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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 10-Q

 

(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2024

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____________ to ______________

Commission File Number: 001-40602

 

ERASCA, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

Delaware

83-1217027

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer
Identification No.)

3115 Merryfield Row, Suite 300

San Diego, CA

92121

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (858) 465-6511

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common Stock, $0.0001 par value per share

 

ERAS

 

Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

 

 

Accelerated filer

 

 

 

 

 

Non-accelerated filer

 

 

Smaller reporting company

 

 

 

 

 

 

 

 

Emerging growth company

 

 

 

 

 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No

As of May 2, 2024, the registrant had 173,358,966 shares of common stock outstanding.

 

 

 


 

Table of Contents

 

Page

PART I.

FINANCIAL INFORMATION

Item 1.

Financial Statements (Unaudited)

1

Condensed Consolidated Balance Sheets as of March 31, 2024 and December 31, 2023

1

 

Condensed Consolidated Statements of Operations and Comprehensive Loss for the three months ended March 31, 2024 and 2023

2

Condensed Consolidated Statements of Stockholders’ Equity for the three months ended March 31, 2024 and 2023

3

Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2024 and 2023

4

Notes to Condensed Consolidated Financial Statements

5

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

19

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

29

Item 4.

Controls and Procedures

29

PART II.

OTHER INFORMATION

Item 1.

Legal Proceedings

31

Item 1A.

Risk Factors

31

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

31

Item 3.

Defaults Upon Senior Securities

31

Item 4.

Mine Safety Disclosures

31

Item 5.

Other Information

31

Item 6.

Exhibits

32

Signatures

33

 

 

i


 

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements.

Erasca, Inc.

Condensed Consolidated Balance Sheets

(In thousands, except share and par value amounts)

(Unaudited)

 

 

 

March 31,

 

 

December 31,

 

 

 

2024

 

 

2023

 

Assets

 

 

 

 

 

 

Current assets:

 

 

 

Cash and cash equivalents

 

$

76,726

 

 

$

93,075

 

Short-term marketable securities

 

 

220,959

 

 

 

219,275

 

Prepaid expenses and other current assets

 

 

8,938

 

 

 

8,326

 

Total current assets

 

 

306,623

 

 

 

320,676

 

Long-term marketable securities

 

 

 

 

 

9,642

 

Property and equipment, net

 

 

21,358

 

 

 

22,327

 

Operating lease assets

 

 

37,177

 

 

 

37,861

 

Restricted cash

 

 

408

 

 

 

408

 

Other assets

 

 

4,456

 

 

 

4,383

 

Total assets

 

$

370,022

 

 

$

395,297

 

Liabilities and Stockholders' Equity

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

 

$

2,633

 

 

$

2,000

 

Accrued expenses and other current liabilities

 

 

16,577

 

 

 

20,186

 

Proceeds from prepayment of private placement

 

 

6,907

 

 

 

 

Operating lease liabilities

 

 

4,126

 

 

 

3,970

 

Total current liabilities

 

 

30,243

 

 

 

26,156

 

Operating lease liabilities, net of current portion

 

 

50,811

 

 

 

51,889

 

Other liabilities

 

 

559

 

 

 

566

 

Total liabilities

 

 

81,613

 

 

 

78,611

 

Commitments and contingencies (Note 11)

 

 

 

 

 

 

Stockholders' equity:

 

 

 

 

 

 

Preferred stock, $0.0001 par value; 80,000,000 shares authorized at March 31, 2024 and December 31, 2023; no shares issued and outstanding at March 31, 2024 and December 31, 2023

 

 

 

 

 

 

Common stock, $0.0001 par value; 800,000,000 shares authorized at March 31, 2024 and December 31, 2023; 151,497,138 and 151,462,103 shares issued at March 31, 2024 and December 31, 2023, respectively; 151,249,219 and 151,090,227 shares outstanding at March 31, 2024 and December 31, 2023, respectively

 

 

15

 

 

 

15

 

Additional paid-in capital

 

 

929,634

 

 

 

922,607

 

Accumulated other comprehensive (loss) income

 

 

(210

)

 

 

77

 

Accumulated deficit

 

 

(641,030

)

 

 

(606,013

)

Total stockholders' equity

 

 

288,409

 

 

 

316,686

 

Total liabilities and stockholders' equity

 

$

370,022

 

 

$

395,297

 

 

The accompanying notes are an integral part of these condensed consolidated financial statements.

 

1


 

Erasca, Inc.

Condensed Consolidated Statements of Operations and Comprehensive Loss

(In thousands, except share and per share amounts)

(Unaudited)

 

 

 

Three Months Ended March 31,

 

 

 

2024

 

 

2023

 

Operating expenses:

 

 

 

 

Research and development

 

$

28,574

 

 

$

27,585

 

General and administrative

 

 

10,277

 

 

 

9,440

 

Total operating expenses

 

 

38,851

 

 

 

37,025

 

Loss from operations

 

 

(38,851

)

 

 

(37,025

)

Other income (expense)

 

 

 

 

 

 

Interest income

 

 

3,900

 

 

 

3,877

 

Other expense, net

 

 

(66

)

 

 

(51

)

Total other income (expense), net

 

 

3,834

 

 

 

3,826

 

Net loss

 

$

(35,017

)

 

$

(33,199

)

Net loss per share, basic and diluted

 

$

(0.23

)

 

$

(0.22

)

Weighted-average shares of common stock used in computing net loss per share, basic and diluted

 

 

151,161,741

 

 

 

149,504,216

 

Other comprehensive income (loss):

 

 

 

 

 

 

Unrealized (loss) gain on marketable securities, net

 

 

(287

)

 

 

527

 

Comprehensive loss

 

$

(35,304

)

 

$

(32,672

)

 

The accompanying notes are an integral part of these condensed consolidated financial statements.

 

2


 

Erasca, Inc.

Condensed Consolidated Statements of Stockholders’ Equity

(In thousands, except share data)

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additional

 

 

Other

 

 

 

 

 

Total

 

 

 

Common Stock

 

 

Paid-in

 

 

Comprehensive

 

 

Accumulated

 

 

Stockholders'

 

 

 

Shares

 

 

Amount

 

 

Capital

 

 

(Loss) Income

 

 

Deficit

 

 

Equity

 

Balance at December 31, 2023

 

 

151,462,103

 

 

$

15

 

 

$

922,607

 

 

$

77

 

 

$

(606,013

)

 

$

316,686

 

Exercise of stock options

 

 

35,035

 

 

 

 

 

 

24

 

 

 

 

 

 

 

 

 

24

 

Vesting of early exercised stock options

 

 

 

 

 

 

 

 

155

 

 

 

 

 

 

 

 

 

155

 

Stock-based compensation expense

 

 

 

 

 

 

 

 

6,848

 

 

 

 

 

 

 

 

 

6,848

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(35,017

)

 

 

(35,017

)

Unrealized loss on marketable securities, net

 

 

 

 

 

 

 

 

 

 

 

(287

)

 

 

 

 

 

(287

)

Balance at March 31, 2024

 

 

151,497,138

 

 

$

15

 

 

$

929,634

 

 

$

(210

)

 

$

(641,030

)

 

$

288,409

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additional

 

 

Other

 

 

 

 

 

Total

 

 

 

Common Stock

 

 

Paid-in

 

 

Comprehensive

 

 

Accumulated

 

 

Stockholders'

 

 

 

Shares

 

 

Amount

 

 

Capital

 

 

(Loss) Income

 

 

Deficit

 

 

Equity

 

Balance at December 31, 2022

 

 

150,448,363

 

 

$

15

 

 

$

893,850

 

 

$

(1,041

)

 

$

(480,971

)

 

$

411,853

 

Exercise of stock options

 

 

199,344

 

 

 

 

 

 

183

 

 

 

 

 

 

 

 

 

183

 

Vesting of early exercised stock options

 

 

 

 

 

 

 

 

243

 

 

 

 

 

 

 

 

 

243

 

Stock-based compensation expense

 

 

 

 

 

 

 

 

6,845

 

 

 

 

 

 

 

 

 

6,845

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(33,199

)

 

 

(33,199

)

Unrealized gain on marketable securities, net

 

 

 

 

 

 

 

 

 

 

 

527

 

 

 

 

 

 

527

 

Balance at March 31, 2023

 

 

150,647,707

 

 

$

15

 

 

$

901,121

 

 

$

(514

)

 

$

(514,170

)

 

$

386,452

 

 

 

 

The accompanying notes are an integral part of these condensed consolidated financial statements.

 

3


 

Erasca, Inc.

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

 

 

 

Three Months Ended March 31,

 

 

 

2024

 

 

2023

 

Cash flows from operating activities:

 

 

 

 

 

 

Net loss

 

$

(35,017

)

 

$

(33,199

)

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

 

 

Depreciation and amortization

 

 

998

 

 

 

894

 

Stock-based compensation expense

 

 

6,848

 

 

 

6,845

 

Accretion on marketable securities, net

 

 

(2,342

)

 

 

(975

)

Changes in operating assets and liabilities:

 

 

 

 

 

 

      Prepaid expenses and other current and long-term assets

 

 

(507

)

 

 

670

 

      Accounts payable

 

 

633

 

 

 

446

 

      Accrued expenses and other current and long-term liabilities

 

 

(3,626

)

 

 

(4,363

)

      Operating lease assets and liabilities, net

 

 

(238

)

 

 

3,324

 

Net cash used in operating activities

 

 

(33,251

)

 

 

(26,358

)

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

 

Purchases of marketable securities

 

 

(43,987

)

 

 

(24,280

)

Maturities of marketable securities

 

 

54,000

 

 

 

60,200

 

In-process research and development

 

 

 

 

 

(20,000

)

Purchases of property and equipment

 

 

(42

)

 

 

(1,206

)

Net cash provided by investing activities

 

 

9,971

 

 

 

14,714

 

 

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

 

Proceeds from prepayment of private placement

 

 

6,907

 

 

 

 

Proceeds from the exercise of stock options

 

 

24

 

 

 

183

 

Net cash provided by financing activities

 

 

6,931

 

 

 

183

 

 

 

 

 

 

 

 

Net decrease in cash, cash equivalents and restricted cash

 

 

(16,349

)

 

 

(11,461

)

Cash, cash equivalents and restricted cash at beginning of the period

 

 

93,483

 

 

 

284,625

 

Cash, cash equivalents and restricted cash at end of the period

 

$

77,134

 

 

$

273,164

 

 

 

 

 

 

 

 

Supplemental disclosure of noncash investing and financing activities:

 

 

 

 

 

 

Amounts accrued for purchases of property and equipment

 

$

 

 

$

38

 

Amounts accrued for offering costs

 

$

178

 

 

$

 

Vesting of early exercised options

 

$

155

 

 

$

243

 

 

The accompanying notes are an integral part of these condensed consolidated financial statements.

 

4


 

Erasca, Inc.

Notes to Condensed Consolidated Financial Statements

(Unaudited)

Note 1. Organization and basis of presentation

 

Organization and nature of operations

 

Erasca, Inc. (Erasca or the Company) is a clinical-stage precision oncology company singularly focused on discovering, developing, and commercializing therapies for RAS/MAPK pathway-driven cancers. The Company has assembled a wholly-owned or controlled RAS/MAPK pathway-focused pipeline comprising modality-agnostic programs aligned with its three therapeutic strategies of: (1) targeting key upstream and downstream signaling nodes in the RAS/MAPK pathway; (2) targeting RAS directly; and (3) targeting escape routes that emerge in response to treatment. The Company was incorporated under the laws of the State of Delaware on July 2, 2018, as Erasca, Inc., and is headquartered in San Diego, California. In September 2020, the Company established a wholly-owned Australian subsidiary, Erasca Australia Pty Ltd (Erasca Australia), in order to conduct clinical activities in Australia for its development candidates. In November 2020, the Company entered into an agreement and plan of merger with Asana BioSciences, LLC (Asana) and ASN Product Development, Inc. (ASN) (the Asana Merger Agreement), pursuant to which ASN became the Company's wholly-owned subsidiary. In March 2021, the Company established a wholly-owned subsidiary, Erasca Ventures, LLC (Erasca Ventures), to make equity investments in early-stage biotechnology companies that are aligned with the Company’s mission and strategy.

 

Since inception, the Company has devoted substantially all of its efforts and resources to organizing and staffing the Company, business planning, raising capital, identifying, acquiring and in-licensing the Company’s product candidates, establishing its intellectual property portfolio, conducting research, preclinical studies, and clinical trials, establishing arrangements with third parties for the manufacture of its product candidates and related raw materials, and providing general and administrative support for these operations. As of March 31, 2024, the Company had $297.7 million in cash, cash equivalents, and short-term marketable securities. As of March 31, 2024, the Company had an accumulated deficit of $641.0 million. The Company has incurred significant operating losses and negative cash flows from operations. From its inception through March 31, 2024, the Company’s financial support has primarily been provided from the sale of its convertible preferred stock and the sale of its common stock in its initial public offering (IPO) and underwritten offering (2022 Offering).

 

The Company expects to use its cash, cash equivalents, and short-term marketable securities to fund research and development, working capital, and other general corporate purposes. The Company does not expect to generate any revenues from product sales unless and until the Company successfully completes development and obtains regulatory approval for any of its product candidates, which will not be for at least the next several years, if ever. Accordingly, until such time as the Company can generate significant revenue from sales of its product candidates, if ever, the Company expects to finance its cash needs through equity offerings, debt financings, or other capital sources, including potential collaborations, licenses or other similar arrangements. However, the Company may not be able to secure additional financing or enter into such other arrangements in a timely manner or on favorable terms, if at all. The Company’s failure to raise capital or enter into such other arrangements when needed would have a negative impact on the Company’s financial condition and could force the Company to delay, limit, reduce or terminate its research and development programs or other operations, or grant rights to develop and market product candidates that the Company would otherwise prefer to develop and market itself. The Company believes its cash, cash equivalents, and short-term marketable securities as of March 31, 2024, plus the net proceeds received in April 2024 from the Company's private placement, which closed on April 2, 2024, will be sufficient for the Company to fund operations for at least one year from the issuance date of these condensed consolidated financial statements.

2024 Private Placement

In March 2024, the Company entered into a stock purchase agreement with the purchasers named therein for the private placement of 21,844,660 shares of its common stock at a price of $2.06 per share (the 2024 Private Placement). On April 2, 2024, the 2024 Private Placement closed and the net proceeds were $43.7 million, after deducting placement agent fees and estimated expenses of approximately $1.3 million. The Company received $6.9 million of the proceeds in March 2024 prior to the closing of the 2024 Private Placement, which is recorded in cash and cash equivalents and as a liability in proceeds from prepayment of private placement on the condensed consolidated balance sheets.

 

5


 

Basis of presentation

 

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with US generally accepted accounting principles (US GAAP) for interim financial information and pursuant to Form 10-Q and Article 10 of Regulation S-X of the Securities and Exchange Commission (SEC). Accordingly, they do not include all of the information and notes required by US GAAP for complete financial statements. Any reference in these notes to applicable guidance is meant to refer to US GAAP as found in the Accounting Standards Codification (ASC) and Accounting Standards Updates (ASU) promulgated by the Financial Accounting Standards Board (FASB). The Company’s condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Erasca Australia, ASN, and Erasca Ventures. All intercompany balances and transactions have been eliminated.

Note 2. Summary of significant accounting policies

 

Use of estimates

 

The preparation of the Company’s condensed consolidated financial statements in conformity with US GAAP requires the Company to make estimates and assumptions that impact the reported amounts of assets, liabilities, expenses, and the disclosure of contingent assets and liabilities in the condensed consolidated financial statements and accompanying notes. Accounting estimates and management judgments reflected in the condensed consolidated financial statements include, but are not limited to, the accrual of research and development expenses, stock-based compensation expense, and the incremental borrowing rate for determining the operating lease asset and liability. Management evaluates its estimates on an ongoing basis. Although estimates are based on the Company’s historical experience, knowledge of current events, and actions it may undertake in the future, actual results may ultimately materially differ from these estimates and assumptions.

Unaudited interim financial information

 

The accompanying condensed consolidated balance sheet as of March 31, 2024, the condensed consolidated statements of operations and comprehensive loss for the three months ended March 31, 2024 and 2023, the condensed consolidated statements of stockholders’ equity for the three months ended March 31, 2024 and 2023 and the condensed consolidated statements of cash flows for the three months ended March 31, 2024 and 2023 are unaudited. The unaudited condensed consolidated interim financial statements have been prepared on the same basis as the audited annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s condensed consolidated financial position as of March 31, 2024 and the condensed consolidated results of its operations and cash flows for the three months ended March 31, 2024 and 2023. The condensed consolidated financial data and other information disclosed in these notes related to the three months ended March 31, 2024 and 2023 are unaudited. The condensed consolidated results for the three months ended March 31, 2024 are not necessarily indicative of results to be expected for the year ending December 31, 2024, any other interim periods, or any future year or period. These unaudited condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on March 27, 2024.

Concentration of credit risk and off-balance sheet risk

 

Financial instruments which potentially subject the Company to significant concentration of credit risk consist of cash and cash equivalents and marketable securities. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. The Company has not experienced any losses in such accounts, and management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. The Company’s investment policy includes guidelines for the quality of the related institutions and financial instruments and defines allowable investments that the Company may invest in, which the Company believes minimizes the exposure to concentration of credit risk.

Cash, cash equivalents and restricted cash

 

Cash and cash equivalents include cash in readily available checking and savings accounts, money market funds and commercial paper. The Company considers all highly liquid investments with an original maturity of three months or less from the date of purchase to be cash equivalents.

 

6


 

 

The Company had deposited cash of $408,000 as of March 31, 2024 and December 31, 2023 to secure a letter of credit in connection with the lease of the Company’s facilities (see Note 10). The Company has classified the restricted cash as a noncurrent asset on its condensed consolidated balance sheets.

 

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same amounts shown in the condensed consolidated statements of cash flows (in thousands):

 

 

March 31,

 

 

2024

 

 

2023

 

Cash and cash equivalents

$

76,726

 

 

$

272,756

 

Restricted cash

 

408

 

 

 

408

 

Total cash, cash equivalents and restricted cash

$

77,134

 

 

$

273,164

 

Marketable securities and investments

 

The Company classifies all marketable securities as available-for-sale, as the sale of such securities may be required prior to maturity. Management determines the appropriate classification of its marketable securities at the time of purchase. Marketable securities with original maturities beyond three months at the date of purchase and which mature at, or less than 12 months from, the balance sheet date are classified as short-term marketable securities. Available-for-sale securities are carried at fair value, with the unrealized gains and losses reported as accumulated other comprehensive income (loss) until realized. The amortized cost of available-for-sale debt securities is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization and accretion are included in interest income. The Company regularly reviews all of its marketable securities for declines in fair value. The review includes the consideration of the cause of the impairment, including the creditworthiness of the security issuers, the number of securities in an unrealized loss position, the severity of the unrealized loss(es), whether the Company has the intent to sell the securities and whether it is more likely than not that the Company will be required to sell the securities before the recovery of their amortized cost basis. If the decline in fair value is due to credit-related factors, a loss is recognized in net income; whereas, if the decline in fair value is not due to credit-related factors, the loss is recorded in other comprehensive income (loss). Realized gains and losses on available-for-sale securities are included in other income or expense. The cost of securities sold is based on the specific identification method. Interest and dividends on securities classified as available-for-sale are included in interest income.

 

Through its wholly-owned subsidiary, Erasca Ventures, the Company has also invested in equity securities of a company whose securities are not publicly traded and whose fair value is not readily available (see Notes 3 and 14). This investment is recorded using cost minus impairment, plus or minus changes in its estimated fair value resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Investments in equity securities without readily determinable fair values are assessed for potential impairment on a quarterly basis based on qualitative factors. This investment is included in other assets in the Company's condensed consolidated balance sheets.

Fair value measurements

 

Certain assets and liabilities are carried at fair value under US GAAP. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. Financial assets and liabilities carried at fair value are classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable:

 

Level 1—Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

 

Level 2—Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability.

 

Level 3—Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity).

 

7


 

Recently issued accounting pronouncements not yet adopted

 

From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies that the Company adopts as of the specified effective date. The Company qualifies as an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012 (JOBS Act) and has elected not to “opt out” of the extended transition related to complying with new or revised accounting standards, which means that when a standard is issued or revised and it has different application dates for public and nonpublic companies, the Company can adopt the new or revised standard at the time nonpublic companies adopt the new or revised standard and can do so until such time that the Company either (i) irrevocably elects to “opt out” of such extended transition period or (ii) no longer qualifies as an emerging growth company.

 

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which is intended to provide enhancements to segment disclosures, even for entities with only one reportable segment. In particular, the standard will require disclosures of significant segment expenses regularly provided to the chief operating decision maker and included within each reported measure of segment profit and loss. The standard will also require disclosure of all other segment items by reportable segment and a description of its composition. Finally, the standard will require disclosure of the title and position of the chief operating decision maker and an explanation of how the chief operating decision maker uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. The standard is effective for annual periods beginning after December 15, 2023, and interim periods within annual periods beginning after December 15, 2024. Early adoption is permitted. Retrospective application to all prior periods presented in the financial statements is required. The Company is currently evaluating the impact of the standard on the presentation of its consolidated financial statements and related disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which is intended to provide enhancements to annual income tax disclosures. In particular, the standard will require more detailed information in the income tax rate reconciliation, as well as the disclosure of income taxes paid disaggregated by jurisdiction, among other enhancements. The standard is effective for the Company in its annual period beginning after December 15, 2025 and early adoption is permitted. The standard allows for adoption on a prospective basis, with a retrospective option. The Company is currently evaluating the impact of the standard on the presentation of its consolidated financial statements and related disclosures.

Note 3. Fair value measurements

 

The following tables summarize the Company’s financial assets measured at fair value on a recurring basis and their respective input levels based on the fair value hierarchy (in thousands):

 

 

 

 

 

 

Fair value measurements as of March 31, 2024 using

 

 

 

 

 

 

Quoted prices in

 

 

Significant

 

 

Significant

 

 

 

 

 

 

active markets

 

 

other

 

 

unobservable

 

 

 

March 31,

 

 

for identical

 

 

observable

 

 

inputs

 

 

 

2024

 

 

assets (level 1)

 

 

inputs (level 2)

 

 

(level 3)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds(1)

 

$

58,324

 

 

$

58,324

 

 

$

 

 

$

 

Commercial paper(1)

 

 

1,492

 

 

 

 

 

 

1,492

 

 

 

 

US treasury securities(2)

 

 

73,644

 

 

 

73,644

 

 

 

 

 

 

 

US government agency securities(2)

 

 

23,856

 

 

 

 

 

 

23,856

 

 

 

 

Corporate debt securities(2)

 

 

22,926

 

 

 

 

 

 

22,926

 

 

 

 

Commercial paper(2)

 

 

100,533

 

 

 

 

 

 

100,533

 

 

 

 

Total fair value of assets

 

$

280,775

 

 

$

131,968

 

 

$

148,807

 

 

$

 

 

(1)
Included as cash and cash equivalents on the condensed consolidated balance sheets.
(2)
Included as short-term marketable securities on the condensed consolidated balance sheets.

 

8


 

 

 

 

 

 

Fair value measurements as of December 31, 2023 using

 

 

 

 

 

 

Quoted prices in

 

 

Significant

 

 

Significant

 

 

 

 

 

 

active markets

 

 

other

 

 

unobservable

 

 

 

December 31,

 

 

for identical

 

 

observable

 

 

inputs

 

 

 

2023

 

 

assets (level 1)

 

 

inputs (level 2)

 

 

(level 3)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds(1)

 

$

83,101

 

 

$

83,101

 

 

$

 

 

$

 

US treasury securities(2)

 

 

93,303

 

 

 

93,303

 

 

 

 

 

 

 

US government agency securities(2)

 

 

26,824

 

 

 

 

 

 

26,824

 

 

 

 

Corporate debt securities(2)

 

 

10,734

 

 

 

 

 

 

10,734

 

 

 

 

Commercial paper(2)

 

 

88,414

 

 

 

 

 

 

88,414

 

 

 

 

US treasury securities(3)

 

 

9,642

 

 

 

9,642

 

 

 

 

 

 

 

Total fair value of assets

 

$

312,018

 

 

$

186,046

 

 

$

125,972

 

 

$

 

 

(1)
Included as cash and cash equivalents on the condensed consolidated balance sheets.
(2)
Included as short-term marketable securities on the condensed consolidated balance sheets.
(3)
Included as long-term marketable securities on the condensed consolidated balance sheets.

 

The carrying amounts of the Company’s financial instruments, including cash, prepaid expenses and other current assets, accounts payable, accrued expenses and other current liabilities and proceeds from prepayment of private placement, approximate fair value due to their short maturities. As of March 31, 2024 and December 31, 2023, the Company held a $2.0 million equity investment in Affini-T Therapeutics, Inc. (Affini-T) at cost. No adjustments have been made to the value of the Company’s investment in Affini-T since its initial measurement either due to impairment or based on observable price changes. None of the Company’s non-financial assets or liabilities are recorded at fair value on a non-recurring basis. No transfers between levels have occurred during the periods presented.

 

Cash equivalents consist of money market funds and commercial paper, short-term marketable securities consist of US treasury securities, US government agency securities, corporate debt securities and commercial paper, and long-term marketable securities consist of US treasury securities. The Company obtains pricing information from its investment manager and generally determines the fair value of marketable securities using standard observable inputs, including benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, and bid and/or offers.

Note 4. Marketable securities

 

The following tables summarize the Company’s marketable securities accounted for as available-for-sale securities (in thousands, except years):

 

 

 

March 31, 2024

 

 

 

Maturity

 

Amortized

 

 

Unrealized

 

 

Unrealized

 

 

Estimated

 

 

 

(in years)

 

cost

 

 

gains

 

 

losses

 

 

fair value

 

US treasury securities

 

1 or less

 

$

73,753

 

 

$

8

 

 

$

(117

)

 

$

73,644

 

US government agency securities

 

1 or less

 

 

23,859

 

 

 

11

 

 

 

(14

)

 

 

23,856

 

Corporate debt securities

 

1 or less

 

 

22,967

 

 

 

 

 

 

(41

)

 

 

22,926

 

Commercial paper

 

1 or less

 

 

100,590

 

 

 

16

 

 

 

(73

)

 

 

100,533

 

Total

 

 

 

$

221,169

 

 

$

35

 

 

$

(245

)

 

$

220,959

 

 

 

 

 

December 31, 2023

 

 

 

Maturity

 

Amortized

 

 

Unrealized

 

 

Unrealized

 

 

Estimated

 

 

 

(in years)

 

cost

 

 

gains

 

 

losses

 

 

fair value

 

US treasury securities

 

1 or less

 

$

93,377

 

 

$

74

 

 

$

(148

)

 

$

93,303

 

US government agency securities

 

1 or less

 

 

26,783

 

 

 

45

 

 

 

(4

)

 

 

26,824

 

Corporate debt securities

 

1 or less

 

 

10,719

 

 

 

15

 

 

 

 

 

 

10,734

 

Commercial paper

 

1 or less

 

 

88,356

 

 

 

68

 

 

 

(10

)

 

 

88,414

 

US treasury securities

 

1-2

 

 

9,605

 

 

 

37

 

 

 

 

 

 

9,642

 

Total

 

 

 

$

228,840

 

 

$

239

 

 

$

(162

)

 

$

228,917

 

 

 

9


 

The following tables present fair values and gross unrealized losses for those available-for-sale securities that were in an unrealized loss position as of March 31, 2024 and December 31, 2023, aggregated by category and the length of time that the securities have been in a continuous loss position (in thousands):

 

 

 

March 31, 2024

 

 

 

Unrealized losses less than 12 months

 

 

Unrealized losses 12 months or greater

 

 

Total

 

 

 

Fair value

 

 

Unrealized losses

 

 

Fair value

 

 

Unrealized losses

 

 

Fair value

 

 

Unrealized losses

 

US treasury securities

 

$

55,139

 

 

$

(117

)

 

$

 

 

$

 

 

$

55,139

 

 

$

(117

)

US government agency securities

 

 

18,845

 

 

 

(14

)

 

 

 

 

 

 

 

 

18,845

 

 

 

(14

)

Corporate debt securities

 

 

22,926

 

 

 

(41

)

 

 

 

 

 

 

 

 

22,926

 

 

 

(41

)

Commercial paper

 

 

65,574

 

 

 

(73

)

 

 

 

 

 

 

 

 

65,574

 

 

 

(73

)

Total

 

$

162,484

 

 

$

(245

)

 

$

 

 

$

 

 

$

162,484

 

 

$

(245

)

 

 

 

December 31, 2023

 

 

 

Unrealized losses less than 12 months

 

 

Unrealized losses 12 months or greater

 

 

Total

 

 

 

Fair value

 

 

Unrealized losses

 

 

Fair value

 

 

Unrealized losses

 

 

Fair value

 

 

Unrealized losses

 

US treasury securities

 

$

74,912

 

 

$

(148

)

 

$

 

 

$

 

 

$

74,912

 

 

$

(148

)

US government agency securities

 

 

6,950

 

 

 

(4

)

 

 

 

 

 

 

 

 

6,950

 

 

 

(4

)

Corporate debt securities

 

 

748

 

 

 

 

 

 

 

 

 

 

 

 

748

 

 

 

 

Commercial paper

 

 

22,944

 

 

 

(10

)

 

 

 

 

 

 

 

 

22,944

 

 

 

(10

)

Total

 

$

105,554

 

 

$

(162

)

 

$

 

 

$

 

 

$

105,554

 

 

$

(162

)

As of March 31, 2024, there were 28 available-for-sale securities with an estimated fair value of $162.5 million in gross unrealized loss positions, none of which were in an unrealized loss position for more than 12 months. As of December 31, 2023, there were 22 available-for-sale securities with an estimated fair value of $105.6 million in gross unrealized loss positions, none of which were in an unrealized loss position for more than 12 months.

 

As of March 31, 2024 and December 31, 2023, unrealized losses on available-for-sale securities are not attributed to credit risk. The Company believes that an allowance for credit losses is unnecessary because the unrealized losses on certain of the Company’s available-for-sale securities are due to market factors and interest rate increases. Additionally, the Company does not intend to sell the securities nor is it more likely than not that the Company will be required to sell the securities before recovery of their amortized cost basis.

 

Accrued interest on the Company’s available-for-sale securities was $871,000 and $1.1 million as of March 31, 2024 and December 31, 2023, respectively, and was included in prepaid expenses and other current assets on the condensed consolidated balance sheets.

Note 5. Property and equipment, net

 

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

 

 

 

March 31,

 

 

December 31,

 

 

 

2024

 

 

2023

 

Laboratory equipment

 

$

5,621

 

 

$

5,620

 

Furniture and fixtures

 

 

4,099

 

 

 

4,099

 

Leasehold improvements

 

 

18,173

 

 

 

18,173

 

Computer equipment and software

 

 

1,695

 

 

 

1,667

 

      Property and equipment

 

 

29,588

 

 

 

29,559

 

Less accumulated depreciation and amortization

 

 

(8,230

)

 

 

(7,232

)

      Property and equipment, net

 

$

21,358

 

 

$

22,327

 

 

 

10


 

Depreciation and amortization expense related to property and equipment was $998,000 and $894,000 for the three months ended March 31, 2024 and 2023, respectively.

Note 6. Accrued expenses and other current liabilities

 

Accrued expenses and other current liabilities consisted of the following (in thousands):

 

 

 

March 31,

 

 

December 31,

 

 

 

2024

 

 

2023

 

Accrued research and development expenses

 

$

9,247

 

 

$

8,803

 

Accrued compensation

 

 

6,095

 

 

 

10,311

 

Unvested early exercised stock option liability

 

 

309

 

 

 

464

 

Accrued professional services

 

 

626

 

 

 

435

 

Accrued offering costs

 

 

178

 

 

 

 

Accrued property and equipment

 

 

 

 

 

13

 

Other accruals

 

 

122

 

 

 

160

 

      Total

 

$

16,577

 

 

$

20,186

 

 

Note 7. Asset acquisitions

 

The following purchased assets were accounted for as asset acquisitions as substantially all of the fair value of the assets acquired were concentrated in a group of similar assets, and the acquired assets did not have outputs or employees. Because the assets had not yet received regulatory approval, the fair value attributable to these assets was recorded as in-process research and development expenses in the Company’s condensed consolidated statements of operations and comprehensive loss.

Asana BioSciences, LLC

 

In November 2020, the Company entered into the Asana Merger Agreement, pursuant to which ASN became its wholly-owned subsidiary. Asana and ASN had previously entered into a license agreement, which was amended and restated prior to the closing of the merger transaction (the Asana License Agreement, and collectively with the Asana Merger Agreement, the Asana Agreements), pursuant to which ASN acquired an exclusive, worldwide license to certain intellectual property rights relating to inhibitors of ERK1 and ERK2 owned or controlled by Asana to develop and commercialize ERAS-007 and certain other related compounds for all applications.

 

Under the Asana Merger Agreement, in 2020, the Company made an upfront payment of $20.0 million and issued 4,000,000 shares of its Series B-2 convertible preferred stock to Asana at a value of $7.50 per share or a total fair value of equity of $30.0 million. In connection with the Company's IPO, these shares of Series B-2 convertible preferred stock were converted into 3,333,333 shares of the Company’s common stock. The Company is obligated to make future development and regulatory milestone cash payments for a licensed product in an amount of up to $90.0 million. Additionally, upon achieving a development milestone related to demonstration of successful proof-of-concept in a specified clinical trial, the Company will also be required to issue 3,888,889 shares of its common stock to Asana. The Company is not obligated to pay royalties on the net sales of licensed products. No IPR&D expense was recorded during the three months ended March 31, 2024 and 2023. As of March 31, 2024 and December 31, 2023, no milestones had been accrued as the underlying contingencies were not probable or estimable.

Emerge Life Sciences, Pte. Ltd.

 

In March 2021, the Company entered into an asset purchase agreement (ELS Purchase Agreement) with Emerge Life Sciences, Pte. Ltd. (ELS) wherein it purchased all rights, title, and interest (including all patent and other intellectual property rights) to EGFR antibodies directed against the EGFR domain II (EGFR-D2) and domain III (EGFR-D3) as well as a bispecific antibody where one arm is directed against EGFR-D2 and the other is directed against EGFR-D3 (the Antibodies). Under the terms of the ELS Purchase Agreement, in 2021, the Company made an upfront payment of $2.0 million and issued to ELS 500,000 shares of the Company’s common stock at a value of $3.36 per share or a total fair value of equity of $1.7 million. No IPR&D expense was recorded during the three months ended March 31, 2024 and 2023.

 

11


 

Note 8. License agreements

 

Novartis Pharma AG

In December 2022, the Company entered into an exclusive license agreement (as amended, the Novartis Agreement) with Novartis Pharma AG (Novartis) under which the Company was granted an exclusive, worldwide, royalty-bearing license to certain patent and other intellectual property rights owned or controlled by Novartis to develop, manufacture, use, and commercialize naporafenib in all fields of use. The Company has the right to sublicense (through multiple tiers) its rights under the Novartis Agreement, subject to certain limitations and conditions, and is required to use commercially reasonable efforts to commercialize licensed products in certain geographical markets.

 

The license granted under the Novartis Agreement is subject to Novartis’ reserved right to: (i) develop, manufacture, use, and commercialize compounds unrelated to naporafenib under the licensed patent rights and know-how, (ii) use the licensed patent rights and know-how for non-clinical research purposes, and (iii) use the licensed patent rights and know-how to the extent necessary to perform ongoing clinical trials and perform its obligations under existing contracts and under the Novartis Agreement.

Under the Novartis Agreement, the Company made an upfront cash payment to Novartis of $20.0 million and issued to Novartis 12,307,692 shares of common stock of the Company having an aggregate value of approximately $80.0 million. The Company is obligated to make future regulatory milestone payments of up to $80.0 million and sales milestone payments of up to $200.0 million. The Company is also obligated to pay royalties on net sales of all licensed products, in the low-single digit percentages, subject to certain reductions. No IPR&D expense was recorded during the three months ended March 31, 2024 and 2023. As of March 31, 2024 and December 31, 2023, no milestones are accrued as the underlying contingencies are not probable or estimable.

Katmai Pharmaceuticals, Inc.

 

In March 2020, the Company entered into a license agreement (the Katmai Agreement) with Katmai Pharmaceuticals, Inc. (Katmai) under which the Company was granted an exclusive, worldwide, royalty-bearing license to certain patent rights and know-how controlled by Katmai related to the development of small molecule therapeutic and diagnostic products that modulate EGFR and enable the identification, diagnosis, selection, treatment, and/or monitoring of patients for neuro-oncological applications to develop, manufacture, use, and commercialize ERAS-801 and certain other related compounds in all fields of use.

 

Under the Katmai Agreement, the Company made an upfront payment of $5.7 million and Katmai agreed to purchase shares of the Company’s Series B-1 convertible preferred stock and Series B-2 convertible preferred stock having an aggregate value of $2.7 million. In April 2020, Katmai purchased 356,000 shares of the Company’s Series B-1 convertible preferred stock for $1.8 million, and in January 2021, Katmai purchased 118,666 shares of the Company’s Series B-2 convertible preferred stock for $0.9 million. In connection with the Company's IPO, these shares of Series B-1 convertible preferred stock and Series B-2 convertible preferred stock were converted into 395,555 shares of the Company's common stock, in the aggregate. The Company is obligated to make future development and regulatory milestone payments of up to $26.0 million, of which $2.0 million was paid in March 2022, and commercial milestone payments of up to $101.0 million. The Company is also obligated to pay tiered royalties on net sales of each licensed product, at rates ranging from the mid- to high-single digit percentages, subject to a minimum annual royalty payment in the low six figures and certain permitted deductions. No IPR&D expense was recorded during the three months ended March 31, 2024 and 2023. As of March 31, 2024 and December 31, 2023, no milestones are accrued as the underlying contingencies are not probable or estimable.

NiKang Therapeutics, Inc.

 

In February 2020, the Company entered into a license agreement (the NiKang Agreement) with NiKang Therapeutics, Inc. (NiKang) under which the Company was granted an exclusive, worldwide license to certain intellectual property rights owned or controlled by NiKang related to certain SHP2 inhibitors to develop and commercialize ERAS-601 and certain other related compounds for all applications.

 

 

12


 

Under the NiKang Agreement, in 2020, the Company made an upfront payment of $5.0 million to NiKang and reimbursed NiKang $0.4 million for certain initial manufacturing costs. In addition, the Company paid $7.0 million in 2020 related to the publication of a US patent application that covered the composition of matter of ERAS-601. The Company is also obligated to pay (i) development and regulatory milestone payments in an aggregate amount of up to $16.0 million for the first licensed product, of which $4.0 million was paid in January 2021, and $12.0 million for a second licensed product, and (ii) commercial milestone payments in an aggregate amount of up to $157.0 million for the first licensed product and $151.0 million for a second licensed product. The Company is also obligated to: (i) pay tiered royalties on net sales of all licensed products in the mid-single digit percentages, subject to certain reductions; and (ii) equally split all net sublicensing revenues earned under sublicense agreements that the Company enters into with any third party before commencement of the first Phase I clinical trial for a licensed product. No IPR&D expense was recorded during the three months ended March 31, 2024 and 2023. As of March 31, 2024 and December 31, 2023, no milestones are accrued as the underlying contingencies are not probable or estimable.

LifeArc

 

In April 2020, the Company entered into a license agreement with LifeArc (the LifeArc Agreement) under which the Company was granted an exclusive, worldwide license to certain materials, know-how, and intellectual property rights owned or controlled by LifeArc to develop, manufacture, use, and commercialize certain ULK inhibitors for all applications.

 

Under the LifeArc Agreement, the Company was granted the license at no upfront cost and a period of three months after the effective date to conduct experiments on LifeArc’s compounds. Upon completion of this initial testing period, the Company had the option to continue the license and make a one-time license payment of $75,000 to LifeArc, which payment was subsequently made in 2020. The Company is obligated to make future development milestone payments for a licensed product of up to $11.0 million and sales milestone payments of up to $50.0 million. The Company is also obligated to pay royalties on net sales of all licensed products, in the low-single digit percentages, subject to certain reductions. No IPR&D expense was recorded during the three months ended March 31, 2024 and 2023. As of March 31, 2024 and December 31, 2023, no milestones are accrued as the underlying contingencies are not probable or estimable.

Note 9. Stock-based compensation

 

In July 2021, the Company’s board of directors adopted and the Company’s stockholders approved the Company’s 2021 Incentive Award Plan (the 2021 Plan), which became effective in connection with the IPO. Upon the adoption of the 2021 Plan, the Company ceased making equity grants under its 2018 Equity Incentive Plan (the 2018 Plan). Under the 2021 Plan, the Company may grant stock options, restricted stock, restricted stock units, stock appreciation rights, and other stock or cash-based awards to individuals who are then employees, officers, directors or non-entity consultants of the Company. A total of 15,150,000 shares of common stock were initially reserved for issuance under the 2021 Plan. In addition, the number of shares of common stock available for issuance under the 2021 Plan may be increased annually on the first day of each calendar year during the term of the 2021 Plan, beginning in 2022, by an amount equal to the lesser of (i) 5% of the shares of common stock outstanding on the final day of the immediately preceding calendar year or (ii) such smaller number of shares as determined by the Company’s board of directors or an authorized committee of the board of directors. As of March 31, 2024, there were 13,204,701 stock-based awards available for future grant under the 2021 Plan.

 

Subsequent to July 2021, no further awards will be granted under the 2018 Plan and all future stock-based awards will be granted under the 2021 Plan. To the extent outstanding options or restricted stock granted under the 2018 Plan are cancelled, forfeited, repurchased, or otherwise terminated without being exercised or becoming vested, and would otherwise have been returned to the share reserve under the 2018 Plan, the number of shares underlying such awards will be available for future grant under the 2021 Plan.

 

Options granted are exercisable at various dates as determined upon grant and will expire no more than ten years from their date of grant. Stock options generally vest over a four-year term. The exercise price of each option shall be determined by the Company’s board of directors based on the estimated fair value of the Company’s stock on the date of the option grant. The exercise price shall not be less than 100% of the fair market value of the Company’s common stock at the time the option is granted. For holders of more than 10% of the Company’s total combined voting power of all classes of stock, incentive stock options may not be granted at less than 110% of the fair market value of the Company’s common stock on the date of grant and for a term that exceeds five years. Early exercise was permitted for certain grants under the 2018 Plan.

 

13


 

Stock options

 

A summary of the Company’s stock option activity under the 2021 Plan and 2018 Plan is as follows (in thousands, except share and per share data and years):

 

 

 

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

 

 

Weighted-

 

 

average remaining

 

 

Aggregate

 

 

 

 

 

 

average

 

 

contractual

 

 

intrinsic

 

 

 

Shares

 

 

exercise price

 

 

term (years)

 

 

value

 

Outstanding at December 31, 2023

 

 

24,970,957

 

 

$

4.98

 

 

 

8.12

 

 

$

4,412

 

Granted

 

 

9,827,650

 

 

 

1.71

 

 

 

 

 

 

 

Exercised

 

 

(35,035

)

 

 

0.69

 

 

 

 

 

 

 

Canceled

 

 

(116,449

)

 

 

4.89

 

 

 

 

 

 

 

Outstanding at March 31, 2024

 

 

34,647,123

 

 

$

4.06

 

 

 

8.44

 

 

$

7,532

 

Options exercisable at March 31, 2024

 

 

12,850,952

 

 

$

4.83

 

 

 

7.32

 

 

$

3,916

 

The weighted-average grant date fair value of options granted for the three months ended March 31, 2024 and 2023 was $1.25 and $2.94, respectively. As of March 31, 2024, the unrecognized compensation cost related to unvested stock option grants was $55.9 million and is expected to be recognized as expense over approximately 2.75 years. The intrinsic value of the options exercised for the three months ended March 31, 2024 and 2023 was $47,000 and $517,000, respectively.

 

Prior to the Company's IPO, certain individuals were granted the ability to early exercise their stock options. The shares of common stock issued from the early exercise of unvested stock options are restricted and continue to vest in accordance with the original vesting schedule. The Company has the option to repurchase any unvested shares at the original purchase price upon any voluntary or involuntary termination. The shares purchased by the employees and non-employees pursuant to the early exercise of stock options are not deemed, for accounting purposes, to be outstanding until those shares vest. The cash received in exchange for exercised and unvested shares related to stock options granted is recorded as a liability for the early exercise of stock options on the accompanying condensed consolidated balance sheets and will be transferred into common stock and additional paid-in capital as the shares vest. As of March 31, 2024 and December 31, 2023, there were 247,919 shares and 371,876 shares subject to repurchase by the Company, respectively. As of March 31, 2024 and December 31, 2023, the Company recorded $309,000 and $464,000 of liabilities associated with shares issued with repurchase rights, respectively, which is recorded in accrued expenses and other current liabilities.

 

The assumptions used in the Black-Scholes option pricing model to determine the fair value of the employee and nonemployee stock option grants were as follows:

 

 

 

Three Months Ended March 31,

 

 

2024

 

2023

Risk-free interest rate

 

3.84%-4.15%

 

3.46%-4.22%

Expected volatility

 

83.35%-83.91%

 

85.52%-85.81%

Expected term (in years)

 

5.28-6.01

 

6.02-6.07

Expected dividend yield

 

--%

 

--%

 

 

14


 

Employee stock purchase plan

 

In July 2021, the Company’s board of directors adopted and the Company’s stockholders approved the Company's 2021 Employee Stock Purchase Plan (the ESPP), which became effective in connection with the IPO. The ESPP permits participants to contribute up to a specified percentage of their eligible compensation during a series of offering periods of 24 months, each comprised of four six-month purchase periods, to purchase the Company’s common stock. The purchase price of the shares will be 85% of the fair market value of the Company’s common stock on the first day of trading of the applicable offering period or on the applicable purchase date, whichever is lower. A total of 1,260,000 shares of common stock was initially reserved for issuance under the ESPP. In addition, the number of shares of common stock available for issuance under the ESPP may be increased annually on the first day of each calendar year during the term of the ESPP, beginning in 2022, by an amount equal to the lesser of (i) 1% of the shares of common stock outstanding on the final day of the immediately preceding calendar year or (ii) such smaller number of shares as determined by the Company’s board of directors or an authorized committee of the board of directors. The Company recognized stock-based compensation expense related to the ESPP of $342,000 and $707,000 during the three months ended March 31, 2024 and 2023, respectively. As of March 31, 2024, the unrecognized compensation cost related to the ESPP was $1.5 million and is expected to be recognized as expense over approximately 1.69 years. As of March 31, 2024 and December 31, 2023, $317,000 and $46,000 has been withheld on behalf of employees for future purchase under the ESPP, respectively, and is included in accrued expenses and other current liabilities on the condensed consolidated balance sheets. No shares were issued and sold under the ESPP during the three months ended March 31, 2024 and 2023.

Stock-based compensation expense

 

The allocation of stock-based compensation for all stock awards was as follows (in thousands):

 

 

 

Three Months Ended March 31,

 

 

 

2024

 

 

2023

 

Research and development

 

$

3,484

 

 

$

3,880

 

General and administrative

 

 

3,364

 

 

 

2,965

 

Total

 

$

6,848

 

 

$

6,845

 

Common stock reserved for future issuance

 

Common stock reserved for future issuance consisted of the following as of March 31, 2024 and December 31, 2023:

 

 

 

March 31,

 

 

December 31,

 

 

 

2024

 

 

2023

 

Stock options issued and outstanding

 

 

34,647,123

 

 

 

24,970,957

 

Awards available for future grant

 

 

13,204,701

 

 

 

15,342,797

 

Shares available for purchase under the ESPP

 

 

2,080,681

 

 

 

2,080,681

 

Total

 

 

49,932,505

 

 

 

42,394,435

 

 

Note 10. Leases

 

Operating leases

 

The Company has facility leases for office space under non-cancellable and cancelable operating leases with various expiration dates through 2032 and equipment under a non-cancellable operating lease with a term expiring in 2026. Total lease costs were approximately $2.7 million and $3.1 million, including operating lease costs of $1.9 million and $1.9 million, variable lease costs of $916,000 and $1.2 million, and sublease income of $84,000 and $0, during the three months ended March 31, 2024 and 2023, respectively. The Company paid $2.1 million and $863,000 in cash for operating leases, net of sublease income, that were included in the operating activities section of the condensed consolidated statements of cash flows for the three months ended March 31, 2024 and 2023, respectively.

 

15


 

 

The weighted-average remaining lease term and the weighted-average discount rate of the Company’s operating leases were 8.05 years and 8.96%, respectively, at March 31, 2024. The weighted-average remaining lease term and the weighted-average discount rate of the Company’s operating leases were 8.29 years and 8.95%, respectively, at December 31, 2023. The weighted-average remaining lease term does not include any renewal options at the election of the Company.

 

The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants.

Facility leases

 

In September 2020, the Company entered into a lease agreement for 59,407 square feet of laboratory and office space in San Diego, California, which represented a portion of a new facility that was under construction and which was subsequently amended in March 2021 to expand the rented premises by 18,421 square feet (the 2020 Lease). The construction and design of the asset was the primary responsibility of the lessor. The Company was involved in certain aspects of construction and design for certain interior features and leasehold improvements that is beneficial to the Company to better suit its business needs and intended purpose of the space. The lease is accounted for as an operating lease and commenced in August 2021. In April 2022, the 2020 Lease was modified to amend the rent commencement date from February 2022 to May 2022. The 2020 Lease, as amended, has a term of 10.75 years and includes aggregate monthly payments to the lessor of approximately $51.6 million beginning in May 2023 with a rent escalation clause, and a tenant improvement allowance of approximately $16.8 million. The Company is responsible for its share of operating expenses based on actual operating expenses incurred by the landlord. The 2020 Lease is cancellable at the Company’s request after the 84th month with 12 months written notice and a lump-sum cancellation payment of $2.5 million. The termination option has not been included in the Company's operating lease assets and liabilities. As discussed in Note 2, the Company provided a letter of credit to the lessor for $408,000, which expires July 29, 2032.

 

In December 2021, the Company entered into a lease agreement for 29,542 square feet of office and laboratory space in South San Francisco, California. The lease is accounted for as an operating lease with the associated operating lease assets and liabilities recorded upon commencement, which occurred in July 2022. The non-cancellable operating lease has an initial term of 124 months with an option to extend the lease term by 5 years at the then-current market rates and includes aggregate monthly payments to the lessor of approximately $34.4 million beginning in November 2022 with a rent escalation clause and a tenant improvement allowance of approximately $8.2 million. The renewal option has not been included in the Company's operating lease assets and liabilities. The Company is responsible for its share of operating expenses based on actual operating expenses incurred by the landlord. The construction and design of the tenant improvements was the primary responsibility of the lessor. While the Company was involved in certain aspects of construction and design for certain interior features and leasehold improvements that is beneficial to the Company to better suit its business needs and intended purpose of the space, all construction was handled directly by the landlord. The Company was not deemed to be the accounting owner of the tenant improvements prior to or after the construction period. All payments made by the Company for landlord-owned tenant improvements were recorded as prepaid rent on the condensed consolidated balance sheets prior to lease commencement and included in the operating lease asset upon lease commencement. In February 2022, the expected project costs exceeded the tenant improvement allowances by $5.1 million, which was paid directly to the landlord by the Company and was recorded as prepaid rent in the condensed consolidated balance sheets and as a cash outflow from operating activities in the condensed consolidated statements of cash flows. Upon lease commencement, the $5.1 million of prepaid rent was included in the operating lease asset. The Company paid a security deposit of $874,000 in December 2021 that was recorded as other assets in the condensed consolidated balance sheets.

 

In January 2024, the Company entered into an agreement to sublease the second floor of its corporate headquarters in San Diego, California. Pursuant to the agreement, the subleased space is approximately 10,000 square feet of office space with a sublease term of three years which includes an option for the subtenant to renew for an additional year and an early termination clause. The Company determined the sublease to be an operating lease. Therefore, the Company will recognize sublease income on a straight-line basis over the lease term in its condensed consolidated statements of operations and comprehensive loss as a reduction to operating lease costs because the sublease is outside of the Company's normal business operations. The Company will continue to account for the operating lease asset and related liability of the original lease as it did prior to the commencement of the sublease. The Company recorded a reduction to operating lease costs of $84,000 related to income from this sublease during the three months ended March 31, 2024.

 

 

16


 

Future minimum lease payments under the operating leases with initial lease terms in excess of one year as of March 31, 2024 are as follows (in thousands):

 

Year ending December 31,

 

 

2024 (remaining nine months)

$

6,602

 

2025

 

9,024

 

2026

 

9,170

 

2027

 

9,199

 

2028

 

9,277

 

Thereafter

 

35,098

 

Total lease payments

$

78,370

 

Less: Amount representing interest

 

(23,433

)

Operating lease liabilities

$

54,937

 

 

Note 11. Commitments and contingencies

 

Liabilities for loss contingencies arising from claims, assessments, litigation, fines, penalties and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. There are no matters currently outstanding for which any such liabilities have been accrued.

Note 12. Income taxes

 

No provision for federal, state or foreign income taxes has been recorded for the three months ended March 31, 2024 and 2023. The Company has incurred net operating losses for all the periods presented and has not reflected any benefit of such net operating loss carryforwards in the accompanying condensed consolidated financial statements due to uncertainty around utilizing these tax attributes within their respective carryforward periods. The Company has recorded a full valuation allowance against all of its deferred tax assets as it is not more likely than not that such assets will be realized in the near future. The Company’s policy is to recognize interest expense and penalties related to income tax matters as tax expense. For the three months ended March 31, 2024 and 2023, the Company has not recognized any interest or penalties related to income taxes.

Note 13. Net loss per share

 

The following table summarizes the computation of basic and diluted net loss per share of the Company (in thousands, except share and per share data):

 

 

 

 

 

Three Months Ended March 31,

 

 

 

 

 

 

 

 

2024

 

 

2023

 

Net loss

 

 

 

 

 

 

$

(35,017

)

 

$

(33,199

)

Weighted-average shares of common stock used in computing net loss per share, basic and diluted

 

 

 

 

 

 

 

151,161,741

 

 

 

149,504,216

 

Net loss per share, basic and diluted

 

 

 

 

 

 

$

(0.23

)

 

$

(0.22

)

 

 

17


 

 

The Company’s potentially dilutive securities, which include options to purchase common stock, shares purchasable under the ESPP and common stock subject to repurchase related to options early exercised, have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share is the same. The Company excluded the following potential common shares, presented as amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect:

 

 

 

March 31,

 

 

 

March 31,

 

 

 

2024

 

 

 

2023

 

Options to purchase common stock

 

 

34,647,123

 

 

 

 

25,892,271

 

Options early exercised subject to future vesting

 

 

247,919

 

 

 

 

948,179

 

Estimated shares purchasable under the ESPP

 

 

1,301,205

 

 

 

 

755,809

 

Total potentially dilutive shares

 

 

36,196,247

 

 

 

 

27,596,259

 

 

Note 14. Related party transactions

 

Erasca Foundation

 

In May 2021, the Company established the Erasca Foundation to provide support such as funding research, patient advocacy, patient support and education in underserved populations, and funding for other initiatives to positively impact society that align with the Company’s mission. The Company's chief executive officer and certain board members serve as directors of the Erasca Foundation and the Company's chief executive officer, chief financial officer and chief business officer, and general counsel are also officers of the Erasca Foundation. In April 2024, the Company donated $125,000 to the Erasca Foundation.

 

Affini-T Therapeutics, Inc.

 

The Company holds a $2.0 million equity investment in Affini-T. One of the Company’s board members is also a member of the board of Affini-T.

Note 15. Subsequent event

 

On April 2, 2024, the Company completed the 2024 Private Placement in which the Company issued and sold 21,844,660 shares of common stock at a price of $2.06 per share. Net proceeds from the 2024 Private Placement, after deducting placement agent fees and estimated expenses, were $43.7 million.

 

18


 

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

 

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and notes thereto included elsewhere in this Quarterly Report on Form 10-Q and with our audited consolidated financial statements and notes thereto and management’s discussion and analysis of financial condition and results of operations for the year ended December 31, 2023, included in our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on March 27, 2024.

 

Cautionary Note Regarding Forward-Looking Statements

 

This Quarterly Report contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act). All statements other than statements of historical facts contained in this Quarterly Report, including statements regarding our future results of operations and financial position, business strategy, research and development plans, the anticipated timing, costs, design and conduct of our ongoing and planned preclinical studies and planned clinical trials for our product candidates, the timing and likelihood of regulatory filings and approvals for our product candidates, our ability to commercialize our product candidates, if approved, the impact of global geopolitical and economic events and war on our business, the pricing and reimbursement of our product candidates, if approved, the potential to develop future product candidates, the potential benefits of current and future licenses, acquisitions, and strategic arrangements with third parties, and our intent to enter into any future strategic arrangements, the timing and likelihood of success, plans and objectives of management for future operations and future results of anticipated product development efforts, are forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “could,” “expect,” “intend,” "target," “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue,” or the negative of these terms or other similar expressions. These forward-looking statements are only predictions. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our business, financial condition and results of operations. These forward-looking statements speak only as of the date of this Quarterly Report and are subject to a number of risks, uncertainties and assumptions, including those described in Part II, Item 1A, “Risk Factors.” The events and circumstances reflected in our forward-looking statements may not be achieved or occur, and actual results could differ materially from those projected in the forward-looking statements. Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements contained herein, whether as a result of any new information, future events, changed circumstances or otherwise.

Overview

 

We are a clinical-stage precision oncology company singularly focused on discovering, developing, and commercializing therapies for patients with RAS/MAPK pathway-driven cancers. Molecular alterations in RAS, the most frequently mutated oncogene, and the MAPK pathway, one of the most frequently altered signaling pathways in cancer, account for approximately 5.4 million new patients diagnosed with cancer globally each year. Our company was co-founded by leading pioneers in precision oncology and RAS targeting to create novel therapies and combination regimens designed to comprehensively shut down the RAS/MAPK pathway for the treatment of patients with cancer. We have assembled one of the deepest, wholly-owned or controlled RAS/MAPK pathway-focused pipelines in the industry, which comprises modality-agnostic programs aligned with our three therapeutic strategies of: (1) targeting key upstream and downstream signaling nodes in the RAS/MAPK pathway; (2) targeting RAS directly; and (3) targeting escape routes that emerge in response to treatment.

 

 

 

19


 

The following figure shows the RAS/MAPK pathway and how the three therapeutic strategies listed above attempt to comprehensively and synergistically shut down the RAS/MAPK pathway.

 

img199610639_0.jpg 

 

 

The target breadth and molecular diversity represented in our pipeline enable us to pursue a systematic, data-driven, portfolio-wide clinical development effort to identify single agent and combination approaches with the goal of prolonging survival in numerous patient populations with high unmet medical needs. Our modality-agnostic approach aims to allow us to selectively and potently target critical signaling nodes with the most appropriate modality, including small molecule therapeutics and large molecule therapeutics. Our purpose-built pipeline includes three clinical-stage programs (a pan-RAF inhibitor, an ERK inhibitor, and a central nervous system (CNS)-penetrant EGFR inhibitor), and additional discovery-stage programs targeting other key oncogenic drivers. We believe our world-class team’s capabilities and experience, further guided by our scientific advisory board, which includes the world’s leading experts in the RAS/MAPK pathway, uniquely position us to achieve our bold mission of erasing cancer.

 

Our lead product candidate is naporafenib, for which we plan to initiate a pivotal Phase 3 trial (SEACRAFT-2) in the second quarter of 2024 for patients with NRAS-mutated (NRASm) melanoma. We dosed the first patient in a Phase 1b trial (SEACRAFT-1) in August 2023 for patients with RAS Q61X solid tumors to inform additional clinical development pathways for naporafenib. Naporafenib is a pan-RAF inhibitor with first-in-class and best-in-class potential for patients with NRASm melanoma, RAS Q61X solid tumors, and other RAS/MAPK pathway-driven tumors. RAF proteins are ubiquitously expressed serine-threonine kinases that constitute a key node of the RAS/MAPK pathway downstream of RAS and upstream of MEK. The RAF protein family consists of ARAF, BRAF, and CRAF (RAF1) that are activated through dimerization. Mutations in RAF proteins have been observed in many cancers, such as melanoma, colorectal cancer (CRC), non-small cell lung cancer (NSCLC), and thyroid cancer. We in-licensed naporafenib from Novartis Pharma AG (Novartis) in December 2022. Naporafenib has been dosed in over

 

20


 

500 patients to date, whereby safety, tolerability, pharmacokinetics (PK), and pharmacodynamics have been established in both monotherapy and select combinations, with clinical proof-of-concept (PoC) data in combination with trametinib (MEKINIST) for patients with NRASm melanoma, which includes NRAS Q61X melanoma, and preliminary clinical PoC data in combination with trametinib for patients with RAS Q61X NSCLC. In December 2023, we announced that the US Food and Drug Administration (FDA) granted Fast Track Designation (FTD) to naporafenib in combination with trametinib for the treatment of adult patients with unresectable or metastatic melanoma who have progressed on, or are intolerant to, an antiprogrammed death-1 (ligand 1) (PD(L)1)-based regimen, and whose tumors contain an NRAS mutation (NRASm). Programs that receive FTD may benefit from early and frequent interactions with the FDA during the clinical development process and, if relevant criteria are met, the FDA may consider reviewing portions of a marketing application before the sponsor submits the complete application.

 

We are pursuing a broad development strategy for naporafenib, which includes our SEACRAFT trials designed to evaluate naporafenib’s development opportunities in combination with other targeted therapies. We are prioritizing rapid development for naporafenib plus trametinib in the Phase 1b SEACRAFT-1 trial for patients with RAS Q61X solid tumors, which dosed its first patient in August 2023, and in the planned Phase 3 SEACRAFT-2 trial for patients with NRASm melanoma. SEACRAFT-1 is supported by clinical PoC data in patients with NRAS Q61X melanoma and preliminary clinical PoC data in patients with KRAS Q61X NSCLC. SEACRAFT-2 is supported by clinical PoC data in patients with NRASm melanoma, as presented by Novartis at the European Society for Medical Oncology Congress 2022 medical conference and as published in March 2023 by de Braud et al. in the Journal of Clinical Oncology. In connection with our SEACRAFT-1 and -2 trials, we have entered into clinical trial collaboration and supply agreements (CTCSAs) with Novartis for its MEK inhibitor, trametinib (MEKINIST). Pursuant to the CTCSAs, we are sponsoring and funding the clinical trials and Novartis is providing its drug to us free of charge.

 

We anticipate a Phase 1b combination data readout from SEACRAFT-1 between the second and fourth quarters of 2024. We expect to readout randomized dose optimization data from SEACRAFT-2 in 2025.

Our next most-advanced product candidate is ERAS-007 (our oral ERK1/2 inhibitor), which targets the most distal node of the RAS/MAPK pathway. In September 2021, we dosed the first patient in HERKULES-3, a Phase 1b/2 master protocol clinical trial for ERAS-007 in combination with various agents in patients with gastrointestinal (GI) cancers. In connection with our HERKULES-3 trial, we have entered into CTCSAs with Pfizer Inc. for its BRAF inhibitor, encorafenib (BRAFTOVI), Eli Lilly and Company (Lilly) for its EGFR antibody, cetuximab (ERBITUX), and Pierre Fabre for its BRAF inhibitor, encorafenib (BRAFTOVI), in key international territories. Pursuant to all of these CTCSAs, we are sponsoring and funding the clinical trial and the partner is providing its drug to us free of charge.

In May 2023, we announced encouraging preliminary data for the ERAS-007 combination with encorafenib and cetuximab (EC) in patients with EC-naïve BRAFm CRC in a poster presentation that we presented at the American Society of Clinical Oncology Annual Meeting in June 2023.

 

We anticipate a Phase 1b dose expansion data readout for the HERKULES-3 Phase 1b trial for ERAS-007 plus EC in EC-naïve BRAFm CRC patients in the second quarter of 2024.

 

Our third clinical program is ERAS-801, a CNS-penetrant EGFR inhibitor. In February 2022, we dosed the first patient in our THUNDERBBOLT-1 Phase 1 clinical trial for ERAS-801 in patients with recurrent glioblastoma (GBM). In May 2023, we announced that the FDA granted FTD to ERAS-801 for the treatment of adult patients with GBM with EGFR gene alterations. In June 2023, we announced that the FDA granted Orphan Drug Designation (ODD) to ERAS-801 for the treatment of patients with malignant glioma, which includes GBM. Provided that the product candidate is approved by the FDA for the orphan-designated disease or condition, ODD entitles a party to the potential for seven years of post-approval marketing exclusivity, subject to certain exemptions, and financial incentives such as tax advantages and user fee waivers. In November 2023, we announced that a maximum tolerated dose (MTD) was identified for ERAS-801.

 

We anticipate presenting Phase 1 monotherapy data from THUNDERBBOLT-1 in 2024.

We are also advancing additional programs targeting key oncogenic drivers in the RAS/MAPK pathway, which we will need to successfully progress through discovery and investigational new drug application (IND)-enabling activities prior to advancing these programs into clinical development, if at all.

We do not own or operate, and currently have no plans to establish, any manufacturing facilities. We rely, and expect to continue to rely, on third parties for the manufacture of our product candidates for preclinical and clinical testing, as well as for commercial manufacture if any of our product candidates obtain marketing approval. We are working with our current manufacturers to ensure that we will be able to scale up our manufacturing capabilities to support our clinical plans. We are also in the process of

 

21


 

locating and qualifying additional manufacturers to build redundancies into our supply chain. In addition, we rely on third parties to package, label, store, and distribute our product candidates, and we intend to continue to rely on third parties with respect to our commercial products if marketing approval is obtained. We believe that this strategy allows us to maintain a more efficient infrastructure by eliminating the need for us to invest in our own manufacturing facilities, equipment, and personnel while also enabling us to focus our expertise and resources on the design and development of our product candidates.

 

In August 2022, we entered into an Open Market Sale Agreement (the Sale Agreement) with Jefferies LLC (the Agent), pursuant to which we may offer and sell shares of our common stock having an aggregate offering price of up to $200 million from time to time, in “at the market” offerings through the Agent. Sales of the shares of common stock, if any, will be made at prevailing market prices at the time of sale, or as otherwise agreed with the Agent. The Agent will receive a commission from us of up to 3.0% of the gross proceeds of any shares of common stock sold under the Sale Agreement. There have been no shares of our common stock sold under the Sale Agreement as of March 31, 2024.

 

In December 2022, we completed the 2022 Offering and issued 15,384,616 shares of our common stock at a price to the public of $6.50 per share. Proceeds from the 2022 Offering were $94.9 million, net of underwriting discounts and commissions and offering costs of $5.1 million.

 

In March 2024, in connection with the 2024 Private Placement, we entered into a stock purchase agreement with the purchasers named therein for the private placement of 21,844,660 shares of our common stock at a price of $2.06 per share. On April 2, 2024, the 2024 Private Placement closed and the net proceeds were $43.7 million, after deducting placement agent fees and estimated expenses of approximately $1.3 million.

 

Since our inception in 2018, we have devoted substantially all of our resources to organizing and staffing our company, business planning, raising capital, identifying, acquiring, and in-licensing our product candidates, establishing our intellectual property portfolio, conducting research, preclinical studies and clinical trials, establishing arrangements with third parties for the manufacture of our product candidates and related raw materials, and providing general and administrative support for these operations. We do not have any products approved for sale and have not generated any revenue. As of March 31, 2024, we have raised a total of $765.4 million to fund our operations, comprised primarily of gross proceeds from our IPO and 2022 Offering and the sale and issuance of convertible preferred stock. In April 2024, we raised an additional $45.0 million in gross proceeds from the 2024 Private Placement. As of March 31, 2024, we had cash, cash equivalents and short-term marketable securities of $297.7 million, which includes $6.9 million of net proceeds from the prepayment of the 2024 Private Placement. The remaining $36.8 million of net proceeds were received in April 2024.

 

We have incurred significant operating losses since inception. Our net losses were $35.0 million and $33.2 million for the three months ended March 31, 2024 and 2023, respectively. As of March 31, 2024, we had an accumulated deficit of $641.0 million. We expect our expenses and operating losses will increase substantially for the foreseeable future, particularly if and as we conduct our ongoing and planned clinical trials and preclinical studies; continue our research and development activities; utilize third parties to manufacture our product candidates and related raw materials; hire additional personnel; acquire, in-license, or develop additional product candidates; expand and protect our intellectual property; and incur additional costs associated with being a public company. If we obtain regulatory approval for any of our product candidates, we expect to incur significant commercialization expenses related to product sales, marketing, manufacturing, and distribution. In addition, as our product candidates progress through development and toward commercialization, we will need to make milestone payments to the licensors and other third parties from whom we have in-licensed or acquired our product candidates. Our net losses may fluctuate significantly from quarter-to-quarter and year-to-year, depending on the timing of our clinical trials and preclinical studies and our expenditures on other research and development activities.

 

Based upon our current operating plans, we believe that our cash, cash equivalents and short-term marketable securities as of March 31, 2024, together with the net proceeds received in April 2024 from the 2024 Private Placement which closed on April 2, 2024, will be sufficient to fund our operations into the second half of 2026. We do not expect to generate any revenues from product sales until we successfully complete development and obtain regulatory approval for one or more of our product candidates, which we expect will take a number of years and may never occur. Accordingly, until such time as we can generate significant revenue from sales of our product candidates, if ever, we expect to finance our cash needs through equity offerings, debt financings or other capital sources, including potential collaborations, licenses, and other similar arrangements. However, we may be unable to raise additional funds or enter into such other arrangements when needed on favorable terms or at all. Our failure to raise capital or enter into such other arrangements when needed would have a negative impact on our financial condition and could force us to delay, limit, reduce, or terminate our research and development programs or other operations, or grant rights to develop and market product candidates that we would otherwise prefer to develop and market ourselves.

 

 

22


 

Our financial condition and results of operations may also be impacted by other factors we may not be able to control, such as geopolitical and economic events. We do not believe that such factors had a material adverse impact on our results of operations during the three months ended March 31, 2024.

Our acquisition and license agreements

 

We have entered into in-license and acquisition agreements pursuant to which we in-licensed or acquired certain intellectual property rights related to our product candidates and development programs.

For additional information regarding these agreements, see the section titled “Business—Our acquisition and license agreements” in our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on March 27, 2024.

Components of results of operations

 

Revenue

 

We do not expect to generate any revenue from the sale of products unless and until such time that our product candidates have advanced through clinical development and obtained regulatory approval, if ever. If we fail to complete preclinical and clinical development of product candidates or obtain regulatory approval for them, our ability to generate future revenues, and our results of operations and financial position would be adversely affected.

Operating expenses

 

Research and development

 

Research and development expenses consist of external and internal costs associated with our research and development activities, including our discovery and research efforts and the preclinical and clinical development of our product candidates. Research and development costs are expensed as incurred. Our research and development expenses include:

 

• external costs, including expenses incurred under arrangements with third parties, such as contract research organizations (CROs), contract manufacturing organizations (CMOs), consultants and our scientific advisors; and

 

• internal costs, including:

 

• employee-related expenses, including salaries, benefits, and stock-based compensation for those individuals involved in research and development efforts;

 

• the costs of laboratory supplies and acquiring, developing and manufacturing preclinical study materials; and

 

• facilities and depreciation, which include direct and allocated expenses for rent of facilities and depreciation.

 

The following table summarizes our research and development expenses incurred for the following periods (in thousands):

 

 

 

 

Three Months Ended March 31,

 

 

 

2024

 

 

2023

 

Naporafenib

 

 

$

12,970

 

 

 

$

4,199

 

ERAS-007

 

 

 

3,231

 

 

 

 

7,112

 

Other clinical programs

 

 

 

3,816

 

 

 

 

7,907

 

Other discovery and preclinical programs

 

 

 

8,557

 

 

 

 

8,367

 

Total research and development expenses

 

 

$

28,574

 

 

 

$

27,585

 

 

 

23


 

We expect our research and development expenses to increase substantially for the foreseeable future as we continue to conduct our ongoing research and development activities, conduct clinical trials and advance our preclinical research programs toward clinical development, particularly as more of our product candidates move into later stages of development, which typically cost more. The process of conducting clinical trials and preclinical studies necessary to obtain regulatory approval is costly and time-consuming. We may never succeed in achieving marketing approval for any of our product candidates.

 

The timelines and costs with research and development activities are uncertain, can vary significantly for each product candidate and program and are difficult to predict. We anticipate we will make determinations as to which product candidates and programs to pursue and how much funding to direct to each product candidate and program on an ongoing basis in response to preclinical and clinical results, regulatory developments, ongoing assessments as to each product candidate’s and program’s commercial potential, and our ability to enter into collaborations, licenses, or other similar agreements to the extent we determine the resources or expertise of a third-party would be beneficial for a given product candidate or program. We will need to raise substantial additional capital in the future. In addition, we cannot forecast which product candidates and programs may be subject to future collaborations, licenses, or other agreements, when such arrangements will be secured, if at all, and to what degree such arrangements would affect our development plans and capital requirements.

 

Our development costs may vary significantly based on factors such as:

 

• the number and scope of preclinical and IND-enabling studies and clinical trials;

 

• per patient trial costs;

 

• the number of trials required for approval;

 

the number of sites included in the trials;

 

• the countries in which the trials are conducted;

 

• the length of time required to enroll eligible patients;

 

• the number of patients that participate in the trials;

 

• the number of doses that patients receive;

 

• the drop-out or discontinuation rates of patients;

 

• potential additional safety monitoring requested by regulatory agencies;

 

• the duration of patient participation in the trials and follow-up;

 

• the cost and timing of manufacturing our product candidates;

 

• the phase of development of our product candidates;

 

• the efficacy and safety profile of our product candidates;

 

• the timing, receipt and terms of any approvals from applicable regulatory authorities;

 

• maintaining a continued acceptable safety profile of our products following approval, if any;

 

• significant and changing government regulation and regulatory guidance;

 

• the impact of any interruptions to our operations or to those of third parties with whom we work due to geopolitical and economic events; and

 

• the extent to which we establish additional collaboration, license or other arrangements.

 

24


 

In-process research and development

 

In-process research and development expenses include rights acquired as part of asset acquisitions or in-licenses to develop and commercialize product candidates. Upfront payments that relate to the acquisition of a new product candidate, as well as pre-commercial milestone payments, are immediately expensed as in-process research and development in the period in which they are incurred, provided that the new product candidate did not also include processes or activities that would constitute a “business” as defined under US generally accepted accounting principles (US GAAP), the product candidate has not achieved regulatory approval for marketing and, absent obtaining such approval, has no established alternative future use.

 

In-process research and development expenses consist primarily of our upfront payments, milestone payments, and our stock issuances in connection with our acquisition and in-license agreements.

General and administrative

 

General and administrative expenses consist primarily of employee-related expenses, including salaries, benefits and stock-based compensation, for employees in our finance, accounting, legal, information technology, business development and support functions. Other general and administrative expenses include allocated facility and depreciation related costs not otherwise included in research and development expenses and professional fees for auditing, tax, intellectual property and legal services. Costs related to filing and pursuing patent applications are recognized as general and administrative expenses as incurred since recoverability of such expenditures is uncertain.

 

We expect our general and administrative expenses will increase substantially for the foreseeable future as we continue to increase our general and administrative headcount to support our continued research and development activities and, if any product candidates receive marketing approval, commercialization activities, as well as to support our operations generally.

Other income (expense), net

 

Interest income

 

Interest income consists primarily of interest earned on our cash, cash equivalents and marketable securities.

Results of operations

 

Comparison of the three months ended March 31, 2024 and 2023

 

The following table summarizes our results of operations for the three months ended March 31, 2024 and 2023 (in thousands):

 

 

 

Three Months Ended March 31,

 

 

 

 

 

 

2024

 

 

2023

 

 

Change

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Research and development

 

$

28,574

 

 

$

27,585

 

 

$

989

 

General and administrative

 

 

10,277

 

 

 

9,440

 

 

 

837

 

Total operating expenses

 

 

38,851

 

 

 

37,025

 

 

 

1,826

 

Loss from operations

 

 

(38,851

)

 

 

(37,025

)

 

 

(1,826

)

Total other income (expense), net

 

 

3,834

 

 

 

3,826

 

 

 

8

 

Net loss

 

$

(35,017

)

 

$

(33,199

)

 

$

(1,818

)

Research and development expenses

 

Research and development expenses were $28.6 million for the three months ended March 31, 2024 compared to $27.6 million for the three months ended March 31, 2023. The increase of $1.0 million was primarily driven by an increase of $2.4 million in expenses incurred in connection with clinical trials, preclinical studies and discovery activities, partially offset by a decrease of $1.1 million in outsourced services and consulting fees.

 

25


 

General and administrative expenses

 

General and administrative expenses were $10.3 million for the three months ended March 31, 2024 compared to $9.4 million for the three months ended March 31, 2023. The increase of $0.8 million was primarily driven by increases of $0.7 million in legal fees and $0.6 million in personnel costs, including stock-based compensation expense, partially offset by a decrease of $0.3 million in insurance costs.

Other income (expense), net

 

Other income (expense), net was $3.8 million for the three months ended March 31, 2024 and 2023.

Liquidity and capital resources

 

Sources of liquidity

 

In July 2021, we completed our IPO and issued 21,562,500 shares of our common stock, including the exercise in full by the underwriters of their option to purchase 2,812,500 shares of our common stock, at a price to the public of $16.00 per share. Our aggregate net proceeds from the offering were $317.0 million, net of underwriting discounts and commissions of $24.2 million and offering costs of $3.8 million. Prior to the IPO, we received aggregate gross proceeds of $320.4 million from the sale of shares of our convertible preferred stock.

 

In August 2022, we entered into the Sale Agreement with the Agent, pursuant to which we may offer and sell shares of our common stock having an aggregate offering price of up to $200 million from time to time, in “at the market” offerings through the Agent. Sales of the shares of common stock, if any, will be made at prevailing market prices at the time of sale, or as otherwise agreed with the Agent. The Agent will receive a commission from us of up to 3.0% of the gross proceeds of any shares of common stock sold under the Sale Agreement. There have been no shares of our common stock sold under the Sale Agreement as of March 31, 2024.

 

In December 2022, we completed the 2022 Offering and issued 15,384,616 shares of our common stock at a price to the public of $6.50 per share. Proceeds from the 2022 Offering were $94.9 million, net of underwriting discounts and commissions and offering costs of $5.1 million.

In March 2024, in connection with the 2024 Private Placement, the Company entered into a stock purchase agreement with the purchasers named therein for the private placement of 21,844,660 shares of its common stock at a price of $2.06 per share. On April 2, 2024, the 2024 Private Placement closed and the gross proceeds were $45.0 million, before deducting placement agent fees and estimated expenses of approximately $1.3 million. The Company received $6.9 million of the proceeds in March 2024 prior to the close of the 2024 Private Placement.

Future capital requirements

 

As of March 31, 2024, we had cash, cash equivalents and short-term marketable securities of $297.7 million, which includes $6.9 million of net proceeds from the prepayment of the 2024 Private Placement, which closed on April 2, 2024. The remaining $36.8 million of net proceeds were received in April 2024. Based upon our current operating plans, we believe that our cash, cash equivalents and short-term marketable securities, together with the net proceeds from the 2024 Private Placement, will be sufficient to fund our operations into the second half of 2026. However, our forecast of the period of time through which our financial resources will be adequate to support our operations is a forward-looking statement that involves risks and uncertainties, and actual results could vary materially. We have based this estimate on assumptions that may prove to be wrong, and we could deplete our capital resources sooner than we expect. Additionally, the process of conducting preclinical studies and testing product candidates in clinical trials is costly, and the timing of progress and expenses in these studies and trials is uncertain.

 

Our future capital requirements are difficult to forecast and will depend on many factors, including but not limited to:

 

• the type, number, scope, progress, expansions, results, costs and timing of discovery, preclinical studies and clinical trials of our product candidates that we are pursuing or may choose to pursue in the future, including the costs of any third-party products used in our combination clinical trials that are not covered by such third party or other sources;

 

 

26


 

• the costs and timing of manufacturing for our product candidates with CMOs, including commercial manufacturing, if any product candidate is approved;

 

• the costs, timing and outcome of regulatory review of our product candidates;

 

• the costs of obtaining, maintaining and enforcing our patents and other intellectual property rights;

 

• our efforts to enhance operational systems and hire additional personnel to satisfy our obligations as a public company, including enhanced internal controls over financial reporting;

 

• the costs associated with hiring additional personnel, consultants, and CROs as our preclinical and clinical activities increase;

 

• the timing and amount of the milestone or other payments we must make to the licensors and other third parties from whom we have in-licensed or acquired our product candidates or technologies;

 

• the costs and timing of establishing or securing sales and marketing capabilities if any product candidate is approved;

 

• our ability to achieve sufficient market acceptance, coverage and adequate reimbursement from third-party payors and adequate market share and revenue for any approved products;

 

• patients’ willingness to pay out-of-pocket for any approved products in the absence of coverage and/or adequate reimbursement from third-party payors;

 

• the terms and timing of establishing and maintaining collaborations, licenses and other similar arrangements;

 

• any delays and cost increases that result from geopolitical and economic events; and

 

• costs associated with any products or technologies that we may in-license or acquire.

 

We have no other committed sources of capital. Until we can generate a sufficient amount of product revenue to finance our cash requirements, if ever, we expect to finance our future cash needs primarily through equity offerings (including through the Sale Agreement), debt financings or other capital sources, including potential collaborations, licenses and other similar arrangements. However, we may be unable to raise additional funds or enter into such other arrangements when needed on favorable terms or at all. To the extent that we raise additional capital through the sale of equity or convertible debt securities, the ownership interest of our stockholders will be or could be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect the rights of our common stockholders. Debt financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures or declaring dividends. If we raise additional funds through collaborations, licensing, or other similar arrangements with third parties, we may have to relinquish valuable rights to our technologies, future revenue streams, research programs or product candidates or grant licenses on terms that may not be favorable to us. If we are unable to raise additional funds through equity or debt financings when needed, we may be required to delay, limit, reduce or terminate our research and development programs or other operations, or grant rights to develop and market product candidates to third parties that we would otherwise prefer to develop and market ourselves.

Cash flows

 

The following table shows a summary of our cash flows for the periods presented (in thousands):

 

 

 

Three Months Ended March 31,

 

 

 

2024

 

 

2023

 

Net cash (used in) provided by:

 

 

 

 

 

 

   Operating activities

 

$

(33,251

)

 

$

(26,358

)

   Investing activities

 

 

9,971

 

 

 

14,714

 

   Financing activities

 

 

6,931

 

 

 

183

 

Net decrease in cash, cash equivalents and restricted cash

 

$

(16,349

)

 

$

(11,461

)

 

 

27


 

Operating activities

 

Cash used in operating activities was $33.3 million during the three months ended March 31, 2024, primarily resulting from a net loss of $35.0 million, changes in operating assets and liabilities of $3.7 million and accretion on marketable securities of $2.3 million, partially reduced by stock-based compensation expense of $6.8 million and depreciation and amortization expense of $1.0 million. Net cash used by changes in operating assets and liabilities consisted primarily of a decrease in accrued expenses and other current liabilities of $3.6 million, an increase in prepaid expenses and other current and long-term assets of $0.5 million, and a decrease in operating lease assets and liabilities, net of $0.2 million, offset by an increase in accounts payable of $0.6 million.

 

Cash used in operating activities was $26.4 million during the three months ended March 31, 2023, primarily resulting from a net loss of $33.2 million and accretion on marketable securities of $1.0 million, partially reduced by stock-based compensation expense of $6.8 million and depreciation and amortization expense of $0.9 million. Net cash provided by changes in operating assets and liabilities consisted primarily of an increase in operating lease assets and liabilities, net of $3.3 million primarily due to the receipt of $2.3 million in reimbursement from our landlord for tenant improvements, an increase in accounts payable of $0.4 million, and a decrease in prepaid expenses and other current and long-term assets of $0.7 million, offset by a decrease in accrued expenses and other current and long-term liabilities of $4.4 million.

Investing activities

 

Net cash provided by investing activities was $10.0 million during the three months ended March 31, 2024 as compared to $14.7 million during the three months ended March 31, 2023. The decrease in cash provided by investing activities of $4.7 million was primarily the result of an increase in purchases of marketable securities of $19.7 million and a decrease in maturities of marketable securities of $6.2 million, partially offset by decreases in in-process research and development of $20.0 million and purchases of property and equipment of $1.2 million.

Financing activities

 

Net cash provided by financing activities was $6.9 million during the three months ended March 31, 2024 as compared to $0.2 million during the three months ended March 31, 2023. During the three months ended March 31, 2024, we received $6.9 million of proceeds for the prepayment of the 2024 Private Placement which closed in April 2024. During the three months ended March 31, 2023, we received $0.2 million from the exercise of stock options.

Contractual obligations and commitments

 

As of March 31, 2024, there have been no material changes outside the ordinary course of our business to the contractual obligations we reported in “Management’s discussion and analysis of financial condition and results of operations – Cash requirements due to contractual obligations and other commitments,” included in our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on March 27, 2024.

Critical accounting policies and estimates

 

This management discussion and analysis of financial condition and results of operations is based on our condensed consolidated financial statements, which have been prepared in accordance with US GAAP. The preparation of these condensed consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses. On an ongoing basis, we evaluate these estimates and judgments. We base our estimates on historical experience and on various assumptions that we believe to be reasonable under the circumstances. These estimates and assumptions form the basis for making judgments about the carrying values of assets and liabilities and the recording of revenue and expenses that are not readily apparent from other sources. Actual results may differ materially from these estimates. As of March 31, 2024, there have been no material changes to our critical accounting policies and estimates from those disclosed in “Management’s discussion and analysis of financial condition and results of operations – Critical accounting policies and estimates,” included in our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on March 27, 2024.

 

28


 

Recently issued and adopted accounting pronouncements

 

See Note 2 to our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for recently issued and adopted accounting pronouncements.

Emerging growth company and smaller reporting company status

 

As an emerging growth company under the Jumpstart Our Business Startups Act of 2012 (the JOBS Act), we can take advantage of an extended transition period for complying with new or revised accounting standards. This allows an emerging growth company to delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to avail ourselves of this exemption from new or revised accounting standards and, therefore, our condensed consolidated financial statements may not be comparable to companies that comply with new or revised accounting pronouncements as of public company effective dates. We also intend to rely on other exemptions provided by the JOBS Act, including without limitation, not being required to comply with the auditor attestation requirements of Section 404(b) of the Sarbanes-Oxley Act of 2002 (Sarbanes-Oxley).

 

We will remain an emerging growth company until the earliest of (i) the last day of the fiscal year following the fifth anniversary of the consummation of our IPO; (ii) the last day of the fiscal year in which we have total annual gross revenue of at least $1.235 billion; (iii) the last day of the fiscal year in which we are deemed to be a “large accelerated filer” as defined in Rule 12b-2 under the Exchange Act, which would occur if the market value of our common stock held by non-affiliates exceeded $700.0 million as of the last business day of the second fiscal quarter of such year; or (iv) the date on which we have issued more than $1.0 billion in nonconvertible debt securities during the prior three-year period.

 

We are also a smaller reporting company as defined in the Exchange Act. We may continue to be a smaller reporting company even after we are no longer an emerging growth company. We may take advantage of certain of the scaled disclosures available to smaller reporting companies and will be able to take advantage of these scaled disclosures for so long as our voting and non-voting common stock held by non-affiliates is less than $250.0 million measured on the last business day of our second fiscal quarter, or our annual revenue is less than $100.0 million during the most recently completed fiscal year and our voting and non-voting common stock held by non-affiliates is less than $700.0 million measured on the last business day of our second fiscal quarter.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

 

As of March 31, 2024, there have been no material changes surrounding our market risk, including interest rate risk, foreign currency exchange risk, and inflation risk, from the discussion provided in “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Quantitative and Qualitative Disclosures About Market Risk” in our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on March 27, 2024.

Item 4. Controls and Procedures.

 

Evaluation of Disclosure Controls and Procedures

 

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our periodic and current reports that we file with the SEC is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable and not absolute assurance of achieving the desired control objectives. In reaching a reasonable level of assurance, management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. In addition, the design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

 

 

29


 

Our management, with the participation of our principal executive officer and our principal financial officer, evaluated, as of the end of the period covered by this Quarterly Report on Form 10-Q, the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based on that evaluation, our principal executive officer and principal financial officer have concluded that, as of March 31, 2024, our disclosure controls and procedures were effective at the reasonable assurance level.

Changes in Internal Control Over Financial Reporting

 

There have been no changes in our internal control over financial reporting during the quarter ended March 31, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

30


 

PART II—OTHER INFORMATION

Item 1. Legal Proceedings.

 

We are not currently a party to any material proceedings. From time to time, we may become involved in legal proceedings or be subject to claims arising in the ordinary course of our business. Regardless of outcome, such proceedings or claims can have an adverse impact on us because of defense and settlement costs, diversion of resources and other factors, and there can be no assurances that favorable outcomes will be obtained.

Item 1A. Risk Factors.

 

There have been no material changes to the risk factors set forth in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on March 27, 2024.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

 

Unregistered Sales of Equity Securities

 

None.

Use of Proceeds

 

On July 15, 2021, the SEC declared effective our registration statement on Form S-1 (File No. 333-257436), as amended, filed in connection with our IPO. Our IPO closed on July 20, 2021, and we issued and sold 21,562,500 shares of our common stock at a price to the public of $16.00 per share, which included the exercise in full of the underwriters’ option to purchase additional shares. We received gross proceeds from our IPO of $345.0 million, before deducting underwriting discounts and commissions of $24.2 million and offering costs of $3.8 million. The managing underwriters of the offering were J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, BofA Securities, Inc., Evercore Group L.L.C. and Guggenheim Securities, LLC. No offering costs were paid or are payable, directly or indirectly, to our directors or officers, to persons owning 10% or more of any class of our equity securities or to any of our affiliates.

 

As of March 31, 2024, we have used all of the proceeds from our IPO for general corporate purposes, including to fund the research and development of naporafenib, ERAS-007, ERAS-801 and our other RAS/MAPK pathway-focused pipeline programs. There has been no material change in the planned use of such proceeds from that described in the prospectus for our IPO.

Item 3. Defaults Upon Senior Securities.

 

Not applicable.

Item 4. Mine Safety Disclosures.

 

Not applicable.

Item 5. Other Information.

On January 10, 2024, David M. Chacko, M.D., our Chief Financial Officer and Chief Business Officer, adopted a Rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense of Rule 10b5-1(c) for the sale of up to 260,000 shares of our common stock until December 31, 2025. During the three months ended March 31, 2024, no other officers (as defined in Rule 16a–1(f)) or directors adopted or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement, as each such term is defined in Item 408 of Regulation S-K.

 

31


 

Item 6. Exhibits.

 

Exhibit

Number

 

Exhibit Description

 

Incorporated by Reference

Filed Herewith

Form

Date

Number

3.1

Amended and Restated Certificate of Incorporation of Erasca, Inc.

8-K

7/20/2021

3.1

3.2

Amended and Restated Bylaws of Erasca, Inc.

8-K

7/20/2021

3.2

4.1

Specimen stock certificate evidencing the shares of common stock

S-1

6/25/2021

4.1

4.2

Amended and Restated Stockholders Agreement, dated April 15, 2020, by and among the Registrant and certain of its stockholders

S-1

6/25/2021

4.2

10.1

 

Stock Purchase Agreement, dated March 27, 2024, by and between Erasca, Inc. and each of the purchasers party thereto

 

8-K

 

3/28/2024

 

10.1

 

 

31.1

Certification of Chief Executive Officer of Erasca, Inc., as required by Rule 13a-14(a) or Rule 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

X

31.2

Certification of Chief Financial Officer of Erasca, Inc., as required by Rule 13a-14(a) or Rule 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

X

32.1*

Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

X

32.2*

Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

X

101.INS

Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.

X

101.SCH

Inline XBRL Taxonomy Extension Schema Document

X

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

X

 

 

* This certification is deemed not filed for purpose of section 18 of the Exchange Act or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act.

 

32


 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

Erasca, Inc.

Date: May 8, 2024

By:

/s/ Jonathan E. Lim, M.D.

Jonathan E. Lim, M.D.

Chairman, Chief Executive Officer and Co-Founder

 

 (Principal Executive Officer)

 

 

 

 

Date: May 8, 2024

By:

/s/ David M. Chacko, M.D.

David M. Chacko, M.D.

Chief Financial Officer and Chief Business Officer

 

 

 

 (Principal Financial and Accounting Officer)

 

 

33


 

Exhibit 31.1

CERTIFICATION

I, Jonathan E. Lim, M.D., certify that:

1.
I have reviewed this Quarterly Report on Form 10-Q of Erasca, Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:
(a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
(a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: May 8, 2024

By:

/s/ Jonathan E. Lim, M.D.

 

 

Jonathan E. Lim, M.D.

 

 

Chairman, Chief Executive Officer and Co-Founder

(Principal Executive Officer)

 

 

 


 

Exhibit 31.2

CERTIFICATION

I, David M. Chacko, M.D., certify that:

1.
I have reviewed this Quarterly Report on Form 10-Q of Erasca, Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:
(a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
(a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: May 8, 2024

By:

/s/ David M. Chacko, M.D.

 

 

David M. Chacko, M.D.

 

 

Chief Financial Officer and Chief Business Officer

(Principal Financial and Accounting Officer)

 

 

 


 

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of Erasca, Inc. (the “Company”) for the period ended March 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:

(1)
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

Date: May 8, 2024

By:

/s/ Jonathan E. Lim, M.D.

 

 

Jonathan E. Lim, M.D.

 

 

Chairman, Chief Executive Officer and Co-Founder

(Principal Executive Officer)

 

 


 

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of Erasca, Inc. (the “Company”) for the period ended March 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:

(1)
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

Date: May 8, 2024

By:

/s/ David M. Chacko, M.D.

 

 

David M. Chacko, M.D.

 

 

Chief Financial Officer and Chief Business Officer

(Principal Financial and Accounting Officer)

 

 

 


v3.24.1.u1
Document and Entity Information - shares
3 Months Ended
Mar. 31, 2024
May 02, 2024
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Period End Date Mar. 31, 2024  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q1  
Entity Registrant Name ERASCA, INC.  
Entity Central Index Key 0001761918  
Current Fiscal Year End Date --12-31  
Entity Filer Category Non-accelerated Filer  
Entity File Number 001-40602  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 83-1217027  
Entity Address, Address Line One 3115 Merryfield Row  
Entity Address, Address Line Two Suite 300  
Entity Address, City or Town San Diego  
Entity Address, State or Province CA  
Entity Address, Postal Zip Code 92121  
City Area Code 858  
Local Phone Number 465-6511  
Entity Current Reporting Status Yes  
Entity Small Business true  
Entity Emerging Growth Company true  
Entity Ex Transition Period false  
Entity Shell Company false  
Entity Interactive Data Current Yes  
Entity Common Stock, Shares Outstanding   173,358,966
Document Quarterly Report true  
Document Transition Report false  
Title of 12(b) Security Common Stock, $0.0001 par value per share  
Trading Symbol ERAS  
Security Exchange Name NASDAQ  
v3.24.1.u1
Condensed Consolidated Balance Sheets (Unaudited) - USD ($)
Mar. 31, 2024
Dec. 31, 2023
Current assets:    
Cash and cash equivalents $ 76,726,000 $ 93,075,000
Short-term marketable securities 220,959,000 219,275,000
Prepaid expenses and other current assets 8,938,000 8,326,000
Total current assets 306,623,000 320,676,000
Long-term marketable securities   9,642,000
Property and equipment, net 21,358,000 22,327,000
Operating lease assets 37,177,000 37,861,000
Restricted cash 408,000 408,000
Other assets 4,456,000 4,383,000
Total assets 370,022,000 395,297,000
Current liabilities:    
Accounts payable 2,633,000 2,000,000
Accrued expenses and other current liabilities 16,577,000 20,186,000
Proceeds from prepayment of private placement 6,907,000  
Operating lease liabilities 4,126,000 3,970,000
Total current liabilities 30,243,000 26,156,000
Operating lease liabilities, net of current portion 50,811,000 51,889,000
Other liabilities 559,000 566,000
Total liabilities 81,613,000 78,611,000
Commitments and contingencies (Note 11)
Stockholders' equity:    
Preferred stock, $0.0001 par value; 80,000,000 shares authorized at March 31, 2024 and December 31, 2023; no shares issued and outstanding at March 31, 2024 and December 31, 2023
Common stock, $0.0001 par value; 800,000,000 shares authorized at March 31, 2024 and December 31, 2023; 151,497,138 and 151,462,103 shares issued at March 31, 2024 and December 31, 2023, respectively; 151,249,219 and 151,090,227 shares outstanding at March 31, 2024 and December 31, 2023, respectively 15,000 15,000
Additional paid-in capital 929,634,000 922,607,000
Accumulated other comprehensive (loss) income (210,000) 77,000
Accumulated deficit (641,030,000) (606,013,000)
Total stockholders' equity 288,409,000 316,686,000
Total liabilities and stockholders' equity $ 370,022,000 $ 395,297,000
v3.24.1.u1
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares
Mar. 31, 2024
Dec. 31, 2023
Preferred stock, par value $ 0.0001 $ 0.0001
Preferred stock, shares authorized 80,000,000 80,000,000
Preferred stock, shares issued 0 0
Preferred stock, shares outstanding 0 0
Common stock, par value $ 0.0001 $ 0.0001
Common stock, shares authorized 800,000,000 800,000,000
Common stock, shares issued 151,497,138 151,462,103
Common stock, shares outstanding 151,249,219 151,090,227
v3.24.1.u1
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Operating expenses:    
Research and development $ 28,574 $ 27,585
General and administrative 10,277 9,440
Total operating expenses 38,851 37,025
Loss from operations (38,851) (37,025)
Other income (expense)    
Interest income 3,900 3,877
Other expense, net (66) (51)
Total other income (expense), net 3,834 3,826
Net loss $ (35,017) $ (33,199)
Net loss per share, basic $ (0.23) $ (0.22)
Net loss per share, diluted $ (0.23) $ (0.22)
Weighted-average shares of common stock used in computing net loss per share, basic 151,161,741 149,504,216
Weighted-average shares of common stock used in computing net loss per share, diluted 151,161,741 149,504,216
Other comprehensive income (loss):    
Unrealized (loss) gain on marketable securities, net $ (287) $ 527
Comprehensive loss $ (35,304) $ (32,672)
v3.24.1.u1
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($)
$ in Thousands
Total
Common Stock
Additional Paid-in Capital
Accumulated Other Comprehensive (Loss) Income
Accumulated Deficit
Beginning balance, shares at Dec. 31, 2022   150,448,363      
Beginning balance at Dec. 31, 2022 $ 411,853 $ 15 $ 893,850 $ (1,041) $ (480,971)
Exercise of stock options, shares   199,344      
Exercise of stock options 183   183    
Vesting of early exercised stock options 243   243    
Stock-based compensation expense 6,845   6,845    
Net Income (Loss) (33,199)       (33,199)
Unrealized gain (loss) on marketable securities, net 527     527  
Ending balance, shares at Mar. 31, 2023   150,647,707      
Ending balance at Mar. 31, 2023 $ 386,452 $ 15 901,121 (514) (514,170)
Beginning balance, shares at Dec. 31, 2023 151,462,103 151,462,103      
Beginning balance at Dec. 31, 2023 $ 316,686 $ 15 922,607 77 (606,013)
Exercise of stock options, shares   35,035      
Exercise of stock options 24   24    
Vesting of early exercised stock options 155   155    
Stock-based compensation expense 6,848   6,848    
Net Income (Loss) (35,017)       (35,017)
Unrealized gain (loss) on marketable securities, net $ (287)     (287)  
Ending balance, shares at Mar. 31, 2024 151,497,138 151,497,138      
Ending balance at Mar. 31, 2024 $ 288,409 $ 15 $ 929,634 $ (210) $ (641,030)
v3.24.1.u1
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Cash flows from operating activities:    
Net loss $ (35,017,000) $ (33,199,000)
Adjustments to reconcile net loss to net cash used in operating activities:    
Depreciation and amortization 998,000 894,000
Stock-based compensation expense 6,848,000 6,845,000
Accretion on marketable securities, net (2,342,000) (975,000)
Changes in operating assets and liabilities:    
Prepaid expenses and other current and long-term assets (507,000) 670,000
Accounts payable 633,000 446,000
Accrued expenses and other current and long-term liabilities (3,626,000) (4,363,000)
Operating lease assets and liabilities, net (238,000) 3,324,000
Net cash used in operating activities (33,251,000) (26,358,000)
Cash flows from investing activities:    
Purchases of marketable securities (43,987,000) (24,280,000)
Maturities of marketable securities 54,000,000 60,200,000
In-process research and development   (20,000,000)
Purchases of property and equipment (42,000) (1,206,000)
Net cash provided by investing activities 9,971,000 14,714,000
Cash flows from financing activities:    
Proceeds from prepayment of private placement 6,907,000  
Proceeds from the exercise of stock options 24,000 183,000
Net cash provided by financing activities 6,931,000 183,000
Net decrease in cash, cash equivalents and restricted cash (16,349,000) (11,461,000)
Cash, cash equivalents and restricted cash at beginning of the period 93,483,000 284,625,000
Cash, cash equivalents and restricted cash at end of the period 77,134,000 273,164,000
Supplemental disclosure of noncash investing and financing activities:    
Amounts accrued for purchases of property and equipment   38,000
Amounts accrued for offering costs 178,000  
Vesting of early exercised options $ 155,000 $ 243,000
v3.24.1.u1
Pay vs Performance Disclosure - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Pay vs Performance Disclosure    
Net Income (Loss) $ (35,017) $ (33,199)
v3.24.1.u1
Insider Trading Arrangements
3 Months Ended
Mar. 31, 2024
shares
Trading Arrangements, by Individual  
Material Terms of Trading Arrangement On January 10, 2024, David M. Chacko, M.D., our Chief Financial Officer and Chief Business Officer, adopted a Rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense of Rule 10b5-1(c) for the sale of up to 260,000 shares of our common stock until December 31, 2025.
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
David M. Chacko [Member]  
Trading Arrangements, by Individual  
Name David M. Chacko
Title M.D., our Chief Financial Officer and Chief Business Officer
Rule 10b5-1 Arrangement Adopted true
Adoption Date January 10, 2024
Termination Date December 31, 2025
Arrangement Duration 722 days
Aggregate Available 260,000
v3.24.1.u1
Organization and Basis of Presentation
3 Months Ended
Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Organization and Basis of Presentation

Note 1. Organization and basis of presentation

 

Organization and nature of operations

 

Erasca, Inc. (Erasca or the Company) is a clinical-stage precision oncology company singularly focused on discovering, developing, and commercializing therapies for RAS/MAPK pathway-driven cancers. The Company has assembled a wholly-owned or controlled RAS/MAPK pathway-focused pipeline comprising modality-agnostic programs aligned with its three therapeutic strategies of: (1) targeting key upstream and downstream signaling nodes in the RAS/MAPK pathway; (2) targeting RAS directly; and (3) targeting escape routes that emerge in response to treatment. The Company was incorporated under the laws of the State of Delaware on July 2, 2018, as Erasca, Inc., and is headquartered in San Diego, California. In September 2020, the Company established a wholly-owned Australian subsidiary, Erasca Australia Pty Ltd (Erasca Australia), in order to conduct clinical activities in Australia for its development candidates. In November 2020, the Company entered into an agreement and plan of merger with Asana BioSciences, LLC (Asana) and ASN Product Development, Inc. (ASN) (the Asana Merger Agreement), pursuant to which ASN became the Company's wholly-owned subsidiary. In March 2021, the Company established a wholly-owned subsidiary, Erasca Ventures, LLC (Erasca Ventures), to make equity investments in early-stage biotechnology companies that are aligned with the Company’s mission and strategy.

 

Since inception, the Company has devoted substantially all of its efforts and resources to organizing and staffing the Company, business planning, raising capital, identifying, acquiring and in-licensing the Company’s product candidates, establishing its intellectual property portfolio, conducting research, preclinical studies, and clinical trials, establishing arrangements with third parties for the manufacture of its product candidates and related raw materials, and providing general and administrative support for these operations. As of March 31, 2024, the Company had $297.7 million in cash, cash equivalents, and short-term marketable securities. As of March 31, 2024, the Company had an accumulated deficit of $641.0 million. The Company has incurred significant operating losses and negative cash flows from operations. From its inception through March 31, 2024, the Company’s financial support has primarily been provided from the sale of its convertible preferred stock and the sale of its common stock in its initial public offering (IPO) and underwritten offering (2022 Offering).

 

The Company expects to use its cash, cash equivalents, and short-term marketable securities to fund research and development, working capital, and other general corporate purposes. The Company does not expect to generate any revenues from product sales unless and until the Company successfully completes development and obtains regulatory approval for any of its product candidates, which will not be for at least the next several years, if ever. Accordingly, until such time as the Company can generate significant revenue from sales of its product candidates, if ever, the Company expects to finance its cash needs through equity offerings, debt financings, or other capital sources, including potential collaborations, licenses or other similar arrangements. However, the Company may not be able to secure additional financing or enter into such other arrangements in a timely manner or on favorable terms, if at all. The Company’s failure to raise capital or enter into such other arrangements when needed would have a negative impact on the Company’s financial condition and could force the Company to delay, limit, reduce or terminate its research and development programs or other operations, or grant rights to develop and market product candidates that the Company would otherwise prefer to develop and market itself. The Company believes its cash, cash equivalents, and short-term marketable securities as of March 31, 2024, plus the net proceeds received in April 2024 from the Company's private placement, which closed on April 2, 2024, will be sufficient for the Company to fund operations for at least one year from the issuance date of these condensed consolidated financial statements.

2024 Private Placement

In March 2024, the Company entered into a stock purchase agreement with the purchasers named therein for the private placement of 21,844,660 shares of its common stock at a price of $2.06 per share (the 2024 Private Placement). On April 2, 2024, the 2024 Private Placement closed and the net proceeds were $43.7 million, after deducting placement agent fees and estimated expenses of approximately $1.3 million. The Company received $6.9 million of the proceeds in March 2024 prior to the closing of the 2024 Private Placement, which is recorded in cash and cash equivalents and as a liability in proceeds from prepayment of private placement on the condensed consolidated balance sheets.

Basis of presentation

 

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with US generally accepted accounting principles (US GAAP) for interim financial information and pursuant to Form 10-Q and Article 10 of Regulation S-X of the Securities and Exchange Commission (SEC). Accordingly, they do not include all of the information and notes required by US GAAP for complete financial statements. Any reference in these notes to applicable guidance is meant to refer to US GAAP as found in the Accounting Standards Codification (ASC) and Accounting Standards Updates (ASU) promulgated by the Financial Accounting Standards Board (FASB). The Company’s condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Erasca Australia, ASN, and Erasca Ventures. All intercompany balances and transactions have been eliminated.

v3.24.1.u1
Summary of Significant Accounting Policies
3 Months Ended
Mar. 31, 2024
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies

Note 2. Summary of significant accounting policies

 

Use of estimates

 

The preparation of the Company’s condensed consolidated financial statements in conformity with US GAAP requires the Company to make estimates and assumptions that impact the reported amounts of assets, liabilities, expenses, and the disclosure of contingent assets and liabilities in the condensed consolidated financial statements and accompanying notes. Accounting estimates and management judgments reflected in the condensed consolidated financial statements include, but are not limited to, the accrual of research and development expenses, stock-based compensation expense, and the incremental borrowing rate for determining the operating lease asset and liability. Management evaluates its estimates on an ongoing basis. Although estimates are based on the Company’s historical experience, knowledge of current events, and actions it may undertake in the future, actual results may ultimately materially differ from these estimates and assumptions.

Unaudited interim financial information

 

The accompanying condensed consolidated balance sheet as of March 31, 2024, the condensed consolidated statements of operations and comprehensive loss for the three months ended March 31, 2024 and 2023, the condensed consolidated statements of stockholders’ equity for the three months ended March 31, 2024 and 2023 and the condensed consolidated statements of cash flows for the three months ended March 31, 2024 and 2023 are unaudited. The unaudited condensed consolidated interim financial statements have been prepared on the same basis as the audited annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s condensed consolidated financial position as of March 31, 2024 and the condensed consolidated results of its operations and cash flows for the three months ended March 31, 2024 and 2023. The condensed consolidated financial data and other information disclosed in these notes related to the three months ended March 31, 2024 and 2023 are unaudited. The condensed consolidated results for the three months ended March 31, 2024 are not necessarily indicative of results to be expected for the year ending December 31, 2024, any other interim periods, or any future year or period. These unaudited condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on March 27, 2024.

Concentration of credit risk and off-balance sheet risk

 

Financial instruments which potentially subject the Company to significant concentration of credit risk consist of cash and cash equivalents and marketable securities. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. The Company has not experienced any losses in such accounts, and management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. The Company’s investment policy includes guidelines for the quality of the related institutions and financial instruments and defines allowable investments that the Company may invest in, which the Company believes minimizes the exposure to concentration of credit risk.

Cash, cash equivalents and restricted cash

 

Cash and cash equivalents include cash in readily available checking and savings accounts, money market funds and commercial paper. The Company considers all highly liquid investments with an original maturity of three months or less from the date of purchase to be cash equivalents.

 

The Company had deposited cash of $408,000 as of March 31, 2024 and December 31, 2023 to secure a letter of credit in connection with the lease of the Company’s facilities (see Note 10). The Company has classified the restricted cash as a noncurrent asset on its condensed consolidated balance sheets.

 

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same amounts shown in the condensed consolidated statements of cash flows (in thousands):

 

 

March 31,

 

 

2024

 

 

2023

 

Cash and cash equivalents

$

76,726

 

 

$

272,756

 

Restricted cash

 

408

 

 

 

408

 

Total cash, cash equivalents and restricted cash

$

77,134

 

 

$

273,164

 

Marketable securities and investments

 

The Company classifies all marketable securities as available-for-sale, as the sale of such securities may be required prior to maturity. Management determines the appropriate classification of its marketable securities at the time of purchase. Marketable securities with original maturities beyond three months at the date of purchase and which mature at, or less than 12 months from, the balance sheet date are classified as short-term marketable securities. Available-for-sale securities are carried at fair value, with the unrealized gains and losses reported as accumulated other comprehensive income (loss) until realized. The amortized cost of available-for-sale debt securities is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization and accretion are included in interest income. The Company regularly reviews all of its marketable securities for declines in fair value. The review includes the consideration of the cause of the impairment, including the creditworthiness of the security issuers, the number of securities in an unrealized loss position, the severity of the unrealized loss(es), whether the Company has the intent to sell the securities and whether it is more likely than not that the Company will be required to sell the securities before the recovery of their amortized cost basis. If the decline in fair value is due to credit-related factors, a loss is recognized in net income; whereas, if the decline in fair value is not due to credit-related factors, the loss is recorded in other comprehensive income (loss). Realized gains and losses on available-for-sale securities are included in other income or expense. The cost of securities sold is based on the specific identification method. Interest and dividends on securities classified as available-for-sale are included in interest income.

 

Through its wholly-owned subsidiary, Erasca Ventures, the Company has also invested in equity securities of a company whose securities are not publicly traded and whose fair value is not readily available (see Notes 3 and 14). This investment is recorded using cost minus impairment, plus or minus changes in its estimated fair value resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Investments in equity securities without readily determinable fair values are assessed for potential impairment on a quarterly basis based on qualitative factors. This investment is included in other assets in the Company's condensed consolidated balance sheets.

Fair value measurements

 

Certain assets and liabilities are carried at fair value under US GAAP. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. Financial assets and liabilities carried at fair value are classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable:

 

Level 1—Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

 

Level 2—Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability.

 

Level 3—Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity).

Recently issued accounting pronouncements not yet adopted

 

From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies that the Company adopts as of the specified effective date. The Company qualifies as an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012 (JOBS Act) and has elected not to “opt out” of the extended transition related to complying with new or revised accounting standards, which means that when a standard is issued or revised and it has different application dates for public and nonpublic companies, the Company can adopt the new or revised standard at the time nonpublic companies adopt the new or revised standard and can do so until such time that the Company either (i) irrevocably elects to “opt out” of such extended transition period or (ii) no longer qualifies as an emerging growth company.

 

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which is intended to provide enhancements to segment disclosures, even for entities with only one reportable segment. In particular, the standard will require disclosures of significant segment expenses regularly provided to the chief operating decision maker and included within each reported measure of segment profit and loss. The standard will also require disclosure of all other segment items by reportable segment and a description of its composition. Finally, the standard will require disclosure of the title and position of the chief operating decision maker and an explanation of how the chief operating decision maker uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. The standard is effective for annual periods beginning after December 15, 2023, and interim periods within annual periods beginning after December 15, 2024. Early adoption is permitted. Retrospective application to all prior periods presented in the financial statements is required. The Company is currently evaluating the impact of the standard on the presentation of its consolidated financial statements and related disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which is intended to provide enhancements to annual income tax disclosures. In particular, the standard will require more detailed information in the income tax rate reconciliation, as well as the disclosure of income taxes paid disaggregated by jurisdiction, among other enhancements. The standard is effective for the Company in its annual period beginning after December 15, 2025 and early adoption is permitted. The standard allows for adoption on a prospective basis, with a retrospective option. The Company is currently evaluating the impact of the standard on the presentation of its consolidated financial statements and related disclosures.

v3.24.1.u1
Fair Value Measurements
3 Months Ended
Mar. 31, 2024
Fair Value Disclosures [Abstract]  
Fair Value Measurements

Note 3. Fair value measurements

 

The following tables summarize the Company’s financial assets measured at fair value on a recurring basis and their respective input levels based on the fair value hierarchy (in thousands):

 

 

 

 

 

 

Fair value measurements as of March 31, 2024 using

 

 

 

 

 

 

Quoted prices in

 

 

Significant

 

 

Significant

 

 

 

 

 

 

active markets

 

 

other

 

 

unobservable

 

 

 

March 31,

 

 

for identical

 

 

observable

 

 

inputs

 

 

 

2024

 

 

assets (level 1)

 

 

inputs (level 2)

 

 

(level 3)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds(1)

 

$

58,324

 

 

$

58,324

 

 

$

 

 

$

 

Commercial paper(1)

 

 

1,492

 

 

 

 

 

 

1,492

 

 

 

 

US treasury securities(2)

 

 

73,644

 

 

 

73,644

 

 

 

 

 

 

 

US government agency securities(2)

 

 

23,856

 

 

 

 

 

 

23,856

 

 

 

 

Corporate debt securities(2)

 

 

22,926

 

 

 

 

 

 

22,926

 

 

 

 

Commercial paper(2)

 

 

100,533

 

 

 

 

 

 

100,533

 

 

 

 

Total fair value of assets

 

$

280,775

 

 

$

131,968

 

 

$

148,807

 

 

$

 

 

(1)
Included as cash and cash equivalents on the condensed consolidated balance sheets.
(2)
Included as short-term marketable securities on the condensed consolidated balance sheets.

 

 

 

 

 

Fair value measurements as of December 31, 2023 using

 

 

 

 

 

 

Quoted prices in

 

 

Significant

 

 

Significant

 

 

 

 

 

 

active markets

 

 

other

 

 

unobservable

 

 

 

December 31,

 

 

for identical

 

 

observable

 

 

inputs

 

 

 

2023

 

 

assets (level 1)

 

 

inputs (level 2)

 

 

(level 3)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds(1)

 

$

83,101

 

 

$

83,101

 

 

$

 

 

$

 

US treasury securities(2)

 

 

93,303

 

 

 

93,303

 

 

 

 

 

 

 

US government agency securities(2)

 

 

26,824

 

 

 

 

 

 

26,824

 

 

 

 

Corporate debt securities(2)

 

 

10,734

 

 

 

 

 

 

10,734

 

 

 

 

Commercial paper(2)

 

 

88,414

 

 

 

 

 

 

88,414

 

 

 

 

US treasury securities(3)

 

 

9,642

 

 

 

9,642

 

 

 

 

 

 

 

Total fair value of assets

 

$

312,018

 

 

$

186,046

 

 

$

125,972

 

 

$

 

 

(1)
Included as cash and cash equivalents on the condensed consolidated balance sheets.
(2)
Included as short-term marketable securities on the condensed consolidated balance sheets.
(3)
Included as long-term marketable securities on the condensed consolidated balance sheets.

 

The carrying amounts of the Company’s financial instruments, including cash, prepaid expenses and other current assets, accounts payable, accrued expenses and other current liabilities and proceeds from prepayment of private placement, approximate fair value due to their short maturities. As of March 31, 2024 and December 31, 2023, the Company held a $2.0 million equity investment in Affini-T Therapeutics, Inc. (Affini-T) at cost. No adjustments have been made to the value of the Company’s investment in Affini-T since its initial measurement either due to impairment or based on observable price changes. None of the Company’s non-financial assets or liabilities are recorded at fair value on a non-recurring basis. No transfers between levels have occurred during the periods presented.

 

Cash equivalents consist of money market funds and commercial paper, short-term marketable securities consist of US treasury securities, US government agency securities, corporate debt securities and commercial paper, and long-term marketable securities consist of US treasury securities. The Company obtains pricing information from its investment manager and generally determines the fair value of marketable securities using standard observable inputs, including benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, and bid and/or offers.

v3.24.1.u1
Marketable Securities
3 Months Ended
Mar. 31, 2024
Investments, Debt and Equity Securities [Abstract]  
Marketable Securities

Note 4. Marketable securities

 

The following tables summarize the Company’s marketable securities accounted for as available-for-sale securities (in thousands, except years):

 

 

 

March 31, 2024

 

 

 

Maturity

 

Amortized

 

 

Unrealized

 

 

Unrealized

 

 

Estimated

 

 

 

(in years)

 

cost

 

 

gains

 

 

losses

 

 

fair value

 

US treasury securities

 

1 or less

 

$

73,753

 

 

$

8

 

 

$

(117

)

 

$

73,644

 

US government agency securities

 

1 or less

 

 

23,859

 

 

 

11

 

 

 

(14

)

 

 

23,856

 

Corporate debt securities

 

1 or less

 

 

22,967

 

 

 

 

 

 

(41

)

 

 

22,926

 

Commercial paper

 

1 or less

 

 

100,590

 

 

 

16

 

 

 

(73

)

 

 

100,533

 

Total

 

 

 

$

221,169

 

 

$

35

 

 

$

(245

)

 

$

220,959

 

 

 

 

 

December 31, 2023

 

 

 

Maturity

 

Amortized

 

 

Unrealized

 

 

Unrealized

 

 

Estimated

 

 

 

(in years)

 

cost

 

 

gains

 

 

losses

 

 

fair value

 

US treasury securities

 

1 or less

 

$

93,377

 

 

$

74

 

 

$

(148

)

 

$

93,303

 

US government agency securities

 

1 or less

 

 

26,783

 

 

 

45

 

 

 

(4

)

 

 

26,824

 

Corporate debt securities

 

1 or less

 

 

10,719

 

 

 

15

 

 

 

 

 

 

10,734

 

Commercial paper

 

1 or less

 

 

88,356

 

 

 

68

 

 

 

(10

)

 

 

88,414

 

US treasury securities

 

1-2

 

 

9,605

 

 

 

37

 

 

 

 

 

 

9,642

 

Total

 

 

 

$

228,840

 

 

$

239

 

 

$

(162

)

 

$

228,917

 

 

The following tables present fair values and gross unrealized losses for those available-for-sale securities that were in an unrealized loss position as of March 31, 2024 and December 31, 2023, aggregated by category and the length of time that the securities have been in a continuous loss position (in thousands):

 

 

 

March 31, 2024

 

 

 

Unrealized losses less than 12 months

 

 

Unrealized losses 12 months or greater

 

 

Total

 

 

 

Fair value

 

 

Unrealized losses

 

 

Fair value

 

 

Unrealized losses

 

 

Fair value

 

 

Unrealized losses

 

US treasury securities

 

$

55,139

 

 

$

(117

)

 

$

 

 

$

 

 

$

55,139

 

 

$

(117

)

US government agency securities

 

 

18,845

 

 

 

(14

)

 

 

 

 

 

 

 

 

18,845

 

 

 

(14

)

Corporate debt securities

 

 

22,926

 

 

 

(41

)

 

 

 

 

 

 

 

 

22,926

 

 

 

(41

)

Commercial paper

 

 

65,574

 

 

 

(73

)

 

 

 

 

 

 

 

 

65,574

 

 

 

(73

)

Total

 

$

162,484

 

 

$

(245

)

 

$

 

 

$

 

 

$

162,484

 

 

$

(245

)

 

 

 

December 31, 2023

 

 

 

Unrealized losses less than 12 months

 

 

Unrealized losses 12 months or greater

 

 

Total

 

 

 

Fair value

 

 

Unrealized losses

 

 

Fair value

 

 

Unrealized losses

 

 

Fair value

 

 

Unrealized losses

 

US treasury securities

 

$

74,912

 

 

$

(148

)

 

$

 

 

$

 

 

$

74,912

 

 

$

(148

)

US government agency securities

 

 

6,950

 

 

 

(4

)

 

 

 

 

 

 

 

 

6,950

 

 

 

(4

)

Corporate debt securities

 

 

748

 

 

 

 

 

 

 

 

 

 

 

 

748

 

 

 

 

Commercial paper

 

 

22,944

 

 

 

(10

)

 

 

 

 

 

 

 

 

22,944

 

 

 

(10

)

Total

 

$

105,554

 

 

$

(162

)

 

$

 

 

$

 

 

$

105,554

 

 

$

(162

)

As of March 31, 2024, there were 28 available-for-sale securities with an estimated fair value of $162.5 million in gross unrealized loss positions, none of which were in an unrealized loss position for more than 12 months. As of December 31, 2023, there were 22 available-for-sale securities with an estimated fair value of $105.6 million in gross unrealized loss positions, none of which were in an unrealized loss position for more than 12 months.

 

As of March 31, 2024 and December 31, 2023, unrealized losses on available-for-sale securities are not attributed to credit risk. The Company believes that an allowance for credit losses is unnecessary because the unrealized losses on certain of the Company’s available-for-sale securities are due to market factors and interest rate increases. Additionally, the Company does not intend to sell the securities nor is it more likely than not that the Company will be required to sell the securities before recovery of their amortized cost basis.

 

Accrued interest on the Company’s available-for-sale securities was $871,000 and $1.1 million as of March 31, 2024 and December 31, 2023, respectively, and was included in prepaid expenses and other current assets on the condensed consolidated balance sheets.

v3.24.1.u1
Property and Equipment, Net
3 Months Ended
Mar. 31, 2024
Property, Plant and Equipment [Abstract]  
Property and Equipment, Net

Note 5. Property and equipment, net

 

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

 

 

 

March 31,

 

 

December 31,

 

 

 

2024

 

 

2023

 

Laboratory equipment

 

$

5,621

 

 

$

5,620

 

Furniture and fixtures

 

 

4,099

 

 

 

4,099

 

Leasehold improvements

 

 

18,173

 

 

 

18,173

 

Computer equipment and software

 

 

1,695

 

 

 

1,667

 

      Property and equipment

 

 

29,588

 

 

 

29,559

 

Less accumulated depreciation and amortization

 

 

(8,230

)

 

 

(7,232

)

      Property and equipment, net

 

$

21,358

 

 

$

22,327

 

 

Depreciation and amortization expense related to property and equipment was $998,000 and $894,000 for the three months ended March 31, 2024 and 2023, respectively.

v3.24.1.u1
Accrued Expenses and Other Current Liabilities
3 Months Ended
Mar. 31, 2024
Payables and Accruals [Abstract]  
Accrued Expenses and Other Current Liabilities

Note 6. Accrued expenses and other current liabilities

 

Accrued expenses and other current liabilities consisted of the following (in thousands):

 

 

 

March 31,

 

 

December 31,

 

 

 

2024

 

 

2023

 

Accrued research and development expenses

 

$

9,247

 

 

$

8,803

 

Accrued compensation

 

 

6,095

 

 

 

10,311

 

Unvested early exercised stock option liability

 

 

309

 

 

 

464

 

Accrued professional services

 

 

626

 

 

 

435

 

Accrued offering costs

 

 

178

 

 

 

 

Accrued property and equipment

 

 

 

 

 

13

 

Other accruals

 

 

122

 

 

 

160

 

      Total

 

$

16,577

 

 

$

20,186

 

v3.24.1.u1
Asset Acquisitions
3 Months Ended
Mar. 31, 2024
Asset Acquisition [Abstract]  
Asset Acquisitions

Note 7. Asset acquisitions

 

The following purchased assets were accounted for as asset acquisitions as substantially all of the fair value of the assets acquired were concentrated in a group of similar assets, and the acquired assets did not have outputs or employees. Because the assets had not yet received regulatory approval, the fair value attributable to these assets was recorded as in-process research and development expenses in the Company’s condensed consolidated statements of operations and comprehensive loss.

Asana BioSciences, LLC

 

In November 2020, the Company entered into the Asana Merger Agreement, pursuant to which ASN became its wholly-owned subsidiary. Asana and ASN had previously entered into a license agreement, which was amended and restated prior to the closing of the merger transaction (the Asana License Agreement, and collectively with the Asana Merger Agreement, the Asana Agreements), pursuant to which ASN acquired an exclusive, worldwide license to certain intellectual property rights relating to inhibitors of ERK1 and ERK2 owned or controlled by Asana to develop and commercialize ERAS-007 and certain other related compounds for all applications.

 

Under the Asana Merger Agreement, in 2020, the Company made an upfront payment of $20.0 million and issued 4,000,000 shares of its Series B-2 convertible preferred stock to Asana at a value of $7.50 per share or a total fair value of equity of $30.0 million. In connection with the Company's IPO, these shares of Series B-2 convertible preferred stock were converted into 3,333,333 shares of the Company’s common stock. The Company is obligated to make future development and regulatory milestone cash payments for a licensed product in an amount of up to $90.0 million. Additionally, upon achieving a development milestone related to demonstration of successful proof-of-concept in a specified clinical trial, the Company will also be required to issue 3,888,889 shares of its common stock to Asana. The Company is not obligated to pay royalties on the net sales of licensed products. No IPR&D expense was recorded during the three months ended March 31, 2024 and 2023. As of March 31, 2024 and December 31, 2023, no milestones had been accrued as the underlying contingencies were not probable or estimable.

Emerge Life Sciences, Pte. Ltd.

 

In March 2021, the Company entered into an asset purchase agreement (ELS Purchase Agreement) with Emerge Life Sciences, Pte. Ltd. (ELS) wherein it purchased all rights, title, and interest (including all patent and other intellectual property rights) to EGFR antibodies directed against the EGFR domain II (EGFR-D2) and domain III (EGFR-D3) as well as a bispecific antibody where one arm is directed against EGFR-D2 and the other is directed against EGFR-D3 (the Antibodies). Under the terms of the ELS Purchase Agreement, in 2021, the Company made an upfront payment of $2.0 million and issued to ELS 500,000 shares of the Company’s common stock at a value of $3.36 per share or a total fair value of equity of $1.7 million. No IPR&D expense was recorded during the three months ended March 31, 2024 and 2023.

v3.24.1.u1
License Agreements
3 Months Ended
Mar. 31, 2024
License Agreements [Abstract]  
License Agreements

Note 8. License agreements

 

Novartis Pharma AG

In December 2022, the Company entered into an exclusive license agreement (as amended, the Novartis Agreement) with Novartis Pharma AG (Novartis) under which the Company was granted an exclusive, worldwide, royalty-bearing license to certain patent and other intellectual property rights owned or controlled by Novartis to develop, manufacture, use, and commercialize naporafenib in all fields of use. The Company has the right to sublicense (through multiple tiers) its rights under the Novartis Agreement, subject to certain limitations and conditions, and is required to use commercially reasonable efforts to commercialize licensed products in certain geographical markets.

 

The license granted under the Novartis Agreement is subject to Novartis’ reserved right to: (i) develop, manufacture, use, and commercialize compounds unrelated to naporafenib under the licensed patent rights and know-how, (ii) use the licensed patent rights and know-how for non-clinical research purposes, and (iii) use the licensed patent rights and know-how to the extent necessary to perform ongoing clinical trials and perform its obligations under existing contracts and under the Novartis Agreement.

Under the Novartis Agreement, the Company made an upfront cash payment to Novartis of $20.0 million and issued to Novartis 12,307,692 shares of common stock of the Company having an aggregate value of approximately $80.0 million. The Company is obligated to make future regulatory milestone payments of up to $80.0 million and sales milestone payments of up to $200.0 million. The Company is also obligated to pay royalties on net sales of all licensed products, in the low-single digit percentages, subject to certain reductions. No IPR&D expense was recorded during the three months ended March 31, 2024 and 2023. As of March 31, 2024 and December 31, 2023, no milestones are accrued as the underlying contingencies are not probable or estimable.

Katmai Pharmaceuticals, Inc.

 

In March 2020, the Company entered into a license agreement (the Katmai Agreement) with Katmai Pharmaceuticals, Inc. (Katmai) under which the Company was granted an exclusive, worldwide, royalty-bearing license to certain patent rights and know-how controlled by Katmai related to the development of small molecule therapeutic and diagnostic products that modulate EGFR and enable the identification, diagnosis, selection, treatment, and/or monitoring of patients for neuro-oncological applications to develop, manufacture, use, and commercialize ERAS-801 and certain other related compounds in all fields of use.

 

Under the Katmai Agreement, the Company made an upfront payment of $5.7 million and Katmai agreed to purchase shares of the Company’s Series B-1 convertible preferred stock and Series B-2 convertible preferred stock having an aggregate value of $2.7 million. In April 2020, Katmai purchased 356,000 shares of the Company’s Series B-1 convertible preferred stock for $1.8 million, and in January 2021, Katmai purchased 118,666 shares of the Company’s Series B-2 convertible preferred stock for $0.9 million. In connection with the Company's IPO, these shares of Series B-1 convertible preferred stock and Series B-2 convertible preferred stock were converted into 395,555 shares of the Company's common stock, in the aggregate. The Company is obligated to make future development and regulatory milestone payments of up to $26.0 million, of which $2.0 million was paid in March 2022, and commercial milestone payments of up to $101.0 million. The Company is also obligated to pay tiered royalties on net sales of each licensed product, at rates ranging from the mid- to high-single digit percentages, subject to a minimum annual royalty payment in the low six figures and certain permitted deductions. No IPR&D expense was recorded during the three months ended March 31, 2024 and 2023. As of March 31, 2024 and December 31, 2023, no milestones are accrued as the underlying contingencies are not probable or estimable.

NiKang Therapeutics, Inc.

 

In February 2020, the Company entered into a license agreement (the NiKang Agreement) with NiKang Therapeutics, Inc. (NiKang) under which the Company was granted an exclusive, worldwide license to certain intellectual property rights owned or controlled by NiKang related to certain SHP2 inhibitors to develop and commercialize ERAS-601 and certain other related compounds for all applications.

 

Under the NiKang Agreement, in 2020, the Company made an upfront payment of $5.0 million to NiKang and reimbursed NiKang $0.4 million for certain initial manufacturing costs. In addition, the Company paid $7.0 million in 2020 related to the publication of a US patent application that covered the composition of matter of ERAS-601. The Company is also obligated to pay (i) development and regulatory milestone payments in an aggregate amount of up to $16.0 million for the first licensed product, of which $4.0 million was paid in January 2021, and $12.0 million for a second licensed product, and (ii) commercial milestone payments in an aggregate amount of up to $157.0 million for the first licensed product and $151.0 million for a second licensed product. The Company is also obligated to: (i) pay tiered royalties on net sales of all licensed products in the mid-single digit percentages, subject to certain reductions; and (ii) equally split all net sublicensing revenues earned under sublicense agreements that the Company enters into with any third party before commencement of the first Phase I clinical trial for a licensed product. No IPR&D expense was recorded during the three months ended March 31, 2024 and 2023. As of March 31, 2024 and December 31, 2023, no milestones are accrued as the underlying contingencies are not probable or estimable.

LifeArc

 

In April 2020, the Company entered into a license agreement with LifeArc (the LifeArc Agreement) under which the Company was granted an exclusive, worldwide license to certain materials, know-how, and intellectual property rights owned or controlled by LifeArc to develop, manufacture, use, and commercialize certain ULK inhibitors for all applications.

 

Under the LifeArc Agreement, the Company was granted the license at no upfront cost and a period of three months after the effective date to conduct experiments on LifeArc’s compounds. Upon completion of this initial testing period, the Company had the option to continue the license and make a one-time license payment of $75,000 to LifeArc, which payment was subsequently made in 2020. The Company is obligated to make future development milestone payments for a licensed product of up to $11.0 million and sales milestone payments of up to $50.0 million. The Company is also obligated to pay royalties on net sales of all licensed products, in the low-single digit percentages, subject to certain reductions. No IPR&D expense was recorded during the three months ended March 31, 2024 and 2023. As of March 31, 2024 and December 31, 2023, no milestones are accrued as the underlying contingencies are not probable or estimable.

v3.24.1.u1
Stock-based Compensation
3 Months Ended
Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]  
Stock-based Compensation

Note 9. Stock-based compensation

 

In July 2021, the Company’s board of directors adopted and the Company’s stockholders approved the Company’s 2021 Incentive Award Plan (the 2021 Plan), which became effective in connection with the IPO. Upon the adoption of the 2021 Plan, the Company ceased making equity grants under its 2018 Equity Incentive Plan (the 2018 Plan). Under the 2021 Plan, the Company may grant stock options, restricted stock, restricted stock units, stock appreciation rights, and other stock or cash-based awards to individuals who are then employees, officers, directors or non-entity consultants of the Company. A total of 15,150,000 shares of common stock were initially reserved for issuance under the 2021 Plan. In addition, the number of shares of common stock available for issuance under the 2021 Plan may be increased annually on the first day of each calendar year during the term of the 2021 Plan, beginning in 2022, by an amount equal to the lesser of (i) 5% of the shares of common stock outstanding on the final day of the immediately preceding calendar year or (ii) such smaller number of shares as determined by the Company’s board of directors or an authorized committee of the board of directors. As of March 31, 2024, there were 13,204,701 stock-based awards available for future grant under the 2021 Plan.

 

Subsequent to July 2021, no further awards will be granted under the 2018 Plan and all future stock-based awards will be granted under the 2021 Plan. To the extent outstanding options or restricted stock granted under the 2018 Plan are cancelled, forfeited, repurchased, or otherwise terminated without being exercised or becoming vested, and would otherwise have been returned to the share reserve under the 2018 Plan, the number of shares underlying such awards will be available for future grant under the 2021 Plan.

 

Options granted are exercisable at various dates as determined upon grant and will expire no more than ten years from their date of grant. Stock options generally vest over a four-year term. The exercise price of each option shall be determined by the Company’s board of directors based on the estimated fair value of the Company’s stock on the date of the option grant. The exercise price shall not be less than 100% of the fair market value of the Company’s common stock at the time the option is granted. For holders of more than 10% of the Company’s total combined voting power of all classes of stock, incentive stock options may not be granted at less than 110% of the fair market value of the Company’s common stock on the date of grant and for a term that exceeds five years. Early exercise was permitted for certain grants under the 2018 Plan.

Stock options

 

A summary of the Company’s stock option activity under the 2021 Plan and 2018 Plan is as follows (in thousands, except share and per share data and years):

 

 

 

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

 

 

Weighted-

 

 

average remaining

 

 

Aggregate

 

 

 

 

 

 

average

 

 

contractual

 

 

intrinsic

 

 

 

Shares

 

 

exercise price

 

 

term (years)

 

 

value

 

Outstanding at December 31, 2023

 

 

24,970,957

 

 

$

4.98

 

 

 

8.12

 

 

$

4,412

 

Granted

 

 

9,827,650

 

 

 

1.71

 

 

 

 

 

 

 

Exercised

 

 

(35,035

)

 

 

0.69

 

 

 

 

 

 

 

Canceled

 

 

(116,449

)

 

 

4.89

 

 

 

 

 

 

 

Outstanding at March 31, 2024

 

 

34,647,123

 

 

$

4.06

 

 

 

8.44

 

 

$

7,532

 

Options exercisable at March 31, 2024

 

 

12,850,952

 

 

$

4.83

 

 

 

7.32

 

 

$

3,916

 

The weighted-average grant date fair value of options granted for the three months ended March 31, 2024 and 2023 was $1.25 and $2.94, respectively. As of March 31, 2024, the unrecognized compensation cost related to unvested stock option grants was $55.9 million and is expected to be recognized as expense over approximately 2.75 years. The intrinsic value of the options exercised for the three months ended March 31, 2024 and 2023 was $47,000 and $517,000, respectively.

 

Prior to the Company's IPO, certain individuals were granted the ability to early exercise their stock options. The shares of common stock issued from the early exercise of unvested stock options are restricted and continue to vest in accordance with the original vesting schedule. The Company has the option to repurchase any unvested shares at the original purchase price upon any voluntary or involuntary termination. The shares purchased by the employees and non-employees pursuant to the early exercise of stock options are not deemed, for accounting purposes, to be outstanding until those shares vest. The cash received in exchange for exercised and unvested shares related to stock options granted is recorded as a liability for the early exercise of stock options on the accompanying condensed consolidated balance sheets and will be transferred into common stock and additional paid-in capital as the shares vest. As of March 31, 2024 and December 31, 2023, there were 247,919 shares and 371,876 shares subject to repurchase by the Company, respectively. As of March 31, 2024 and December 31, 2023, the Company recorded $309,000 and $464,000 of liabilities associated with shares issued with repurchase rights, respectively, which is recorded in accrued expenses and other current liabilities.

 

The assumptions used in the Black-Scholes option pricing model to determine the fair value of the employee and nonemployee stock option grants were as follows:

 

 

 

Three Months Ended March 31,

 

 

2024

 

2023

Risk-free interest rate

 

3.84%-4.15%

 

3.46%-4.22%

Expected volatility

 

83.35%-83.91%

 

85.52%-85.81%

Expected term (in years)

 

5.28-6.01

 

6.02-6.07

Expected dividend yield

 

--%

 

--%

 

Employee stock purchase plan

 

In July 2021, the Company’s board of directors adopted and the Company’s stockholders approved the Company's 2021 Employee Stock Purchase Plan (the ESPP), which became effective in connection with the IPO. The ESPP permits participants to contribute up to a specified percentage of their eligible compensation during a series of offering periods of 24 months, each comprised of four six-month purchase periods, to purchase the Company’s common stock. The purchase price of the shares will be 85% of the fair market value of the Company’s common stock on the first day of trading of the applicable offering period or on the applicable purchase date, whichever is lower. A total of 1,260,000 shares of common stock was initially reserved for issuance under the ESPP. In addition, the number of shares of common stock available for issuance under the ESPP may be increased annually on the first day of each calendar year during the term of the ESPP, beginning in 2022, by an amount equal to the lesser of (i) 1% of the shares of common stock outstanding on the final day of the immediately preceding calendar year or (ii) such smaller number of shares as determined by the Company’s board of directors or an authorized committee of the board of directors. The Company recognized stock-based compensation expense related to the ESPP of $342,000 and $707,000 during the three months ended March 31, 2024 and 2023, respectively. As of March 31, 2024, the unrecognized compensation cost related to the ESPP was $1.5 million and is expected to be recognized as expense over approximately 1.69 years. As of March 31, 2024 and December 31, 2023, $317,000 and $46,000 has been withheld on behalf of employees for future purchase under the ESPP, respectively, and is included in accrued expenses and other current liabilities on the condensed consolidated balance sheets. No shares were issued and sold under the ESPP during the three months ended March 31, 2024 and 2023.

Stock-based compensation expense

 

The allocation of stock-based compensation for all stock awards was as follows (in thousands):

 

 

 

Three Months Ended March 31,

 

 

 

2024

 

 

2023

 

Research and development

 

$

3,484

 

 

$

3,880

 

General and administrative

 

 

3,364

 

 

 

2,965

 

Total

 

$

6,848

 

 

$

6,845

 

Common stock reserved for future issuance

 

Common stock reserved for future issuance consisted of the following as of March 31, 2024 and December 31, 2023:

 

 

 

March 31,

 

 

December 31,

 

 

 

2024

 

 

2023

 

Stock options issued and outstanding

 

 

34,647,123

 

 

 

24,970,957

 

Awards available for future grant

 

 

13,204,701

 

 

 

15,342,797

 

Shares available for purchase under the ESPP

 

 

2,080,681

 

 

 

2,080,681

 

Total

 

 

49,932,505

 

 

 

42,394,435

 

v3.24.1.u1
Leases
3 Months Ended
Mar. 31, 2024
Leases [Abstract]  
Leases

Note 10. Leases

 

Operating leases

 

The Company has facility leases for office space under non-cancellable and cancelable operating leases with various expiration dates through 2032 and equipment under a non-cancellable operating lease with a term expiring in 2026. Total lease costs were approximately $2.7 million and $3.1 million, including operating lease costs of $1.9 million and $1.9 million, variable lease costs of $916,000 and $1.2 million, and sublease income of $84,000 and $0, during the three months ended March 31, 2024 and 2023, respectively. The Company paid $2.1 million and $863,000 in cash for operating leases, net of sublease income, that were included in the operating activities section of the condensed consolidated statements of cash flows for the three months ended March 31, 2024 and 2023, respectively.

 

The weighted-average remaining lease term and the weighted-average discount rate of the Company’s operating leases were 8.05 years and 8.96%, respectively, at March 31, 2024. The weighted-average remaining lease term and the weighted-average discount rate of the Company’s operating leases were 8.29 years and 8.95%, respectively, at December 31, 2023. The weighted-average remaining lease term does not include any renewal options at the election of the Company.

 

The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants.

Facility leases

 

In September 2020, the Company entered into a lease agreement for 59,407 square feet of laboratory and office space in San Diego, California, which represented a portion of a new facility that was under construction and which was subsequently amended in March 2021 to expand the rented premises by 18,421 square feet (the 2020 Lease). The construction and design of the asset was the primary responsibility of the lessor. The Company was involved in certain aspects of construction and design for certain interior features and leasehold improvements that is beneficial to the Company to better suit its business needs and intended purpose of the space. The lease is accounted for as an operating lease and commenced in August 2021. In April 2022, the 2020 Lease was modified to amend the rent commencement date from February 2022 to May 2022. The 2020 Lease, as amended, has a term of 10.75 years and includes aggregate monthly payments to the lessor of approximately $51.6 million beginning in May 2023 with a rent escalation clause, and a tenant improvement allowance of approximately $16.8 million. The Company is responsible for its share of operating expenses based on actual operating expenses incurred by the landlord. The 2020 Lease is cancellable at the Company’s request after the 84th month with 12 months written notice and a lump-sum cancellation payment of $2.5 million. The termination option has not been included in the Company's operating lease assets and liabilities. As discussed in Note 2, the Company provided a letter of credit to the lessor for $408,000, which expires July 29, 2032.

 

In December 2021, the Company entered into a lease agreement for 29,542 square feet of office and laboratory space in South San Francisco, California. The lease is accounted for as an operating lease with the associated operating lease assets and liabilities recorded upon commencement, which occurred in July 2022. The non-cancellable operating lease has an initial term of 124 months with an option to extend the lease term by 5 years at the then-current market rates and includes aggregate monthly payments to the lessor of approximately $34.4 million beginning in November 2022 with a rent escalation clause and a tenant improvement allowance of approximately $8.2 million. The renewal option has not been included in the Company's operating lease assets and liabilities. The Company is responsible for its share of operating expenses based on actual operating expenses incurred by the landlord. The construction and design of the tenant improvements was the primary responsibility of the lessor. While the Company was involved in certain aspects of construction and design for certain interior features and leasehold improvements that is beneficial to the Company to better suit its business needs and intended purpose of the space, all construction was handled directly by the landlord. The Company was not deemed to be the accounting owner of the tenant improvements prior to or after the construction period. All payments made by the Company for landlord-owned tenant improvements were recorded as prepaid rent on the condensed consolidated balance sheets prior to lease commencement and included in the operating lease asset upon lease commencement. In February 2022, the expected project costs exceeded the tenant improvement allowances by $5.1 million, which was paid directly to the landlord by the Company and was recorded as prepaid rent in the condensed consolidated balance sheets and as a cash outflow from operating activities in the condensed consolidated statements of cash flows. Upon lease commencement, the $5.1 million of prepaid rent was included in the operating lease asset. The Company paid a security deposit of $874,000 in December 2021 that was recorded as other assets in the condensed consolidated balance sheets.

 

In January 2024, the Company entered into an agreement to sublease the second floor of its corporate headquarters in San Diego, California. Pursuant to the agreement, the subleased space is approximately 10,000 square feet of office space with a sublease term of three years which includes an option for the subtenant to renew for an additional year and an early termination clause. The Company determined the sublease to be an operating lease. Therefore, the Company will recognize sublease income on a straight-line basis over the lease term in its condensed consolidated statements of operations and comprehensive loss as a reduction to operating lease costs because the sublease is outside of the Company's normal business operations. The Company will continue to account for the operating lease asset and related liability of the original lease as it did prior to the commencement of the sublease. The Company recorded a reduction to operating lease costs of $84,000 related to income from this sublease during the three months ended March 31, 2024.

 

Future minimum lease payments under the operating leases with initial lease terms in excess of one year as of March 31, 2024 are as follows (in thousands):

 

Year ending December 31,

 

 

2024 (remaining nine months)

$

6,602

 

2025

 

9,024

 

2026

 

9,170

 

2027

 

9,199

 

2028

 

9,277

 

Thereafter

 

35,098

 

Total lease payments

$

78,370

 

Less: Amount representing interest

 

(23,433

)

Operating lease liabilities

$

54,937

 

v3.24.1.u1
Commitments and Contingencies
3 Months Ended
Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies

Note 11. Commitments and contingencies

 

Liabilities for loss contingencies arising from claims, assessments, litigation, fines, penalties and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. There are no matters currently outstanding for which any such liabilities have been accrued.

v3.24.1.u1
Income Taxes
3 Months Ended
Mar. 31, 2024
Income Tax Disclosure [Abstract]  
Income Taxes

Note 12. Income taxes

 

No provision for federal, state or foreign income taxes has been recorded for the three months ended March 31, 2024 and 2023. The Company has incurred net operating losses for all the periods presented and has not reflected any benefit of such net operating loss carryforwards in the accompanying condensed consolidated financial statements due to uncertainty around utilizing these tax attributes within their respective carryforward periods. The Company has recorded a full valuation allowance against all of its deferred tax assets as it is not more likely than not that such assets will be realized in the near future. The Company’s policy is to recognize interest expense and penalties related to income tax matters as tax expense. For the three months ended March 31, 2024 and 2023, the Company has not recognized any interest or penalties related to income taxes.

v3.24.1.u1
Net Loss Per Share
3 Months Ended
Mar. 31, 2024
Earnings Per Share [Abstract]  
Net Loss Per Share

Note 13. Net loss per share

 

The following table summarizes the computation of basic and diluted net loss per share of the Company (in thousands, except share and per share data):

 

 

 

 

 

Three Months Ended March 31,

 

 

 

 

 

 

 

 

2024

 

 

2023

 

Net loss

 

 

 

 

 

 

$

(35,017

)

 

$

(33,199

)

Weighted-average shares of common stock used in computing net loss per share, basic and diluted

 

 

 

 

 

 

 

151,161,741

 

 

 

149,504,216

 

Net loss per share, basic and diluted

 

 

 

 

 

 

$

(0.23

)

 

$

(0.22

)

 

 

The Company’s potentially dilutive securities, which include options to purchase common stock, shares purchasable under the ESPP and common stock subject to repurchase related to options early exercised, have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share is the same. The Company excluded the following potential common shares, presented as amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect:

 

 

 

March 31,

 

 

 

March 31,

 

 

 

2024

 

 

 

2023

 

Options to purchase common stock

 

 

34,647,123

 

 

 

 

25,892,271

 

Options early exercised subject to future vesting

 

 

247,919

 

 

 

 

948,179

 

Estimated shares purchasable under the ESPP

 

 

1,301,205

 

 

 

 

755,809

 

Total potentially dilutive shares

 

 

36,196,247

 

 

 

 

27,596,259

 

v3.24.1.u1
Related Party Transactions
3 Months Ended
Mar. 31, 2024
Related Party Transactions [Abstract]  
Related Party Transactions

Note 14. Related party transactions

 

Erasca Foundation

 

In May 2021, the Company established the Erasca Foundation to provide support such as funding research, patient advocacy, patient support and education in underserved populations, and funding for other initiatives to positively impact society that align with the Company’s mission. The Company's chief executive officer and certain board members serve as directors of the Erasca Foundation and the Company's chief executive officer, chief financial officer and chief business officer, and general counsel are also officers of the Erasca Foundation. In April 2024, the Company donated $125,000 to the Erasca Foundation.

 

Affini-T Therapeutics, Inc.

 

The Company holds a $2.0 million equity investment in Affini-T. One of the Company’s board members is also a member of the board of Affini-T.

v3.24.1.u1
Subsequent Event
3 Months Ended
Mar. 31, 2024
Subsequent Events [Abstract]  
Subsequent Event

Note 15. Subsequent event

 

On April 2, 2024, the Company completed the 2024 Private Placement in which the Company issued and sold 21,844,660 shares of common stock at a price of $2.06 per share. Net proceeds from the 2024 Private Placement, after deducting placement agent fees and estimated expenses, were $43.7 million.

v3.24.1.u1
Summary of Significant Accounting Policies (Policies)
3 Months Ended
Mar. 31, 2024
Accounting Policies [Abstract]  
Use of Estimates

Use of estimates

 

The preparation of the Company’s condensed consolidated financial statements in conformity with US GAAP requires the Company to make estimates and assumptions that impact the reported amounts of assets, liabilities, expenses, and the disclosure of contingent assets and liabilities in the condensed consolidated financial statements and accompanying notes. Accounting estimates and management judgments reflected in the condensed consolidated financial statements include, but are not limited to, the accrual of research and development expenses, stock-based compensation expense, and the incremental borrowing rate for determining the operating lease asset and liability. Management evaluates its estimates on an ongoing basis. Although estimates are based on the Company’s historical experience, knowledge of current events, and actions it may undertake in the future, actual results may ultimately materially differ from these estimates and assumptions.

Unaudited Interim Financial Information

Unaudited interim financial information

 

The accompanying condensed consolidated balance sheet as of March 31, 2024, the condensed consolidated statements of operations and comprehensive loss for the three months ended March 31, 2024 and 2023, the condensed consolidated statements of stockholders’ equity for the three months ended March 31, 2024 and 2023 and the condensed consolidated statements of cash flows for the three months ended March 31, 2024 and 2023 are unaudited. The unaudited condensed consolidated interim financial statements have been prepared on the same basis as the audited annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s condensed consolidated financial position as of March 31, 2024 and the condensed consolidated results of its operations and cash flows for the three months ended March 31, 2024 and 2023. The condensed consolidated financial data and other information disclosed in these notes related to the three months ended March 31, 2024 and 2023 are unaudited. The condensed consolidated results for the three months ended March 31, 2024 are not necessarily indicative of results to be expected for the year ending December 31, 2024, any other interim periods, or any future year or period. These unaudited condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on March 27, 2024.

Concentration of Credit Risk and Off-Balance Sheet Risk

Concentration of credit risk and off-balance sheet risk

 

Financial instruments which potentially subject the Company to significant concentration of credit risk consist of cash and cash equivalents and marketable securities. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. The Company has not experienced any losses in such accounts, and management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. The Company’s investment policy includes guidelines for the quality of the related institutions and financial instruments and defines allowable investments that the Company may invest in, which the Company believes minimizes the exposure to concentration of credit risk.

Cash, Cash Equivalents and Restricted Cash

Cash, cash equivalents and restricted cash

 

Cash and cash equivalents include cash in readily available checking and savings accounts, money market funds and commercial paper. The Company considers all highly liquid investments with an original maturity of three months or less from the date of purchase to be cash equivalents.

 

The Company had deposited cash of $408,000 as of March 31, 2024 and December 31, 2023 to secure a letter of credit in connection with the lease of the Company’s facilities (see Note 10). The Company has classified the restricted cash as a noncurrent asset on its condensed consolidated balance sheets.

 

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same amounts shown in the condensed consolidated statements of cash flows (in thousands):

 

 

March 31,

 

 

2024

 

 

2023

 

Cash and cash equivalents

$

76,726

 

 

$

272,756

 

Restricted cash

 

408

 

 

 

408

 

Total cash, cash equivalents and restricted cash

$

77,134

 

 

$

273,164

 

Marketable Securities and Investments

Marketable securities and investments

 

The Company classifies all marketable securities as available-for-sale, as the sale of such securities may be required prior to maturity. Management determines the appropriate classification of its marketable securities at the time of purchase. Marketable securities with original maturities beyond three months at the date of purchase and which mature at, or less than 12 months from, the balance sheet date are classified as short-term marketable securities. Available-for-sale securities are carried at fair value, with the unrealized gains and losses reported as accumulated other comprehensive income (loss) until realized. The amortized cost of available-for-sale debt securities is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization and accretion are included in interest income. The Company regularly reviews all of its marketable securities for declines in fair value. The review includes the consideration of the cause of the impairment, including the creditworthiness of the security issuers, the number of securities in an unrealized loss position, the severity of the unrealized loss(es), whether the Company has the intent to sell the securities and whether it is more likely than not that the Company will be required to sell the securities before the recovery of their amortized cost basis. If the decline in fair value is due to credit-related factors, a loss is recognized in net income; whereas, if the decline in fair value is not due to credit-related factors, the loss is recorded in other comprehensive income (loss). Realized gains and losses on available-for-sale securities are included in other income or expense. The cost of securities sold is based on the specific identification method. Interest and dividends on securities classified as available-for-sale are included in interest income.

 

Through its wholly-owned subsidiary, Erasca Ventures, the Company has also invested in equity securities of a company whose securities are not publicly traded and whose fair value is not readily available (see Notes 3 and 14). This investment is recorded using cost minus impairment, plus or minus changes in its estimated fair value resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Investments in equity securities without readily determinable fair values are assessed for potential impairment on a quarterly basis based on qualitative factors. This investment is included in other assets in the Company's condensed consolidated balance sheets.

Fair Value Measurements

Fair value measurements

 

Certain assets and liabilities are carried at fair value under US GAAP. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. Financial assets and liabilities carried at fair value are classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable:

 

Level 1—Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

 

Level 2—Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability.

 

Level 3—Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity).

Recently Issued Accounting Pronouncements Not Yet Adopted

Recently issued accounting pronouncements not yet adopted

 

From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies that the Company adopts as of the specified effective date. The Company qualifies as an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012 (JOBS Act) and has elected not to “opt out” of the extended transition related to complying with new or revised accounting standards, which means that when a standard is issued or revised and it has different application dates for public and nonpublic companies, the Company can adopt the new or revised standard at the time nonpublic companies adopt the new or revised standard and can do so until such time that the Company either (i) irrevocably elects to “opt out” of such extended transition period or (ii) no longer qualifies as an emerging growth company.

 

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which is intended to provide enhancements to segment disclosures, even for entities with only one reportable segment. In particular, the standard will require disclosures of significant segment expenses regularly provided to the chief operating decision maker and included within each reported measure of segment profit and loss. The standard will also require disclosure of all other segment items by reportable segment and a description of its composition. Finally, the standard will require disclosure of the title and position of the chief operating decision maker and an explanation of how the chief operating decision maker uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. The standard is effective for annual periods beginning after December 15, 2023, and interim periods within annual periods beginning after December 15, 2024. Early adoption is permitted. Retrospective application to all prior periods presented in the financial statements is required. The Company is currently evaluating the impact of the standard on the presentation of its consolidated financial statements and related disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which is intended to provide enhancements to annual income tax disclosures. In particular, the standard will require more detailed information in the income tax rate reconciliation, as well as the disclosure of income taxes paid disaggregated by jurisdiction, among other enhancements. The standard is effective for the Company in its annual period beginning after December 15, 2025 and early adoption is permitted. The standard allows for adoption on a prospective basis, with a retrospective option. The Company is currently evaluating the impact of the standard on the presentation of its consolidated financial statements and related disclosures.

v3.24.1.u1
Summary of Significant Accounting Policies (Tables)
3 Months Ended
Mar. 31, 2024
Accounting Policies [Abstract]  
Reconciliation of Cash, Cash Equivalents and Restricted Cash

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same amounts shown in the condensed consolidated statements of cash flows (in thousands):

 

 

March 31,

 

 

2024

 

 

2023

 

Cash and cash equivalents

$

76,726

 

 

$

272,756

 

Restricted cash

 

408

 

 

 

408

 

Total cash, cash equivalents and restricted cash

$

77,134

 

 

$

273,164

 

v3.24.1.u1
Fair Value Measurements (Tables)
3 Months Ended
Mar. 31, 2024
Fair Value Disclosures [Abstract]  
Summary of Financial Assets Measured at Fair Value on Recurring Basis

The following tables summarize the Company’s financial assets measured at fair value on a recurring basis and their respective input levels based on the fair value hierarchy (in thousands):

 

 

 

 

 

 

Fair value measurements as of March 31, 2024 using

 

 

 

 

 

 

Quoted prices in

 

 

Significant

 

 

Significant

 

 

 

 

 

 

active markets

 

 

other

 

 

unobservable

 

 

 

March 31,

 

 

for identical

 

 

observable

 

 

inputs

 

 

 

2024

 

 

assets (level 1)

 

 

inputs (level 2)

 

 

(level 3)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds(1)

 

$

58,324

 

 

$

58,324

 

 

$

 

 

$

 

Commercial paper(1)

 

 

1,492

 

 

 

 

 

 

1,492

 

 

 

 

US treasury securities(2)

 

 

73,644

 

 

 

73,644

 

 

 

 

 

 

 

US government agency securities(2)

 

 

23,856

 

 

 

 

 

 

23,856

 

 

 

 

Corporate debt securities(2)

 

 

22,926

 

 

 

 

 

 

22,926

 

 

 

 

Commercial paper(2)

 

 

100,533

 

 

 

 

 

 

100,533

 

 

 

 

Total fair value of assets

 

$

280,775

 

 

$

131,968

 

 

$

148,807

 

 

$

 

 

(1)
Included as cash and cash equivalents on the condensed consolidated balance sheets.
(2)
Included as short-term marketable securities on the condensed consolidated balance sheets.

 

 

 

 

 

Fair value measurements as of December 31, 2023 using

 

 

 

 

 

 

Quoted prices in

 

 

Significant

 

 

Significant

 

 

 

 

 

 

active markets

 

 

other

 

 

unobservable

 

 

 

December 31,

 

 

for identical

 

 

observable

 

 

inputs

 

 

 

2023

 

 

assets (level 1)

 

 

inputs (level 2)

 

 

(level 3)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds(1)

 

$

83,101

 

 

$

83,101

 

 

$

 

 

$

 

US treasury securities(2)

 

 

93,303

 

 

 

93,303

 

 

 

 

 

 

 

US government agency securities(2)

 

 

26,824

 

 

 

 

 

 

26,824

 

 

 

 

Corporate debt securities(2)

 

 

10,734

 

 

 

 

 

 

10,734

 

 

 

 

Commercial paper(2)

 

 

88,414

 

 

 

 

 

 

88,414

 

 

 

 

US treasury securities(3)

 

 

9,642

 

 

 

9,642

 

 

 

 

 

 

 

Total fair value of assets

 

$

312,018

 

 

$

186,046

 

 

$

125,972

 

 

$

 

 

(1)
Included as cash and cash equivalents on the condensed consolidated balance sheets.
(2)
Included as short-term marketable securities on the condensed consolidated balance sheets.
(3)
Included as long-term marketable securities on the condensed consolidated balance sheets.
v3.24.1.u1
Marketable Securities (Tables)
3 Months Ended
Mar. 31, 2024
Investments, Debt and Equity Securities [Abstract]  
Summary of Marketable Securities Accounted for Available-for-Sale Securities

The following tables summarize the Company’s marketable securities accounted for as available-for-sale securities (in thousands, except years):

 

 

 

March 31, 2024

 

 

 

Maturity

 

Amortized

 

 

Unrealized

 

 

Unrealized

 

 

Estimated

 

 

 

(in years)

 

cost

 

 

gains

 

 

losses

 

 

fair value

 

US treasury securities

 

1 or less

 

$

73,753

 

 

$

8

 

 

$

(117

)

 

$

73,644

 

US government agency securities

 

1 or less

 

 

23,859

 

 

 

11

 

 

 

(14

)

 

 

23,856

 

Corporate debt securities

 

1 or less

 

 

22,967

 

 

 

 

 

 

(41

)

 

 

22,926

 

Commercial paper

 

1 or less

 

 

100,590

 

 

 

16

 

 

 

(73

)

 

 

100,533

 

Total

 

 

 

$

221,169

 

 

$

35

 

 

$

(245

)

 

$

220,959

 

 

 

 

 

December 31, 2023

 

 

 

Maturity

 

Amortized

 

 

Unrealized

 

 

Unrealized

 

 

Estimated

 

 

 

(in years)

 

cost

 

 

gains

 

 

losses

 

 

fair value

 

US treasury securities

 

1 or less

 

$

93,377

 

 

$

74

 

 

$

(148

)

 

$

93,303

 

US government agency securities

 

1 or less

 

 

26,783

 

 

 

45

 

 

 

(4

)

 

 

26,824

 

Corporate debt securities

 

1 or less

 

 

10,719

 

 

 

15

 

 

 

 

 

 

10,734

 

Commercial paper

 

1 or less

 

 

88,356

 

 

 

68

 

 

 

(10

)

 

 

88,414

 

US treasury securities

 

1-2

 

 

9,605

 

 

 

37

 

 

 

 

 

 

9,642

 

Total

 

 

 

$

228,840

 

 

$

239

 

 

$

(162

)

 

$

228,917

 

 

Summary of Fair Values and Gross Unrealized Losses for Available-for-sale Securities

The following tables present fair values and gross unrealized losses for those available-for-sale securities that were in an unrealized loss position as of March 31, 2024 and December 31, 2023, aggregated by category and the length of time that the securities have been in a continuous loss position (in thousands):

 

 

 

March 31, 2024

 

 

 

Unrealized losses less than 12 months

 

 

Unrealized losses 12 months or greater

 

 

Total

 

 

 

Fair value

 

 

Unrealized losses

 

 

Fair value

 

 

Unrealized losses

 

 

Fair value

 

 

Unrealized losses

 

US treasury securities

 

$

55,139

 

 

$

(117

)

 

$

 

 

$

 

 

$

55,139

 

 

$

(117

)

US government agency securities

 

 

18,845

 

 

 

(14

)

 

 

 

 

 

 

 

 

18,845

 

 

 

(14

)

Corporate debt securities

 

 

22,926

 

 

 

(41

)

 

 

 

 

 

 

 

 

22,926

 

 

 

(41

)

Commercial paper

 

 

65,574

 

 

 

(73

)

 

 

 

 

 

 

 

 

65,574

 

 

 

(73

)

Total

 

$

162,484

 

 

$

(245

)

 

$

 

 

$

 

 

$

162,484

 

 

$

(245

)

 

 

 

December 31, 2023

 

 

 

Unrealized losses less than 12 months

 

 

Unrealized losses 12 months or greater

 

 

Total

 

 

 

Fair value

 

 

Unrealized losses

 

 

Fair value

 

 

Unrealized losses

 

 

Fair value

 

 

Unrealized losses

 

US treasury securities

 

$

74,912

 

 

$

(148

)

 

$

 

 

$

 

 

$

74,912

 

 

$

(148

)

US government agency securities

 

 

6,950

 

 

 

(4

)

 

 

 

 

 

 

 

 

6,950

 

 

 

(4

)

Corporate debt securities

 

 

748

 

 

 

 

 

 

 

 

 

 

 

 

748

 

 

 

 

Commercial paper

 

 

22,944

 

 

 

(10

)

 

 

 

 

 

 

 

 

22,944

 

 

 

(10

)

Total

 

$

105,554

 

 

$

(162

)

 

$

 

 

$

 

 

$

105,554

 

 

$

(162

)

v3.24.1.u1
Property and Equipment, Net (Tables)
3 Months Ended
Mar. 31, 2024
Property, Plant and Equipment [Abstract]  
Schedule of Property and Equipment, Net

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

 

 

 

March 31,

 

 

December 31,

 

 

 

2024

 

 

2023

 

Laboratory equipment

 

$

5,621

 

 

$

5,620

 

Furniture and fixtures

 

 

4,099

 

 

 

4,099

 

Leasehold improvements

 

 

18,173

 

 

 

18,173

 

Computer equipment and software

 

 

1,695

 

 

 

1,667

 

      Property and equipment

 

 

29,588

 

 

 

29,559

 

Less accumulated depreciation and amortization

 

 

(8,230

)

 

 

(7,232

)

      Property and equipment, net

 

$

21,358

 

 

$

22,327

 

 

v3.24.1.u1
Accrued Expenses and Other Current Liabilities (Tables)
3 Months Ended
Mar. 31, 2024
Payables and Accruals [Abstract]  
Schedule of Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following (in thousands):

 

 

 

March 31,

 

 

December 31,

 

 

 

2024

 

 

2023

 

Accrued research and development expenses

 

$

9,247

 

 

$

8,803

 

Accrued compensation

 

 

6,095

 

 

 

10,311

 

Unvested early exercised stock option liability

 

 

309

 

 

 

464

 

Accrued professional services

 

 

626

 

 

 

435

 

Accrued offering costs

 

 

178

 

 

 

 

Accrued property and equipment

 

 

 

 

 

13

 

Other accruals

 

 

122

 

 

 

160

 

      Total

 

$

16,577

 

 

$

20,186

 

v3.24.1.u1
Stock-based Compensation (Tables)
3 Months Ended
Mar. 31, 2024
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Summary of Stock Option Activity

A summary of the Company’s stock option activity under the 2021 Plan and 2018 Plan is as follows (in thousands, except share and per share data and years):

 

 

 

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

 

 

Weighted-

 

 

average remaining

 

 

Aggregate

 

 

 

 

 

 

average

 

 

contractual

 

 

intrinsic

 

 

 

Shares

 

 

exercise price

 

 

term (years)

 

 

value

 

Outstanding at December 31, 2023

 

 

24,970,957

 

 

$

4.98

 

 

 

8.12

 

 

$

4,412

 

Granted

 

 

9,827,650

 

 

 

1.71

 

 

 

 

 

 

 

Exercised

 

 

(35,035

)

 

 

0.69

 

 

 

 

 

 

 

Canceled

 

 

(116,449

)

 

 

4.89

 

 

 

 

 

 

 

Outstanding at March 31, 2024

 

 

34,647,123

 

 

$

4.06

 

 

 

8.44

 

 

$

7,532

 

Options exercisable at March 31, 2024

 

 

12,850,952

 

 

$

4.83

 

 

 

7.32

 

 

$

3,916

 

Schedule of Stock-based Compensation Expense

The allocation of stock-based compensation for all stock awards was as follows (in thousands):

 

 

 

Three Months Ended March 31,

 

 

 

2024

 

 

2023

 

Research and development

 

$

3,484

 

 

$

3,880

 

General and administrative

 

 

3,364

 

 

 

2,965

 

Total

 

$

6,848

 

 

$

6,845

 

Summary of Common Stock Reserved for Future Issuance

Common stock reserved for future issuance consisted of the following as of March 31, 2024 and December 31, 2023:

 

 

 

March 31,

 

 

December 31,

 

 

 

2024

 

 

2023

 

Stock options issued and outstanding

 

 

34,647,123

 

 

 

24,970,957

 

Awards available for future grant

 

 

13,204,701

 

 

 

15,342,797

 

Shares available for purchase under the ESPP

 

 

2,080,681

 

 

 

2,080,681

 

Total

 

 

49,932,505

 

 

 

42,394,435

 

Employee Stock Option  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Assumptions used to Determine Fair Value of Stock Option Grants

The assumptions used in the Black-Scholes option pricing model to determine the fair value of the employee and nonemployee stock option grants were as follows:

 

 

 

Three Months Ended March 31,

 

 

2024

 

2023

Risk-free interest rate

 

3.84%-4.15%

 

3.46%-4.22%

Expected volatility

 

83.35%-83.91%

 

85.52%-85.81%

Expected term (in years)

 

5.28-6.01

 

6.02-6.07

Expected dividend yield

 

--%

 

--%

 

v3.24.1.u1
Leases (Tables)
3 Months Ended
Mar. 31, 2024
Leases [Abstract]  
Schedule of Future Minimum Lease Payments under Operating Leases

Future minimum lease payments under the operating leases with initial lease terms in excess of one year as of March 31, 2024 are as follows (in thousands):

 

Year ending December 31,

 

 

2024 (remaining nine months)

$

6,602

 

2025

 

9,024

 

2026

 

9,170

 

2027

 

9,199

 

2028

 

9,277

 

Thereafter

 

35,098

 

Total lease payments

$

78,370

 

Less: Amount representing interest

 

(23,433

)

Operating lease liabilities

$

54,937

 

v3.24.1.u1
Net Loss Per Share (Tables)
3 Months Ended
Mar. 31, 2024
Earnings Per Share [Abstract]  
Summary of Computation of Basic and Diluted Net Loss Per Share

The following table summarizes the computation of basic and diluted net loss per share of the Company (in thousands, except share and per share data):

 

 

 

 

 

Three Months Ended March 31,

 

 

 

 

 

 

 

 

2024

 

 

2023

 

Net loss

 

 

 

 

 

 

$

(35,017

)

 

$

(33,199

)

Weighted-average shares of common stock used in computing net loss per share, basic and diluted

 

 

 

 

 

 

 

151,161,741

 

 

 

149,504,216

 

Net loss per share, basic and diluted

 

 

 

 

 

 

$

(0.23

)

 

$

(0.22

)

 

 

Anti-dilutive Securities Excluded from Calculation of Diluted Net Loss Per Share

The Company’s potentially dilutive securities, which include options to purchase common stock, shares purchasable under the ESPP and common stock subject to repurchase related to options early exercised, have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share is the same. The Company excluded the following potential common shares, presented as amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect:

 

 

 

March 31,

 

 

 

March 31,

 

 

 

2024

 

 

 

2023

 

Options to purchase common stock

 

 

34,647,123

 

 

 

 

25,892,271

 

Options early exercised subject to future vesting

 

 

247,919

 

 

 

 

948,179

 

Estimated shares purchasable under the ESPP

 

 

1,301,205

 

 

 

 

755,809

 

Total potentially dilutive shares

 

 

36,196,247

 

 

 

 

27,596,259

 

v3.24.1.u1
Organization and Basis of Presentation - Additional Information (Details) - USD ($)
$ / shares in Units, $ in Thousands
1 Months Ended
Apr. 02, 2024
Mar. 31, 2024
Dec. 31, 2023
Organization And Basis Of Presentation [Line Items]      
Cash, cash equivalents, and short-term marketable securities   $ 297,700  
Accumulated deficit   (641,030) $ (606,013)
Proceeds from prepayment of private placement   6,907  
2024 Private Placement      
Organization And Basis Of Presentation [Line Items]      
Proceeds from prepayment of private placement   $ 6,900  
2024 Private Placement | Subsequent Event      
Organization And Basis Of Presentation [Line Items]      
Net proceeds from private placement, after deducting placement agent fees and estimated expenses $ 43,700    
Placement agent fees and estimated expenses $ 1,300    
Common Stock | 2024 Private Placement      
Organization And Basis Of Presentation [Line Items]      
Stock issued and sold   21,844,660  
Price per share   $ 2.06  
Common Stock | 2024 Private Placement | Subsequent Event      
Organization And Basis Of Presentation [Line Items]      
Stock issued and sold 21,844,660    
Price per share $ 2.06    
v3.24.1.u1
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($)
Mar. 31, 2024
Dec. 31, 2023
Accounting Policies [Abstract]    
Restricted cash $ 408,000 $ 408,000
v3.24.1.u1
Summary of Significant Accounting Policies - Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Mar. 31, 2023
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents [Abstract]      
Cash and cash equivalents $ 76,726 $ 93,075 $ 272,756
Restricted cash 408   408
Total cash, cash equivalents and restricted cash $ 77,134   $ 273,164
v3.24.1.u1
Fair Value Measurements - Summary of Financial Assets Measured at Fair Value on Recurring Basis (Details) - Fair Value, Recurring - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Assets:    
Total fair value of assets $ 280,775 $ 312,018
Money Market Funds | Cash and Cash Equivalents    
Assets:    
Total fair value of assets 58,324 [1] 83,101 [2]
Commercial Paper | Cash and Cash Equivalents    
Assets:    
Total fair value of assets [1] 1,492  
Commercial Paper | Short-Term Investments    
Assets:    
Total fair value of assets 100,533 [3] 88,414 [4]
US Treasury Securities | Short-Term Investments    
Assets:    
Total fair value of assets 73,644 [3] 93,303 [4]
US Treasury Securities | Long-Term Investments    
Assets:    
Total fair value of assets [5]   9,642
US Government Agency Securities | Short-Term Investments    
Assets:    
Total fair value of assets 23,856 [3] 26,824 [4]
Corporate Debt Securities | Short-Term Investments    
Assets:    
Total fair value of assets 22,926 [3] 10,734 [4]
Quoted Prices in Active Markets for Identical Assets (Level 1)    
Assets:    
Total fair value of assets 131,968 186,046
Quoted Prices in Active Markets for Identical Assets (Level 1) | Money Market Funds | Cash and Cash Equivalents    
Assets:    
Total fair value of assets 58,324 [1] 83,101 [2]
Quoted Prices in Active Markets for Identical Assets (Level 1) | US Treasury Securities | Short-Term Investments    
Assets:    
Total fair value of assets 73,644 [3] 93,303 [4]
Quoted Prices in Active Markets for Identical Assets (Level 1) | US Treasury Securities | Long-Term Investments    
Assets:    
Total fair value of assets [5]   9,642
Significant Other Observable Inputs (Level 2)    
Assets:    
Total fair value of assets 148,807 125,972
Significant Other Observable Inputs (Level 2) | Commercial Paper | Cash and Cash Equivalents    
Assets:    
Total fair value of assets [1] 1,492  
Significant Other Observable Inputs (Level 2) | Commercial Paper | Short-Term Investments    
Assets:    
Total fair value of assets 100,533 [3] 88,414 [4]
Significant Other Observable Inputs (Level 2) | US Government Agency Securities | Short-Term Investments    
Assets:    
Total fair value of assets 23,856 [3] 26,824 [4]
Significant Other Observable Inputs (Level 2) | Corporate Debt Securities | Short-Term Investments    
Assets:    
Total fair value of assets $ 22,926 [3] $ 10,734 [4]
[1] Included as cash and cash equivalents on the condensed consolidated balance sheets.
[2] Included as cash and cash equivalents on the condensed consolidated balance sheets.
[3] Included as short-term marketable securities on the condensed consolidated balance sheets.
[4] Included as short-term marketable securities on the condensed consolidated balance sheets.
[5] Included as long-term marketable securities on the condensed consolidated balance sheets.
v3.24.1.u1
Fair Value Measurements - Additional Information (Details) - USD ($)
3 Months Ended 12 Months Ended
Mar. 31, 2024
Dec. 31, 2023
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]    
Measurement at fair value, transfers among Level 1, Level 2 or Level 3 $ 0 $ 0
Affini T Therapeutics, Inc.    
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]    
Investment in equity securities 2,000,000 $ 2,000,000
Adjustments to value of investment in equity securities $ 0  
v3.24.1.u1
Marketable Securities - Summary of Marketable Securities Accounted for Available-for-Sale-Securities (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Schedule Of Available For Sale Securities [Line Items]    
Available for sale securities, Amortized cost $ 221,169 $ 228,840
Available for sale securities, Unrealized gains 35 239
Available for sale securities, Unrealized losses (245) (162)
Available for sale securities, Estimated fair value 220,959 228,917
US Treasury Securities    
Schedule Of Available For Sale Securities [Line Items]    
Available for sale securities, Amortized cost 73,753 93,377
Available for sale securities, Unrealized gains 8 74
Available for sale securities, Unrealized losses (117) (148)
Available for sale securities, Estimated fair value $ 73,644 $ 93,303
US Treasury Securities | Maximum    
Schedule Of Available For Sale Securities [Line Items]    
Maturity 1 year 1 year
US Government Agency Securities    
Schedule Of Available For Sale Securities [Line Items]    
Available for sale securities, Amortized cost $ 23,859 $ 26,783
Available for sale securities, Unrealized gains 11 45
Available for sale securities, Unrealized losses (14) (4)
Available for sale securities, Estimated fair value $ 23,856 $ 26,824
US Government Agency Securities | Maximum    
Schedule Of Available For Sale Securities [Line Items]    
Maturity 1 year 1 year
Corporate Debt Securities    
Schedule Of Available For Sale Securities [Line Items]    
Available for sale securities, Amortized cost $ 22,967 $ 10,719
Available for sale securities, Unrealized gains   15
Available for sale securities, Unrealized losses (41)  
Available for sale securities, Estimated fair value $ 22,926 $ 10,734
Corporate Debt Securities | Maximum    
Schedule Of Available For Sale Securities [Line Items]    
Maturity 1 year 1 year
Commercial Paper    
Schedule Of Available For Sale Securities [Line Items]    
Available for sale securities, Amortized cost $ 100,590 $ 88,356
Available for sale securities, Unrealized gains 16 68
Available for sale securities, Unrealized losses (73) (10)
Available for sale securities, Estimated fair value $ 100,533 $ 88,414
Commercial Paper | Maximum    
Schedule Of Available For Sale Securities [Line Items]    
Maturity 1 year 1 year
US Treasury Securities    
Schedule Of Available For Sale Securities [Line Items]    
Available for sale securities, Amortized cost   $ 9,605
Available for sale securities, Unrealized gains   37
Available for sale securities, Estimated fair value   $ 9,642
US Treasury Securities | Minimum    
Schedule Of Available For Sale Securities [Line Items]    
Maturity   1 year
US Treasury Securities | Maximum    
Schedule Of Available For Sale Securities [Line Items]    
Maturity   2 years
v3.24.1.u1
Marketable Securities - Summary of Fair Values and Gross Unrealized Losses for Available-for-sale Securities (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Debt Securities, Available-for-Sale [Line Items]    
Unrealized losses less than 12 months, Fair value $ 162,484 $ 105,554
Unrealized losses less than 12 months, Unrealized losses (245) (162)
Fair value, Total 162,484 105,554
Unrealized losses, Total (245) (162)
US Treasury Securities    
Debt Securities, Available-for-Sale [Line Items]    
Unrealized losses less than 12 months, Fair value 55,139 74,912
Unrealized losses less than 12 months, Unrealized losses (117) (148)
Fair value, Total 55,139 74,912
Unrealized losses, Total (117) (148)
US Government Agency Securities    
Debt Securities, Available-for-Sale [Line Items]    
Unrealized losses less than 12 months, Fair value 18,845 6,950
Unrealized losses less than 12 months, Unrealized losses (14) (4)
Fair value, Total 18,845 6,950
Unrealized losses, Total (14) (4)
Corporate Debt Securities    
Debt Securities, Available-for-Sale [Line Items]    
Unrealized losses less than 12 months, Fair value 22,926 748
Unrealized losses less than 12 months, Unrealized losses (41)  
Fair value, Total 22,926 748
Unrealized losses, Total (41)  
Commercial Paper    
Debt Securities, Available-for-Sale [Line Items]    
Unrealized losses less than 12 months, Fair value 65,574 22,944
Unrealized losses less than 12 months, Unrealized losses (73) (10)
Fair value, Total 65,574 22,944
Unrealized losses, Total $ (73) $ (10)
v3.24.1.u1
Marketable Securities - Additional Information (Details)
Mar. 31, 2024
USD ($)
Position
Dec. 31, 2023
USD ($)
Position
Investments, Debt and Equity Securities [Abstract]    
Available of sale securities, unrealized loss position, Number of positions | Position 28 22
Available for sale securities, gross unrealized loss position | $ $ 162,484,000 $ 105,554,000
Available of sale securities, unrealized loss position, greater than 12 months, Number of positions | Position 0 0
Available-for-sale securities, accrued interest | $ $ 871,000 $ 1,100,000
Debt Securities, Available-for-Sale, Accrued Interest, after Allowance for Credit Loss, Current, Statement of Financial Position [Extensible Enumeration] Prepaid expenses and other current assets Prepaid expenses and other current assets
v3.24.1.u1
Property and Equipment, Net - Schedule of Property and Equipment, Net (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Property Plant And Equipment [Line Items]    
Property and equipment $ 29,588 $ 29,559
Less accumulated depreciation and amortization (8,230) (7,232)
Property and equipment, net 21,358 22,327
Laboratory Equipment    
Property Plant And Equipment [Line Items]    
Property and equipment 5,621 5,620
Furniture and Fixtures    
Property Plant And Equipment [Line Items]    
Property and equipment 4,099 4,099
Leasehold Improvements    
Property Plant And Equipment [Line Items]    
Property and equipment 18,173 18,173
Computer Equipment and Software    
Property Plant And Equipment [Line Items]    
Property and equipment $ 1,695 $ 1,667
v3.24.1.u1
Property and Equipment, Net - Additional Information (Details) - USD ($)
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Property, Plant and Equipment [Abstract]    
Depreciation and amortization expense $ 998,000 $ 894,000
v3.24.1.u1
Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Payables and Accruals [Abstract]    
Accrued research and development expenses $ 9,247 $ 8,803
Accrued compensation 6,095 10,311
Unvested early exercised stock option liability 309 464
Accrued professional services 626 435
Accrued offering costs 178  
Accrued property and equipment   13
Other accruals 122 160
Total $ 16,577 $ 20,186
v3.24.1.u1
Asset Acquisitions - Additional Information (Details) - USD ($)
1 Months Ended 3 Months Ended
Mar. 31, 2021
Nov. 30, 2020
Mar. 31, 2024
Mar. 31, 2023
Dec. 31, 2023
Asana Merger Agreement          
Asset Acquisition [Line Items]          
Upfront payment made   $ 20,000,000      
Future development and regulatory milestone cash payments maximum   $ 90,000,000      
Additional shares required to issue upon achieving development milestone   3,888,889      
In-process research and development     $ 0 $ 0  
Milestones accrued     0   $ 0
Asana Merger Agreement | Series B-2 Convertible Preferred Stock          
Asset Acquisition [Line Items]          
Shares issued   4,000,000      
Value per share   $ 7.5      
Total fair value of equity   $ 30,000,000      
Asana Merger Agreement | Series B-2 Convertible Preferred Stock | Common Stock | IPO          
Asset Acquisition [Line Items]          
Convertible preferred stock converted into shares of common stock   3,333,333      
ELS Purchase Agreement          
Asset Acquisition [Line Items]          
Upfront payment made $ 2,000,000        
In-process research and development     $ 0 $ 0  
ELS Purchase Agreement | Common Stock          
Asset Acquisition [Line Items]          
Shares issued 500,000        
Value per share $ 3.36        
Total fair value of equity $ 1,700,000        
v3.24.1.u1
License Agreements - Additional Information (Details) - USD ($)
1 Months Ended 3 Months Ended
Dec. 31, 2022
Mar. 31, 2022
Jan. 31, 2021
Apr. 30, 2020
Mar. 31, 2020
Feb. 29, 2020
Mar. 31, 2024
Mar. 31, 2023
Dec. 31, 2023
License Agreements [Line Items]                  
Accounts payable             $ 2,633,000   $ 2,000,000
License Agreement | Novartis Pharma AG                  
License Agreements [Line Items]                  
Upfront payment $ 20,000,000                
In-process research and development             0 $ 0  
Accrued milestone payment as underlying contingencies             0   0
Stock issued, value $ 80,000,000                
Stock issued and sold 12,307,692                
License Agreement | Novartis Pharma AG | Maximum                  
License Agreements [Line Items]                  
Development and regulatory milestone payments obligation $ 80,000,000                
Sales milestone payments obligation $ 200,000,000                
License Agreement | NiKang Therapeutics, Inc.                  
License Agreements [Line Items]                  
Upfront payment           $ 5,000,000      
Reimbursement of certain initial manufacturing costs           400,000      
Payment for US patent application       $ 7,000,000          
In-process research and development             0 0  
Accrued milestone payment as underlying contingencies             0   0
License Agreement | NiKang Therapeutics, Inc. | First Licensed Product                  
License Agreements [Line Items]                  
Payment of development and regulatory milestone obligation     $ 4,000,000            
License Agreement | NiKang Therapeutics, Inc. | First Licensed Product | Maximum                  
License Agreements [Line Items]                  
Development and regulatory milestone payments obligation           16,000,000      
Commercial milestone payments obligation           157,000,000      
License Agreement | NiKang Therapeutics, Inc. | Second Licensed Product                  
License Agreements [Line Items]                  
Development and regulatory milestone payments obligation           12,000,000      
Commercial milestone payments obligation           $ 151,000,000      
License Agreement | Katmai Pharmaceuticals, Inc.                  
License Agreements [Line Items]                  
Upfront payment         $ 5,700,000        
Payment of development and regulatory milestone obligation   $ 2,000,000              
In-process research and development             0 0  
Accrued milestone payment as underlying contingencies             0   0
License Agreement | Katmai Pharmaceuticals, Inc. | Series B-1 Convertible Preferred Stock and Series B-2 Convertible Preferred Stock                  
License Agreements [Line Items]                  
Stock issued, value         $ 2,700,000        
License Agreement | Katmai Pharmaceuticals, Inc. | Series B-1 Convertible Preferred Stock and Series B-2 Convertible Preferred Stock | IPO                  
License Agreements [Line Items]                  
Conversion of convertible preferred stock into common stock         395,555        
License Agreement | Katmai Pharmaceuticals, Inc. | Series B-1 Convertible Preferred Stock                  
License Agreements [Line Items]                  
Stock issued, value       $ 1,800,000          
Stock issued and sold       356,000          
License Agreement | Katmai Pharmaceuticals, Inc. | Series B-2 Convertible Preferred Stock                  
License Agreements [Line Items]                  
Stock issued, value     $ 900,000            
Stock issued and sold     118,666            
License Agreement | Katmai Pharmaceuticals, Inc. | Maximum                  
License Agreements [Line Items]                  
Development and regulatory milestone payments obligation         $ 26,000,000        
Commercial milestone payments obligation         $ 101,000,000        
License Agreement | LifeArc                  
License Agreements [Line Items]                  
Upfront payment       $ 0          
In-process research and development             0 $ 0  
Accrued milestone payment as underlying contingencies             $ 0   $ 0
One-time license payment       75,000          
License Agreement | LifeArc | Maximum                  
License Agreements [Line Items]                  
Development and regulatory milestone payments obligation       11,000,000          
Sales milestone payments obligation       $ 50,000,000          
v3.24.1.u1
Stock-based Compensation - Additional Information (Details) - USD ($)
1 Months Ended 3 Months Ended 5 Months Ended
Jul. 31, 2021
Mar. 31, 2024
Mar. 31, 2023
Dec. 31, 2021
Dec. 31, 2023
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Common stock reserved for future issuance   49,932,505     42,394,435
Share-based compensation, shares subject to repurchase   247,919     371,876
Stock-based compensation   $ 6,848,000 $ 6,845,000    
Accrued Expenses and Other Current Liabilities          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Share-based compensation, liabilities associated with shares issued with repurchase rights   $ 309,000     $ 464,000
Minimum          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Share-based compensation, common stock grant in period, term   5 years      
Employee Stock Option          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Common stock reserved for future issuance   34,647,123     24,970,957
Stock vesting period   4 years      
Weighted-average grant date fair value of options granted   $ 1.25 $ 2.94    
Unrecognized compensation cost related to unvested stock option grants   $ 55,900,000      
Unrecognized compensation cost expected to be recognized as expense, period   2 years 9 months      
Intrinsic value of options exercised   $ 47,000 $ 517,000    
Share-based compensation, options granted that vest based on performance milestone   9,827,650      
Employee Stock Option | Minimum | At the Time Option is Granted          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Percentage of fair market value of common stock   100.00%      
Employee Stock Option | Minimum | For Holders of More Than 10% of Company's Total Combined Voting Power of All Classes of Stock          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Percentage of fair market value of common stock   110.00%      
Employee Stock Option | Maximum          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Share-based compensation, plan expiration period   10 years      
2018 Equity Incentive Plan          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Share-based compensation, options granted that vest based on performance milestone       0  
2021 Incentive Award Plan          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Common stock reserved for future issuance   13,204,701      
Shares of common stock, authorized for issuance 15,150,000        
Percentage of outstanding common stock maximum 5.00%        
ESPP          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Common stock reserved for future issuance 1,260,000        
Unrecognized compensation cost related to unvested stock option grants   $ 1,500,000      
Unrecognized compensation cost expected to be recognized as expense, period   1 year 8 months 8 days      
Stock-based compensation   $ 342,000 $ 707,000    
Share-based payment arrangement, withheld on behalf of employees for future purchase   $ 317,000     $ 46,000
Offering period 24 months        
Purchase period 6 months        
Shares issued under ESPP   0 0    
ESPP | Minimum          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Percentage of fair market value of common stock 85.00%        
v3.24.1.u1
Stock-based Compensation - Summary of Stock Option Activity (Details) - Employee Stock Option - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 12 Months Ended
Mar. 31, 2024
Dec. 31, 2023
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Shares Outstanding at December 31, 2023 24,970,957  
Shares Granted 9,827,650  
Shares Exercised (35,035)  
Shares Canceled (116,449)  
Shares Outstanding at March 31, 2024 34,647,123 24,970,957
Shares Options exercisable at March 31, 2024 12,850,952  
Weighted-average exercise price, Outstanding at December 31, 2023 $ 4.98  
Weighted-average exercise price, Granted 1.71  
Weighted-average exercise price, Exercised 0.69  
Weighted-average exercise price, Canceled 4.89  
Weighted-average exercise price, Outstanding at March 31, 2024 4.06 $ 4.98
Weighted-average exercise price, Options exercisable at March 31, 2024 $ 4.83  
Weighted-average remaining contractual term (years), Outstanding 8 years 5 months 8 days 8 years 1 month 13 days
Weighted-average remaining contractual term (years), Options exercisable at March 31, 2024 7 years 3 months 25 days  
Aggregate intrinsic value, Outstanding $ 7,532 $ 4,412
Aggregate intrinsic value, Options exercisable at March 31, 2024 $ 3,916  
v3.24.1.u1
Stock-based Compensation - Assumptions used to Determine Fair Value of Stock Option Grants (Details) - Employee Stock Option
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Risk-free interest rate, minimum 3.84% 3.46%
Risk-free interest rate, maximum 4.15% 4.22%
Expected volatility, minimum 83.35% 85.52%
Expected volatility, maximum 83.91% 85.81%
Expected dividend yield 0.00% 0.00%
Minimum    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Expected term (in years) 5 years 3 months 10 days 6 years 7 days
Maximum    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Expected term (in years) 6 years 3 days 6 years 25 days
v3.24.1.u1
Stock-based Compensation - Schedule of Stock-based Compensation Expense (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Stock-based compensation $ 6,848 $ 6,845
Research and Development    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Stock-based compensation 3,484 3,880
General and Administrative    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Stock-based compensation $ 3,364 $ 2,965
v3.24.1.u1
Stock-based Compensation - Summary of Common Stock Reserved for Future Issuance (Details) - shares
Mar. 31, 2024
Dec. 31, 2023
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Common stock reserved for future issuance 49,932,505 42,394,435
Stock Options Issued and Outstanding    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Common stock reserved for future issuance 34,647,123 24,970,957
Awards Available for Future Grant    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Common stock reserved for future issuance 13,204,701 15,342,797
Shares Available for Purchase Under ESPP    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Common stock reserved for future issuance 2,080,681 2,080,681
v3.24.1.u1
Leases - Additional Information (Details)
1 Months Ended 3 Months Ended
Jan. 31, 2024
ft²
Apr. 30, 2022
Dec. 31, 2021
USD ($)
ft²
Mar. 31, 2021
ft²
Sep. 30, 2020
USD ($)
ft²
Mar. 31, 2024
USD ($)
Mar. 31, 2023
USD ($)
Dec. 31, 2023
USD ($)
Lessee Lease Description [Line Items]                
Operating leases cancelable and non-cancellable expiration dates           2032    
Operating leases Noncancelable expiration dates           2026    
Total lease cost           $ 2,700,000 $ 3,100,000  
Operating lease cost           1,900,000 1,900,000  
Variable lease costs           916,000 1,200,000  
Cash paid for operating leases           2,100,000 863,000  
Sublease income           $ 84,000 $ 0  
Operating lease, weighted-average remaining lease term           8 years 18 days   8 years 3 months 14 days
Operating lease, weighted-average discount rate           8.96%   8.95%
Operating lease, aggregate monthly payments to lessor           $ 78,370,000    
Letter of credit provided to lessor           $ 408,000   $ 408,000
2020 Lease                
Lessee Lease Description [Line Items]                
Office space leases | ft²         59,407      
Lease commencement month and year         2021-08      
Operating lease initial term         10 years 9 months      
Operating lease, aggregate monthly payments to lessor         $ 51,600,000      
Tenant improvement allowance         $ 16,800,000      
Term for cancellation of lease         84 months      
Notice period for cancellation of lease         12 months      
Operating lease cancellation payment         $ 2,500,000      
2020 Lease | Letter of Credit                
Lessee Lease Description [Line Items]                
Letter of credit provided to lessor         $ 408,000      
Line of credit facility, expiration date         Jul. 29, 2032      
First Amendment to 2020 Lease                
Lessee Lease Description [Line Items]                
Office space leases | ft²       18,421        
Lease commencement month and year   2022-05   2022-02        
2021 Lease                
Lessee Lease Description [Line Items]                
Office space leases | ft²     29,542          
Lease commencement month and year     2022-07          
Operating lease initial term     124 months          
Operating lease option to extend           5 years    
Operating lease existence of option to extend [true false]           true    
Operating lease, aggregate monthly payments to lessor     $ 34,400,000          
Tenant improvement allowance     8,200,000          
Prepaid rent           $ 5,100,000    
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]           Operating Lease, Right-of-Use Asset    
2021 Lease | Other Assets                
Lessee Lease Description [Line Items]                
Security deposit paid     $ 874,000          
2024 Lease                
Lessee Lease Description [Line Items]                
Sublease income           $ 84,000    
Office space leases | ft² 10,000              
Operating lease initial term 3 years              
Operating lease existence of option to extend [true false] true              
Operating sublease existence of option to terminate [true false] true              
v3.24.1.u1
Leases - Schedule of Future Minimum Lease Payments under Operating Leases (Details)
$ in Thousands
Mar. 31, 2024
USD ($)
Leases [Abstract]  
2024 (remaining nine months) $ 6,602
2025 9,024
2026 9,170
2027 9,199
2028 9,277
Thereafter 35,098
Total lease payments 78,370
Less: Amount representing interest (23,433)
Operating lease liabilities $ 54,937
v3.24.1.u1
Income Taxes - Additional Information (Details) - USD ($)
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Income Tax Disclosure [Abstract]    
Provision for federal income taxes $ 0 $ 0
Provision for state income taxes 0 0
Provision for foreign income taxes 0 0
Interest or penalties related to income taxes $ 0 $ 0
v3.24.1.u1
Net Loss Per Share - Summary of Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Earnings Per Share [Abstract]    
Net Income (Loss) $ (35,017) $ (33,199)
Weighted-average shares of common stock used in computing net loss per share, basic 151,161,741 149,504,216
Weighted-average shares of common stock used in computing net loss per share, diluted 151,161,741 149,504,216
Net loss per share, basic $ (0.23) $ (0.22)
Net loss per share, diluted $ (0.23) $ (0.22)
v3.24.1.u1
Net Loss Per Share - Anti-dilutive Securities Excluded from Calculation of Diluted Net Loss Per Share (Details) - shares
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]    
Anti-dilutive securities excluded from calculation of diluted net loss per share 36,196,247 27,596,259
Options to Purchase Common Stock    
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]    
Anti-dilutive securities excluded from calculation of diluted net loss per share 34,647,123 25,892,271
Options Early Exercised Subject to Future Vesting    
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]    
Anti-dilutive securities excluded from calculation of diluted net loss per share 247,919 948,179
Estimated Shares Purchasable Under the ESPP    
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]    
Anti-dilutive securities excluded from calculation of diluted net loss per share 1,301,205 755,809
v3.24.1.u1
Related Party Transactions - Additional Information (Details) - USD ($)
1 Months Ended
Apr. 30, 2023
Mar. 31, 2024
Dec. 31, 2023
Related Party Transaction [Line Items]      
Prepaid expenses and other current assets   $ 8,938,000 $ 8,326,000
Affini T Therapeutics, Inc.      
Related Party Transaction [Line Items]      
Investment in equity securities   $ 2,000,000  
Erasca Foundation      
Related Party Transaction [Line Items]      
Amount donated to related party $ 125,000    
v3.24.1.u1
Subsequent Event - Additional Information (Details) - 2024 Private Placement - USD ($)
$ / shares in Units, $ in Millions
1 Months Ended
Apr. 02, 2024
Mar. 31, 2024
Subsequent Event    
Subsequent Event [Line Items]    
Net proceeds from private placement, after deducting placement agent fees and estimated expenses $ 43.7  
Common Stock    
Subsequent Event [Line Items]    
Stock issued and sold   21,844,660
Price per share   $ 2.06
Common Stock | Subsequent Event    
Subsequent Event [Line Items]    
Stock issued and sold 21,844,660  
Price per share $ 2.06  

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