022
Equity [Abstract]
Convertible Preferred Stock	Convertible Preferred StockThere were no shares of convertible preferred stock authorized or outstanding as of December 31, 2022 and 2021.In connection with the closing of our IPO on July 27, 2021, all outstanding shares of convertible preferred stock, including the Series C preferred stock issued in March 2021, were converted into shares of common stock. Our amended and restated certificate of Incorporation, which was approved by the board of directors and stockholders in connection with our IPO, authorizes the issuance of 10,000,000 shares of preferred stock with par value of $0.0001 upon the closing of our IPO.

Common Stock

12 Months Ended

Dec. 31, 2022

Common Stock, Number of Shares, Par Value and Other Disclosure [Abstract]

Common Stock

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


	As of December 31, 2022	As of December 31, 2021
Stock options, issued and outstanding	6,733,074	6,757,591
Stock options, authorized for future issuance	5,833,979	3,749,339
Stock available under the Employee Stock Purchase Plan	1,044,518	511,000
Restricted stock units	256,146	—
Total common stock reserved for future issuance	13,867,717	11,017,930

Shelf Registration Statement

On August 9, 2022, we filed a shelf registration statement on Form S-3 (“Shelf Registration Statement”) with the U.S. Securities and Exchange Commission (“SEC”). The Shelf Registration Statement allows us to sell from time to time up to $400.0 million of common stock, preferred stock, debt securities, warrants, rights, or units comprised of any combination of these securities, for our own account in one or more offerings (including the $100.0 million of common stock reserved for our at-the-market equity offering program described below). The SEC declared the Shelf Registration Statement effective on August 16, 2022. The terms of any offering under the Shelf Registration Statement will be established at the time of such offering and will be described in a prospectus supplement to the Shelf Registration Statement filed with the SEC prior to the completion of any such offering.

At-the-market Equity Offering Program

On August 9, 2022, we also entered into an Open Market Sale AgreementSM with Jefferies LLC (“Jefferies”) with respect to an at-the-market (“ATM”) equity offering program, pursuant to which, through Jefferies as sales agent, we may from time to time, sell shares of our common stock having an aggregate offering price of up to $100.0 million in gross proceeds under the Shelf Registration Statement. As of December 31, 2022, there have been no sales under the ATM equity offering program and the full capacity remained available for issuance.

Stock-Based Compensation

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

Equity Incentive Plans

In July 2021, our board of directors adopted and our stockholders approved the 2021 Equity Incentive Plan (the “2021 Plan”) that became effective on July 22, 2021. We reserved 5,200,000 shares of common stock for issuance under

the 2021 Plan. In addition, 934,562 shares available for issuance under the 2013 Equity Incentive Plan, adopted in 2013 and amended and restated in 2019, were transferred into the 2021 Plan. In addition, any shares subject to awards under the 2013 Plan that terminate, expire, or lapse for any reason without the delivery of shares, or are reacquired or withheld (or not issued) to satisfy a tax withholding obligation or the purchase or exercise price, will be added to the 2021 Plan. The 2021 Plan also provides that the number of shares initially reserved and available for issuance will automatically increase each January 1, beginning on January 1, 2022 and ending on January 1, 2031, by an amount equal to the lesser of (a) 5% of the shares of common stock outstanding on the last day of the immediately preceding fiscal year, and (b) such smaller number of shares of stock as determined by our Board. No more than 56,000,000 shares of stock may be issued upon the exercise of incentive stock options under the 2021 Plan. Options under the 2021 Plan may be granted for periods of up to 10 years at exercise prices no less than the fair market value of our common stock on the date of grant; provided, however, that the exercise price of an incentive stock option granted to a 10% stockholder may not be less than 110% of the fair market value of the shares on the date of grant and such option may not be exercisable after the expiration of five years from the date of grant. The grant date fair market value of all awards made under the 2021 Plan and all cash compensation paid by us to any non-employee director for services as a director in any fiscal year may not exceed $750,000, increased to $1,000,000 in the fiscal year of their initial service as a non-employee director. As of December 31, 2022, we had 5,833,979 shares available for issuance under the 2021 Plan.

The following table summarizes stock option activity under our equity incentive plans during the year ended December 31, 2022:


	Stock Options	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (years)	Aggregate Intrinsic Value (in thousands) (1)

Outstanding at December 31, 2020	4,520,551	$	1.64	5.3	$	6,929
Options granted	4,860,623	$	10.99	9.6
Options exercised	(2,467,675)	$	1.04
Options cancelled or forfeited	(155,908)	$	2.39
Outstanding at December 31, 2021	6,757,591	$	8.57	8.7	$	50,085
Options granted	1,409,475	$	8.81
Options exercised	(696,913)	$	2.15
Options cancelled or forfeited	(737,079)	$	11.00
Outstanding at December 31, 2022	6,733,074	$	9.01	8.2	$	8,203
Exercisable at December 31, 2022	2,621,576	$	7.14	7.3	$	5,256
Vested and expected to vest at December 31, 2022	6,733,074	$	9.01	8.7	$	8,203

(1) The aggregate intrinsic value is calculated as the difference between the stock option exercise price and the estimated fair value of the underlying common stock at the end of each reporting period referenced above.

Grant Date Fair Value

During the year ended December 31, 2022, we granted 1,409,475 stock options to employees and non-employees with a weighted-average grant date fair value of $5.82.

During the year ended December 31, 2021, we granted 4,860,623 stock options to employees and non-employees with a weighted-average grant date fair value of $7.39.

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 years ended December 31, 2022 and 2021:


	Years Ended December 31,
	2022	2021
Volatility	71.7% to 74.2%	71.5% to 76.5%
Expected term (in years)	5.5 to 6.0	5.5 to 7.0
Risk-free interest rate	1.7% to 4.4%	0.9% to 1.6%
Expected dividend yield	0.0%	0.0%

As of December 31, 2022, there was $26.5 million of unrecognized stock-based compensation expense related to employee and non-employee stock options that is expected to be recognized over a weighted-average period of 2.7 years.

Restricted Stock Units

During the year ended December 31, 2022, we granted 200,058 restricted stock units (“RSUs”) and 59,781 performance-based RSUs (“PSUs”) under the 2021 Plan. A summary of the status of and change in unvested RSUs and PSUs as of December 31, 2022 was as follows:


	Number of Shares Underlying Outstanding RSUs and PSUs	Weighted-Average Grant Date Fair Value per RSU and PSU
Unvested, January 1, 2022	—	$	—
Granted	259,839	10.07
Forfeited	(3,693)	9.90
Unvested, December 31, 2022	256,146	$	10.07

The PSUs were granted to our executive officers and will vest if and when a certain milestone is reached within a specific time period, contingent upon the executive officer remaining an employee at that time. As of December 31, 2022, the achievement of this milestone was not considered probable and, therefore, no stock-based compensation was recorded.

As of December 31, 2022, the total unrecognized stock-based compensation expense related to unvested RSUs was $1.6 million, which is expected to be recognized over the remaining weighted-average vesting period of 2.1 years. As of December 31, 2022, there was approximately $0.6 million of unrecognized stock-based compensation expense related to unvested PSUs.

Employee Stock Purchase Plan (“ESPP”)

In July 2021, our board of directors adopted and our stockholders approved the ESPP, which became effective on July 22, 2021. The ESPP is intended to qualify as an employee stock purchase plan under Section 423 of the Internal Revenue Code of 1986, as amended (the “Tax Code”). We reserved 511,000 shares of our common stock for employee purchases under the ESPP. The number of shares of common stock reserved for issuance under the ESPP will be automatically increased each January 1, beginning on January 1, 2022 and ending on January 1, 2031 by an amount equal to the lesser of (a) 1% of the shares of common stock outstanding on the last day of the immediately preceding fiscal year, and (b) such smaller number of shares of stock as determined by our Board; provided that the maximum number of shares that may be issued under the ESPP is 10,000,000 shares. The ESPP allows an eligible employee to purchase shares of our common stock at a discount through payroll deductions of up to 15% of the employee’s eligible compensation. At the end of each purchase period, employees are able to purchase shares at 85% of the lower of the fair market value of our common stock at the beginning of the offering period or at the end of each applicable offering period. The first offering period commenced on August 16, 2021 and ended on February 15, 2022. We have issued 69,113 shares of common stock under the ESPP as of December 31, 2022. We recorded $0.3 million in accrued liabilities related to contributions withheld as of December 31, 2022.

Stock-Based Compensation Expense

We recorded stock-based compensation expense related to employee and non-employee equity-based award grants in our consolidated statements of operations and comprehensive loss for the years ended December 31, 2022 and 2021 as follows (in thousands):


	Years Ended December 31,
	2022		2021
Research and development	$	4,345	$	1,358
General and administrative	7,371		2,091
Total	$	11,716	$	3,449

The above stock-based compensation expense related to the following equity-based awards (in thousands):


	Years Ended December 31,
	2022		2021
Stock options	$	10,982	$	3,323
ESPP	310		126
RSUs	424		—
Total	$	11,716	$	3,449

Stock-based compensation expense related to employees was $11.6 million and $3.4 million, for the years ended December 31, 2022 and 2021, respectively. Stock-based compensation expense related to non-employees was $0.1 million for the year ended December 31, 2022 and less than $0.1 million for the year ended December 31, 2021.

401(k) Savings Plan	12 Months Ended
401(k) Savings Plan	Dec. 31, 2022
Retirement Benefits [Abstract]
401(K) Savings plan	401(k) Savings Plan In 2017, we established a defined-contribution savings plan under Section 401(k) of the Tax Code. 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 years ended December 31, 2022 and 2021, we contributed $0.7 million and $0.4 million, respectively, to our 401(k) plan.

Income Taxes

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Income Taxes

We reported pre-tax book losses in the United States of $99.4 million and $66.6 million, for the years ended December 31, 2022 and 2021, respectively.

A reconciliation of the U.S. statutory income tax rate to our effective tax rate is as follows:


Years	2022		2021
Federal income tax (benefit) at statutory rate	(21	%)	(21	%)
State taxes, net of federal benefit	(8	%)	(9	%)
Change in valuation allowance, federal	23	%	26	%
Change in valuation allowance, state	8	%	9	%
Stock-based compensation	—	%	(1	%)
R&D tax credits, net of reserves	(3	%)	(4	%)
Other	1	%	—	%
Effective income tax rate	—	%	—	%

For the years ended December 31, 2022 and 2021, our tax provision for (benefit from) income taxes consisted of the following (in thousands):


Years	2022		2021
Current income taxes
Federal	$	163	$	—
State	2		1
Total current income tax expense	165		1

Deferred income taxes:
Federal	—		317
State	(95)		3
Total deferred income tax (benefit) expense	(95)		320
Total income tax expense	$	70	$	321

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes.

The following table presents significant components of our deferred tax assets and liabilities as of December 31, 2022 and 2021 (in thousands):


	2022		2021
Deferred tax assets:
NOL and tax attributes	$	37,120	$	32,878
Accrued expenses and reserve	1,539		1,055
Deferred revenue and expenses	7,493		872
State income taxes	7		7
Capitalized license and patent costs	1,311		1,980
Capitalized research and development cost	18,462		—
Lease liabilities	8,058		—
Stock-based compensation	2,921		576
Total deferred tax assets	76,911		37,368
Valuation allowance	(66,408)		(34,521)
Net deferred tax assets	10,503		2,847
Deferred tax liabilities:
Investments in equity securities	(1,713)		(2,077)
Lease right of use assets	(7,037)		—
Fixed assets	(2,134)		(1,246)
Total deferred tax liabilities	(10,884)		(3,323)
Net deferred tax assets (liabilities)	$	(381)	$	(476)

We have evaluated the positive and negative evidence bearing upon the realizability of its deferred tax assets. As of December 31, 2021, a valuation allowance of $34.5 million was recorded against our deferred tax assets. As of December 31, 2022, our deferred tax assets were primarily the result of historical federal and state net operating loss (“NOL”) and tax credits, deferred revenue and expenses, capitalized research costs and the net of lease right of use assets and liabilities. As of December 31, 2022, a valuation allowance of $66.4 million was recorded against our deferred tax assets.

As of December 31, 2022, we had federal NOL carryforwards of $74.8 million, which do not expire. As of December 31, 2022, we had state NOL carryforwards of $125.5 million, which may be available to offset future state income, and which expire at various years beginning with 2037.

As of December 31, 2022, we generated federal research and development tax credit carryforwards of $8.8 million, which will begin to expire in 2037. As of December 31, 2022, we had state credit carryforwards of $4.9 million available to reduce future tax liabilities, which do not expire.

Beginning January 1, 2022, the Tax Cuts and Jobs Act enacted in 2017 eliminates the option to deduct research and development expenditures in the current year and requires taxpayers to capitalize and amortize pursuant to IRC Section 174. As a result, we recognized an increase in our deferred tax assets due to the capitalization of $84.9 million, net of current year amortization. Given such amount was offset by our valuation allowance, there were no material impacts to the financial statements outside of the deferred tax table.

Under Section 382 of the Tax Code, the ability to utilize NOL carryforwards or other tax attributes, such as research tax credits, in any taxable year may be limited if we have experienced an “ownership change.” Generally, a Section 382 ownership change occurs if there is a cumulative increase of more than 50 percentage points in the stock ownership of one or more stockholders or groups of stockholders who own at least 5% of a corporation’s stock within a specified testing period. Similar rules may apply under state tax laws. As a result of our analysis, we believe that there have been three ownership changes under Section 382; however, none of our tax attributes are expected to have permanent limitations. We may experience ownership changes as a result of future financing or other changes in the stock ownership.

The following table summarizes the activity related to our unrecognized tax benefits for the two years ended December 31, 2022 (in thousands):


Unrecognized tax benefits—December 31, 2020	$	1,353
Increases related to current year tax positions	869
Increases related to prior year tax positions	7
Decreases related to prior year tax positions	(27)
Unrecognized tax benefits—December 31, 2021	2,202
Increases related to current year tax positions	847
Increases related to prior year tax positions	—
Decreases related to prior year tax positions	(250)
Decreases related to lapse of statutes	—
Unrecognized tax benefits—December 31, 2022	$	2,799

As of December 31, 2022, no amount of unrecognized tax benefits, if recognized, would affect the effective tax rate. We do not expect a significant change to our unrecognized tax benefits over the next 12 months. The unrecognized tax benefits may increase or change during the next year for items that arise in the ordinary course of business.

We recognize interest and penalties related to uncertain tax positions in income tax expense. As of December 31, 2022 and 2021, we had no accrued interest or penalties related to uncertain tax positions and no amounts have been recognized in our consolidated statements of operations and comprehensive loss.

We file our federal and state income tax returns with varying statutes of limitations. Our tax years from 2012 through 2022 will remain open to examination due to the carryover of the unused NOLs and tax credits. There are no ongoing examinations by taxing authorities at this time.

During August 2022, the CHIPS and Science Act (“CHIPS Act”) and Inflation Reduction Act (“IRA”) were enacted, neither of which are expected to have a material impact to our financial statements. Also, effective as of January 1, 2022, the California net operating loss deduction and temporary limit on business credits have been reinstated in accordance with Senate bill 113.

The American Rescue Plan Act (“ARA”) was signed into law on March 11, 2021. We do not expect the ARA to have a material impact on our financial statements but given potential changes to IRC Section 162(m) will take place in 2027, we will continue to monitor and assess.

The following table shows the change in deferred tax valuation for the periods indicated:


	2022	2021
Beginning balance, January 1	34,521	10,702
Change charged to expense	31,887	23,819
Ending balance, December 31	66,408	34,521

- Definition

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

+ References

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

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-Topic 740
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 2
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

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-Publisher FASB
-Name Accounting Standards Codification
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-SubTopic 10
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-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Net Loss Per Share

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

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):


	Years Ended December 31,
	2022		2021
Numerator:
Net loss	$	(99,421)	$	(66,923)
Denominator:
Weighted-average common shares outstanding used to compute net loss per share, basic and diluted	60,801,133		31,663,243
Net loss per share, basic and diluted	$	(1.64)	$	(2.11)

Because we were in a net 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 of December 31, 2022, and 2021 as follows:


	As of December 31, 2022	As of December 31, 2021
Stock options outstanding	6,733,074	6,757,591
RSUs and PSUs issued and outstanding	256,146	—
Shares committed under ESPP	49,109	18,804
	7,038,329	6,776,395

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2022
Subsequent Events [Abstract]
Subsequent Events	Subsequent EventsWe did not have any subsequent events as of the filing date of this Annual Report on Form 10-K, except as disclosed in Note 10.

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Basis of Presentation and Principles of Consolidation

Forward Stock Split

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 revenue and accounts receivable and contract assets were as follows:


	Revenue				Accounts Receivable and Contract Assets
	Years Ended				As of December 31,
	December 31, 2022		December 31, 2021		2022		2021
Licensee A	16.2	%	22.7	%	23.8	%	24.6	%
Licensee B, related party	*		*		*		*
Licensee C	57.4	%	41.4	%	36.6	%	45.1	%
Total	73.6	%	64.1	%	60.4	%	69.7	%

*Less than 10%

Revenue Recognition

Fair Value Measurements

Cash and Cash Equivalents

Cash and Cash EquivalentsWe consider all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. As of December 31, 2022 and 2021, cash and cash equivalents consisted of cash, money market funds, and commercial paper securities.

Restricted Cash

Restricted CashWe 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 related to one of our workers’ compensation insurance policies. As of December 31, 2022 and 2021, we had less than $0.1 million of restricted cash, which was recorded in other assets in our consolidated balance sheets.

Marketable Securities

Investments in Equity Securities

Property and Equipment


Computer equipment			3 years
Furniture and office equipment			5 years
Lab equipment			5 years
Leasehold improvements			Shorter of remaining lease term or estimated useful life

Impairment of Long-Lived Assets

Impairment of Long-Lived Assets We evaluate the carrying amount of our long-lived assets whenever events or changes in circumstances indicate that the assets may not be recoverable. An impairment loss is recognized when estimated future cash flows expected to result from the use of the asset and its eventual disposition is less than the carrying amount of the asset. To date, there have been no such impairment losses.

Leases

Deferred Issuance Costs

Convertible Preferred Stock

Convertible Preferred Stock We recorded convertible preferred stock at fair value on the dates of issuance, net of issuance costs. The convertible preferred stock was recorded outside of stockholders’ equity (deficit) because the preferred shares contain liquidation features outside of our control. We elected not to adjust the carrying values of the convertible preferred stock to the liquidation preferences of such shares because it is uncertain whether or when an event would occur that would obligate us to pay the liquidation preferences to holders of shares of convertible preferred stock. All outstanding convertible preferred stock converted into common stock in connection with the closing of our IPO and were reclassified to common stock and additional paid-in-capital.

MSKCC Success Payments Liability

Accrued Research and Development Expenses

goods are received or the related services are rendered. These payments are evaluated for current or long-term classification based on when they are expected to be realized.

Acquisition of In-Process Research and Development Assets

Acquisition of In-Process Research and Development Assets We measure and recognize acquired in-process research and development assets, which include licenses, know-how, patents, and transaction fees, at cost. Goodwill is not recognized in asset acquisitions. If acquired in-process technology is determined to not have an alternative future use, the cost is charged to research and development expenses at the acquisition date.

Patent Costs

Stock-Based Compensation Expense

Expected Dividends — Expected dividends is zero as we have never paid dividends on our common stock and have no plans to do so for the foreseeable future.

Risk-Free Interest Rate — Risk-free interest rate is based on the U.S. Treasury zero-coupon issued in effect at the time of grant for periods corresponding with the expected term of the award.

estimated using the Black-Scholes valuation model with assumptions generally consistent with those used for employee stock options.

Income Taxes

Income Taxes We account for income taxes using the asset and liability method. We recognize deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. Deferred tax assets and liabilities are determined based on the difference between the consolidated financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are provided if, based upon the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. Tax benefits related to uncertain tax positions are recognized when it is more likely than not that a tax position will be sustained during an audit. Interest and penalties related to unrecognized tax benefits are included within the provision for income tax.

Other Income

Other Income, net We recognize fees earned from sources not considered to be within the normal course of business in other income within the statements of operations and comprehensive loss. During the year ended December 31, 2022, we recognized $4.6 million of interest income from our short-term and long-term marketable securities. During the year ended December 31, 2021, we recognized $0.1 million of other income mainly related to receiving corporate credit card rewards.

Comprehensive Loss

Comprehensive Loss Comprehensive loss is composed of net loss and other comprehensive income (loss). Other comprehensive income (loss) consists primarily of unrealized gains and losses on available-for-sale marketable securities.

Net Loss Per Share

For all periods presented, diluted net loss per share is the same as basic net loss per share since the effect of including potential common shares is anti-dilutive.

Recent Accounting Pronouncements

Our adoption of the new standard impacted the consolidated balance sheets as follows (in thousands):


	January 1, 2022
	Pre-ASC 842 Balance		ASC 842 Adoption Impact		Post-ASC 842 Balance
Operating lease right-of-use assets	$	—	$	22,818	$	22,818
Prepaid rent	$	291	$	(291)	$	—
Accrued expenses and other current liabilities(1)	$	13,136	$	683	$	13,819
Long-term operating lease liabilities	$	—	$	23,941	$	23,941
Deferred rent and lease incentive liability	$	2,097	$	(2,097)	$	—

New Accounting Pronouncements Not Yet Adopted

Emerging Growth Company

Emerging Growth Company and Smaller Reporting Company Status

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Summary Of Provision For Credit Losses and other Uncertainties

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


	Revenue				Accounts Receivable and Contract Assets
	Years Ended				As of December 31,
	December 31, 2022		December 31, 2021		2022		2021
Licensee A	16.2	%	22.7	%	23.8	%	24.6	%
Licensee B, related party	*		*		*		*
Licensee C	57.4	%	41.4	%	36.6	%	45.1	%
Total	73.6	%	64.1	%	60.4	%	69.7	%

*Less than 10%

Schedule of Property and Equipment


Computer equipment			3 years
Furniture and office equipment			5 years
Lab equipment			5 years
Leasehold improvements			Shorter of remaining lease term or estimated useful life

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


	December 31, 2022		December 31, 2021
Lab equipment	$	12,588	$	6,848
Leasehold improvements	1,876		1,701
Computer equipment	709		273
Furniture and office equipment	161		133
Construction in progress	993		9
Total property and equipment	16,327		8,964
Less accumulated depreciation and amortization	(5,649)		(4,077)
Property and equipment, net	$	10,678	$	4,887

Accounting Standards Update and Change in Accounting Principle

Our adoption of the new standard impacted the consolidated balance sheets as follows (in thousands):


	January 1, 2022
	Pre-ASC 842 Balance		ASC 842 Adoption Impact		Post-ASC 842 Balance
Operating lease right-of-use assets	$	—	$	22,818	$	22,818
Prepaid rent	$	291	$	(291)	$	—
Accrued expenses and other current liabilities(1)	$	13,136	$	683	$	13,819
Long-term operating lease liabilities	$	—	$	23,941	$	23,941
Deferred rent and lease incentive liability	$	2,097	$	(2,097)	$	—

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

12 Months Ended

Dec. 31, 2022

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 as of December 31, 2022
	Total		Level 1		Level 2		Level 3
Assets:
Money market fund investments (included in cash and cash equivalents)	$	27,693	$	27,693	$	—	$	—
Commercial paper ($26,669 included in cash and cash equivalents)	96,899		—		96,899		—
Corporate debt securities	36,819		—		36,819		—
U.S. Treasury bills	91,966		91,966		—		—
U.S. government agency bonds ($3,976 included in cash and cash equivalents)	63,659		—		63,659		—
Total fair value of assets	$	317,036	$	119,659	$	197,377	$	—

Liabilities:
MSKCC success payments liability	$	1,651	$	—	$	—	$	1,651
Total fair value of liabilities	$	1,651	$	—	$	—	$	1,651


	Fair Value Measurements as of December 31, 2021
	Total		Level 1		Level 2		Level 3
Assets:
Money market fund investments (included in cash and cash equivalents)	$	181,528	$	181,528	$	—	$	—
Commercial paper ($58,892 included in cash and cash equivalents)	141,676		—		141,676		—
Corporate debt securities	38,649		—		38,649		—
U.S. Treasury bills	26,590		26,590		—		—
U.S. government agency bonds	25,065		—		25,065		—
Total fair value of assets	$	413,508	$	208,118	$	205,390	$	—

Liabilities:
MSKCC success payments liability	$	4,080	$	—	$	—	$	4,080
Total fair value of liabilities	$	4,080	$	—	$	—	$	4,080

Schedule of Fair Value and Amortized Cost of Cash Equivalents and Available-for-Sale Marketable Securities


	As of December 31, 2022
	Amortized Cost Basis		Unrealized Gains		Unrealized Losses		Estimated Fair Value
Money market investments (included in cash equivalents)	$	27,693	$	—	$	—	$	27,693
Commercial paper ($26,669 included in cash equivalents)	97,024		6		(131)		96,899
U.S. government agency bonds ($3,976 included in cash and cash equivalents)	63,926		25		(292)		63,659
Corporate debt securities	37,002		—		(183)		36,819
U.S. Treasury bills	92,910		1		(945)		91,966
Total cash equivalents and marketable securities	$	318,555	$	32	$	(1,551)	$	317,036

Classified as:
Cash equivalents							$	58,338
Marketable securities, short-term							189,325
Marketable securities, long-term							69,373
Total cash equivalents and marketable securities							$	317,036


	As of December 31, 2021
	Amortized Cost Basis		Unrealized Gains		Unrealized Losses		Estimated Fair Value
Money market investments (included in cash equivalents)	$	181,528	$	—	$	—	$	181,528
Commercial paper ($58,892 included in cash equivalents)	141,726		1		(51)		141,676
U.S. government agency bonds	25,102		—		(37)		25,065
Corporate debt securities	38,661		4		(16)		38,649
U.S. Treasury bills	26,626		1		(37)		26,590
Total cash equivalents and marketable securities	$	413,643	$	6	$	(141)	$	413,508

Classified as:
Cash equivalents							$	240,420
Marketable securities, short-term							135,412
Marketable securities, long-term							37,676
Total cash equivalents and marketable securities							$	413,508

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):


	MSKCC Success Payments Liability
Balance at December 31, 2020	$	2,654
Change in fair value	1,426
Balance at December 31, 2021	$	4,080
Change in fair value	(2,429)
Balance at December 31, 2022	$	1,651

Schedule of Assumptions Used in Valuation of MSKCC Success Payments Liability

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


	As of December 31, 2022		As of December 31, 2021
Fair value of common stock	$	6.28	$	15.09
Risk-free interest rate	3.88%		1.52%
Expected volatility	79%		75%
Probability of achieving multiple of Initial Share Price	3.0% to 10.6%		7.0% to 20.9%
Expected term (years)	4.6 to 6.0		4.2 to 5.5

Significant Agreements (Tables)

12 Months Ended

Dec. 31, 2022

Significant Agreements [Abstract]

Summary of Amounts of Success Payments MSKCC

The following table summarizes the amounts of the MSKCC success payments:


Multiple of Initial Share Price giving rise to a success payment	5		x	10		x	15		x
MSKCC success payments (in millions)	$	10.0		$	10.0		$	15.0

Revenue (Tables)

12 Months Ended

Dec. 31, 2022

Revenue from Contract with Customer [Abstract]

Schedule of Disaggregation of Revenue

The following is a summary of revenue by geographic location for the years ended December 31, 2022 and 2021, (in thousands):


	Years Ended December 31,
	2022		2021
United States	$	13,303	$	8,913
Rest of world	548		685
Total	$	13,851	$	9,598

Schedule of Changes in Company's Contract Assets and Liabilities

The following table presents changes in our contract assets and liabilities during the year ended December 31, 2022 (in thousands):


	Balance as of December 31, 2021		Additions		Deductions		Balance as of December 31, 2022
Accounts receivable	$	1,153	$	8,054	$	(9,005)	$	202

Contract assets:
Unbilled accounts receivable	$	1,488	$	7,733	$	(6,974)	$	2,247

Contract liabilities:
Deferred revenue, current and long-term	$	30,735	$	4,432	$	(9,276)	$	25,891

Balance Sheet Items (Tables)

12 Months Ended

Dec. 31, 2022

Balance Sheet Related Disclosures [Abstract]

Schedule of Other Receivables

Other receivables consisted of the following (in thousands):


	December 31, 2022		December 31, 2021
Patent cost reimbursements	$	1,638	$	4,702
Accrued interest on marketable securities	570		226
Other	7		555
Total	$	2,215	$	5,483

Schedule of Prepaid Expenses and Other Current Assets

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


	December 31, 2022		December 31, 2021
Prepaid contract manufacturing and clinical costs	$	4,803	$	1,486
Prepaid income taxes	431		2,714
Prepaid insurance	1,568		1,897
Prepaid rent	—		468
Other	1,119		671
Total	$	7,921	$	7,236

Schedule of Property and Equipment


Computer equipment			3 years
Furniture and office equipment			5 years
Lab equipment			5 years
Leasehold improvements			Shorter of remaining lease term or estimated useful life

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


	December 31, 2022		December 31, 2021
Lab equipment	$	12,588	$	6,848
Leasehold improvements	1,876		1,701
Computer equipment	709		273
Furniture and office equipment	161		133
Construction in progress	993		9
Total property and equipment	16,327		8,964
Less accumulated depreciation and amortization	(5,649)		(4,077)
Property and equipment, net	$	10,678	$	4,887

Summary of Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following as of December 31, 2022 and 2021, respectively (in thousands):


	December 31, 2022		December 31, 2021
Accrued employee compensation and related expenses	5,752		4,225
Accrued research and development expenses	6,731		4,065
Accrued patent expenses	1,331		3,213
Accrued expenses related to sublicensing revenues	596		586
Credit card liability	299		259
Other	1,212		788
Total	$	15,921	$	13,136

Leases (Tables)

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Summary of Components of Lease Costs

The components of lease costs, which are included in our statements of operations and comprehensive loss, are as follows (in thousands):


	Year Ended December 31, 2022
Operating lease cost(1)	$	7,337
Short-term lease cost	83
Total lease cost	$	7,420

(1) Includes $2.2 million of variable lease cost related to operating expenses and taxes for the year ended December 31, 2022.

Schedule of Supplemental Information Related to Leases

Supplemental information related to our leases is as follows (in thousands):


	Year Ended December 31, 2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	3,468

Summary of Future Minimum Lease Payment Under Leases

The following table summarizes a maturity analysis of our operating lease liabilities showing the aggregate lease payments as of December 31, 2022:


Year ending December 31:	(in thousands)
2023(1)	$	3,333
2024(2)	3,883
2025	4,475
2026	5,720
2027	5,922
Thereafter	22,116
Total future undiscounted lease payments	45,449
Less imputed interest	(17,703)
Total discounted lease payments	27,746
Less current portion of lease liability	(966)
Noncurrent portion of lease liability	$	26,780

(1) Reflects an offset of $1.1 million related to incentives expected to be received in 2023.
(2) Reflects an offset of $0.6 million related to incentives expected to be received in 2024.

Common Stock (Tables)

12 Months Ended

Dec. 31, 2022

Common Stock, Number of Shares, Par Value and Other Disclosure [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 December 31, 2022	As of December 31, 2021
Stock options, issued and outstanding	6,733,074	6,757,591
Stock options, authorized for future issuance	5,833,979	3,749,339
Stock available under the Employee Stock Purchase Plan	1,044,518	511,000
Restricted stock units	256,146	—
Total common stock reserved for future issuance	13,867,717	11,017,930

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Schedule of Stock Option Activity

The following table summarizes stock option activity under our equity incentive plans during the year ended December 31, 2022:


	Stock Options	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (years)	Aggregate Intrinsic Value (in thousands) (1)

Outstanding at December 31, 2020	4,520,551	$	1.64	5.3	$	6,929
Options granted	4,860,623	$	10.99	9.6
Options exercised	(2,467,675)	$	1.04
Options cancelled or forfeited	(155,908)	$	2.39
Outstanding at December 31, 2021	6,757,591	$	8.57	8.7	$	50,085
Options granted	1,409,475	$	8.81
Options exercised	(696,913)	$	2.15
Options cancelled or forfeited	(737,079)	$	11.00
Outstanding at December 31, 2022	6,733,074	$	9.01	8.2	$	8,203
Exercisable at December 31, 2022	2,621,576	$	7.14	7.3	$	5,256
Vested and expected to vest at December 31, 2022	6,733,074	$	9.01	8.7	$	8,203

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


	Years Ended December 31,
	2022	2021
Volatility	71.7% to 74.2%	71.5% to 76.5%
Expected term (in years)	5.5 to 6.0	5.5 to 7.0
Risk-free interest rate	1.7% to 4.4%	0.9% to 1.6%
Expected dividend yield	0.0%	0.0%

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


	Years Ended December 31,
	2022		2021
Research and development	$	4,345	$	1,358
General and administrative	7,371		2,091
Total	$	11,716	$	3,449

Share-Based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity

A summary of the status of and change in unvested RSUs and PSUs as of December 31, 2022 was as follows:


	Number of Shares Underlying Outstanding RSUs and PSUs	Weighted-Average Grant Date Fair Value per RSU and PSU
Unvested, January 1, 2022	—	$	—
Granted	259,839	10.07
Forfeited	(3,693)	9.90
Unvested, December 31, 2022	256,146	$	10.07

Schedule of Stock-Based Compensation Expense Related to Equity-Based Awards

The above stock-based compensation expense related to the following equity-based awards (in thousands):


	Years Ended December 31,
	2022		2021
Stock options	$	10,982	$	3,323
ESPP	310		126
RSUs	424		—
Total	$	11,716	$	3,449

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Schedule of Reconciliation of Statutory Income Tax Rate to Our Effective Tax Rate

A reconciliation of the U.S. statutory income tax rate to our effective tax rate is as follows:


Years	2022		2021
Federal income tax (benefit) at statutory rate	(21	%)	(21	%)
State taxes, net of federal benefit	(8	%)	(9	%)
Change in valuation allowance, federal	23	%	26	%
Change in valuation allowance, state	8	%	9	%
Stock-based compensation	—	%	(1	%)
R&D tax credits, net of reserves	(3	%)	(4	%)
Other	1	%	—	%
Effective income tax rate	—	%	—	%

Schedule of Benefit from Income Taxes

For the years ended December 31, 2022 and 2021, our tax provision for (benefit from) income taxes consisted of the following (in thousands):


Years	2022		2021
Current income taxes
Federal	$	163	$	—
State	2		1
Total current income tax expense	165		1

Deferred income taxes:
Federal	—		317
State	(95)		3
Total deferred income tax (benefit) expense	(95)		320
Total income tax expense	$	70	$	321

Schedule of Components of Deferred Tax Assets and Liabilities

The following table presents significant components of our deferred tax assets and liabilities as of December 31, 2022 and 2021 (in thousands):


	2022		2021
Deferred tax assets:
NOL and tax attributes	$	37,120	$	32,878
Accrued expenses and reserve	1,539		1,055
Deferred revenue and expenses	7,493		872
State income taxes	7		7
Capitalized license and patent costs	1,311		1,980
Capitalized research and development cost	18,462		—
Lease liabilities	8,058		—
Stock-based compensation	2,921		576
Total deferred tax assets	76,911		37,368
Valuation allowance	(66,408)		(34,521)
Net deferred tax assets	10,503		2,847
Deferred tax liabilities:
Investments in equity securities	(1,713)		(2,077)
Lease right of use assets	(7,037)		—
Fixed assets	(2,134)		(1,246)
Total deferred tax liabilities	(10,884)		(3,323)
Net deferred tax assets (liabilities)	$	(381)	$	(476)

Schedule of Unrecognized Tax Benefits

The following table summarizes the activity related to our unrecognized tax benefits for the two years ended December 31, 2022 (in thousands):


Unrecognized tax benefits—December 31, 2020	$	1,353
Increases related to current year tax positions	869
Increases related to prior year tax positions	7
Decreases related to prior year tax positions	(27)
Unrecognized tax benefits—December 31, 2021	2,202
Increases related to current year tax positions	847
Increases related to prior year tax positions	—
Decreases related to prior year tax positions	(250)
Decreases related to lapse of statutes	—
Unrecognized tax benefits—December 31, 2022	$	2,799

Summary of Valuation Allowance

The following table shows the change in deferred tax valuation for the periods indicated:


	2022	2021
Beginning balance, January 1	34,521	10,702
Change charged to expense	31,887	23,819
Ending balance, December 31	66,408	34,521

Net Loss Per Share (Tables)

12 Months Ended

Dec. 31, 2022

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):


	Years Ended December 31,
	2022		2021
Numerator:
Net loss	$	(99,421)	$	(66,923)
Denominator:
Weighted-average common shares outstanding used to compute net loss per share, basic and diluted	60,801,133		31,663,243
Net loss per share, basic and diluted	$	(1.64)	$	(2.11)

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share


	As of December 31, 2022	As of December 31, 2021
Stock options outstanding	6,733,074	6,757,591
RSUs and PSUs issued and outstanding	256,146	—
Shares committed under ESPP	49,109	18,804
	7,038,329	6,776,395

Description of the Business, Organization, and Liquidity - Additional Information (Details) $ / shares in Units, $ in Thousands			12 Months Ended
	Aug. 09, 2021 USD ($) $ / shares shares	Jul. 27, 2021 $ / shares shares	Dec. 31, 2022 USD ($) subsidiary $ / shares shares	Dec. 31, 2021 USD ($) $ / shares shares	Nov. 13, 2020 $ / shares
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Number of subsidiaries \| subsidiary			4
Proceeds from initial public offering, gross \| $			$ 0	$ 321,020
Common stock, shares issued (in shares)			61,029,184	60,263,158
Common stock, par value (in dollars per share) \| $ / shares			$ 0.0001	$ 0.0001	$ 5.1914
Common stock, shares authorized (in shares)			300,000,000	300,000,000
Preferred stock, shares authorized (in shares)			10,000,000	10,000,000
Preferred stock, par value (in dollars per share) \| $ / shares			$ 0.0001	$ 0.0001
Accumulated deficit \| $			$ (197,215)	$ (97,794)
Net loss \| $			(99,421)	(66,923)
Cash generated in operating activities \| $			(90,966)	$ (32,519)
Cash, cash equivalents and short term marketable securities \| $			$ 317,000
IPO
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Common stock shares issued (in shares)		19,000,000
Share price (in dollars per share) \| $ / shares		$ 16.00
Common stock issued to underwriters (in shares)	2,850,000
Offering price per share (in dollars per share) \| $ / shares	$ 16.00
Proceeds from initial public offering, gross \| $	$ 349,600
Proceeds from initial public offering, net \| $	$ 321,000
Common stock, shares issued (in shares)	21,850,000
Preferred stock shares issued (in shares)		26,234,654
Common stock, par value (in dollars per share) \| $ / shares		$ 0.0001
Common stock, shares authorized (in shares)		300,000,000
Preferred stock, shares authorized (in shares)		10,000,000
Preferred stock, par value (in dollars per share) \| $ / shares		$ 0.0001	$ 0.0001

Summary of Significant Accounting Policies - Additional Information (Details)	1 Months Ended	12 Months Ended
	Jul. 31, 2021	Dec. 31, 2022 USD ($) Segment $ / shares	Dec. 31, 2021 USD ($) $ / shares	Nov. 13, 2020 $ / shares
Concentration Risk [Line Items]
Forward stock split, conversion ratio	1.818
Number of operating segment \| Segment		1
Allowance for doubtful accounts		$ 0	$ 0
Restricted cash (less than)		100,000	100,000
Marketable securities other than temporary impairment loss		0	0
Deferred issuance cost		$ 0	$ 0
Common stock, par value (in dollars per share) \| $ / shares		$ 0.0001	$ 0.0001	$ 5.1914
Patent costs gross		$ 7,300,000	$ 12,300,000
Dividends		0
Other income		4,600,000	100,000
General and administrative
Concentration Risk [Line Items]
Patent cost reimbursements		$ 3,500,000	$ 7,100,000

Summary of Significant Accounting Policies - Schedule of Concentration of Credit Risk and other Uncertainties (Details) - Customer Concentration Risk	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Revenue \| Total
Concentration Risk [Line Items]
Total	73.60%	64.10%
Revenue \| Licensee A
Concentration Risk [Line Items]
Total	16.20%	22.70%
Revenue \| Licensee C
Concentration Risk [Line Items]
Total	57.40%	41.40%
Accounts Receivable and Contract Assets \| Total
Concentration Risk [Line Items]
Total	60.40%	69.70%
Accounts Receivable and Contract Assets \| Licensee A
Concentration Risk [Line Items]
Total	23.80%	24.60%
Accounts Receivable and Contract Assets \| Licensee C
Concentration Risk [Line Items]
Total	36.60%	45.10%

Summary of Significant Accounting Policies - Summary of Property, Plant, and Equipment Useful Life (Details)	12 Months Ended
	Dec. 31, 2022
Computer equipment
Property, Plant and Equipment [Line Items]
Useful life (in years)	3 years
Furniture and office equipment
Property, Plant and Equipment [Line Items]
Useful life (in years)	5 years
Leasehold improvements
Property, Plant and Equipment [Line Items]
Useful life (in years)	5 years

Summary of Significant Accounting Policies - Adoption of New Accounting Standard, Balance Sheet Results (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Jan. 01, 2022	Dec. 31, 2021
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease right-of-use assets	$ 24,230		$ 0
Prepaid rent	0	$ 291	468
Accrued expenses and other current liabilities	16,079	13,136	13,136
Long-term operating lease liabilities	26,780		0
Deferred rent and lease incentive liability	0	2,097	2,097
Lease liabilities, current	$ 966		$ 0
ASC 842 Adoption Impact
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Lease liabilities, current		800
Lease incentive liability, current		100
Cumulative Effect, Period of Adoption, Adjusted Balance
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease right-of-use assets		22,818
Accrued expenses and other current liabilities		13,819
Long-term operating lease liabilities		23,941
Accounting Standards Update 2016-02 \| ASC 842 Adoption Impact
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease right-of-use assets		22,818
Prepaid rent		(291)
Accrued expenses and other current liabilities		683
Long-term operating lease liabilities		23,941
Deferred rent and lease incentive liability		$ (2,097)

Fair Value Measurements and Fair Value of Financial Instruments - Schedule of Financial Instruments Measured on Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Assets:
Assets fair value	$ 317,036	$ 413,508
Liabilities:
Liabilities fair value	1,651	4,080
Money market investments
Assets:
Assets fair value	27,693	181,528
Commercial paper
Assets:
Assets fair value	96,899	141,676
Liabilities:
Cash equivalents at carrying value	26,669	58,892
Corporate debt securities
Assets:
Assets fair value	36,819	38,649
U.S. Treasury Bills
Assets:
Assets fair value	91,966	26,590
US Government Agency Bonds
Assets:
Assets fair value	63,659	25,065
MSKCC Success Payments Liability
Liabilities:
Liabilities fair value	1,651	4,080
Level 1
Assets:
Assets fair value	119,659	208,118
Liabilities:
Liabilities fair value	0	0
Level 1 \| Money market investments
Assets:
Assets fair value	27,693	181,528
Level 1 \| Commercial paper
Assets:
Assets fair value	0	0
Level 1 \| Corporate debt securities
Assets:
Assets fair value	0	0
Level 1 \| U.S. Treasury Bills
Assets:
Assets fair value	91,966	26,590
Level 1 \| US Government Agency Bonds
Assets:
Assets fair value	0	0
Level 1 \| MSKCC Success Payments Liability
Liabilities:
Liabilities fair value	0	0
Level 2
Assets:
Assets fair value	197,377	205,390
Liabilities:
Liabilities fair value	0	0
Level 2 \| Money market investments
Assets:
Assets fair value	0	0
Level 2 \| Commercial paper
Assets:
Assets fair value	96,899	141,676
Level 2 \| Corporate debt securities
Assets:
Assets fair value	36,819	38,649
Level 2 \| U.S. Treasury Bills
Assets:
Assets fair value	0	0
Level 2 \| US Government Agency Bonds
Assets:
Assets fair value	63,659	25,065
Level 2 \| MSKCC Success Payments Liability
Liabilities:
Liabilities fair value	0	0
Level 3
Assets:
Assets fair value	0	0
Liabilities:
Liabilities fair value	1,651	4,080
Level 3 \| Money market investments
Assets:
Assets fair value	0	0
Level 3 \| Commercial paper
Assets:
Assets fair value	0	0
Level 3 \| Corporate debt securities
Assets:
Assets fair value	0	0
Level 3 \| U.S. Treasury Bills
Assets:
Assets fair value	0	0
Level 3 \| US Government Agency Bonds
Assets:
Assets fair value	0	0
Level 3 \| MSKCC Success Payments Liability
Liabilities:
Liabilities fair value	$ 1,651	$ 4,080

Fair Value Measurements and Fair Value of Financial Instruments - Schedule of Fair Value and Amortized Cost of Cash Equivalents and Available-for-Sale Marketable Securities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Debt Securities, Available-for-sale [Line Items]
Cash and cash equivalents, Amortized Cost Basis	$ 58,338	$ 240,420
Cash, cash equivalents, and available-for-sale, amortized cost	318,555	413,643
Unrealized gains	32	6
Unrealized Losses	(1,551)	(141)
Available-for-sale marketable securities and cash and cash equivalents, Estimated Fair Value	317,036	413,508
Marketable securities, short-term	189,325	135,412
Marketable securities, long-term	69,373	37,676
Money market investments
Debt Securities, Available-for-sale [Line Items]
Cash and cash equivalents, Amortized Cost Basis	27,693	181,528
Cash and cash equivalents, fair value	27,693	181,528
Commercial paper
Debt Securities, Available-for-sale [Line Items]
Cash and cash equivalents, Amortized Cost Basis	26,669
US Government Agency Bonds
Debt Securities, Available-for-sale [Line Items]
Cash and cash equivalents, Amortized Cost Basis	3,976
Commercial paper
Debt Securities, Available-for-sale [Line Items]
Cash, cash equivalents, and available-for-sale, amortized cost	97,024	141,726
Unrealized gains	6	1
Unrealized Losses	(131)	(51)
Available-for-sale marketable securities and cash and cash equivalents, Estimated Fair Value	96,899	141,676
Corporate debt securities
Debt Securities, Available-for-sale [Line Items]
Amortized Cost Basis	37,002	38,661
Unrealized gains	0	4
Unrealized Losses	(183)	(16)
Available for sale, estimated fair value	36,819	38,649
U.S. government agency bonds
Debt Securities, Available-for-sale [Line Items]
Amortized Cost Basis	63,926	25,102
Unrealized gains	25	0
Unrealized Losses	(292)	(37)
Available for sale, estimated fair value	63,659	25,065
U.S. Treasury bills
Debt Securities, Available-for-sale [Line Items]
Amortized Cost Basis	92,910	26,626
Unrealized gains	1	1
Unrealized Losses	(945)	(37)
Available for sale, estimated fair value	$ 91,966	$ 26,590

Fair Value Measurements and Fair Value of Financial Instruments - Schedule of Change in Fair Value of Financial Liability (Details) - MSKCC Success Payments Liability - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward]
Change in fair value	$ 2,400	$ 1,400
Level 3
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward]
Balance at December 31, 2020	4,080	2,654
Change in fair value	(2,429)	1,426
Balance at December 31, 2021	$ 1,651	$ 4,080

Fair Value Measurements and Fair Value of Financial Instruments - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
MSKCC Success Payments Liability
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Change in fair value	$ 2.4	$ 1.4

Fair Value Measurements and Fair Value of Financial Instruments - Schedule of Assumptions Used in Valuation of MSKCC Success Payments Liability (Details)	12 Months Ended
	Dec. 31, 2022 $ / shares	Dec. 31, 2021 $ / shares
Fair value of common stock
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Success payment liability, measurement input	6.28	15.09
Risk-free interest rate
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Success payment liability, measurement input	0.000388	0.000152
Expected volatility
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Success payment liability, measurement input	0.0079	0.0075
Probability of achieving multiple of Initial Share Price \| Minimum
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Success payment liability, measurement input	0.030	0.070
Probability of achieving multiple of Initial Share Price \| Maximum
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Success payment liability, measurement input	0.106	0.209
Expected term (years) \| Minimum
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Expected term (years)	4 years 7 months 6 days	4 years 2 months 12 days
Expected term (years) \| Maximum
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Expected term (years)	6 years	5 years 6 months

Significant Agreements - Additional Information (Details) $ / shares in Units, $ in Thousands				1 Months Ended	12 Months Ended
	Jun. 16, 2021 USD ($)	Feb. 09, 2021 USD ($)	Jul. 13, 2015 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2022 USD ($) agreement $ / shares	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Nov. 13, 2020 USD ($)	Dec. 15, 2016	Jul. 16, 2014
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Deferred revenue, current					$ 9,937	$ 8,703
Deferred revenue, net of current portion					15,954	22,032
Contract Assets
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Revenues					900	200
Accounts Receivable and Contract Assets
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Revenues					0	1,000
The Regents of the University of California/University of Vienna
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Clinical milestone payment					$ 3,400
Percentage of sublicensing revenues					0.50
Number of sublicensing agreements \| agreement					25
Reimbursement percentage									50.00%
Reduction in general and administrative expenses					$ 2,700	5,200
The Regents of the University of California/University of Vienna \| Research and development
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Sublicensing expenses					1,100	1,500
The Regents of the University of California/University of Vienna \| General and administrative
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Patent prosecution and maintenance costs					5,400	10,500
Memorial Sloan Kettering Cancer Center
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Upfront payment fee								$ 500
Commercial milestones								112,000
Aggregate success payment					35,000
Maximum value of success payments and control payment					35,000
Fair value of success payments liability					1,700	4,100
Increase decrease in fair value of success payments liability					$ 2,400
Memorial Sloan Kettering Cancer Center \| Series B Convertible Preferred Stock
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Share price (in dollars per share) \| $ / shares					$ 5.1914
Memorial Sloan Kettering Cancer Center \| Common Stock
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Upfront payment fee								$ 2,100
Intellia Therapeutics, Inc.
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Upfront payment fee	$ 1,000
Percentage of other party's expenses										30.00%
Potential future milestone payments	$ 23,000
Intellia Therapeutics, Inc. \| General and administrative \| Patents
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Expenses incurred from transactions with related parties					$ 800	1,900
Intellia Therapeutics, Inc. \| General and administrative \| Maximum
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Expenses incurred from transactions with related parties					100	100	$ 100
Pioneer Hi-Bred International, Inc.
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Future contingent milestone payments			$ 22,400
Milestone revenue			$ 300
Upfront cash payment				$ 500			$ 500
Pioneer Hi-Bred International, Inc. \| Regulatory Milestones
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Potential milestone payment				2,800
Pioneer Hi-Bred International, Inc. \| Sales Milestones
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Potential milestone payment				$ 20,000
Pioneer Hi-Bred International, Inc. \| Research and development
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Sublicensing expenses					100	800
Collaboration and License Agreement with AbbVie
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Revenues					8,000	4,000
Future development, regulatory, and product launch milestones payment received		$ 15,000
Future developmental and regulatory milestone payments		150,000
Future sales-based milestone payments		$ 200,000
Upfront cash payment received					30,000
Deferred revenue, current					9,400	8,300
Deferred revenue, net of current portion					$ 13,300	$ 19,100

Significant Agreements - Summary Of MSKCC Success Payments Amounts (Details) $ in Millions	12 Months Ended
	Dec. 31, 2022 USD ($)
5x
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
MSKCC Success payments (in millions)	$ 10.0
10x
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
MSKCC Success payments (in millions)	10.0
15x
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
MSKCC Success payments (in millions)	$ 15.0

Revenue - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Disaggregation Of Revenue [Line Items]
Licensing and collaboration revenue	$ 13,851	$ 9,598
United States
Disaggregation Of Revenue [Line Items]
Licensing and collaboration revenue	13,303	8,913
Rest of World
Disaggregation Of Revenue [Line Items]
Licensing and collaboration revenue	$ 548	$ 685

- 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 https://asc.fasb.org/extlink&oid=126901519&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 https://asc.fasb.org/extlink&oid=126901519&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 https://asc.fasb.org/extlink&oid=126901519&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 https://asc.fasb.org/extlink&oid=126901519&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 https://asc.fasb.org/extlink&oid=126901519&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 https://asc.fasb.org/extlink&oid=126920106&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 https://asc.fasb.org/extlink&oid=126901519&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 https://asc.fasb.org/extlink&oid=126901519&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 https://asc.fasb.org/extlink&oid=126901519&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 https://asc.fasb.org/extlink&oid=126920106&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 https://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Revenue - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Disaggregation Of Revenue [Line Items]
Revenue recognized included in the opening contract liabilities balance	$ 5.0	$ 0.1
Transaction price allocated to the remaining performance obligations	40.4	46.0
Point in Time
Disaggregation Of Revenue [Line Items]
Revenue recognized, performance obligation, amount	5.9	5.6
Over Time
Disaggregation Of Revenue [Line Items]
Revenue recognized, performance obligation, amount	$ 8.0	$ 4.0

Revenue - Schedule of Changes in Company's Contract Assets and Liabilities (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Accounts receivable
Accounts receivable, Beginning Balance	$ 1,153
Accounts receivable, Additions	8,054
Accounts receivable, Deductions	(9,005)
Accounts receivable, Ending Balance	202
Contract assets:
Unbilled accounts receivable, Beginning Balance	1,488
Unbilled accounts receivable, Additions	7,733
Unbilled accounts receivable, Deductions	(6,974)
Unbilled accounts receivable, Ending Balance	2,247
Contract liabilities:
Deferred revenue, current and long-term, Beginning Balance	30,735
Deferred revenue, current and long-term, Additions	4,432
Deferred revenue, current and long-term, Deductions	(9,276)
Deferred revenue, current and long-term, Ending Balance	$ 25,891

Revenue - Additional Information (Details1) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Disaggregation Of Revenue [Line Items]
Remaining performance obligations	$ 40.4	$ 46.0
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01
Disaggregation Of Revenue [Line Items]
Remaining performance obligations	$ 9.9
Remaining performance obligation, expected timing of satisfaction, period	12 months

Balance Sheet Items - Schedule of Other Receivables (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Balance Sheet Related Disclosures [Abstract]
Patent cost reimbursements	$ 1,638	$ 4,702
Accrued interest on marketable securities	570	226
Other	7	555
Total	$ 2,215	$ 5,483

Balance Sheet Items - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Jan. 01, 2022	Dec. 31, 2021
Balance Sheet Related Disclosures [Abstract]
Prepaid contract manufacturing and clinical costs	$ 4,803		$ 1,486
Prepaid income taxes	431		2,714
Prepaid insurance	1,568		1,897
Prepaid rent	0	$ 291	468
Other	1,119		671
Total	$ 7,921		$ 7,236

Balance Sheet Items - Schedule of Property And Equipment (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 16,327	$ 8,964
Less accumulated depreciation and amortization	(5,649)	(4,077)
Property and equipment, net	10,678	4,887
Lab equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	12,588	6,848
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property and equipment	1,876	1,701
Computer equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	709	273
Furniture and office equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	161	133
Construction in progress
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 993	$ 9

Balance Sheet Items - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Balance Sheet Related Disclosures [Abstract]
Depreciation and amortization expense related to property and equipment	$ 1.6	$ 1.0

Balance Sheet Items - Summary of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Balance Sheet Related Disclosures [Abstract]
Accrued personnel-related expenses	$ 5,752	$ 4,225
Accrued research and development expenses	6,731	4,065
Accrued patent expenses	1,331	3,213
Accrued sublicensing fees	596	586
Credit card liability	299	259
Other	1,212	788
Total	$ 15,921	$ 13,136

- Definition

The carrying value as of the balance sheet date of the current portion of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year and is not cancelable by the lender except for violation of an objectively determinable provision, (2) no violation exists at the BS date, and (3) the lender has entered into the financing agreement is expected to be financially capable of honoring the agreement.

+ References + Details

Related Party Transactions - Additional Information (Details) - USD ($) $ in Thousands		1 Months Ended
	May 15, 2020	Jun. 30, 2021	Dec. 31, 2022	Dec. 31, 2021	Nov. 30, 2018
Related Party Transaction [Line Items]
Carrying value of investment			$ 7,698	$ 7,626
Debt instrument, face amount					$ 1,100
Debt instrument, interest rate					3.04%
Common stock shares held collateral for debt					409,795
Increase in additional paid-in capital		$ 1,200
Convertible Preferred Stock \| Private Company License Agreement
Related Party Transaction [Line Items]
Convertible preferred stock, issued during period, acquisition (in shares)	7,500,000
Fair value of convertible preferred stock	$ 7,500
Carrying value of investment			$ 7,500	$ 7,500

Paycheck Protection Program Loan - Additional Information (Details) - USD ($) $ in Thousands		12 Months Ended
	May 22, 2021	Dec. 31, 2022	Dec. 31, 2021	May 06, 2020	Nov. 30, 2018
Line Of Credit Facility [Line Items]
Debt instrument, face amount					$ 1,100
Gain on extinguishment of PPP Loan		$ 0	$ 1,584
PPP Loan
Line Of Credit Facility [Line Items]
Gain on extinguishment of PPP Loan	$ 1,600
Web Bank \| PPP Loan \| CARES Act
Line Of Credit Facility [Line Items]
Debt instrument, face amount				$ 1,600

Leases - Additional Information (Details) $ in Millions	12 Months Ended
Leases - Additional Information (Details) $ in Millions	Dec. 31, 2022 USD ($)	Jan. 31, 2022 USD ($) ft²	Mar. 31, 2021
Leases [Abstract]
Lease initial term		10 years 5 months	10 years
Lease renewal term		5 years	5 years
Area of real estate property \| ft²		10,000
Security deposit		$ 0.4
Rent expense	$ 1.8
Lease renewal term	8 years 3 months 18 days
Weighted average discount rate, as a percent	11.30%

Leases - Summary of Components of Lease Costs (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Leases [Abstract]
Operating lease costs	$ 7,337
Short-term lease cost	83
Total lease cost	7,420
Variable lease costs	$ 2,200

Leases - Supplemental Information Related To Leases (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Leases [Abstract]
Operating cash flows from operating leases	$ 3,468

Leases - Summary of Future Minimum Commitments Under Lease Contracts (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Leases [Abstract]
2023	$ 3,333
2024	3,883
2025	4,475
2026	5,720
2027	5,922
Thereafter	22,116
Total future undiscounted lease payments	45,449
Less imputed interest	(17,703)
Total discounted lease payments	27,746
Less current portion of lease liability	(966)	$ 0
Long-term operating lease liabilities	26,780	$ 0
Offsets related to incentives expected to be paid in year one	1,100
Offsets related to incentives expected to be paid in year two	$ 600

Convertible Preferred Stock - Additional Information (Details) - $ / shares	Dec. 31, 2022	Dec. 31, 2021	Jul. 27, 2021
Class of Stock [Line Items]
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Preferred stock, shares outstanding (in shares)	0	0
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
IPO
Class of Stock [Line Items]
Preferred stock, shares authorized (in shares)			10,000,000
Preferred stock, par value (in dollars per share)	$ 0.0001		$ 0.0001
Convertible Preferred Stock
Class of Stock [Line Items]
Preferred stock, shares authorized (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0

Common Stock - Schedule of Common Stock Reserved for Future Issuance (Details) - shares	Dec. 31, 2022	Dec. 31, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)	13,867,717	11,017,930
Stock options, issued and outstanding
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)	6,733,074	6,757,591
Stock options, authorized for future issuance
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)	5,833,979	3,749,339
Stock available under the Employee Stock Purchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)	1,044,518	511,000
Restricted stock units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)	256,146	0

Common Stock (Details) $ in Millions	Aug. 09, 2022 USD ($)
Subsidiary, Sale of Stock [Line Items]
Authorized amount under shelf registration	$ 400.0
At The Market ATM Offering \| Maximum
Subsidiary, Sale of Stock [Line Items]
Consideration received on transaction	$ 100.0

Stock-Based Compensation - Additional Information (Details) - USD ($)		1 Months Ended	12 Months Ended		14 Months Ended
	Jul. 22, 2021	Jul. 31, 2021	Dec. 31, 2022	Dec. 31, 2021	Sep. 30, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)			13,867,717	11,017,930
Common stock outstanding percentage	5.00%
Percentage of price of shares granted at fair value		85.00%
Stock options granted during period (in shares)			1,409,475	4,860,623
Unrecognized stock based-compensation expenses			$ 26,500,000
Weighted-average period			2 years 8 months 12 days
Accrued liabilities			$ 300,000
Stock-based compensation expense			$ 11,716,000	$ 3,449,000
Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Percentage of price of shares granted at fair value	110.00%
Cash based compensation		$ 750,000
Employee and Non-Employee
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)		511,000
Stock options granted during period (in shares)			1,409,475	4,860,623
Weighted average grant date fair value (in dollars per share)			$ 5.82	$ 7.39
Employee
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense			$ 11,600,000	$ 3,400,000
Non-Employee
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Cash based compensation		$ 1,000,000
Stock-based compensation expense			$ 100,000	$ 100,000
Employee Stock Purchase Plan 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)	5,200,000		5,833,979
Stock option expiration period	10 years
Common stock shares issued (in shares)		10,000,000			69,113
Percentage of eligible employee to purchase shares of common stock discount		15.00%
2013 Stock Option Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares available for issuance (in shares)	934,562
Incentive Stock Options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Percentage of price of shares granted at fair value	10.00%
Incentive Stock Options \| 2021 Equity Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Maximum shares of stock issued	56,000,000
Restricted stock units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)			256,146	0
RSUs
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted-average period			2 years 1 month 6 days
Stock-based compensation expense			$ 424,000	$ 0

Stock-Based Compensation - Schedule of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Stock Options
Outstanding, Beginning Balance (in shares)	6,757,591	4,520,551
Options granted (in shares)	1,409,475	4,860,623
Options exercised (in shares)	(696,913)	(2,467,675)
Options cancelled or forfeited (in shares)	(737,079)	(155,908)
Outstanding, Ending Balance (in shares)	6,733,074	6,757,591	4,520,551
Exercisable at end of period (in shares)	2,621,576
Vested and expected to vest at end of period (in shares)	6,733,074
Weighted- Average Exercise Price
Outstanding, Beginning Balance (in dollars per shares)	$ 8.57	$ 1.64
Options granted (in dollars per shares)	8.81	10.99
Options exercised (in dollars per shares)	2.15	1.04
Options cancelled or forfeited (in dollars per shares)	11.00	2.39
Outstanding, Ending Balance (in dollars per shares)	9.01	$ 8.57	$ 1.64
Exercisable at end of period (in dollars per shares)	7.14
Vested and expected to vest at end of period (in dollars per shares)	$ 9.01
Weighted- Average Remaining Contractual Term (years)
Outstanding	8 years 2 months 12 days	8 years 8 months 12 days	5 years 3 months 18 days
Options granted		9 years 7 months 6 days
Exercisable at end of period	7 years 3 months 18 days
Vested and expected to vest at end of period	8 years 8 months 12 days
Aggregate Intrinsic Value
Outstanding	$ 8,203	$ 50,085	$ 6,929
Exercisable at end of period	5,256
Vested and expected to vest at end of period	$ 8,203

Stock-Based Compensation - Schedule of Estimated Fair Value of Stock Options on the Grant Date Using Black-Scholes Option-Pricing Model (Details)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected dividend yield	0.00%	0.00%
Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Volatility	71.70%	71.50%
Expected term (in years)	5 years 6 months	5 years 6 months
Risk-free interest rate	1.70%	0.90%
Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Volatility	74.20%	76.50%
Expected term (in years)	6 years	7 years
Risk-free interest rate	4.40%	1.60%

Stock-Based Compensation - Restricted Stock Units and Performance-based RSUs (Details) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2022 USD ($) $ / shares shares
Weighted-Average Grant Date Fair Value per RSU and PSU
Weighted-average period	2 years 8 months 12 days
RSUs
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward]
Granted (in shares)	200,058
Weighted-Average Grant Date Fair Value per RSU and PSU
Weighted-average period	2 years 1 month 6 days
Unrecognized stock-based compensation expense \| $	$ 1.6
Performance Restricted Stock Units (PRSU)
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward]
Granted (in shares)	59,781
Weighted-Average Grant Date Fair Value per RSU and PSU
Unrecognized stock-based compensation expense \| $	$ 0.6
Restricted Stock Units RSU and Performance-Based RSUs
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward]
Unvested, beginning balance (in shares)	0
Granted (in shares)	259,839
Forfeited (in shares)	(3,693)
Unvested, ending balance (in shares)	256,146
Weighted-Average Grant Date Fair Value per RSU and PSU
Unvested, weighted average grant date fair value, beginning balance (in dollars per share) \| $ / shares	$ 0
Granted, weighted average grant date fair value (in dollars per share) \| $ / shares	10.07
Forfeited, weighted average grant date fair value (in dollars per share) \| $ / shares	9.90
Unvested, weighted average grant date fair value, ending balance (in dollars per share) \| $ / shares	$ 10.07

Stock-Based Compensation - Schedule of Stock Option Expenses Related to Employee and Non-Employee Stock Options Granted (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	$ 11,716	$ 3,449
Research and development
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	4,345	1,358
General and administrative
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	$ 7,371	$ 2,091

Stock-Based Compensation - Schedule of Stock-based Compensation Expense Related to Equity-Based Awards (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	$ 11,716	$ 3,449
Stock options
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	10,982	3,323
ESPP
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	310	126
RSUs
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	$ 424	$ 0

401(k) Savings Plan - Additional Information (Details) - 2017 Plan - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Defined Benefit Plan Disclosure [Line Items]
Defined contribution plan, Employer matching contribution percent of match	4.00%
Employer contribution	$ 0.7	$ 0.4

Income Taxes - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Taxes [Line Items]
Pre-tax book income (loss) in the United States	$ (99,400,000)	$ (66,600,000)
Deferred tax assets, valuation allowance	66,408,000	34,521,000	$ 10,702,000
Increase in deferred tax assets due to capitalization	84,900,000
Unrecognized tax benefits that would impact effective tax rate	0
Unrecognized tax benefits, income tax penalties and interest accrued	$ 0	$ 0
Operating Loss Carryforward Indefinitely Member
Income Taxes [Line Items]
Net operating loss carryforwards stock ownership percentage	5.00%
Federal
Income Taxes [Line Items]
Federal net operating loss carryforwards	$ 74,800,000
Deferred tax assets, tax credit carryforwards, research	8,800,000
State
Income Taxes [Line Items]
State net operating loss carryforwards	125,500,000
Deferred tax assets, tax credit carryforwards, research	$ 4,900,000

Income Taxes - Schedule of Reconciliation of Statutory Income Tax Rate to Our Effective Tax Rate (Details)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Income Tax Contingency [Line Items]
Federal income tax (benefit) at statutory rate	(21.00%)	(21.00%)
State taxes, net of federal benefit	(8.00%)	(9.00%)
Stock-based compensation	0.00%	(1.00%)
R&D tax credits, net of reserves	(3.00%)	(4.00%)
Other	1.00%	0.00%
Effective income tax rate	0.00%	0.00%
Federal
Income Tax Contingency [Line Items]
Change in valuation allowance	23.00%	26.00%
State
Income Tax Contingency [Line Items]
Change in valuation allowance	8.00%	9.00%

Income Taxes - Schedule of Benefit from Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Current income taxes
Federal	$ 163	$ 0
State	2	1
Total current income tax expense	165	1
Deferred income taxes:
Federal	0	317
State	(95)	3
Total deferred income tax (benefit) expense	(95)	320
Total income tax expense	$ 70	$ 321

- Definition

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

+ References + Details

Income Taxes - Schedule of Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Deferred tax assets:
NOL and tax attributes	$ 37,120	$ 32,878
Accrued expenses and reserve	1,539	1,055
Deferred revenue and expenses	7,493	872
State income taxes	7	7
Capitalized license and patent costs	1,311	1,980
Capitalized research and development cost	18,462	0
Lease liabilities	8,058	0
Stock-based compensation	2,921	576
Total deferred tax assets	76,911	37,368
Valuation allowance	(66,408)	(34,521)	$ (10,702)
Net deferred tax assets	10,503	2,847
Deferred tax liabilities:
Investments in equity securities	(1,713)	(2,077)
Lease right of use assets	(7,037)	0
Fixed assets	(2,134)	(1,246)
Total deferred tax liabilities	(10,884)	(3,323)
Net deferred tax assets (liabilities)	$ (381)	$ (476)

Income Taxes - Schedule of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Unrecognized tax benefits, beginning balance	$ 2,202	$ 1,353
Increases related to current year tax positions	847	869
Increases related to prior year tax positions	0	7
Decreases related to prior year tax positions	(250)
Decreases related to prior year tax positions	0	(27)
Unrecognized tax benefits, ending balance	$ 2,799	$ 2,202

Income Taxes - Schedule of Deferred Tax Valuation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Deferred Tax Valuation [Roll Forward]
Deferred valuation allowance, beginning balance	$ 34,521	$ 10,702
Change charged to expense	31,887	23,819
Deferred valuation allowance, ending balance	$ 66,408	$ 34,521

Net Loss Per Share - Basic and Diluted Net Income Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Numerator:
Net loss	$ (99,421)	$ (66,923)
Denominator:
Weighted average common shares outstanding, basic (in shares)	60,801,133	31,663,243
Weighted average common shares outstanding, diluted (in shares)	60,801,133	31,663,243
Net loss per share, basic (in dollars per share)	$ (1.64)	$ (2.11)
Net loss per share, diluted (in dollars per share)	$ (1.64)	$ (2.11)

- Definition

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

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- Definition

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

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+ Details

- Definition

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

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+ Details

Net Loss Per Share - Computation of the Basic and Diluted Net Loss Per Share Attributable to Common Stockholders (Details) - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	7,038,329	6,776,395
Stock options
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	6,733,074	6,757,591
RSUs and PSUs issued and outstanding
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	256,146	0
Shares committed under ESPP
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	49,109	18,804