0000950170-23-058838 | 10-Q | XBRL Viewer

Marketable Securities

9 Months Ended

Sep. 30, 2023

Investments, Debt and Equity Securities [Abstract]

As of September 30, 2023, the Company had no marketable securities. The Company had marketable securities that consisted of $24,675,000 at December 31, 2022. The following table presents the Company's marketable securities at December 31, 2022:


	December 31, 2022
(In thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
U.S. Treasury Securities	$	24,771	$	—	$	(96	)	$	24,675
	$	24,771	$	—	$	(96	)	$	24,675

At December 31, 2022, the Company's marketable securities consisted of $24,771,000 of investments that mature within 12 months and the Company recorded an unrealized loss on investments of $96,000 for the year ended December 31, 2022.

Commitments and Contingencies - Additional Information (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)	Dec. 31, 2015 SupportingTechnology
Commitments And Contingencies [Line Items]
Type of Cost, Good or Service [Extensible List]	us-gaap:LicenseMember		us-gaap:LicenseMember
Albert Einstein College Of Medicine \| Einstein License And Service Agreement
Commitments And Contingencies [Line Items]
Milestone payments for each product, process or service			$ 1,850
Milestone payments for each new indication of licensed product			1,850
Aggregate amount of additional milestone payments			5,750
Einstein License
Commitments And Contingencies [Line Items]
Number of supporting technologies \| SupportingTechnology					2
Patent expenses	$ 0	$ 0	$ 0	$ 0
Type of Cost, Good or Service [Extensible List]	us-gaap:CostsAndExpenses	us-gaap:CostsAndExpenses	us-gaap:LicenseMember	us-gaap:LicenseMember

Loan with Silicon Valley Bank (Additional Information) (Details) - USD ($)				3 Months Ended		9 Months Ended
	Feb. 15, 2025	Feb. 15, 2024	Feb. 15, 2022	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Line of Credit Facility [Line Items]
Interest expense, net				$ (254,000)	$ (33,000)	$ (848,000)	$ (98,000)
Interest Expense relating accretion of the final payment				183,000	33,000	354,000	76,000
Debt issuance costs				141,748		141,748
Amortization of debt issuance costs				9,000	$ 9,000	28,000	$ 21,000
Cash obligation				$ 20,000,000		$ 20,000,000
Silicon Valley Bank
Line of Credit Facility [Line Items]
Final fee (percentage)			5.00%
Prepayment premium rate	1.00%	2.00%
Silicon Valley Bank \| Term Loan Agreement
Line of Credit Facility [Line Items]
Short-Term Debt			$ 10,000,000
Interest rate						10.75
Closing Date				Jun. 30, 2023		Jun. 30, 2023
Variable interest rate (percentage)						2.25%
Silicon Valley Bank \| Term Loan Agreement \| Maximum
Line of Credit Facility [Line Items]
Interest rate, floating				5.50%		5.50%
Silicon Valley Bank \| Term Loan Agreement \| Minimum
Line of Credit Facility [Line Items]
Variable interest rate (percentage)						2.25%
Silicon Valley Bank \| Tranche A loan
Line of Credit Facility [Line Items]
Monthly installments						30 months

Loan with Silicon Valley Bank

9 Months Ended

Sep. 30, 2023

Debt Disclosure [Abstract]

Loan with Silicon Valley Bank

On February 15, 2022 (the “Closing Date”), the Company entered into a Loan and Security Agreement (the “Loan Agreement”), with Silicon Valley Bank, as lender (“SVB”). The Company drew $10,000,000 in term loans under the Loan Agreement (the "Term Loans") on the Closing Date. The Loan Agreement was amended in April 2023.

The Term Loans bear interest at a floating rate per annum equal to the greater of (A) the prime rate (as published in the money rates section of The Wall Street Journal) plus 2.25% and (B) 5.50%. The Term Loans were interest only from the Closing Date through June 30, 2023, after which the Company is required to pay 30 equal monthly installments of principal. At September 30, 2023, the interest rate was 10.75% based on the prime rate plus 2.25%.

The Term Loans may be prepaid in full prior to February 15, 2024 with payment of a 2.00% prepayment premium, on or after which they may be prepaid in full with payment of a 1.00% prepayment premium. Upon prepayment or repayment in full of the Term Loans, the Company will be required to pay a one-time final payment fee equal to 5.00% of the original principal amount of any funded Term Loans being repaid. This one-time final payment fee is recorded to interest expense using the effective interest method over the period of the Term Loans in the consolidated statements of operation and other comprehensive loss.

The Term Loans and related obligations under the Loan Agreement are secured by substantially all of the Company’s properties, rights and assets, except for its intellectual property which is subject to a negative pledge under the Loan Agreement.

The Loan Agreement contains customary representations, warranties, events of default and covenants, including a requirement that the Company maintain in accounts of the Company at SVB unrestricted and unencumbered cash equal to the lesser of all of the Company’s cash or $20,000,000. On March 10, 2023, SVB was closed by state regulators and the Federal Deposit Insurance Company ("FDIC") was appointed receiver for the bank. The FDIC created a successor bridge bank, Silicon Valley Bridge Bank, N.A. (“SVBB”) and all deposits of SVB were transferred to SVBB under a systemic risk exception approved by the U.S. Department of the Treasury, the Federal Reserve and the FDIC. SVBB continues to hold the Company’s Term Loans under the same existing terms and covenants which were in place with SVB.

During the three and nine months ended September 30, 2023, the Company recognized interest expense related to the Term Loans of $254,000 and $848,000, respectively, and $33,000 and $98,000, respectively, in interest expense related to accretion of the final payment. During the three and nine months ended September 30, 2022, the Company recognized interest expense related to the Term Loans of $183,000 and $354,000, respectively, and $33,000 and $76,000 in interest expense related to accretion of the final payment for the three months and nine months ended September 30, 2022, respectively.

The following tables present the aggregate maturities of long-term and current portion of debt as of September 30, 2023 (in thousands):



Year	Aggregate Minimum Payments
2023	$	1,000
2024		4,000
2025		4,000
Total maturities	$	9,000


Total long-term debt			$	5,000
Accretion of final payment				207
Less: unamortized debt issuance costs				(46	)
Long-term debt, net			$	5,160

Total current portion of long-term debt			$	4,000
Less: unamortized debt issuance costs				(37	)
Current portion of long-term debt, net			$	3,963

Debt Issuance Costs

Debt issuance costs are deferred and presented as a reduction to long-term debt. Debt issuance costs are amortized using the effective interest rate method over the term of the loan. Amortization of deferred debt issuance costs are included in interest expense in the consolidated statements of operations and comprehensive loss. The Company incurred approximately $141,748 in debt issuance costs related to the Loan Agreement. For the three and nine months ended September 30, 2023, the Company recorded approximately $9,000 and $28,000, respectively, in amortization of debt issuance costs to interest expense in the consolidated statements of operations and comprehensive loss. For the three and nine months ended September 30, 2022, the Company recorded approximately $9,000 and $21,000, respectively, in amortization of debt issuance costs to interest expense in the 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.

+ References

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+ Details

Fair Value

9 Months Ended

Sep. 30, 2023

Fair Value Disclosures [Abstract]

Fair Value

The Company accounts for its financial assets and liabilities using fair value measurements. The authoritative accounting guidance defines fair value, establishes a framework for measuring fair value under U.S. GAAP and enhances disclosures about fair value measurements. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.

The following table presents information about the Company’s assets that are measured at fair value on a recurring basis as of September 30, 2023 and December 31, 2022, and indicate the level of the fair value hierarchy utilized to determine such fair value:


	Fair Value Measurements as of September 30, 2023
	(in thousands)
	Level 1		Level 2		Level 3		Fair Value
Cash equivalents	$	54,691	$	—	$	—	$	54,691
Marketable securities		—	$	—		—		—
Total	$	54,691	$	—	$	—	$	54,691

	Fair Value Measurements as of December 31, 2022
	(in thousands)
	Level 1		Level 2		Level 3		Fair Value
Cash equivalents	$	45,423	$	—	$	—	$	45,423
Marketable securities		—		24,675		—		24,675
Total	$	45,423	$	24,675	$	—	$	70,098

As of September 30, 2023, the Company reported approximately $54,691,000 in cash equivalents. The Company measures the cash equivalents that are invested in money market funds using Level 1 inputs for identical securities. The Company measures the fair value of marketable securities that are invested in U.S. Treasury securities using Level 2 inputs and primarily relies on quoted prices in active markets for similar marketable securities. As of December 31, 2022, the Company reported approximately $45,423,000 and $24,675,000 in cash equivalents and marketable securities, respectively. During the three and nine months ended September 30, 2023, and the year ended December 31, 2022, there were no transfers between Level 2 and Level 3.

- 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

Stock Based Compensation - Schedule of Estimated Fair Value of Each Stock Option Award (Details)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Risk-free interest rate, minimum	3.40%	1.53%
Risk-free interest rate, maximum	4.16%	2.92%
Expected dividend yield	0.00%	0.00%
Expected volatility, minimum	97.03%	92.10%
Expected volatility, maximum	110.40%	95.70%
Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected life	6 years 3 months	6 years 3 months
Minimum [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected life	5 years 6 months	5 years 6 months

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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+ Details

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Cash flows from operating activities
Net Loss	$ (37,299,000)	$ (38,418,000)
Adjustments to reconcile net loss to cash used in operating activities:
Depreciation and amortization	443,000	719,000
Stock-based compensation	6,108,000	7,384,000
Decrease in the carrying amount of right-of-use-assets	2,142,000	507,000
Gain on right-of-use asset termination	0	(258,000)
Loss (gain) on sale of property and equipment	(2,000)	4,000
Amortization of premium/discount on purchased securities	(234,000)	(101,000)
Amortization of debt issuance costs	28,000	21,000
Accretion of final payment on term loan	98,000	76,000
Changes in operating assets and liabilities:
Account receivable	(1,603,000)	2,347,000
Prepaid expenses and other current assets	(324,000)	(846,000)
Deposits	139,000	(395,000)
Accounts payable	(251,000)	(546,000)
Accrued expenses	1,573,000	(741,000)
Research and development contract liability	2,238,000	(645,000)
Operating lease liability	(2,064,000)	(397,000)
Accrued interest	0	(3,000)
Net cash used in operating activities	(29,003,000)	(31,292,000)
Cash flows from investing activities
Purchases of property and equipment	0	(170,000)
Cash received from the sale of property and equipment	2,000	6,000
Redemption of short-term investments	25,000,000	0
Purchase of short-term investments	0	(29,445,000)
Net cash provided by (used in) investing activities	25,002,000	(29,609,000)
Cash flows from financing activities
Proceeds from ATM offering, net of sales agent commission and fees	7,605,000	16,598,000
Proceeds from borrowings under term loan	0	10,000,000
Payment of term loan	(1,000,000)	0
Proceeds from exercise of stock options	473,000	0
Payment of debt issuance cost	0	(142,000)
Restricted stock awards withheld at vesting to cover taxes	0	(200,000)
Net cash provided by financing activities	7,078,000	26,256,000
Net increase (decrease) in cash, cash equivalents, and restricted cash	3,077,000	(34,645,000)
Cash, cash equivalents, and restricted cash at beginning of period	51,764,000	64,521,000
Cash, cash equivalents, and restricted cash at end of period	54,841,000	29,876,000
Supplemental disclosures of non-cash investing and financing activities:
Cash paid for interest	768,000	354,000
Right-of-use asset and lease liability (new lease)	0	9,057,000
Operating lease modification	$ 0	$ 7,119,000

Property and Equipment

9 Months Ended

Sep. 30, 2023

Property, Plant and Equipment [Abstract]

Property and Equipment

Property and equipment as of September 30, 2023 and December 31, 2022 consisted of the following:


	September 30, 2023			December 31, 2022
	(in thousands)
Laboratory equipment	$	5,205		$	5,246
Furniture and fixtures		81			81
Computer and office equipment		296			296
Leasehold improvements		118			118
		5,699			5,741
Less accumulated depreciation		(4,635	)		(4,242	)
Net property and equipment	$	1,064		$	1,499

Depreciation expense for the three months ended September 30, 2023 and 2022 was approximately $128,000 and $198,000, respectively. Depreciation expense for the nine months ended September 30, 2023 and 2022 was approximately $434,000 and $630,000, respectively. Depreciation expense for the nine months ended September 30, 2023 excludes trademark amortization expense of approximately $9,000. Depreciation expense for the nine months ended September 30, 2022 excludes trademark amortization expense of approximately $9,000, and amortization of capitalized license expenses of approximately $80,000. During the nine months ended September 30, 2023, the Company sold fully depreciated lab equipment with an acquisition cost of $41,450 and collected cash of $2,000. The Company recorded a gain on the sale of fixed assets of $2,000, which is presented in other income on the consolidated statements of operations and other comprehensive loss. During the nine months ended September 30, 2022, the Company sold furniture and fixtures with an acquisition cost of $30,000 and collected cash of $5,800. The Company recorded a loss on the sale of fixed assets of $4,300, which is presented in other income on the consolidated statements of operations and other comprehensive loss.

Stock-Based Compensation

9 Months Ended

Sep. 30, 2023

Share-Based Payment Arrangement [Abstract]

Stock-based compensation

7. Stock-Based Compensation

Stock Option Valuation

For stock options requiring an assessment of value during the nine months ended September 30, 2023 and 2022, the fair value of each stock option award was estimated using the Black-Scholes option-pricing model utilizing the following assumptions:


		September 30, 2023
Risk-free interest rate		3.4% - 4.16%
Expected dividend yield		0%
Expected volatility		97.03% - 110.4%
Expected life		5.50 to 6.25 years

		September 30, 2022
Risk-free interest rate		1.53% - 2.92%
Expected dividend yield		0%
Expected volatility		92.1% - 95.7%
Expected life		5.50 to 6.25 years

A summary of stock option activity for the nine months ended September 30, 2023 is as follows:


	Number of Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (in Years)
Stock options outstanding at December 31, 2022		6,173,867		$	9.60		5.05
Granted		2,576,900			3.65		—
Exercised		(165,602	)		2.86		—
Cancelled		(1,084,685	)		4.78		—
Stock options outstanding at September 30, 2023		7,500,480			8.40		6.35
Stock options exercisable at September 30, 2023		4,365,960		$	10.38		4.54

The Company recognized approximately $2,073,000 and $6,108,000 in stock-based compensation expense during the three and nine months ended September 30, 2023, respectively, related to stock options activity. As of September 30, 2023, total unrecognized stock-based compensation expense was approximately $12,141,000, which is expected to be recognized as an operating expense in the Company’s consolidated statement of operations and other comprehensive loss over the weighted average remaining period of 2.16 years. During the three months ended September 30, 2023, the Company granted stock options to purchase 1,115,000 shares of common stock with a weighted average grant date fair value of $4.17 per share. During the nine months ended September 30, 2023, the Company granted stock options to purchase 2,576,900 shares of common stock with a weighted average grant date fair value of $3.65 per share.

The Company recognized approximately $2,045,000 and $6,537,000 in stock-based compensation expense during the three and nine months ended September 30, 2022, respectively, related to stock options activity. As of September 30, 2022, total unrecognized stock-based compensation expense was approximately $13,856,000, which is expected to be recognized as an operating expense in the Company’s consolidated statements of operations and other comprehensive loss over the weighted average remaining period of 2.13 years. During the three months ended September 30, 2022, the Company granted stock options to purchase 12,500 shares of common stock with a weighted average grant date fair value of $2.45 per share. During the nine months ended September 30, 2022, the Company granted stock options to purchase 828,500 shares of common stock with a weighted average grant date fair value of $6.99 per share.

The intrinsic value of exercisable but unexercised in-the-money stock options at September 30, 2023 was approximately $0, based on a weighted average grant date fair value of $10.38 per share on September 30, 2023.

Restricted Stock Units

On October 3, 2019, the Company granted 100,000 restricted stock units (“RSUs”) with time-based vesting conditions to an executive officer having an average grant date fair value of $7.53 per share. The RSUs vested in three equal installments beginning on the grant date, and annually on each anniversary of the grant date thereafter. Compensation expense is recognized on a straight-line basis.

On February 5, 2020, the Company granted 150,000 RSUs with time-based vesting conditions to an executive officer. One-half of the RSUs vested on September 30, 2021, and the balance vested on March 31, 2022. On March 31, 2020, the Company granted 50,000 RSUs with time-based vesting conditions to an executive officer. The RSUs vested in three equal installments beginning on the grant date, and annually on each anniversary of the grant date thereafter. Compensation expense is recognized on a straight-line basis.

On August 21, 2020, the Company granted 20,000 RSUs with time-based vesting conditions to an executive officer. The RSUs vest in three equal installments beginning on the grant date, and annually on each anniversary of the grant date thereafter, subject to the recipient’s continued service on each applicable vesting date. Compensation expense is recognized on a straight-line basis.

The Company recognized $0 in stock-based compensation during the three and nine months ended September 30, 2023 related to RSU activity. As of September 30, 2023, total unrecognized stock-based compensation was fully recognized as an operating expense in the Company’s consolidated statements of operations and other comprehensive loss. The Company recognized approximately $19,000 and $847,000 in stock-based compensation during the three and nine months ended September 30, 2022, respectively, related to RSU activity. As of September 30, 2022, total unrecognized stock-based compensation was fully recognized as an operating expense in the Company’s consolidated statements of operations and other comprehensive loss.

Stock-based Compensation

Stock-based compensation expense for the three and nine months ended September 30, 2023 and 2022 was included in the Company’s consolidated statements of operations and other comprehensive loss as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2023		2022		2023		2022
General and administrative	$	858	$	1,003	$	2,708	$	3,650
Research and development		1,215		1,061		3,399		3,734
Total	$	2,073	$	2,064	$	6,108	$	7,384

Consolidated Balance Sheets (Parenthetical) (Unaudited) - $ / shares	Sep. 30, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	45,123,281	43,042,548
Common stock, shares outstanding	45,123,281	43,042,548

Summary of Significant Accounting Policies - Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share	18,220,326	7,058,087
Common Stock Warrants
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share	10,719,846	789,358
Common Stock Options
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share	7,500,480	6,268,729

Marketable Securities - Schedule of Fair Value of Available-for-Sale Marketable Securities (Details)	Dec. 31, 2022 USD ($)
Schedule Of Available For Sale Securities [Line Items]
Amortized Cost	$ 24,771,000
Gross Unrealized Gains	0
Gross Unrealized Losses	(96,000)
Fair Value	24,675,000
U.S. Treasury securities
Schedule Of Available For Sale Securities [Line Items]
Amortized Cost	24,771,000
Gross Unrealized Gains	0
Gross Unrealized Losses	(96,000)
Fair Value	$ 24,675,000

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (aa)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (aaa)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-3

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-3

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-3

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-3

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-3

+ Details

Organization and Basis of Presentation

9 Months Ended

Sep. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization and Basis of Presentation

Cue Biopharma, Inc. (the "Company") is a clinical-stage biopharmaceutical company developing a novel class of injectable biologics designed to selectively engage and modulate tumor-specific T cells within the body to treat a broad range of cancers, chronic infectious diseases, and autoimmune diseases. The Company’s corporate office and research facilities are located in Boston, Massachusetts.

The Company is in the development stage and has incurred recurring losses and negative cash flows from operations since inception. As of September 30, 2023, the Company had cash and cash equivalents of approximately $54,691,000. Management believes that current cash and cash equivalents on hand at September 30, 2023 are sufficient to fund operations for at least the next twelve months from the date of issuance of these financial statements; however, the future viability of the Company is dependent on its ability to raise additional capital to finance its operations and to fund research and development costs in order to seek approval for commercialization of its drug product candidates. The Company’s failure to raise capital as and when needed would have a negative impact on its financial condition and its ability to pursue its business strategies as this capital is necessary for the Company to perform the research and development activities required to develop and commercialize the Company’s drug product candidates in order to generate future revenue streams.

Commitments and Contingencies

9 Months Ended

Sep. 30, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

10. Commitments and Contingencies

Einstein License Agreement

In 2015, the Company entered into the Einstein License Agreement with Einstein for certain patent rights relating to the Company’s core technology platform for the engineering of biologics to control T cell activity, precision, immune-modulatory drug product candidates, and two supporting technologies that enable the discovery of costimulatory signaling molecules (ligands) and T cell targeting peptides. The Company entered into an amended and restated license agreement on July 31, 2017, as amended on October 2018, which modified certain obligations of the parties under the Einstein License Agreement. For each of the three months ended September 30, 2023 and 2022, the Company incurred $0 in fees and expenses to Einstein related to this license. For each of the nine months ended September 30, 2023 and 2022, the Company incurred $0 in fees and expenses to Einstein related to this license.

The Company’s remaining commitments with respect to the Einstein License Agreement are based on the attainment of future milestones. The aggregate amount of milestone payments made under the Einstein License Agreement may equal up to $1.85 million for each product, process or service that use the patents covered by the Einstein License Agreement, including certain technology received from Einstein related thereto (the "Licensed Product"), and up to $1.85 million for each new indication of a Licensed Product. Additionally, the aggregate amount of one-time milestone payments based on cumulative sales of all Licensed Products may equal up to $5.75 million. The Company is also party to a material transfer agreement with Einstein focusing on infectious disease and assessing the application of the Company's Neo-STAT asset for the treatment of infectious disease.

Collaboration Agreement with LG Chem

See discussion of the LG Chem Collaboration Agreement in Note 9.

Collaboration Agreement with Ono

See discussion of the Ono Collaboration and Option Agreement in Note 9.

Contingencies

The Company accrues contingent liabilities to the extent that the liability is probable and estimable. There are no accruals for contingent liabilities in the Company’s consolidated financial statements.

The Company may be subject to various legal proceedings from time to time as part of its business. As of September 30, 2023, the Company was not a party to any legal proceedings or threatened legal proceedings, the adverse outcome of which, individually or in the aggregate, would have a material adverse effect on its business, financial condition or results of operations.

Fair Value - Schedule of Fair Value Assets Measured on Recurring Basis (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash equivalents	$ 54,691,000	$ 45,423,000
Marketable securities	0	24,675,000
Total	54,691,000	45,423,000
Fair Value Measurements, Recurring Basis
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash equivalents	54,691,000	45,423,000
Marketable securities	0	24,675,000
Total	54,691,000	70,098,000
Fair Value Measurements, Recurring Basis \| Level 1
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash equivalents	54,691,000	45,423,000
Marketable securities	0	0
Total	54,691,000	45,423,000
Fair Value Measurements, Recurring Basis \| Level 2
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash equivalents	0	0
Marketable securities	0	24,675,000
Total	0	24,675,000
Fair Value Measurements, Recurring Basis \| Level 3
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash equivalents	0	0
Marketable securities	0	0
Total	$ 0	$ 0

Marketable Securities - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Sep. 30, 2023
Investments, Debt and Equity Securities [Abstract]
Marketable securities	$ 24,675,000	$ 0
Unrealized gain on investments	$ 96,000
Marketable securities, Maturity period	12 months
Amortized Cost	$ 24,771,000

Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2023	Nov. 01, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Trading Symbol	CUE
Entity Registrant Name	Cue Biopharma, Inc.
Entity Central Index Key	0001645460
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Interactive Data Current	Yes
Document Transition Report	false
Title of 12(b) Security	Common Stock, par value $0.001 per share
Security Exchange Name	NASDAQ
Entity Incorporation, State or Country Code	DE
Document Quarterly Report	true
Entity Emerging Growth Company	false
Entity Common Stock, Shares Outstanding		45,123,281
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity File Number	001-38327
Entity Tax Identification Number	47-3324577
Entity Address, Address Line One	40 Guest Street
Entity Address, City or Town	Boston
Entity Address State or Province	MA
Entity Address, Postal Zip Code	02135
City Area Code	617
Local Phone Number	949-2680

Loan with Silicon Valley Bank (Tables)

9 Months Ended

Sep. 30, 2023

Summary of Future Principal Debt Payments on Term Loan Agreement

The following tables present the aggregate maturities of long-term and current portion of debt as of September 30, 2023 (in thousands):



Year	Aggregate Minimum Payments
2023	$	1,000
2024		4,000
2025		4,000
Total maturities	$	9,000


Total long-term debt			$	5,000
Accretion of final payment				207
Less: unamortized debt issuance costs				(46	)
Long-term debt, net			$	5,160

Total current portion of long-term debt			$	4,000
Less: unamortized debt issuance costs				(37	)
Current portion of long-term debt, net			$	3,963

Loan with Silicon Valley Bank - Summary of Future Principal Debt Payments on Term Loan Agreement (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Debt Instruments [Abstract]
2023	$ 1,000
2024	4,000
2025	4,000
Total maturities	9,000
Total long-term debt	5,000
Accretion of final payment	207
Less: unamortized debt issuance costs	(46)
Long-term debt, net	5,160	$ 8,035
Total current portion of long-term debt	4,000
Less: unamortized debt issuance costs	(37)
Current portion of long-term debt, net	$ 3,963	$ 1,963

Leases

9 Months Ended

Sep. 30, 2023

Leases [Abstract]

Leases

11. Leases

On March 28, 2022, the Company entered into a License Agreement (the “License”) with MIL 40G, LLC (the “Licensor”), pursuant to which the Company leases approximately 13,000 square feet of office, research and development and laboratory space located at 40 Guest Street, Boston, Massachusetts 02135 (the “Premises”). The Company relocated its corporate headquarters to the Premises in April 2022. On March 28, 2022, the Company terminated its office and lab space lease in Cambridge Massachusetts (the “Laboratory and Office Lease”) effective April 30, 2022. The Company performed an analysis of the accounting implications of this termination based on ASC 360 Impairments and Abandonments guidance. At March 31, 2022, the Company recorded an adjustment to decrease the right-of-use asset and lease liability of approximately $8,124,000 and $8,382,000, respectively, and recorded a gain on right-of-use asset termination included in the consolidated statement of operations and other comprehensive loss of approximately $258,000.

The Company recognized a right of use asset of approximately $9,056,000 and an operating lease liability of approximately $9,056,000 which were recorded as of the Term Commencement Date (as defined below) related to the License.

The term of the License commenced on April 15, 2022 (the “Term Commencement Date”) and expires on April 14, 2026 (the “Term”). The License has a monthly rental rate of $200,700 for the first year of the Term, $208,728 for the second year of the Term, $217,077 for the third year of the Term and $225,760 for the remainder of the Term. Pursuant to the License, the Company prepaid two months of rent and a security deposit. The Licensor is obligated under the License to provide certain services to the Company, including providing certain gases, chemicals and equipment to the Premises’ laboratory space, IT support, security, office support and health and safety training. The Licensor has the right to terminate the License for Cause (as defined in the License).

On May 3, 2022, the Company entered into the First Amendment to the License ("First Amendment”) with the Licensor, pursuant to which the License was expanded to include an additional room effective July 15, 2022. In consideration of the First Amendment, the security deposit was increased from $225,760 to $235,884 effective July 15, 2022. Upon execution of the First Amendment, the Company prepaid three months of rent, two of which will be held in escrow and credited against future rent payments and the other of which was applied to the first month’s rent. Effective July 15, 2022, the monthly rental rate under the First Amendment increased to $209,700 from $200,700. The Company recognized a right of use asset of approximately $369,000 and a short- and long-term operating lease liability of approximately $100,300 and $260,600, respectively, using the weighted average discount rate of 8%, which were recorded as of the Term Commencement Date related to the License.

On May 31, 2022, the Company entered into an operating lease for additional laboratory space at 40 Guest Street, Boston, Massachusetts for the period from December 1, 2022 through December 1, 2024 (the “40G Additional Laboratory Lease”). The 40G Additional Laboratory Lease contains escalating payments during the lease period. The monthly rental rate under the 40G Additional Laboratory Lease is $59,152 for the first 12 months and $61,519 for the remainder of the term. Under the terms of this lease agreement, the Company prepaid three months of rent, two of which will be held in escrow and credited against future rent payments and the other of which was applied to the first month’s rent. The Company recognized a right of use asset of approximately $1,307,000 and a short- and long-term operating lease liability of approximately $712,000 and $535,000, respectively, using the weighted average discount rate of 10%, which were recorded as of the Term Commencement Date related to the 40G Additional Laboratory Lease.

On September 9, 2022, the Company terminated its lab space lease in Cambridge, Massachusetts with MIL 21E, LLC with an effective termination date of December 6, 2022. The Company performed an analysis of the accounting implications of this termination based on ASC 360 Impairments and Abandonment guidance. The Company recorded an entry to remove the remaining lease liability and right of use asset of $963,000 and $945,000, respectively. The difference between the carrying amounts of the right of use asset and lease liability of $19,000 was recorded at termination in September 2022, to gain on right of use asset and included in the consolidated statements of operations and other comprehensive loss.

For the three and nine months ended September 30, 2023, the Company recorded approximately $122,000 and $402,000, respectively, in non-cash interest expense to the lease liability. For the three and nine months ended September 30, 2022, the Company recorded approximately $146,000 and $309,000, respectively, in non-cash interest expense to the lease liability.

At September 30, 2023, the Company recorded approximately $7,060,000 to operating lease right-of-use asset, and approximately $3,399,000 and $3,855,000 to the short-term and long-term operating lease liability, respectively. At December 31, 2022, the Company recorded approximately $9,203,000 to operating lease right-of-use asset, and approximately $3,300,000 and $6,018,000 to short-term and long-term operating lease liability, respectively. As of September 30, 2023 and December 31, 2022, a security deposit of approximately $595,000 was included in deposits on the Company’s consolidated balance sheet related to the 40G Additional Laboratory Lease. Cash was collected in the amount of $0 and approximately $199,000 for the Company's former Cambridge 21 Erie Laboratory space during the three and nine months ended September 30, 2023, respectively.

Future minimum lease payments under the leases in effect at September 30, 2023 are as follows:


Year	(in thousands)
2023 (3 months remaining)		835
2024		3,368
2025		2,799
2026		818
Total lease payments	$	7,820
Less: present value discount		(566	)
Total	$	7,254

Total rent expense of approximately $853,000 and $860,000 was included in the consolidated statements of operations and other comprehensive loss for the three months ended September 30, 2023 and 2022, respectively. Total rent expense of approximately $2,566,000 and $3,309,000 was included in the consolidated statements of operations and other comprehensive loss for the nine months ended September 30, 2023 and 2022, respectively. Other information pertaining to the Company’s operating leases for the three and nine months ended September 30, 2023 is summarized in the table below.


Other information	Three Months Ended September 30, 2023			Nine Months Ended September 30, 2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases (in thousands)	$	(709	)	$	(2,064	)
Operating lease cost (in thousands)	$	853		$	2,566
Weighted average discount rate	5.75%			5.75%
Weighted average remaining lease term	2.39 years			2.39 years

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Summary of Estimated Useful Lives of Assets

Depreciation of property and equipment is provided using the straight-line method over the following estimated useful lives:


Laboratory equipment		5 years
Computer and office equipment		3 years
Furniture and fixtures		3-8 years

Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share

At September 30, 2023 and 2022, the Company excluded the outstanding securities summarized below, which entitle the holders thereof to acquire shares of common stock, from its calculation of earnings per share, as their effect would have been anti-dilutive.


	September 30,
	2023		2022
Common stock warrants		10,719,846		789,358
Common stock options		7,500,480		6,268,729
Total		18,220,326		7,058,087

Fair Value - Additional Information (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Fair Value Disclosures [Abstract]
Cash equivalents and marketable securities	$ 54,691,000	$ 45,423,000
Marketable securities	0	24,675,000
Fair value assets transfers between Level 2 and Level 3	$ 0	$ 0

Warrants (Table)

9 Months Ended

Sep. 30, 2023

Warrants and Rights Note Disclosure [Abstract]

Summary of Common Stock Warrant Activity

The following table shows common stock warrants outstanding as of September 30, 2023:


	Warrant Issued November 16, 2022		Total
Balance at December 31, 2022		10,719,846		10,719,846
Issued via cashless exercises		—		—
Withheld as payment to cover issued shares		—		—
Expired		—		—
Issued		—		—
Balance at September 30, 2023		10,719,846		10,719,846

Leases (Tables)

9 Months Ended

Sep. 30, 2023

Leases [Abstract]

Schedule of Future Minimum Lease Payments for Operating Lease

Future minimum lease payments under the leases in effect at September 30, 2023 are as follows:


Year	(in thousands)
2023 (3 months remaining)		835
2024		3,368
2025		2,799
2026		818
Total lease payments	$	7,820
Less: present value discount		(566	)
Total	$	7,254

Schedule of Other Information of Operating Leases

Other information pertaining to the Company’s operating leases for the three and nine months ended September 30, 2023 is summarized in the table below.


Other information	Three Months Ended September 30, 2023			Nine Months Ended September 30, 2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases (in thousands)	$	(709	)	$	(2,064	)
Operating lease cost (in thousands)	$	853		$	2,566
Weighted average discount rate	5.75%			5.75%
Weighted average remaining lease term	2.39 years			2.39 years

Collaboration Revenue

9 Months Ended

Sep. 30, 2023

Revenue from Contract with Customer [Abstract]

Collaboration Revenue

9. Collaboration Revenue

The Company recognizes collaboration revenue under certain of the Company’s license or collaboration agreements that are within the scope of ASC 606. The Company’s contracts with customers typically include promises related to licenses to intellectual property and research and development services. If the license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenue from non-refundable, up-front fees allocated to the license when the license is transferred to the licensee and the licensee is able to use and benefit from the license. For licenses that are bundled with other promises, the Company utilizes 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 from non-refundable, up-front fees. The Company’s contracts may include options to acquire additional goods and/or services.

The terms of the Company’s arrangements with customers typically include the payment of one or more of the following: (i) non-refundable, up-front payment, and pass through costs related to research activities, (ii) development, regulatory and commercial milestone payments, (iii) future options and (iv) royalties on net sales of licensed products. Accordingly, the transaction price is generally comprised of a fixed fee due at contract inception and variable consideration in the form of pass through costs and milestone payments due upon the achievement of specified events and tiered royalties earned when customers recognize net sales of licensed products. The Company measures the transaction price based on the amount of consideration to which it expects to be entitled in exchange for transferring the promised goods and/or services to the customer. The Company utilizes the “most likely amount” method to estimate the amount of variable consideration, to predict the amount of consideration to which it will be entitled for its one open contract. Amounts of variable consideration are included in the transaction price to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. Milestone payments that are not within the control of the Company or the licensee, such as those dependent upon receipt of regulatory approval, are not considered to be probable of achievement until the triggering event occurs. At the end of each reporting period, the Company reevaluates the probability of achievement of each milestone and any related constraint, and, if necessary, adjusts its estimate of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenue and net loss in the period of adjustment.

For arrangements that include sales-based royalties, including milestone payments based upon the achievement of a certain level of product sales, the Company recognizes revenue upon the later of: (i) when the related sales occur or (ii) when the performance obligation to which some or all of the payment has been allocated has been satisfied (or partially satisfied). To date, the Company has not recognized any development, regulatory or commercial milestones or royalty revenue resulting from any of its collaboration arrangements. Consideration that would be received for optional goods and/or services is excluded from the transaction price at contract inception.

The Company allocates the transaction price to each performance obligation identified in the contract on a relative standalone selling price basis, when applicable. However, certain components of variable consideration are allocated specifically to one or more particular performance obligations in a contact to the extent both of the following criteria are met: (i) the terms of the payment relate specifically to the efforts to satisfy the performance obligation or transfer the distinct good or service and (ii) allocating the variable amount of consideration entirely to the performance obligation or the distinct good or service is consistent with the allocation objective of the standard whereby the amount allocated depicts the amount of consideration to which the entity expects to be entitled in exchange for transferring the promised goods or services. The Company develops assumptions that require judgment to determine the standalone selling price for each performance obligation identified in each contract. The key assumptions utilized in determining the standalone selling price for each performance obligation may include forecasted revenues, development timelines, estimated research and development costs, discount rates, likelihood of exercise and probabilities of technical and regulatory success.

Revenue is recognized based on the amount of the transaction price that is allocated to each respective performance obligation when or as the performance obligation is satisfied by transferring a promised good and/or service to the customer. For performance obligations that are satisfied over time, the Company recognizes revenue by measuring the progress toward complete satisfaction of the performance obligation using a single method of measuring progress which depicts the performance in transferring control of the associated goods and/or services to the customer. The Company uses input methods to measure progress toward the complete satisfaction of performance obligations satisfied over time. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenue and net loss in the period of adjustment. The Company measures progress toward satisfaction of the performance obligation over time as effort is expended.

Collaboration Agreement with LG Chem

On November 6, 2018, the Company entered into a collaboration agreement (the “LG Chem Collaboration Agreement”) with LG Chem Ltd. (“LG Chem”) related to the development of the Company’s Immuno-STATs focused in the field of oncology. Pursuant to the LG Chem Collaboration Agreement, the Company granted LG Chem an exclusive license to develop, manufacture and commercialize the Company’s lead product, CUE-101, as well as Immuno-STATs that target T cells against two additional cancer antigens, in certain Asian countries (collectively, the “LG Chem Territory”). On April 30, 2021, LG Chem’s option pursuant to the Global License and Collaboration Agreement entered into between the Company and LG Chem on December 18, 2019 and as amended on November 5, 2020 (the "Global License and Collaboration Agreement"), expired, and accordingly the Company no longer has any material obligations under the Global License and Collaboration Agreement. In June 2021, after ongoing discussions regarding the selection of the second of the two additional cancer antigens, LG Chem and the Company agreed to let the selection period expire without a second antigen being selected. The Company retains rights to develop and commercialize all assets included in the LG Chem Collaboration Agreement in the United States and in global markets outside of the LG Chem Territory. In exchange for the licenses and other rights granted to LG Chem under the LG Chem Collaboration Agreement, LG Chem made a $5.0 million equity investment in common stock of the Company and a $5.0 million nonrefundable up-front cash payment. The Company is also eligible to receive up to an additional $400.0 million in research, development, regulatory and sales milestones. In addition, the LG Chem Collaboration Agreement also provides that LG Chem will pay the Company tiered single-digit percentage royalties on net sales of commercialized drug product candidates in the LG Chem Territory.

On May 16, 2019, LG Chem paid the Company a $2.5 million milestone payment for the U.S. Food and Drug Administration’s (“FDA”) acceptance of the investigational new drug application (“IND”) for the Company’s lead drug product candidate, CUE-101, pursuant to the LG Chem Collaboration Agreement. The $2.5 million milestone payment was recorded as a contract liability upon receipt of payment as it requires deferral of revenue recognition to a future period until the Company performs its obligations under the arrangement. Of the $2.5 million milestone payment, approximately $412,500 was recognized as tax withholding, shown as income tax expense on the consolidated statement of operations and other comprehensive loss.

On December 7, 2020, the Company earned a $1.25 million milestone payment on the selection of a pre-clinical candidate pursuant to the LG Chem Collaboration Agreement. The $1.25 million milestone payment was recorded as a contract liability upon receipt. Revenue related to this milestone payment was recognized by the Company pursuant to the Company’s revenue recognition policy in relation to the performance of its obligations related to the development of this pre-clinical candidate. Of the $1.25 million milestone payment, approximately $206,250 was withheld as payment of foreign tax withholding and shown as income tax expense on the consolidated statement of operations and other comprehensive loss.

On November 23, 2021, the Company earned a $3 million milestone payment for the selection of a clinical product candidate in partnership with LG Chem. The $3 million milestone payment was recorded as a contract liability upon receipt. Revenue related to this milestone payment was recognized by the Company pursuant to the Company’s revenue recognition policy in relation to the performance of its obligations related to the development of this preclinical candidate. Of the $3 million milestone payment,

approximately $495,000 was withheld as payment of foreign tax withholding and shown as income tax expense on the consolidated statements of operations and comprehensive loss. Cash was collected in relation to this milestone payment in February 2022.

Aside from the $6.75 million in milestone payments earned to date, the Company does not believe that any variable consideration should be included in the transaction price as of September 30, 2023. Such assessment considered the application of the constraint to ensure that estimates of variable consideration would be included in the transaction price only to the extent the Company had a high degree of confidence that revenue would not be reversed in a subsequent reporting period. The Company will re-evaluate the transaction price, including the estimated variable consideration included in the transaction price and all constrained amounts, in each reporting period and as other changes in circumstances occur. For the three months ended September 30, 2023 and 2022, the Company recognized revenue of approximately $178,000 and approximately $68,000, respectively, related to the LG Chem Collaboration Agreement. For the nine months ended September 30, 2023 and 2022, the Company recognized revenue of approximately $243,000 and approximately $1,094,000, respectively, related to the LG Chem Collaboration Agreement. The Company did not record short- or long-term research and development liabilities on its balance sheet dated September 30, 2023 and December 31, 2022 as the performance obligation was met and completed. Research and development cost sharing provisions under the agreement expired on March 31, 2022.

Collaboration and Option Agreement with Ono

On February 22, 2023, the Company entered into a strategic collaboration agreement (the "Ono Collaboration and Option Agreement") with Ono Pharmaceutical Co., Ltd. ("Ono") to further develop CUE-401 and provide dedicated resources and capabilities to help advance CUE-401 toward the clinic. Under the terms of the Ono Collaboration and Option Agreement, Ono paid the Company an upfront payment and agreed to fully fund all research activities related to CUE-401 through a specified option period. During this option period, the Company will be responsible for the research and development of CUE-401. Upon Ono’s exercise of its option to license CUE-401, the Company will receive an option exercise payment and be eligible for development and commercial milestone payments up to an aggregate of approximately $220 million, as well as tiered royalties on sales. Upon any such exercise, Ono will receive worldwide rights to develop and commercialize CUE-401, with the Company retaining a 50% co-development and co-commercialization right in the United States.

Under the terms of the Ono Collaboration and Option Agreement, the Company will perform research activities related to CUE-401 through a specified option period of 24 months (the “Research Term”). During this Research Term, the Company will be responsible for the execution of scientific investigation, nonclinical, preclinical, and clinical drug research and development activities designed to progress CUE-401 toward a potential IND and regulatory approval (such activities, collectively referred to as “R&D”). Ono is responsible for the funding of R&D activities performed by the Company. Per the agreement, as consideration for the R&D activities performed by the Company, Ono (i) made a one-time, non-refundable, non-creditable upfront payment of $3.0 million to the Company and (ii) will reimburse the Company for all costs incurred in conducting research, including (a) pass through costs from third party contractors and (b) full time employee salaries capped at $2.1 million in the first 18 months of the Research Term. The term of the Ono Collaboration and Option Agreement extends until the expiration of the Research Term which cannot exceed a 24-month period. The Company has forecasted that it will be able to complete the R&D activities in 18 months based on the initial research and development plans it has established. The Company received the $3.0 million upfront payment in March 2023.

Aside from the $3.0 million upfront payment and funding related to pass through costs, the Company does not believe that any variable consideration should be included in the transaction price as of September 30, 2023. Such assessment considered the application of the constraint to ensure that estimates of variable consideration would be included in the transaction price only to the extent the Company had a high degree of confidence that revenue would not be reversed in a subsequent reporting period. The Company will re-evaluate the transaction price, including the estimated variable consideration included in the transaction price and all constrained amounts, in each reporting period and as other changes in circumstances occur. For the three months ended September 30, 2023 and 2022, the Company recognized revenue of approximately $1,922,000 and $0, respectively, related to the Ono Collaboration and Option Agreement. For the nine months ended September 30, 2023 and 2022, the Company recognized revenue of approximately $3,426,000 and $0, respectively, related to the Ono Collaboration and Option Agreement. The Company recorded short-term research and development liabilities on its balance sheet dated September 30, 2023, of approximately $2,238,000. The Company did not recognize short or long-term research and development liabilities on its balance sheet as of December 31, 2022, as the agreement was executed in February 2023.

Capitalization of Contract Costs

The Company considered the capitalization of contract costs under the guidance in ASC 340-40, Other Assets and Deferred Costs: Contracts with Customers. As it related to the LG Chem Collaboration Agreement, the Company capitalized license expenses of approximately $908,000 as of September 30, 2023, paid to Einstein pursuant to the Einstein License Agreement which requires the Company to pay a percentage of sublicenses related to the Company’s patent rights for components of its core technology that is

licensed from Einstein. This amount is comprised of approximately $438,000 of capitalized license expenses related to the up-front payment received from LG Chem in December 2018, approximately $313,000 in capitalized license expenses related to the milestone payment received in June 2019, and approximately $157,000 in capitalized license expenses related to the milestone payment received in December 2020, net of accumulated amortization on all capitalized license expenses of approximately $908,000. As of September 30, 2023 and December 31, 2022, no capitalized license expenses net of accumulated amortization were included in prepaid expenses and other short-term assets related to the LG Chem Collaboration Agreement.

- 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
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-10

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-15

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-13

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org//606/tableOfContent

+ Details

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited consolidated financial statements as of September 30, 2023, and for the three and nine months ended September 30, 2023 and 2022, have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) and generally accepted accounting principles in the United States (“U.S. GAAP”) for financial information, which prescribes elimination of all significant intercompany accounts and transactions in the accounts of the Company and its wholly owned subsidiary, Cue Biopharma Securities Corp., which was incorporated in the Commonwealth of Massachusetts in December 2018. In the opinion of management, these financial statements reflect all adjustments which are necessary for a fair statement of the Company’s financial position and results of its operations, as of and for the periods presented. These financial statements should be read in conjunction with the financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K filed with the SEC on March 21, 2023.

Interim results for the three and nine months ended September 30, 2023 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2023, or any future periods.

Public Offerings

In October 2021, the Company entered into an open market sale agreement (the “October 2021 ATM Agreement”) with Jefferies LLC ("Jefferies"), as agent, to sell shares of the Company’s common stock for aggregate gross proceeds of up to $80 million, from time to time, through an at-the-market equity offering program. The October 2021 ATM Agreement will terminate upon the earliest of (a) the sale of $80 million of shares of the Company’s common stock pursuant to the October 2021 ATM Agreement or (b) the termination of the October 2021 ATM Agreement by the Company or Jefferies. During the three months ended September 30, 2023, the Company sold 1,378,867 shares of common stock under the October 2021 ATM Agreement for proceeds of approximately $5,589,000 net of commission paid, but excluding transaction expenses. During the nine months ended September 30, 2023, the Company sold 1,915,131 shares of common stock under the October 2021 ATM Agreement for proceeds of approximately $7,605,000 net of commission paid, but excluding transaction expenses. As of September 30, 2023, the Company had sold an aggregate of 5,508,538 shares of common stock under the October 2021 ATM Agreement for proceeds of approximately $31.2 million, net of commission paid, but excluding transaction expenses, since its inception.

Consolidation

The accompanying consolidated financial statements include the Company and its wholly owned subsidiary, Cue Biopharma Securities Corp. The Company has eliminated all intercompany transactions.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Significant estimates include estimates related to collaboration revenue, the accounting for potential liabilities and accrued expenses, the assumptions utilized in valuing stock-based compensation issued for services, the realization of deferred tax assets, and the useful life with respect to long-lived assets and intangibles. Actual results could differ from those estimates.

Cash Concentrations

The Company maintains its cash balances with financial institutions in federally insured accounts and may periodically have cash balances in excess of insurance limits. The Company maintains its accounts with financial institutions with a high credit rating. The Company has not experienced any losses to date from our deposits with these financial institutions and believes that it is not exposed to any significant credit risk on cash.

Cash and Cash Equivalents

The Company considers all highly liquid investments with a maturity of three months or less at the date of purchase to be cash equivalents. The Company currently invests available cash in money market funds.

Marketable Securities

Marketable securities consist of investments with original maturities greater than ninety days and less than one year from the balance sheet date. The Company classifies all of its investments as available-for-sale securities. Accordingly, these investments are recorded at fair value, which is based on quoted market prices. Unrealized gains and losses are recognized and determined on a specific identification basis and are included in other comprehensive loss. Realized gains and losses are determined on a specific identification basis and are included in other income on the consolidated statement of operations and other comprehensive loss. Amortization and accretion of discounts and premiums is recorded in interest income. The Company has invested available cash in U.S. Treasury obligations.

Restricted Cash

The Company had $150,000 in restricted cash deposited with separate commercial banks to collateralize a credit card as of September 30, 2023 and December 31, 2022.

Property and Equipment

Property and equipment is recorded at cost. Major improvements are capitalized, while maintenance and repairs are charged to expense as incurred. Gains and losses from dispositions of property and equipment are included in income and expense when realized. Amortization of leasehold improvements is provided using the straight-line method over the shorter of the lease term or the useful life of the underlying assets. Depreciation of property and equipment is provided using the straight-line method over the following estimated useful lives:


Laboratory equipment		5 years
Computer and office equipment		3 years
Furniture and fixtures		3-8 years

The Company recognizes depreciation and amortization expense in general and administrative expenses and in research and development expenses in the Company’s consolidated statements of operations and comprehensive loss, depending on how each category of property and equipment is utilized in the Company’s business activities.

Trademark

Trademark consists of the Company’s right, title and interest to the CUE BIOLOGICS Mark, and any derivative mark incorporating CUE, throughout the world, together with all associated goodwill and common law rights appurtenant thereto, including, but not limited to, any right, title and interest in any corporate name, company name, business, name, trade name, dba, domain name, or other source identifier incorporating CUE.

The Company has classified the trademark as a component of other long-term assets, having a useful life of 15 years. The Company evaluates the status of this intangible asset for amortization and impairment at each quarter end and year end reporting date. For each of the three and nine months ended September 30, 2023 and 2022, the Company recorded approximately $3,000 and $9,000, respectively, in amortization expense on a straight-line basis.

Debt Issuance Costs

Revenue Recognition

The Company recognizes collaboration revenue under certain of the Company’s license and collaboration agreements that are within the scope of Accounting Standards Codification (“ASC”), Topic 606, Revenue from Contracts with Customers (“ASC 606”). The Company’s contracts with customers typically include promises related to licenses to intellectual property and research and development services. If the license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenue from non-refundable, up-front fees allocated to the license when the license is transferred to the licensee and the licensee is able to use and benefit from the license. For licenses that are bundled with other promises, the Company utilizes 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 from non-refundable, up-front fees. Accordingly, the transaction price is generally comprised of a fixed fee due at contract inception and variable consideration in the form of milestone payments due upon the achievement of specified events and tiered royalties earned when customers recognize net sales of licensed products. The Company measures the transaction price based on the amount of consideration to which it expects to be entitled in exchange for transferring the promised goods and/or services to the customer. The Company utilizes the “most likely amount” method to estimate the amount of variable consideration, to predict the amount of consideration to which it will be entitled for its one open contract. Amounts of variable consideration are included in the transaction price to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. At the inception of each arrangement that includes development and regulatory milestone payments, the Company evaluates whether the associated event is considered probable of achievement and estimates the amount to be included in the transaction price using the expected value method.

Research and Development Expenses

Research and development expenses consist primarily of compensation costs, fees paid to consultants, outside service providers and organizations (including research institutes at universities), facility costs, and development and clinical trial costs with respect to the Company’s drug product candidates.

Research and development expenses incurred under contracts are expensed ratably over the life of the underlying contracts, unless the achievement of milestones, the completion of contracted work, or other information indicates that a different pattern of performance is more appropriate. Other research and development expenses are charged to operations as incurred.

Nonrefundable advance payments are recognized as an expense as the related services are performed. The Company evaluates whether it expects the services to be rendered at each quarter end and year end reporting date. If the Company does not expect the services to be rendered, the advance payment is charged to expense. Nonrefundable advance payments for research and development services are included in prepaid and other current assets on the balance sheet. To the extent that a nonrefundable advance payment is for contracted services to be performed within 12 months from the reporting date, such advance is included in current assets; otherwise, such advance is included in non-current assets.

The Company evaluates the status of its research and development agreements and contracts, and the carrying amount of the related assets and liabilities, at each quarter end and year end reporting date, and adjusts the carrying amounts and their classification on the balance sheet as appropriate.

Patent Expenses

The Company is the exclusive worldwide licensee of, and has patent applications pending for, numerous domestic and foreign patents. Due to the significant uncertainty associated with the successful development of one or more commercially viable drug product candidates based on the Company’s research efforts and any related patent applications, all patent costs, including patent-related legal fees, filing fees and other costs are charged to general and administrative expense as incurred. For the three and nine months ended September 30, 2023, patent expenses were approximately $503,000 and $1,649,000, respectively. For the three and nine months ended September 30, 2022, patent expenses were $395,000 and $1,625,000, respectively.

Licensing Fees and Costs

Licensing fees and costs consist primarily of costs relating to the acquisition of the Company’s license agreement (the “Einstein License Agreement”) with the Albert Einstein College of Medicine (“Einstein”), including related royalties, maintenance fees, milestone payments and product development costs. Licensing fees and costs are charged to research and development expense as incurred.

Long-Lived Assets

The Company reviews long-lived assets, consisting of property and equipment, for impairment at each fiscal year end or when events or changes in circumstances indicate the carrying value of these assets may exceed their current fair values. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the assets. Assets to be disposed of are separately presented in the balance sheet and reported at the lower of the carrying amount or fair value less costs to sell and are no longer depreciated. The Company has not historically recorded any impairment to its long-lived assets. In the future, if events or market conditions affect the estimated fair value to the extent that a long-lived asset is impaired, the Company will adjust the carrying value of these long-lived assets in the period in which the impairment occurs.

Leases

The Company accounts for leases under ASC 842, Leases, which requires a lessee to record a right-of-use asset and a corresponding lease liability for most lease arrangements on the balance sheet. Under the standard, disclosure of key information about leasing arrangements to assist users of the financial statements with assessing the amount, timing and uncertainty of cash flows arising from leases are required.

Stock-Based Compensation

The Company periodically issues stock-based awards to officers, directors, employees, Scientific and Clinical Advisory Board members and consultants for services rendered. Such issuances vest and expire according to terms established at the issuance date.

Stock-based payments to officers, directors, employees, Scientific and Clinical Advisory Board members and consultants, including grants of employee stock options, are recognized in the financial statements based on their grant date fair values. Stock option grants, which are generally time-vested, are measured at the grant date fair value and charged to operations on a straight-line basis over the service period, which generally approximates the vesting term. The Company also grants performance-based awards periodically to officers of the Company. The Company recognizes compensation costs related to performance awards over the requisite service period if and when the Company concludes that it is probable that the performance condition will be achieved.

The fair value of stock options and restricted stock units is determined utilizing the Black-Scholes option-pricing model, which is affected by several variables, including the risk-free interest rate, the expected dividend yield, the life of the equity award, the exercise price of the stock option as compared to the fair value of the common stock on the grant date, and the estimated volatility of the common stock over the term of the equity award.

The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant. Until the Company has established a trading history for its common stock that approximates the expected term of the options, estimated volatility is based on the average historical volatility of comparable public companies in a similar industry. The expected dividend yield is based on the current yield at the grant date; the Company has never declared or paid dividends and has no plans to do so for the foreseeable future. As permitted by Staff Accounting Bulletin No. 107, due to the Company’s limited trading history and option activity, management

utilizes the simplified method to estimate the expected term of options at the date of grant. The exercise price is determined based on the fair value of our common stock at the date of grant. The Company accounts for forfeitures as they occur.

The Company recognizes the fair value of stock-based compensation in general and administrative expenses and in research and development expenses in the Company’s consolidated statements of operations and comprehensive loss, depending on the type of services provided by the recipient of the equity award.

Comprehensive Income (Loss)

Components of comprehensive income or loss, including net income or loss, are reported in the financial statements in the period in which they are recognized. Other comprehensive income or loss is defined as the change in equity during a period from transactions and other events and circumstances from non-owner sources. Net income (loss) and other comprehensive income (loss) are reported net of any related tax effect to arrive at comprehensive income (loss). Comprehensive income (loss) includes net income (loss) as well as changes in stockholders’ equity that result from transactions and economic events other than those with stockholders. The Company’s only element of other comprehensive income (loss) in periods presented was unrealized gain or loss on available-for-sale securities.

Earnings (Loss) Per Share

The Company’s computation of earnings (loss) per share (“EPS”) for the respective periods includes basic and diluted EPS. Basic EPS is measured as the income (loss) attributable to common stockholders divided by the weighted average number of common shares outstanding for the period. Diluted EPS is similar to basic EPS but presents the dilutive effect on a per share basis of potential common shares that would result from the exercise of outstanding stock options and warrants as if they had been exercised at the beginning of the periods presented, or issuance date, if later. Potential common shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. Basic and diluted loss per common share is the same for all periods presented because all outstanding stock options and warrants are anti-dilutive.

Per ASC 260-10-45-13, shares issuable for little to no consideration should be included in the number of outstanding shares used for basic EPS. The FASB proposed that warrants or options exercisable for little to no cost (sometimes referred to as “penny warrants”) be included in the denominator of basic EPS (and therefore diluted EPS) once there were no further vesting conditions or contingencies associated with them. The Company included 1,531,440 pre-funded warrants in the denominator of basic EPS at September 30, 2023.


	September 30,
	2023		2022
Common stock warrants		10,719,846		789,358
Common stock options		7,500,480		6,268,729
Total		18,220,326		7,058,087

Fair Value of Financial Instruments

The authoritative guidance with respect to fair value established a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three levels and requires that assets and liabilities carried at fair value be classified and disclosed in one of three categories, as presented below.

Level 1. Observable inputs such as quoted prices in active markets for an identical asset or liability that the Company has the ability to access as of the measurement date. Financial assets and liabilities utilizing Level 1 inputs include active exchange-traded securities and exchange-based derivatives.

Level 2. Inputs, other than quoted prices included within Level 1, which are directly observable for the asset or liability or indirectly observable through corroboration with observable market data. Financial assets and liabilities utilizing Level 2 inputs include fixed income securities, non-exchange-based derivatives, mutual funds, and fair-value hedges.

Level 3. Unobservable inputs in which there is little or no market data for the asset or liability which requires the reporting entity to develop its own assumptions. Financial assets and liabilities utilizing Level 3 inputs include infrequently traded non-exchange-based derivatives and commingled investment funds and are measured using present value pricing models.

The Company determines the level in the fair value hierarchy within which each fair value measurement falls in its entirety, based on the lowest level input that is significant to the fair value measurement in its entirety. In determining the appropriate levels, the Company performs an analysis of the assets and liabilities at each reporting period end.

The Company had approximately $54,691,000 in cash equivalents as of September 30, 2023. The Company had approximately $45,423,000 in cash equivalents and approximately $24,675,000 in short-term marketable securities that were measured and recorded at fair value on the Company’s balance sheet at December 31, 2022.

The carrying value of financial instruments (consisting of cash, a certificate of deposit, accounts payable, accrued compensation and accrued expenses) is considered to be representative of their respective fair values due to the short-term nature of those instruments.

Recent Accounting Pronouncements

In June 2016, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update ("ASU") No. 2016-13, Financial Instruments-Credit Losses: Measurement of Credit Losses on Financial Instruments (Topic 326) (CECL). The new standard requires entities to measure all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions and reasonable and supportable forecasts. The new standard is effective for annual reporting periods beginning after December 15, 2022, including interim reporting periods within each annual reporting period for smaller reporting companies. The Company adopted ASU No. 2016-13 but there was no financial impact to the Company’s consolidated financial statements for the year ended December 31, 2022 or for the nine months ended September 30, 2023.

Management does not believe that any other recently issued, but not yet effective, authoritative guidance, if currently adopted, would have a material impact on the Company’s financial statement presentation or disclosures.

Subsequent Events (Additional Information) (Details) - shares	Sep. 30, 2023	Dec. 31, 2022
Subsequent Event [Line Items]
Common stock, shares issued	45,123,281	43,042,548

Stock Based Compensation - Schedule of Stock-Based Compensation Included in Statement of Operations (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	$ 2,073	$ 2,064	$ 6,108	$ 7,384
General and Administrative Expense
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	858	1,003	2,708	3,650
Research and Development
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation	$ 1,215	$ 1,061	$ 3,399	$ 3,734

Stock Based Compensation - Summary of Stock Option Activity (Details) - $ / shares	9 Months Ended	12 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Net of Forfeitures [Abstract]
Number of Shares, Outstanding Beginning Balance	6,173,867
Number of Shares, Granted	2,576,900
Number of Shares, Exercised	(165,602)
Number of Shares, Cancelled	(1,084,685)
Number of Shares, Outstanding Ending Balance	7,500,480	6,173,867
Number of Shares, Exercisable	4,365,960
Weighted Average Exercise Price, Outstanding Beginning Balance	$ 9.6
Weighted Average Exercise Price, Granted	3.65
Weighted Average Exercise Price, Exercised	2.86
Weighted Average Exercise Price, Cancelled	4.78
Weighted Average Exercise Price, Outstanding Ending Balance	8.4	$ 9.6
Weighed Average Exercise Price, Exercisable	$ 10.38
Weighted Average Remaining Contractual Life (in Years)	6 years 4 months 6 days	5 years 18 days
Weighted Average Remaining Contractual Life (in Years), Exercisable	4 years 6 months 14 days

Leases - Additional Information (Details)	3 Months Ended			9 Months Ended
Leases - Additional Information (Details)	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)	Mar. 31, 2022 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)	Dec. 31, 2022 USD ($)	May 31, 2022 USD ($)	May 03, 2022 USD ($)	Mar. 28, 2022 USD ($) ft²
Lessee Lease Description [Line Items]
Operating lease right-of-use	$ 7,060,000			$ 7,060,000		$ 9,203,000
Total	$ 7,254,000			$ 7,254,000
Operating lease, weighted average discount rate	5.75%			5.75%
Operating lease liability, current portion	$ 3,399,000			$ 3,399,000		3,300,000
Rent expense	853,000	$ 860,000		2,566,000	$ 3,309,000
Operating lease liability, net of current portion	3,855,000			3,855,000		6,017,000
Non-cash interest expense to the lease liability	122,000	146,000		402,000	309,000
Operating lease cost (in thousands)	853,000			2,566,000
Gain on right-of-use asset termination	0	$ 0		0	$ (258,000)
License Agreement
Lessee Lease Description [Line Items]
Operating lease right-of-use	9,056,000			9,056,000
Total	$ 9,056,000			$ 9,056,000
Operating lease, weighted average discount rate	8.00%			8.00%
Security deposit								$ 225,760
License monthly rental rate								209,700
License monthly rental rate first year									$ 200,700
License monthly rental rate remainder of the term								200,700	225,760
License monthly rental rate second year									208,728
License monthly rental rate third year									$ 217,077
Increase in security deposit								$ 235,884
Operating Lease Agreement
Lessee Lease Description [Line Items]
Total						6,018,000
Operating lease liability, net of current portion	$ 3,855,000			$ 3,855,000
First Amendment \| License Agreement
Lessee Lease Description [Line Items]
Operating lease right-of-use	369,000			369,000
Operating lease liability, current portion	100,300			100,300
Operating lease liability, net of current portion	260,600			260,600
Additional Laboratory Lease Fourth Amendment
Lessee Lease Description [Line Items]
Loss on right-of-use asset			$ 258,000
Adjustment related to right of use asset			8,124,000
Adjustment related to lease liability			$ 8,382,000
21 Erie Laboratory and Office Lease
Lessee Lease Description [Line Items]
Cash collected	0			199,000
40G Office and Additional Laboratory
Lessee Lease Description [Line Items]
Security deposit	595,000			595,000		595,000
Lab Space Lease Member
Lessee Lease Description [Line Items]
Operating lease right-of-use	945,000			945,000
Operating lease cost (in thousands)				963,000
Gain on right-of-use asset termination				19,000
ASU 2016-02
Lessee Lease Description [Line Items]
Operating lease right-of-use	7,060,000			7,060,000		9,203,000
Operating lease liability, current portion	3,399,000			3,399,000		$ 3,300,000
Cambridge, Massachusetts
Lessee Lease Description [Line Items]
Office space for lease \| ft²									13,000
Boston, Massachusetts \| Operating Lease Agreement For Additional Laboratory Space
Lessee Lease Description [Line Items]
Operating lease right-of-use	$ 1,307,000			$ 1,307,000
Lessee operating lease monthly rental payments for remaining term							$ 61,519
Lessee operating lease monthly rental payments							$ 59,152
Operating lease, weighted average discount rate	10.00%			10.00%
Operating lease liability, current portion	$ 712,000			$ 712,000
Operating lease liability, net of current portion	$ 535,000			$ 535,000

Leases - Schedule of Future Minimum Lease Payments on Operating Leases (Details) $ in Thousands	Sep. 30, 2023 USD ($)
Leases [Abstract]
2023 (3 months remaining)	$ 835
2024	3,368
2025	2,799
2026	818
Total lease payment	7,820
Less: present value discount	(566)
Total	$ 7,254

Consolidated Balance Sheets (Unaudited) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 54,691,000	$ 51,614,000
Marketable securities	0	24,675,000
Accounts receivable	1,661,000	57,000
Prepaid expenses and other current assets	1,165,000	841,000
Total current assets	57,517,000	77,187,000
Property and equipment, net	1,064,000	1,499,000
Operating lease right-of-use	7,060,000	9,203,000
Deposits	2,977,000	3,116,000
Restricted cash	150,000	150,000
Other long-term assets	120,000	128,000
Total assets	68,888,000	91,283,000
Current liabilities:
Accounts payable	2,480,000	2,731,000
Accrued expenses	5,127,000	3,554,000
Research and development contract liability, current portion	2,238,000	0
Operating lease liability, current portion	3,399,000	3,300,000
Current portion of long-term debt, net	3,963,000	1,963,000
Total current liabilities	17,207,000	11,548,000
Operating lease liability, net of current portion	3,855,000	6,017,000
Long-term debt, net	5,160,000	8,035,000
Total liabilities	26,222,000	25,600,000
Commitments and contingencies (Note 10)
Stockholders' equity:
Preferred stock, $0.001 par value; 10,000,000 shares authorized and 0 shares issued and outstanding at September 30, 2023 and December 31, 2022	0	0
Common stock, $0.001 par value; 100,000,000 shares authorized; 45,123,281 and 43,042,548 shares issued and outstanding, at September 30, 2023 and December 31, 2022, respectively	45,000	43,000
Additional paid in capital	330,376,000	316,192,000
Accumulated other comprehensive loss	(0)	(96,000)
Accumulated deficit	(287,755,000)	(250,456,000)
Total stockholders' equity	42,666,000	65,683,000
Total liabilities and stockholders' equity	$ 68,888,000	$ 91,283,000

Stock Based Compensation - Schedule of Nonvested Restricted Stock Units Activity (Details) - Restricted Stock Units	Aug. 21, 2020 shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Shares, Nonvested balance as of December 31, 2022	100,000
Number of Shares, Nonvested balance at March 31, 2023	20,000

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Marketable Securities (Tables)

9 Months Ended

Sep. 30, 2023

Investments, Debt and Equity Securities [Abstract]

Schedule of Fair Value of Available-for-Sale Marketable Securities

The following table presents the Company's marketable securities at December 31, 2022:


	December 31, 2022
(In thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
U.S. Treasury Securities	$	24,771	$	—	$	(96	)	$	24,675
	$	24,771	$	—	$	(96	)	$	24,675

- Definition

Tabular disclosure of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-9

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-3

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (aa)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (aaa)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-3

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-3

Reference 11: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-3

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-3

+ Details

Consolidated Statements of Shareholders' Equity (Unaudited) - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	AOCI Attributable to Parent	Accumulated Deficit
Balance at Dec. 31, 2021	$ 65,492	$ 32	$ 262,906		$ (197,446)
Balance, Shares at Dec. 31, 2021		32,202,496
Issuance of common stock from ATM offering, net ofsales agent commission and fees	16,598	$ 3	16,595
Issuance of common stock from ATM offering, net of sales agent commission and fees, Shares		3,117,220
Stock-based compensation	7,384		7,384
Issuance of common stock upon exercise of warrants, net, Shares		9,549
Restricted stock awards released, shares		98,335
Restricted stock awards withheld at vesting to cover taxes, Shares		(42,018)
Restricted stock awards withheld at vesting to cover taxes, Amount	(200)		(200)
Unrealized losses from available-for-sale securities	(92)			$ (92)
Net loss	(38,418)				(38,418)
Balance at Sep. 30, 2022	50,764	$ 35	286,685	(92)	(235,864)
Balance, Shares at Sep. 30, 2022		35,385,582
Balance at Jun. 30, 2022	59,756	$ 35	284,630		(224,909)
Balance, Shares at Jun. 30, 2022		35,381,743
Stock-based compensation	2,064		2,064
Restricted stock awards released, shares		6,667
Restricted stock awards withheld at vesting to cover taxes, Shares		(2,828)
Restricted stock awards withheld at vesting to cover taxes, Amount	(9)		(9)
Unrealized losses from available-for-sale securities	(92)			(92)
Net loss	(10,955)				(10,955)
Balance at Sep. 30, 2022	50,764	$ 35	286,685	(92)	(235,864)
Balance, Shares at Sep. 30, 2022		35,385,582
Balance at Dec. 31, 2022	65,683	$ 43	316,192	(96)	(250,456)
Balance, Shares at Dec. 31, 2022		43,042,548
Issuance of common stock from ATM offering, net ofsales agent commission and fees	7,605	$ 2	7,603
Issuance of common stock from ATM offering, net of sales agent commission and fees, Shares		1,915,131
Stock-based compensation	6,108		6,108
Exercise of stock options	$ 473		473
Exercise of stock options, Shares	165,602	165,602
Unrealized losses from available-for-sale securities	$ 96			96
Net loss	(37,299)				(37,299)
Balance at Sep. 30, 2023	42,666	$ 45	330,376	(0)	(287,755)
Balance, Shares at Sep. 30, 2023		45,123,281
Balance at Jun. 30, 2023	46,004	$ 44	322,715	(5)	(276,750)
Balance, Shares at Jun. 30, 2023		43,744,414
Issuance of common stock from ATM offering, net ofsales agent commission and fees	5,589	$ 1	5,588
Issuance of common stock from ATM offering, net of sales agent commission and fees, Shares		1,378,867
Stock-based compensation	2,073		2,073
Unrealized losses from available-for-sale securities	5			5
Net loss	(11,005)				(11,005)
Balance at Sep. 30, 2023	$ 42,666	$ 45	$ 330,376	$ (0)	$ (287,755)
Balance, Shares at Sep. 30, 2023		45,123,281

Fair Value (Tables)

9 Months Ended

Sep. 30, 2023

Fair Value Disclosures [Abstract]

Schedule of Fair Value Assets Measured on Recurring Basis


	Fair Value Measurements as of September 30, 2023
	(in thousands)
	Level 1		Level 2		Level 3		Fair Value
Cash equivalents	$	54,691	$	—	$	—	$	54,691
Marketable securities		—	$	—		—		—
Total	$	54,691	$	—	$	—	$	54,691

	Fair Value Measurements as of December 31, 2022
	(in thousands)
	Level 1		Level 2		Level 3		Fair Value
Cash equivalents	$	45,423	$	—	$	—	$	45,423
Marketable securities		—		24,675		—		24,675
Total	$	45,423	$	24,675	$	—	$	70,098

Leases - Schedule of Other Information of Operating Leases (Details) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2023 USD ($)	Sep. 30, 2023 USD ($)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases (in thousands)	$ (709)	$ (2,064)
Operating lease cost (in thousands)	$ 853	$ 2,566
Weighted average discount rate	5.75%	5.75%
Weighted average remaining lease term	2 years 4 months 20 days	2 years 4 months 20 days

Property and Equipment (Tables)

9 Months Ended

Sep. 30, 2023

Property, Plant and Equipment [Abstract]

Summary of Property and Equipment

Property and equipment as of September 30, 2023 and December 31, 2022 consisted of the following:


	September 30, 2023			December 31, 2022
	(in thousands)
Laboratory equipment	$	5,205		$	5,246
Furniture and fixtures		81			81
Computer and office equipment		296			296
Leasehold improvements		118			118
		5,699			5,741
Less accumulated depreciation		(4,635	)		(4,242	)
Net property and equipment	$	1,064		$	1,499

Summary of Significant Accounting Policies - Summary of Estimated Useful Lives of Assets (Details)	Sep. 30, 2023
Laboratory Equipment
Property Plant And Equipment [Line Items]
Estimated useful lives	5 years
Computer and Office Equipment
Property Plant And Equipment [Line Items]
Estimated useful lives	3 years
Furniture and Fixtures \| Minimum [Member]
Property Plant And Equipment [Line Items]
Estimated useful lives	3 years
Furniture and Fixtures \| Maximum
Property Plant And Equipment [Line Items]
Estimated useful lives	8 years

Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Basis of Presentation

Public Offerings

Consolidation

The accompanying consolidated financial statements include the Company and its wholly owned subsidiary, Cue Biopharma Securities Corp. The Company has eliminated all intercompany transactions.

Use of Estimates

Cash Concentrations

Cash and Cash Equivalents

Marketable Securities

Restricted Cash

The Company had $150,000 in restricted cash deposited with separate commercial banks to collateralize a credit card as of September 30, 2023 and December 31, 2022.

Property and Equipment


Laboratory equipment		5 years
Computer and office equipment		3 years
Furniture and fixtures		3-8 years

Trademark

Debt Issuance Costs

Revenue Recognition

Research and Development Expenses

Patent Expenses

Licensing Fees and Costs

Long-Lived Assets

Leases

Stock-Based Compensation

Comprehensive Income (Loss)

Earnings (Loss) Per Share


	September 30,
	2023		2022
Common stock warrants		10,719,846		789,358
Common stock options		7,500,480		6,268,729
Total		18,220,326		7,058,087

Fair Value of Financial Instruments

Recent Accounting Pronouncements

Organization and Basis of Presentation - Additional Information (Details)	Sep. 30, 2023 USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash and cash equivalents, and marketable securities	$ 54,691,000

Warrants - Summary of Common Stock Warrant Activity (Details)	9 Months Ended
	Sep. 30, 2023 shares
Class Of Warrant Or Right [Line Items]
Shares remaining to be issued as of December 31, 2022	10,719,846
Issued via cashless exercises	0
Withheld as payment to cover issued shares	0
Expired	0
Issued	0
Shares remaining to be issued as of September 30, 2023	10,719,846
Warrant Issued November Sixteen Two Thousand Twenty Two [Member]
Class Of Warrant Or Right [Line Items]
Shares remaining to be issued as of December 31, 2022	10,719,846
Issued via cashless exercises	0
Withheld as payment to cover issued shares	0
Expired	0
Issued	0
Shares remaining to be issued as of September 30, 2023	10,719,846

Summary of Significant Accounting Policies - Additional Information (Details) - USD ($)	3 Months Ended		9 Months Ended		24 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Dec. 31, 2022
Summary Of Significant Accounting Policies [Line Items]
Proceeds from ATM offering, net of sales agent commission and fees			$ 7,605,000	$ 16,598,000
Useful life of trademark			15 years
Type of Cost, Good or Service [Extensible List]	us-gaap:LicenseMember		us-gaap:LicenseMember
Cash equivalents	$ 54,691,000		$ 54,691,000		$ 54,691,000	$ 45,423,000
Marketable securities						24,675,000
Pre Funded Warrants			1,531,440
General and Administrative Expense [Member]
Summary Of Significant Accounting Policies [Line Items]
Patent expenses	503,000	$ 395,000	$ 1,649,000	1,625,000
Trademarks
Summary Of Significant Accounting Policies [Line Items]
Amortization of intangible assets	3,000	$ 9,000	3,000	$ 9,000
Certificate of Deposit
Summary Of Significant Accounting Policies [Line Items]
Restricted cash used to collateralize a credit card	150,000		$ 150,000		150,000	$ 150,000
Transaction Expense
Summary Of Significant Accounting Policies [Line Items]
Sale of common stock, number of shares			1,915,131
Transaction Expense \| Agreement2 [Member]
Summary Of Significant Accounting Policies [Line Items]
Sale of common stock, number of shares			5,508,538
Proceeds from sale of common stock	$ 5,589,000,000		$ 7,605,000,000		31,200,000
Jefferies LLC [Member] \| Maximum
Summary Of Significant Accounting Policies [Line Items]
Proceeds from Issuance Initial Public Offering			80,000,000
Jefferies LLC [Member] \| Transaction Expense
Summary Of Significant Accounting Policies [Line Items]
Stock Issued During Period, Shares, New Issues	1,378,867
Proceeds from sale of common stock	$ 80,000,000		$ 80,000,000		$ 80,000,000

Property and Equipment - Additional Information (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Property Plant And Equipment [Line Items]
Depreciation expense	$ 128,000	$ 198,000	$ 434,000	$ 630,000
Depreciation			9,000	9,000
Amortization of capitalized license expense				80,000
Laboratory Equipment
Property Plant And Equipment [Line Items]
Disposal of property and equipment, gross	$ 41,450,000	$ 30,000	41,450,000	30,000
Cash Collected from sale of fixed assets			2,000	5,800
Laboratory Equipment \| Other Income
Property Plant And Equipment [Line Items]
Gain (Loss) on disposal of property and equipment			$ 2,000	$ 4,300

Warrants - Additional Information (Details)		3 Months Ended		9 Months Ended		12 Months Ended
Warrants - Additional Information (Details)	Nov. 16, 2022 $ / shares shares	Sep. 30, 2023 $ / shares shares	Sep. 30, 2022 $ / shares	Sep. 30, 2023 USD ($) Tranche $ / shares shares	Sep. 30, 2022 $ / shares	Dec. 31, 2022 USD ($) shares	Dec. 26, 2022	Jun. 15, 2022	Dec. 27, 2017 $ / shares shares	Jun. 15, 2015 $ / shares shares
Class Of Warrant Or Right [Line Items]
Number of tranches \| Tranche				1
Common stock warrants outstanding		10,719,846		10,719,846		10,719,846
Common stock warrants expiration date		Jun. 15, 2015		Jun. 15, 2015
Pre Funded Warrants				1,531,440
Earnings Per Share, Basic \| $ / shares		$ (0.24)	$ (0.31)	$ (0.82)	$ (1.11)
Tranche 1
Class Of Warrant Or Right [Line Items]
Common stock warrants outstanding										1,500
Common stock warrants expiration date		Jun. 15, 2022		Jun. 15, 2022
Exercise price of common stock warrants \| $ / shares										$ 2.7
Common stock warrants life								7 years
Tranche 2
Class Of Warrant Or Right [Line Items]
Common stock warrants outstanding									882,071
Common stock warrants expiration date		Dec. 26, 2022		Dec. 26, 2022
Exercise price of common stock warrants \| $ / shares									$ 9.38
Common stock warrants life							5 years
Tranche 3
Class Of Warrant Or Right [Line Items]
Pre Funded Warrants				1,531,440
Pre-Funded Warrants [Member]
Class Of Warrant Or Right [Line Items]
Common stock warrants outstanding	9,188,406
Exercise price of common stock warrants \| $ / shares	$ 3.93
Pre Funded Warrants	1,531,440
Additional Paid In Capital Warrant Issued \| $				$ 4,999,999
Placement Fees \| $						$ 299,999

Stock-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2023

Schedule of Estimated Fair Value of Each Stock Option Award


		September 30, 2023
Risk-free interest rate		3.4% - 4.16%
Expected dividend yield		0%
Expected volatility		97.03% - 110.4%
Expected life		5.50 to 6.25 years

		September 30, 2022
Risk-free interest rate		1.53% - 2.92%
Expected dividend yield		0%
Expected volatility		92.1% - 95.7%
Expected life		5.50 to 6.25 years

Summary of Stock Option Activity

A summary of stock option activity for the nine months ended September 30, 2023 is as follows:


	Number of Shares			Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (in Years)
Stock options outstanding at December 31, 2022		6,173,867		$	9.60		5.05
Granted		2,576,900			3.65		—
Exercised		(165,602	)		2.86		—
Cancelled		(1,084,685	)		4.78		—
Stock options outstanding at September 30, 2023		7,500,480			8.40		6.35
Stock options exercisable at September 30, 2023		4,365,960		$	10.38		4.54

Schedule of Stock-Based Compensation Included in Statement of Operations


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2023		2022		2023		2022
General and administrative	$	858	$	1,003	$	2,708	$	3,650
Research and development		1,215		1,061		3,399		3,734
Total	$	2,073	$	2,064	$	6,108	$	7,384

Collaboration Revenue - Additional Information (Details) - USD ($)				1 Months Ended		3 Months Ended		9 Months Ended		12 Months Ended
	Nov. 23, 2021	Dec. 07, 2020	May 16, 2019	Dec. 31, 2020	Jun. 30, 2019	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2018	Feb. 22, 2023	Dec. 31, 2022	Nov. 06, 2018
Disaggregation Of Revenue [Line Items]
Collaboration revenue						$ 2,100,000	$ 68,000	$ 3,669,000	$ 1,094,000
Short-term research and development contract liability						2,238,000		2,238,000				$ 0
Milestone payment associated with contract liability	$ 3,000,000	$ 1,250,000	$ 2,500,000
Prepaid expenses and other short-term assets						1,165,000		1,165,000				841,000
Other long-term assets						120,000		120,000				128,000
Ono Collaboration and Option Agreement [Member]
Disaggregation Of Revenue [Line Items]
Percentage of right to development and commercialized											50.00%
Development and commercial milestone payment payable cuo biopharma											$ 220,000,000
One Time Up Front Payment Payable As Consideration RD Activities						3,000,000		3,000,000
Milestone payments received						$ 3,000,000		$ 3,000,000
First Research Term Processed Milestone Payment Under Agreement						18 months		18 months
Collaboration revenue						$ 1,922,000	0	$ 3,426,000	0
Short-term research and development contract liability						2,238,000		2,238,000
Ono Collaboration and Option Agreement [Member] \| Maximum
Disaggregation Of Revenue [Line Items]
Full time employe salary payable in first research term						2,100,000		2,100,000
Collaboration Agreement with LG Chem Life Sciences \| LG Chem Life Sciences
Disaggregation Of Revenue [Line Items]
Milestone payments received	3,000,000	1,250,000	2,500,000					6,750,000
Collaboration revenue						178,000	$ 68,000	243,000	$ 1,094,000
Equity investment nonrefundable upfront cash payment													$ 5,000,000
Equity investment for research collaboration agreement													5,000,000
Milestone payment associated with contract liability	3,000,000	1,250,000	2,500,000
Income tax expense	$ 495,000	$ 206,250	$ 412,500
Collaboration Agreement with LG Chem Life Sciences \| LG Chem Life Sciences \| Maximum
Disaggregation Of Revenue [Line Items]
Additional amount receivable research development regulatory and sales milestones													$ 400,000,000
Collaboration Agreement with LG Chem Life Sciences \| Einstein
Disaggregation Of Revenue [Line Items]
Prepaid expenses and other short-term assets						$ 0		0				$ 0
Einstein License And Service Agreement \| Einstein
Disaggregation Of Revenue [Line Items]
Amortization of intangible assets								908,000
Cost of Goods and Services Sold				$ 157,000	$ 313,000			$ 908,000		$ 438,000

Consolidated Statements of Operations and Other Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Statement [Abstract]
Collaboration revenue	$ 2,100	$ 68	$ 3,669	$ 1,094
Operating expenses (income):
General and administrative	3,645	3,528	12,071	12,465
Research and development	9,874	7,571	29,915	27,246
Gain on right-of-use asset termination	0	0	0	(258)
Total operating expenses	13,519	11,099	41,986	39,453
Loss from operations	(11,419)	(11,031)	(38,317)	(38,359)
Other (expense) income:
Interest income	700	200	1,756	296
Interest expense, net	(286)	(124)	(738)	(355)
Total other (expense) income	414	76	1,018	(59)
Net loss	(11,005)	(10,955)	(37,299)	(38,418)
Unrealized gain (loss) from available-for-sale securities	5	(92)	96	(92)
Comprehensive loss	$ (11,000)	$ (11,047)	$ (37,203)	$ (38,510)
Net loss per common share, basic	$ (0.24)	$ (0.31)	$ (0.82)	$ (1.11)
Net loss per common share, diluted	$ (0.24)	$ (0.31)	$ (0.82)	$ (1.11)
Weighted average common shares outstanding, basic	46,358,555	35,383,430	45,274,124	34,471,499
Weighted average common shares outstanding, diluted	46,358,555	35,383,430	45,274,124	34,471,499

Stock Based Compensation - Additional Information (Details) - USD ($)			1 Months Ended	3 Months Ended		9 Months Ended		12 Months Ended
	Feb. 05, 2020	Oct. 03, 2019	Mar. 31, 2020	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022	Aug. 21, 2020
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation				$ 2,073,000	$ 2,064,000	$ 6,108,000	$ 7,384,000
Stock based payment options outstanding weighted average remaining term						6 years 4 months 6 days		5 years 18 days
Number of Shares, Granted						2,576,900
Weighted Average Exercise Price, Granted						$ 3.65
Unrecognized stock-based compensation				12,141,000	$ 13,856,000	$ 12,141,000	13,856,000
Intrinsic value of exercisable stock options				$ 0		$ 0
Intrinsic value of exercisable fair value per share				$ 10.38		$ 10.38
Number of shares, granted						2,576,900
Stock-based compensation						$ 6,108,000	7,384,000
Common Stock [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock options granted purchase shares				1,115,000	12,500
weighted average grant date fair value				$ 4.17	$ 2.45
Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation				$ 0		0
Number of shares, granted		100,000							20,000
Weighted average grant date fair value per share		$ 7.53
Stock-based compensation					$ 19,000		847,000
Restricted Stock Units \| February 2020 Awarded And Granted
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Shares, Granted	150,000
Number of shares, granted	150,000
Restricted Stock Units \| March 2020 Awarded And Granted
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Shares, Granted			50,000
Number of shares, granted			50,000
Stock Option
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation				$ 2,073,000	$ 2,045,000	$ 6,108,000	$ 6,537,000
Stock based payment options outstanding weighted average remaining term						2 years 1 month 28 days	2 years 1 month 17 days
Number of Shares, Granted						2,576,900	828,500
weighted average grant date fair value						$ 3.65	$ 6.99
Number of shares, granted						2,576,900	828,500

Warrants

9 Months Ended

Sep. 30, 2023

Warrants and Rights Note Disclosure [Abstract]

Warrants

8. Warrants

The Company has one tranche of common stock warrants outstanding at September 30, 2023. The Company issued warrants exercisable for 1,500 shares of common stock on June 15, 2015 with an exercise price of $2.70 per share, which warrants expired at the end of their 7-year term on June 15, 2022. The Company issued another tranche of warrants exercisable for an aggregate of 882,071 shares of common stock with an exercise price of $9.38 per share when issued on December 27, 2017, which warrants expired at the end of their 5-year term on December 26, 2022. On November 16, 2022, the Company issued in a private placement 9,188,406 warrants with an exercise price of $3.93 and 1,531,440 pre-funded warrants.

Each tranche of warrants was evaluated under ASC 480, Distinguishing Liabilities from Equity, and ASC 815, Derivatives and Hedging, and the Company determined that equity classification was appropriate. The Company determined equity classification for both warrants and pre-funded warrants as they do not embody an obligation for the Company to repurchase its shares and permit the holders to receive a fixed number of shares of common stock upon exercise. Per ASC 815-40-25, the Company accounts for the warrants and pre-funded warrants as equity, as the Company does not provide the holder a fixed or guaranteed return.

The Company recorded cash received from 1,531,440 pre-funded warrants to additional paid in capital in the amount of $4,999,999. The Company recorded placement fees and expenses related to the sale of pre-funded warrants in the amount of $299,999 as a charge to additional paid in capital in the consolidated balance sheet at December 31, 2022.

The following table shows common stock warrants outstanding as of September 30, 2023:


	Warrant Issued November 16, 2022		Total
Balance at December 31, 2022		10,719,846		10,719,846
Issued via cashless exercises		—		—
Withheld as payment to cover issued shares		—		—
Expired		—		—
Issued		—		—
Balance at September 30, 2023		10,719,846		10,719,846

Property and Equipment - Summary of Property and Equipment (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross	$ 5,699	$ 5,741
Less accumulated depreciation	(4,635)	(4,242)
Net property and equipment	1,064	1,499
Laboratory Equipment
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross	5,205	5,246
Furniture and Fixtures
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross	81	81
Computer and office equipment [Member]
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross	296	296
Leasehold Improvements
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross	$ 118	$ 118