0000950170-23-010432 | 10-K | XBRL Viewer | Sensei Biotherapeutics INC

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Document and Entity Information - USD ($) $ in Millions	12 Months Ended
Document and Entity Information - USD ($) $ in Millions	Dec. 31, 2022	Mar. 27, 2023	Jun. 30, 2022
Document Information [Line Items]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Entity Registrant Name	Sensei Biotherapeutics, Inc.
Entity Central Index Key	0001829802
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		30,971,341
Entity Public Float			$ 36.4
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Shell Company	false
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
ICFR Auditor Attestation Flag	false
Entity File Number	001-39980
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	83-1863385
Entity Address, Address Line One	1405 Research Blvd
Entity Address, Address Line Two	Suite 125
Entity Address, City or Town	Rockville
Entity Address, State or Province	MD
Entity Address, Postal Zip Code	20850
City Area Code	240
Local Phone Number	243-8000
Document Annual Report	true
Document Transition Report	false
Auditor Firm ID	34
Auditor Name	Deloitte & Touche LLP
Auditor Location	Baltimore, Maryland
Documents Incorporated by Reference	Certain information required in Part III of this Annual Report on Form 10-K will be included in an amendment to this Annual Report on Form 10-K, filed with the Commission within 120 days after December 31, 2022, and is incorporated by reference herein.
Common Stock
Document Information [Line Items]
Title of 12(b) Security	Common Stock, $0.0001 par value per share
Trading Symbol	SNSE
Security Exchange Name	NASDAQ
Series A Preferred Stock Purchase Rights
Document Information [Line Items]
Title of 12(b) Security	Series A Preferred Stock Purchase Rights
No Trading Symbol Flag	true
Security Exchange Name	NASDAQ

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 17,795	$ 7,159
Marketable securities	89,321	140,462
Prepaid expenses	1,129	547
Other current assets	344	374
Total current assets	108,589	148,542
Right of use assets - operating leases, net	5,355
Right of use assets - financing leases, net	2,319
Property and equipment, net	2,049	4,644
Other non-current assets	63	39
Total assets	118,375	153,225
Current liabilities:
Accounts payable and accrued liabilities	4,473	2,456
Compensation and employee benefits liabilities	2,462	1,753
Operating lease liabilities, current	1,251
Financing lease liabilities, current	880	680
Total current liabilities	9,066	4,889
Operating lease liabilities, non-current	4,323
Financing lease liabilities, non-current	1,579	1,674
Other non-current liabilities		149
Total liabilities	14,968	6,712
Commitments and contingencies (Note 7)
Stockholders' equity:
Common stock, $0.0001 par value and 250,000,000 shares authorized as of December 31, 2022 and 2021; 30,764,160 and 30,609,029 shares issued and outstanding at December 31, 2022 and 2021, respectively	3	3
Additional paid-in capital	302,202	296,049
Accumulated deficit	(197,794)	(149,206)
Accumulated other comprehensive loss	(1,004)	(333)
Total stockholders' equity	103,407	146,513
Total liabilities and stockholders' equity	$ 118,375	$ 153,225

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	250,000,000	250,000,000
Common stock, shares issued	30,764,160	30,609,029
Common stock, shares outstanding	30,764,160	30,609,029

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Operating expenses:
Research and development	$ 30,383	$ 21,662
General and administrative	19,805	15,820
Total operating expenses	50,188	37,482
Loss from operations	(50,188)	(37,482)
Other income (expense):
Interest income	1,783	800
Interest expense	(219)	(670)
Gain on debt extinguishment		567
Other income (expense), net	36	(9)
Net loss	$ (48,588)	$ (36,794)
Net loss per common share, basic	$ (1.58)	$ (1.33)
Net loss per common share, diluted	$ (1.58)	$ (1.33)
Weighted-average number of shares used in computing net loss per common share, basic	30,703,295	27,710,686
Weighted-average number of shares used in computing net loss per common share, diluted	30,703,295	27,710,686
Comprehensive loss:
Net loss	$ (48,588)	$ (36,794)
Other comprehensive items:
Unrealized loss on marketable securities	(671)	(333)
Total other comprehensive loss	(671)	(333)
Total comprehensive loss	$ (49,259)	$ (37,127)

CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED STOCK, COMMON STOCK AND STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands	Total	Convertible Preferred Stock Series AA	Convertible Preferred Stock Series BB	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive Loss
Beginning balance at Dec. 31, 2020	$ (56,443)				$ 55,969	$ (112,412)
Temporary equity, Beginning balance, shares at Dec. 31, 2020		747,683,172	52,680,306
Temporary equity, Beginning balance at Dec. 31, 2020		$ 61,411	$ 10,925
Beginning balance, shares at Dec. 31, 2020				1,875,422
Stock-based compensation expense	5,657				5,657
Temporary equity, Conversion of preferred stock to common stock upon closing of the initial public offering		$ (61,411)	$ (34,416)
Temporary equity, Conversion of preferred stock to common stock upon closing of the initial public offering, shares		(747,683,172)	(165,956,208)
Conversion of preferred stock to common stock upon closing of the initial public offering	95,828			$ 2	95,826
Conversion of preferred stock to common stock upon closing of the initial public offering, shares				19,034,069
Issuance of preferred stock			$ 23,491
Issuance of preferred stock, shares			113,275,902
Issuance of common stock, net of issuance costs	138,489			$ 1	138,488
Issuance of common stock, net of issuance costs, shares				8,030,295
Exercise of options into common stock	$ 28				28
Exercise of options into common stock, Shares	8,834			8,834
Employee stock purchase plan expense	$ 80				80
Employee stock purchase plan expense, Shares				11,700
Exercise of common stock warrants	1				1
Exercise of common stock warrants, Shares				1,648,709
Unrealized loss on marketable securities	(333)						$ (333)
Net loss	(36,794)					(36,794)
Ending balance at Dec. 31, 2021	146,513			$ 3	296,049	(149,206)	(333)
Ending balance, shares at Dec. 31, 2021				30,609,029
Stock-based compensation expense	5,779				5,779
Exercise of options into common stock	$ 238				238
Exercise of options into common stock, Shares	73,784			73,784
Employee stock purchase plan expense	$ 136				136
Employee stock purchase plan expense, Shares				81,347
Unrealized loss on marketable securities	(671)						(671)
Net loss	(48,588)					(48,588)
Ending balance at Dec. 31, 2022	$ 103,407			$ 3	$ 302,202	$ (197,794)	$ (1,004)
Ending balance, shares at Dec. 31, 2022				30,764,160

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Operating activities
Net loss	$ (48,588)	$ (36,794)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation expense	5,812	5,657
Depreciation and amortization	614	685
Accretion on marketable securities	231	615
Interest on capital lease		57
Non-cash lease expense	1,194
Amortization of financing lease right-of-use assets	733
Realized gain on marketable securities	(15)
Gain on fixed asset disposition	(15)	(29)
Gain on debt extinguishment		(567)
Changes in operating assets and liabilities:
Prepaid expenses	(582)	828
Other assets	5	(327)
Accounts payable and accrued liabilities	2,017	(1,426)
Compensation and employee benefits	709	837
Operating lease liabilities	(1,125)
Other liabilities	(16)	205
Net cash used in operating activities	(39,026)	(30,259)
Investing activities
Purchases of property and equipment	(321)	(2,026)
Proceeds from property and equipment	15	318
Purchases of short-term investments	(46,869)	(183,669)
Sales of short-term investments	7,864	11,259
Maturities of short-term investments	89,260	31,000
Net cash provided by (used in) investing activities	49,949	(143,118)
Financing activities
Principal payments for financing leases	(629)
Proceeds from the exercise of common stock options	238	29
Employee stock purchase plan proceeds	104	80
Capital lease payments		(255)
Proceeds from issuance of common stock upon initial public offering, net of issuance costs		140,594
Net cash (used in) provided by financing activities	(287)	163,940
Net increase (decrease) in cash and cash equivalents	10,636	(9,437)
Cash and cash equivalents at beginning of period	7,159	16,596
Cash and cash equivalents at end of period	17,795	7,159
Supplemental disclosure of noncash financing information:
Interest on financing		57
Initial measurement of operating lease right-of-use assets	6,549
Initial measurement of operating lease liabilities	6,699
Initial measurement of finance lease right-of-use assets	$ 704
Conversion Of Series AA and BB Convertible Preferred Stock Into Common Stock Member
Supplemental disclosure of noncash financing information:
Conversion of stock		95,826
Series BB Convertible Preferred Stock
Financing activities
Proceeds on the issuance of convertible preferred stock		$ 23,492

Organization and Operations

12 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

ORGANIZATION AND OPERATIONS

1. ORGANIZATION AND OPERATIONS

Business

Sensei Biotherapeutics, Inc. (the “Company” or “Sensei”) is an immuno-oncology company that was incorporated in 1999 as a Maryland corporation until incorporated in Delaware on December 1, 2017. The Company is focused in the discovery and development of next-generation therapeutics for cancer patients.

Liquidity and capital resources

Since its inception, the Company has devoted substantially all of its resources to advancing development of its portfolio of programs, establishing and protecting its intellectual property, conducting research and development activities, organizing and staffing the Company, business planning, raising capital and providing general and administrative support for these operations. The Company is subject to risks and uncertainties common to early-stage companies in the biotechnology industry including, but not limited to, technical risks associated with the successful research, development and manufacturing of product candidates, development by competitors of new technological innovations, dependence on key personnel, protection of proprietary technology, compliance with government regulations and the ability to secure additional capital to fund operations. Current and future programs will require significant research and development efforts, including extensive preclinical and clinical testing and regulatory approval prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel and infrastructure. Even if the Company’s drug development efforts are successful, it is uncertain when, if ever, the Company will realize significant revenue from product sales.

Since its inception, the Company has incurred substantial losses and had a net loss of $48.6 million for the year ended December 31, 2022. As of December 31, 2022, the Company had an accumulated deficit of $197.8 million. The Company expects to generate operating losses and negative operating cash flows for the foreseeable future.

On February 3, 2021, the Company completed its initial public offering, or IPO, in which the Company issued and sold 8,030,295 shares of its common stock, including 1,030,243 shares pursuant to the full exercise of the underwriters’ option to purchase additional shares, at a public offering price of $19.00 per share, for aggregate gross proceeds of $152.6 million. The Company received $138.5 million in net proceeds after deducting underwriting discounts and offering expenses payable by the Company.

The Company expects that its cash, cash equivalents and marketable securities, as of December 31, 2022 of $107.1 million will be sufficient to fund its operations for at least the next twelve months from the date of issuance of these financial statements. The Company will need additional financing to support its continuing operations and pursue its growth strategy. Until such time as the Company can generate significant revenue from product sales, if ever, it expects to finance its operations through a combination of equity offerings, debt financings, collaborations, strategic alliances and licensing arrangements. The Company may be unable to raise additional funds or enter into such other agreements when needed on favorable terms or at all. The inability to raise capital as and when needed would have a negative impact on the Company’s financial condition and its ability to pursue its business strategy. The Company will need to generate significant revenue to achieve profitability, and it may never do so.

Reverse stock split

On January 29, 2021, the Company effected a reverse stock split of the Company’s common stock on a 48-for-1 basis (the “Reverse Stock Split”). In connection with the Reverse Stock Split, the conversion ratio for the Company’s Series AA and Series BB convertible preferred stock was proportionately adjusted such that the common stock issuable upon conversion of such preferred stock was decreased in proportion to the Reverse Stock Split. Accordingly, all common stock share and per share amounts, as well as all preferred stock conversion ratios, for all periods presented in these financial statements have been retroactively adjusted, to reflect this reverse stock split and adjustment of the Series AA and BB convertible preferred stock conversion ratios.

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation and Principles of Consolidation

The Company has prepared the accompanying consolidated financial statements in conformity with generally accepted accounting principles in the United States (“US GAAP”). The consolidated financial statements include those accounts of the Company and its subsidiaries after elimination of all intercompany accounts and transactions.

Use of Estimates

The preparation of consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of expenses during the reporting periods presented. Estimates are used for, but are not limited to, depreciation of equipment, fair value of financial instruments, the Company’s ability to continue as a going concern and contingencies. Actual results may differ from those estimates.

Cash and Cash Equivalents

Cash equivalents are highly liquid investments with an original maturity of 90 days or less at the date of purchase and consist of time deposits and investments in money market funds with commercial banks and financial institutions. As of December 31, 2022, cash and cash equivalents included cash on deposit at commercial banks, commercial paper and a money market fund that invests in U.S. Government securities.

Marketable Securities

Investments consist of marketable securities with original maturities greater than 90 days. The Company has classified its investments with maturities beyond one year as short-term, based on their highly liquid nature and because such marketable securities represent the investment of cash that is available for current operations. The Company considers its investment portfolio of marketable securities to be available-for-sale. Accordingly, these investments are recorded at fair value (level 2). Unrealized gains and losses are reported as the accumulated other comprehensive items in stockholders’ equity. Amortization and accretion of premiums and discounts are recorded in other income (expense). Realized gains or losses on debt securities are included in interest income or interest expense, respectively. If any adjustment to fair value reflects a decline in value of the investment, the Company considers all available evidence to evaluate the extent to which the decline is other than temporary and, if so, marks the investment to market on the Company’s statement of operations and comprehensive loss.

Leases

Effective January 1, 2022, the Company adopted the Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) (“ASC 842”), using the modified retrospective method and utilized the effective date as its date of initial application, with prior periods presented in accordance with previous guidance under ASC 840, Leases. At contract inception, the Company determines if an arrangement is or contains a lease. A lease conveys the right to control the use of an identified asset for a period of time in exchange for consideration. If determined to be or contain a lease, the lease is assessed for classification as either an operating or finance lease at the lease commencement date, defined as the date on which the leased asset is made available for use by the Company, based on the economic characteristics of the lease. Leases with a term greater than one year are recognized on the balance sheet as right-of-use assets and current and non-current lease liabilities, as applicable. The Company elected the practical expedient to not separate lease and non-lease components for all classes of underlying assets and therefore measures each lease payment as the total of the fixed lease and associated non-lease components. Lease liabilities and their corresponding right-of-use assets are initially measured at lease commencement and recorded based on the present value of the future lease payments over the expected remaining lease term using the rate implicit in the contract, when available. If an implicit rate is not readily determinable, the Company utilizes an incremental borrowing rate to discount lease payments, which reflects the fixed rate at which the Company could borrow, on a fully collateralized basis, a commensurate loan in the same currency, for a similar term, in a similar economic environment. Prospectively, the Company will adjust the right-of-use assets for straight-line rent expense and remeasure the lease liability at the net present value using the same incremental borrowing rate that was in effect as of the lease commencement or transition date.

The Company elected the following practical expedients, which must be elected as a package and applied consistently to all of its leases at the transition date: i) the Company did not reassess whether any expired or existing contracts are or contain leases; ii) the Company did not reassess the lease classification for any expired or existing leases (that is, all existing leases that were classified as operating leases in accordance with ASC 840 are classified as operating leases, and all existing leases that were classified as capital leases in accordance with ASC 840 are classified as finance leases); and iii) the Company did not reassess initial direct costs for any existing leases.

For leases that existed prior to the date of initial application of ASC 842 (which were previously classified as operating leases), a lessee may elect to use either the total lease term measured at lease inception under ASC 840 or the remaining lease term as of the date of initial application of ASC 842 in determining the period for which to measure its incremental borrowing rate. In transition to ASC 842, the Company utilized the remaining lease term of its leases in determining the appropriate incremental borrowing rates.

Components of a lease are split into three categories: lease components, non-lease components, and non-components. The fixed and in-substance fixed contract consideration (including any consideration related to non-components) are allocated, based on the respective relative fair values, to the lease components and non-lease components. The Company has elected to account for lease and non-lease components together as a single lease component for all underlying assets and allocate all of the contract consideration to the lease component only.

The adoption of ASC 842 resulted in the recognition of operating lease liabilities of $6.7 million and operating right-of-use assets of $6.6 million, along with the write-off of certain deferred rent balances of $0.1 million on the Company’s balance sheet. The adoption did not have a significant impact on the Company’s consolidated statements of operations and comprehensive loss and consolidated statements of cash flows.

Concentrations of Credit Risk and Off-Balance Sheet Risk

The Company maintains its cash in bank deposit and checking accounts that at times exceed insured limits. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk.

Property and Equipment

Property and equipment are recorded at cost and depreciated or amortized over the estimated useful lives of the assets. Repairs or maintenance costs are expensed as incurred. Depreciation is computed using the straight-line method over the following estimated useful lives:


Office equipment and furniture	3—7 years
Research equipment	1—7 years

Impairment of Long-Lived Assets

Long-lived assets, such as property and equipment and right of use assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted cash flows expected to be generated by the asset. Impairment losses are then measured by comparing the fair value of assets to their carrying amounts. There were no impairments recoded for the years ended December 31, 2022 and 2021.

Fair Value of Financial Instruments

US GAAP requires disclosure of fair value information about financial instruments, whether or not recognized in the balance sheet, for which it is practicable to estimate that value. The framework provides a fair value hierarchy that prioritizes the inputs for the valuation techniques. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements) and minimizes the use of unobservable inputs. The most observable inputs are used, when available. The three levels of the fair value hierarchy are described as follows:

Level 1—Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Company has the ability to access.

Level 2—Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived from, or corroborated by, observable market data by correlation or other means.

Level 3—Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

Research and Development

Research and development costs are expensed in the period incurred. Research and development costs include payroll and personnel expense; consulting costs; external contract research and development costs; raw materials and allocated overhead such as depreciation and amortization, rent and utilities. Advance payments for goods and services to be used in future research and development activities are recorded as prepaid expenses and are expensed over the service period as the services are provided or when the goods are consumed.

Clinical trial costs are a component of research and development expenses. The Company estimates expenses incurred for clinical trials that are in process based on services performed under contractual agreements with clinical research organizations and actual clinical investigators. Included in the estimates are (1) the fee per patient enrolled as specified in the clinical trial contract with each institution participating in the clinical trial and (2) progressive data on patient enrollments obtained from participating clinical trial sites and the actual services performed. Changes in clinical trial assumptions, such as the length of time estimated to enroll all patients, rate of screening failures, patient drop-out rates, number and nature of adverse event reports, and the total number of patients enrolled can impact the average and expected cost per patient and the overall cost of the clinical trial. The Company monitors the progress of the trials and their related activities and adjusts, when applicable, the accruals accordingly. Adjustments to accruals are charged to expense in the period in which the facts that give rise to the adjustment become known. In the event of early termination of a clinical trial or site, the Company would accrue an amount based on estimates of the remaining noncancellable obligations associated with winding down the clinical trial or cancelation of a participating site.

Stock-Based Compensation

The Company accounts for all stock-based compensation, including stock options and warrants, at fair value and recognizes stock-based compensation expense for those equity awards, net of actual forfeitures, over the requisite service period, which is generally the vesting period of the respective award.

Prior to February 3, 2021 the fair value of the Company’s stock options and warrants on the date of grant was determined by the Company with the assistance of a third-party valuation specialist in accordance with the guidance in the American Institute of Certified Public Accountants Valuation Guide, Valuation of Privately-Held-Company Equity Securities Issued as Compensation, as the Company’s common stock was not actively traded.

Income Taxes

Income taxes are accounted for using the asset and liability method of accounting for taxes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases, including operating loss carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the year in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

A valuation allowance is established when necessary to reduce net deferred tax assets to the amount expected to be realized through future operations. Income tax expense consists of taxes payable for the current period and the net change during the period in deferred tax assets and liabilities.

The Company evaluates its uncertain tax positions based on a determination of whether and how much of a tax benefit taken by the Company in its tax filings or positions is more likely than not to be realized. Potential interest and penalties associated with any uncertain tax positions are recorded as a component of income tax expense. Management has evaluated the Company’s tax position and concluded that the Company has taken no uncertain tax positions that would require adjustment or disclosure in the consolidated financial statements.

Net Loss Per Share

The Company follows the two-class method when computing net loss per share as the Company has issued shares that meet the definition of participating securities. The two-class method determines net loss per share for each class of common and participating securities according to dividends declared or accumulated, and participation rights in undistributed earnings. The two-class method requires income available to common stockholders for the period to be allocated between common and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed.

Basic net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted average number of shares of common stock outstanding for the period. Diluted net loss attributable to common stockholders is computed by adjusting net loss attributable to common stockholders to reallocate undistributed earnings based on the potential impact of dilutive securities. Diluted loss per share attributable to common stockholders is computed by dividing the diluted net loss attributable to common stockholders by the weighted average number of shares of common stock outstanding for the period, including potential dilutive common stock. For purpose of this calculation, outstanding stock options, stock warrants and convertible preferred stock are considered potential dilutive common stock and are excluded from the computation of net loss per share as their effect is anti-dilutive.

The Company’s convertible preferred stock contractually entitles the holders of such shares to participate in dividends but does not contractually require the holders of such shares to participate in losses of the Company. Accordingly, in periods in which the

Company reports a net loss, such losses are not allocated to such participating securities. In periods in which the Company reports a net loss attributable to common stockholders, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders, since dilutive shares of common stock are not assumed to be outstanding if their effect is anti-dilutive. The Company reported a net loss attributable to common stockholders for the years ended December 31, 2022 and 2021.

Segments

Operating segments are defined as components of an entity for which separate financial information is available and that is regularly reviewed by the chief operating decision maker (“CODM”), in deciding how to allocate resources to an individual segment and in assessing performance. The Company’s CODM is its chief executive officer. The Company has determined it operates in one segment.

Emerging Growth Company Status

The Company is an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act of 2012 ("the JOBS Act"), and may take advantage of reduced reporting requirements that are otherwise applicable to public companies. Section 107 of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies are required to comply with those standards. The Company has elected to use the extended transition period for complying with new or revised accounting standards unless otherwise state.

The Company will remain an “emerging growth company” until the earliest of (i) December 31, 2026, (ii) the last day of the fiscal year in which it has total annual gross revenues of $1.235 billion or more, (iii) the date on which it has issued more than $1.0 billion in nonconvertible debt during the previous three years or (iv) the date on which it is deemed to be a large accelerated filer under the rules of the Securities and Exchange Commission (“SEC”), which generally is when it has more than $700 million in market value of its stock held by non-affiliates.

Recently Issued Accounting Standards

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses: Measurement of Credit Losses on Financial Instruments (Topic 326). ASU No. 2016-13 requires measurement and recognition of expected credit losses for financial assets. In April 2019, the FASB issued clarification to ASU No. 2016-13 within ASU No. 2019-04, Codification Improvements to Topic 326, Financial Instruments-Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments. This update is effective for entities other than public business entities, including emerging growth companies that elected to defer compliance with new or revised financial accounting standards until a company that is not an issuer is required to comply with such standards, for annual reporting periods beginning after December 15, 2022. The Company does not expect adoption of this new guidance to have a material impact on its results of operations, financial condition, or financial statement disclosures.

Marketable Securities

12 Months Ended

Dec. 31, 2022

Investments, Debt and Equity Securities [Abstract]

MARKETABLE SECURITIES

3. MARKETABLE SECURITIES

Marketable securities consist of the following as of December 31, 2022 and 2021 (in thousands):


	As of December 31, 2022
	Amortized Cost		Unrealized Gains		Unrealized Losses			Fair Value
Commercial paper	$	30,475	$	1	$	(33	)	$	30,443
Corporate bonds		52,848		-		(571	)		52,277
U.S. Government agencies		7,000		-		(399	)		6,601
Total	$	90,323	$	1	$	(1,003	)	$	89,321


	As of December 31, 2021
	Amortized Cost		Unrealized Gains		Unrealized Losses			Fair Value
Commercial paper	$	37,982	$	-	$	(16	)	$	37,966
Corporate bonds		95,813		-		(251	)		95,562
U.S. Government agencies		7,000		-		(66	)		6,934
Total	$	140,795	$	-	$	(333	)	$	140,462

As of December 31, 2022, all marketable securities held by the Company had remaining contractual maturities of one year or less, except for corporate bonds and U.S. government agencies securities with a fair value of $36.8 million that had maturities of one to three years.

As of December 31, 2022, $0.3 million and $0.7 million of unrealized losses were associated with marketable securities with contractual maturities of one year or less and more than one year, respectively.

There were no impairments of the Company’s assets measured and carried at fair value during the year ended December 31, 2022 and 2021.

Property and Equipment, Net

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment [Abstract]

PROPERTY AND EQUIPMENT, NET

4. PROPERTY AND EQUIPMENT, NET

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


	December 31, 2022			December 31, 2021
Research equipment	$	2,707		$	4,974
Office equipment and furniture		532			606
Leasehold improvement		253			253
Total property and equipment		3,492			5,833
Less accumulated depreciation and amortization		(1,442	)		(1,189	)
Property and equipment, net	$	2,049		$	4,644

Depreciation and amortization expense for the years ended December 31, 2022 and 2021 was $614 thousand and $685 thousand, respectively.

Effective January 1, 2022, the Company adopted ASC 842 and reclassed capital leases that were previously classified as property and equipment, net were presented as right of use assets - financing leases, net on the Company's consolidated balance sheet. $2.2 million relates to items previously classified under research equipment and $70 thousand relates to items previously classified under office equipment and furniture on the table above. These leases are further described in Note 7.

Debt

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

DEBT

5. Debt

In May 2020, the Company received $567 thousand in loan funding from the Paycheck Protection Program (“PPP”) pursuant to the Coronavirus Aid, Relief, and Economic Security Act, as amended by the Flexibility Act, and administered by the Small Business Administration (the "PPP Loan").

Under the terms of the PPP Loan, interest accrued on the outstanding principal at a rate of 1.0% per annum. On August 6, 2021, the Small Business Administration approved the forgiveness for the full amount of the PPP Loan, which included principal of $567 thousand, plus interest. The Company recognized a gain on debt extinguishment within the Consolidated Statement of Operations and Comprehensive Loss for the year ended December 31, 2021.

- Definition

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

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-URI https://asc.fasb.org/topic&trid=2208564

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
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-Paragraph 1B
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Fair Value Measurements

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS

6. FAIR VALUE MEASUREMENTS

The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy used to determine such fair values (in thousands):


	Fair value measurements at December 31, 2022
	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents
Commercial Paper	$	-	$	6,973	$	-	$	6,973
Money market funds		5,420		-		-		5,420
Investments:
Commercial paper		-		30,443		-		30,443
Corporate bonds		-		52,277		-		52,277
U.S. Government agencies		-		6,601		-		6,601
Total	$	5,420	$	96,294	$	-	$	101,714


	Fair Value Measurements as of December 31, 2021
	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents
Money market funds	$	5,404	$	-	$	-	$	5,404
Investments:
Commercial paper		-		37,966		-		37,966
Corporate bonds		-		95,562		-		95,562
U.S. Government agencies		-		6,934		-		6,934
Total	$	5,404	$	140,462	$	-	$	145,866

When developing fair value estimates, the Company maximizes the use of observable inputs and minimizes the use of unobservable inputs. When available, the Company uses quoted market prices to measure fair value. The valuation technique used to measure fair value for the Company's Level 1 and Level 2 assets is a market approach, using prices and other relevant information generated by market transactions involving identical or comparable assets. If market prices are not available, the fair value measurement is based on models that use primarily market-based parameters including yield curves, volatilities, credit ratings and currency rates. In certain cases where market rate assumptions are not available, the Company is required to make judgments about assumptions market participants would use to estimate the fair value of a financial instrument.

There were no transfers among Level 1, Level 2 or Level 3 categories in the years ended December 31, 2022 and 2021.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Commitments and Contingencies

12 Months Ended

Dec. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

7. COMMITMENTS AND CONTINGENCIES

Operating Lease

As of December 31, 2022, the Company leased office and laboratory facilities under operating leases, which expire at various dates through 2027. The Company had $678 thousand in letters of credit outstanding as security on certain of these leases. As part of its adoption of ASC 842, the Company recorded operating right-of-use assets and operating lease liabilities for these leases as of January 1, 2022.

Finance Leases

The Company leases research equipment and furniture. As part of its adoption of ASC 842, the Company recorded financing right-of-use assets and financing lease liabilities for these leases as of January 1, 2022.

On April 20, 2021, the Company entered into a finance lease agreement with a third-party company related to various research equipment and furniture, which included the Company selling specific equipment for $293 thousand, resulting in a gain on the sale of $20 thousand, and leasing it back for a four-year period. The associated lease facility includes up to $5 million for the purchase of

equipment on an as needed basis. As of December 31, 2022, the Company had $2.6 million available for purchases under this arrangement. The Company has an option to purchase the equipment at fair market value, not to exceed 15% of the original equipment cost, or to renew the lease for an additional one- or two-year period at a mutually agreed upon rate.

On September 27, 2021, the Company commenced a lease for various research equipment. The terms of the four-year lease specify a monthly payment of $13 thousand, with the option to purchase the equipment for fair market value, to be determined by the lessor, at the end of the lease.

The following table contains a summary of the lease costs recognized under ASC 842 pertaining to the Company’s finance and operating leases for the year ended December 31, 2022 (in thousands):


	Year Ended December 31,
	2022
Lease Cost:
Amortization of finance right-of-use assets	$	733
Interest on finance lease liabilities		185
Operating lease cost		1,653
Variable lease cost		645
Total lease costs	$	3,216

The following table contains a summary of other information pertaining to the Company’s finance and operating leases for the year ended December 31, 2022 (in thousands, except lease term and discount rate):


	Year Ended December 31,
	2022
Other Operating Lease Information:
Operating cash flows for operating leases	$	1,585
Operating cash flows for finance leases	$	184
Financing cash flows from finance leases	$	629

Weighted average remaining lease term
Operating leases	3.8 years
Financing leases	3.0 years

Weighted average discount rate
Operating leases	7.6%
Financing leases	8.4%

The following table presents the maturity of the Company’s operating and finance lease liabilities as of December 31, 2022 (in thousands):


	Operating		Financing
2023	$	1,621	$	910
2024		1,639		910
2025		1,688		780
2026		1,412		145
2027		59		—
Total future minimum lease payments		6,419		2,745
Less amount representing interest		845		286
Total lease liabilities	$	5,574	$	2,459

The following table presents operating lease commitments as reflected under ASC 840 as of December 31, 2021 (in thousands):


	Operating
2022	$	1,585
2023		1,606
2024		1,641
2025		1,689
2026		1,413
2027		59
Total operating lease obligations	$	7,993

The following table presents finance lease commitments as reflected under ASC 840 as of December 31, 2021 (in thousands):


	Financing
2022	$	699
2023		674
2024		674
2025		553
2026		47
Total capital lease obligations		2,647
Less amount representing interest		(293	)
Present value of minimum capital lease obligations	$	2,354

License Agreements

In the normal course of business, the Company enters into licensing agreements with various parties to obtain the right to make, use, and sell licensed products currently in development.

Litigation

The Company records estimated losses from loss contingencies, such as a loss arising from a litigation, when it determines that it is probable a liability has been incurred and the amount of loss can be reasonably estimated. Litigation is subject to many factors that are difficult to predict so that there can be no assurance, in the event of a material unfavorable result in one or more claims, the Company will not incur material costs.

During 2017, the Company became actively involved in a matter pending in the Ontario (Canada) Superior Court of Justice which names, among multiple other defendants, the Company and two former officers of the Company. The claims pending in this matter allege breach of contract by the Company and seek declaratory and other relief, including monetary damages from the Company, and the individual defendants, including the Company’s former officers. The claims by such plaintiffs were originally made in a lawsuit filed in Ontario during October 2011, but was not pursued by such plaintiffs in any material manner until 2017. The Company believes that there is no merit to the claims alleged against the Company and its former officers, including no alleged breach of contract by the Company, and intends to vigorously defend against the claims pertaining to the Company and its former officers. At the present stage of the suit, management believes the outcome in this matter is not likely to have any material impact on the Company’s results, cash flows, or financial position.

Equity

12 Months Ended

Dec. 31, 2022

Equity [Abstract]

EQUITY

8. Equity

Each share of common stock entitles the holder to one vote on all matters submitted to a vote of the Company’s stockholders. Common stockholders are not entitled to receive dividends, unless declared by the board of directors.

Series BB Convertible Preferred Stock Issuance

In January 2021, the Company issued and sold 113,275,902 shares of Series BB convertible preferred stock at $0.207383 per share in exchange for $23.5 million in gross proceeds.

Initial Public Offering

In February 2021, the Company completed its initial public offering in which the Company issued and sold 8,030,295 shares of its common stock, including 1,030,243 shares pursuant to the partial exercise of the underwriters’ option to purchase additional shares, at a public offering price of $19.00 per share, for aggregate gross proceeds of $152.6 million. The Company received approximately $138.5 million in net proceeds after deducting underwriting discounts and offering expenses payable by the Company.

Upon closing of the initial public offering on February 8, 2021, all of the Company’s outstanding preferred stock converted into an aggregate of 19,034,069 shares of common stock.

On February 8, 2021, in connection with the initial public offering, the Company filed an Amended and Restated Certificate of Incorporation (the “Amended Certificate”) with the Secretary of State of the State of Delaware. The Amended Certificate, among other things: (i) authorized 250,000,000 shares of common stock; (ii) eliminated all references to the previously existing series of preferred stock; and (iii) authorized 10,000,000 shares of undesignated preferred stock that may be issued from time to time by the Company’s board of directors in one or more series.

Common Stock Warrants

The following is a summary of the common stock warrant activity related to common stock warrants issued in conjunction with equity and debt fundraising events for the years ended December 31, 2022 and 2021:


	Number of Common Stock Warrants			Weighted- Average Exercise Price			Weighted- Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value (in thousands)
Outstanding at December 31, 2020		412,262		$	9.60			6.71	$	1,380
Granted		1,648,707		$	0.01
Exercised		(1,648,707	)	$	(0.01	)
Expired		—		$	—
Outstanding at December 31, 2021		412,262		$	9.81			5.71	$	723
Granted		—		$	—
Exercised		—		$	—
Expired		—
Outstanding at December 31, 2022		412,262		$	9.81			4.71	$	—

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

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-Publisher FASB
-Name Accounting Standards Codification
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+ Details

Stock-Based Compensation

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

STOCK-BASED COMPENSATION

9. STOCK-BASED COMPENSATION

2018 Equity Incentive Plan

The Company’s 2018 Stock Incentive Plan (the “2018 Plan”), provided for the Company to grant qualified incentive options, nonqualified options, stock grants and other stock-based awards to employees and non-employees to purchase the Company’s common stock. Upon the effectiveness of the 2021 Plan (as defined below), the Company ceased issuing new awards under the 2018 Plan.

2021 Equity Incentive Plan

The 2021 Equity Incentive Plan (the “2021 Plan”) was approved by the board of directors on January 27, 2021, and the Company’s stockholders on January 28, 2021 and became effective on the execution of the underwriting agreement related to the initial public offering. The 2021 Plan provides for the grant of incentive stock options to employees, including employees of any parent or subsidiary corporations, and for the grant of nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance awards and other forms of stock awards to employees, directors, and consultants, including employees and consultants of the Company’s affiliates. The number of shares initially reserved for issuance under the 2021 Plan was 5,000,000, which began automatically increasing on January 1 of each calendar year, starting on January 1, 2022 through January 1, 2031, in an amount equal to 4.0% of the total number of shares of the Company’s capital stock outstanding on the last day of the calendar month before the date of each automatic increase, or a lesser number of shares determined by the board of directors. As of December 31, 2022, 2,592,455 shares remained available for issuance pursuant to the 2021 Plan. In December 2022, the Company's board of directors determined that the automatic increase of available shares for calendar year 2023 would be reduced from 4.0% to 1.0% of the Company's capital stock. As a result, on January 1, 2023 the number of shares available for issuance pursuant to the 2021 Plan increased to 2,900,096 shares.

2021 Employee Stock Purchase Plan

The 2021 Employee Stock Purchase Plan (the “2021 ESPP”) was approved by the Company’s board of directors on January 27, 2021 and became effective on the execution of the underwriting agreement related to the initial public offering. A total of 333,333 shares of common stock were initially reserved for issuance under the 2021 ESPP, which will automatically increase on January 1 of each calendar year, beginning on January 1, 2022 through January 1, 2031, by an amount equal to 1.0% of the total shares of common stock outstanding on December 31st of the preceding calendar year. The purchase price of the shares under the 2021 ESPP are at 85% of the lower of the fair market value of the Company’s common stock on the first trading day of the offering period or on the purchase date. As of December 31, 2022, the Company had issued 93,047 shares under the 2021 ESPP. As of December 31, 2022, 546,376 shares were available to be issued under the 2021 ESPP, which increased to 854,017 shares as of January 1, 2023.

Stock Options

The Company has granted options to purchase shares of common stock to employees and nonexecutive directors pursuant to the 2021 Plan at a weighted average fair value of $2.47 per share and $12.12 per share during the years ended December 31, 2022 and 2021, respectively. The Company uses the Black-Scholes option-pricing model to estimate the fair value of the stock options on the applicable grant dates.

The following is a summary of the stock option award activity during the years ended December 31, 2022 and 2021:


	Number of Stock Options			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value (in thousands)
Outstanding at December 31, 2020		1,947,123		$	5.70		9.56	$	10,284
Granted		1,741,159		$	15.93
Exercised		(8,834	)	$	1.23
Forfeited		(652,984	)	$	9.18
Expired		—		$	—
Outstanding at December 31, 2021		3,026,464		$	10.84		8.51	$	6,403
Granted		1,144,054		$	3.19
Exercised		(73,784	)	$	3.22
Forfeited		(610,288	)	$	7.67
Expired		(153,012	)	$	14.37
Outstanding at December 31, 2022		3,333,434		$	8.80		8.09	$	1
Options expected to vest as of December 31, 2022		1,764,540		$	6.18		8.62	$	1
Exercisable at December 31, 2022		1,568,894		$	11.74		7.49	$	—

The aggregate intrinsic value of stock options exercised in the year ended December 31, 2022 and 2021 was $0.1 million.

The total fair value of options vested during the years ended December 31, 2022 and 2021 was $8.2 million and $2.8 million, respectively.

At December 31, 2022, there was approximately $8.8 million of unrecognized stock-based compensation expense associated with the stock options, which is expected to be recognized over a weighted-average period of 2.16 years.

At December 31, 2021, there was approximately $16.0 million of unrecognized stock-based compensation expense associated with the stock options, which is expected to be recognized over a weighted-average period of 2.94 years.

Restricted Stock Units

The Company has granted restricted stock units with service vesting based conditions.

The following is a summary of the restricted stock unit activity during the year ended December 31, 2022:


	Restricted Stock Units			Weighted- Average Grant Date Fair Value
Unvested at December 31, 2021		—		$	—
Granted		239,963		$	3.74
Forfeited		(24,109	)	$	4.22
Unvested at December 31, 2022		215,854		$	3.69

Pursuant to the 2021 Plan, the Company granted restricted stock units which vest annually over a period of one, two, three or four years. No restricted stock units vested during the year ended December 31, 2022.

At December 31, 2022, there was approximately $0.5 million of unrecognized stock-based compensation expense associated with the restricted stock units which is expected to be recognized over a weighted-average period of 2.8 years.

Common Stock Warrants

The following is a summary of the common stock warrant activity during the years ended December 31, 2022 and 2021:


	Number of Common Stock Warrants			Weighted- Average Exercise Price			Weighted- Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value (in thousands)
Outstanding at December 31, 2020		57,212		$	7.62			3.64	$	98
Granted		—		$	—
Exercised		—		$	—
Expired		(208	)	$	(192.00	)
Outstanding and exercisable at December 31, 2021		57,004		$	6.94			2.91	$	2.26
Granted		—		$	—
Exercised		—		$	—
Expired		—		$	—
Outstanding and exercisable at December 31, 2022		57,004		$	6.94			1.91	$	—

As of December 31, 2022, there was no unrecognized stock-based compensation expense associated with the common stock warrants.

During 2022 and 2021, the Company utilized the Black-Scholes option-pricing model for estimating the fair value of the stock options and common stock warrants granted. The following table presents the assumptions and the Company’s methodology for developing each of the assumptions used:


	Year Ended December 31,
	2022	2021
Volatility	94%-97%	89%-98%
Expected life (years)	5.5-7.0	5.5-6.1
Risk-free interest rate	1.7%–4.2%	0.4%-1.4%
Dividend rate	—%	—%

•

Volatility—The Company estimates the expected volatility of its common stock at the date of grant based on the historical volatility of comparable public companies over the expected term.

•

Expected life—The expected life is estimated as the contractual term.

•

Risk-free interest rate—The risk-free rate for periods within the estimated life of the stock award is based on the U.S. Treasury yield curve in effect at the time of grant.

•

Dividend rate—The assumed dividend yield is based upon the Company’s expectation of not paying dividends in the foreseeable future.

Stock-based compensation expense was recorded in the following line items in the consolidated statements of operations for the years ended December 31, 2022 and 2021 (in thousands):


	Year Ended December 31,
	2022		2021
Research and development	$	1,987	$	2,238
General and administrative		3,824		3,419
Total stock-based compensation expense	$	5,812	$	5,657

Employee Retirement Plan

12 Months Ended

Dec. 31, 2022

Retirement Benefits [Abstract]

EMPLOYEE RETIREMENT PLAN

10. EMPLOYEE RETIREMENT PLAN

The Company maintains a defined contribution 401(k) profit-sharing plan (the “Plan”) for all employees. Under the Plan, participants may make voluntary contributions up to the maximum amount allowable by law. The Plan is based on employees’ salary deferral, and the Company matches employees’ contributions up to 4% of the employees’ base salary. Employees are 100% vested in the Company’s match contributions. During the years ended December 31, 2022 and 2021, the Company’s matching contributions were $326 thousand and $248 thousand, respectively.

- Definition

The entire disclosure for retirement benefits.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 55
-Paragraph 17
-URI https://asc.fasb.org/extlink&oid=123450688&loc=d3e4179-114921

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Related-Party Transactions

12 Months Ended

Dec. 31, 2022

RELATED-PARTY TRANSACTIONS

11. RELATED-PARTY TRANSACTIONS

Service Agreement - Hope Farms

During 2020, the Company entered into a service agreement with Hope Farms at Disco Bay LLC (“Hope Farms”) to provide animal vaccination testing and provide samples to the Company (the “Hope Farms Service Agreement”). The Company’s former Chief Research and Development Officer is a co-founder and partial owner of Hope Farms. Further, the CEO of Hope Farms is the spouse of the Company’s former Chief Research and Development Officer.

Expenses recognized by the Company relating to the Hope Farms Service Agreement for the years ended December 31, 2022 and 2021 were $103 thousand and $212 thousand, respectively. In October 2022, the Company and Hope Farms agreed to terminate the Hope Farms Services Agreement, effective as of September 30, 2022.

Service Agreement - Binney Street Partners

During 2022, the Company entered into a service agreement with Binney Street Partners LLC (“Binney Street Partners”) to provide business development services (the “BSP Service Agreement”). The Company subsequently hired a managing partner of Binney Street Partners to serve as the Company's Chief Business Officer, effective June 1, 2022. In September 2022, the Company and Binney Street Partners agreed to terminate the services agreement, effective as of August 11, 2022.

Expenses recognized by the Company relating to the BSP Service Agreement for the year ended December 31, 2022 were $223 thousand.

Income Taxes

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

INCOME TAXES

12. INCOME TAXES

Income tax expense consists of the following (in thousands):


	Year Ended December 31,
	2022			2021
Current:
Federal	$	—		$	—
State		—			—
Current tax provision		—			—
Deferred:
Federal		(10,351	)		(6,598	)
State		2,307			(1,705	)
Deferred tax benefit		(8,044	)		(8,303	)
Less change in valuation allowance		8,044			8,303
Total income tax provision	$	—		$	—

The components of the Company’s loss before income tax expense in comprised solely of domestic sources. The effective income tax rate for the years ended December 31, 2022 and 2021 was different from the federal statutory income tax rate primarily due to the change in valuation allowance against deferred tax assets and permanent differences primarily related to equity-based compensation and a 2022 remeasurement of state net operating losses attributable to changes in apportionment. The reconciliation of the federal statutory income tax rate to the Company’s effective income tax rate is as follows:


	Year Ended December 31,
	2022			2021
Federal statutory income tax rate		21.0	%		21.0	%
State income taxes, net of federal benefit		(4.7	)		4.6
Non-deductible transactions costs		—			(0.2	)
Other		(0.2	)		(0.8	)
Equity-based compensation		0.5			(2.0	)
Change in valuation allowance		(16.6	)		(22.6	)
Effective income tax rate	— %			— %

The Company’s deferred tax assets consist primarily of its net operating loss, equity-based compensation, research and development tax credit carryforwards and capitalized research and development expenditures, along with other minor temporary

differences. No amounts are being considered as an uncertain tax position or disclosed as an unrecognized tax benefit. The Company has provided a valuation allowance against its total net deferred tax assets because the Company’s ability to generate sufficient future taxable income is uncertain.

Significant components of the Company’s deferred tax assets and liabilities consist of the following (in thousands):


	December 31,
	2022			2021
Net operating loss carryforwards	$	27,151		$	27,107
Equity-based compensation		2,735			1,103
Research and development tax credit carryforwards		1,364			1,364
Capitalized R&D expenditures		9,026			3,169
Lease liabilities		1,433			—
Other accruals		1,027			408
Total deferred tax assets		42,736			33,151
Valuation allowance		(41,360	)		(33,151	)
Net deferred tax assets	$	1,376		$	—
Deferred tax liabilities:
Right-of-use assets	$	(1,376	)	$	—
Total deferred tax liabilities		(1,376	)		—
Net deferred tax assets (liabilities)	$	—		$	—

The Company has incurred annual net operating losses in each year since inception. The Company believes it could be subject to certain limitations on the utilization of these net operating losses pursuant to Internal Revenue Code Section 382. Therefore, the Company has not reflected the benefit of any such net operating loss carryforwards in the financial statements. Due to the Company’s history of losses, and lack of other positive evidence, the Company has determined that it is more likely than not that its net deferred tax assets will not be realized, and therefore, the net deferred tax assets are fully offset by a valuation allowance at December 31, 2022 and 2021.

Future realization of the tax benefits of existing temporary differences and net operating loss carryforwards ultimately depends on the existence of sufficient taxable income within the carryforward period. As of December 31, 2022 and 2021, the Company performed an evaluation to determine whether a valuation allowance was needed. The Company considered all available evidence, both positive and negative, which included the results of operations for the current and preceding years. The Company determined that it was not possible to reasonably quantify future taxable income and determined that it is more likely than not that all of the deferred tax assets will not be realized. Accordingly, the Company maintained a full valuation allowance as of December 31, 2022 and 2021.

The utilization of NOLs and tax credit carryforwards to offset future taxable income may be subject to an annual limitation as a result of ownership changes that have occurred previously or may occur in the future. Under Sections 382 and 383 of the Internal Revenue Code of 1986, as amended, (“IRC”), a corporation that undergoes an ownership change may be subject to limitations on its ability to utilize its pre-change NOLs and other tax attributes otherwise available to offset future taxable income and/or tax liability. An ownership change is defined as a cumulative change of 50% or more in the ownership positions of certain stockholders during a rolling three-year period. The Company has not completed a formal study to determine if any ownership changes within the meaning of IRC Section 382 and 383 have occurred as of December 31, 2022. An ownership change would restrict its ability to use its NOLs or tax credit carryforwards and could require the Company to pay federal or state income taxes earlier than would be required if such limitations were not in effect.

The Company’s valuation allowance increased during the year by $8,209 thousand for the year ended December 31, 2022 due primarily to the generation of net operating losses and a $165 thousand change recorded to equity.

As of December 31, 2022, the Company had net operating loss carryforwards for federal and state tax reporting purposes of $117,152 thousand and $39,881 thousand, respectively, a portion of which expire beginning in 2023. Net operating loss carryforwards generated after December 31, 2017 for federal tax reporting purposes of $76,778 thousand have an indefinite life. The remaining federal net operating losses are subject to a 20-year carryforward period. As of December 31, 2022, the Company has research and development tax credit carryforwards of approximately $1,364 thousand, which expire beginning in 2034.

The Company evaluates its uncertain tax positions under ASC 740-10, which requires that realization of an uncertain income tax position be recognized in the financial statements. The benefit to be recorded in the financial statements is the amount most likely to

be realized assuming a review by tax authorities having all relevant information and applying current conventions. The Company concluded that there are no uncertain tax positions in any of the periods presented.

The Company files tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Company is subject to examination by federal and state jurisdictions, where applicable. The earliest tax years that remain subject to examination by jurisdiction is 2019 for both federal and state. However, to the extent the Company utilizes net operating losses from years prior to 2019, the statute remains open to the extent of the net operating losses or other credits are utilized.

- Definition

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

+ References

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

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 1
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-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Net Loss Per Share

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

NET LOSS PER SHARE

13. NET LOSS PER SHARE

Basic and diluted net loss per share attributable to common stockholders is calculated as follows (in thousands except share and per share amounts):


	Year Ended December 31,
	2022			2021
Net loss	$	(48,588	)	$	(36,794	)
Net loss attributable to common stockholders	$	(48,588	)	$	(36,794	)
Net loss per share—basic and diluted	$	(1.58	)	$	(1.33	)
Weighted-average number of shares used in computing net loss per share—basic and diluted		30,703,295			27,710,686

The following outstanding potentially dilutive securities have been excluded from the calculation of diluted net loss per share, as their effect is anti-dilutive:


	For the Year Ended December 31,
	2022		2021
Stock options to purchase common stock		3,333,434		2,649,965
Unvested restricted stock units		215,854		—
Warrants issued to employees and contractor to purchase common stock		57,004		57,004
Warrants issued related to convertible notes and other equity agreements		412,262		412,262

Restructuring and Related Charges

12 Months Ended

Dec. 31, 2022

Restructuring and Related Activities [Abstract]

RESTRUCTURING AND RELATED CHARGES

14. RESTRUCTURING AND RELATED CHARGES

In December 2022, the Company began implementing a restructuring plan to reduce operating costs primarily associated with a reduction in the Company's workforce.

The Company incurred restructuring expenses within research and development and general and administrative expenses of $1.1 million during the year ended December 31, 2022. These costs primarily related to one-time termination benefits and ongoing benefit arrangements, both of which included severance payments and extended benefits coverage support and were contingent upon the impacted employees’ execution and non-revocation of separation agreements. Aggregate restructuring costs also included certain contract termination costs.

The following table summarizes the accrued liabilities activity recorded in connection with the reduction in workforce in December 2022 and related restructuring activities during the year ended December 31, 2022 (in thousands):


	Personnel			Other		Total
Balance at January 1, 2022	$	—		$	—	$	—
Restructuring and other costs, net		973			95		1,068
Cash payments		(103	)		—		(103	)
Balance at December 31, 2022	$	870		$	95	$	965

Subsequent Events

12 Months Ended

Dec. 31, 2022

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

15. SUBSEQUENT EVENTS

Stockholder Rights Agreement

On March 7, 2023, the Company adopted a limited duration stockholder rights agreement. Under the rights agreement, the rights generally become exercisable only if a person, group or persons acting in concert (each, an “acquiring person”) acquires beneficial

ownership of 10% (or 20% in the case of certain investors filing on Schedule 13G) or more of the outstanding shares of the Company’s common stock in a transaction not approved by the Company. In that situation, each holder of a right (other than the acquiring person, whose rights will become void and will not be exercisable) will be entitled to purchase, at the then-current exercise price, additional shares of the Company’s common stock at a 50% discount. In addition, if the Company is acquired in a merger or other business combination after an unapproved party acquires more than 10% (or 20% in the case of certain investors filing on Schedule 13G) of the outstanding shares of the Company’s common stock, each holder of a right would then be entitled to purchase, at the then-current exercise price, shares of the acquiring company’s stock at a 50% discount. The Company’s board of directors, at its option, may exchange each right (other than rights owned by the acquiring person that have become null and void) in whole or in part, at an exchange ratio of one share of the Company’s common stock per outstanding right, subject to adjustment. Except as provided in the rights agreement, the board of directors is entitled to redeem the rights at $0.0001 per right.

Stock-Based Compensation

On February 15, 2023, the Company granted equity awards for 570,830 shares under the 2021 Plan, consisting of options exercisable for 453,971 shares of common stock and restricted stock units for 116,859 shares of common stock with a grant date fair value of $0.5 million and $0.2 million, respectively.

Bonus Conversion to Equity

On January 31, 2023, the Company announced a one-time deviation from the usual method of payment of annual bonuses for the Company's executives and other senior management. Approximately one-third of their annual bonuses were paid out in the form of restricted stock units in lieu of cash. As a result, on February 15, 2023, the Company granted restricted stock units for 208,510 shares of common stock under the 2021 Plan, with a grant date fair value of $0.3 million.

Sublease Agreement

On January 18, 2023, the Company entered into a sublease agreement for a portion of its office and laboratory space. Under the terms of the agreement, the Company will receive total rent payments of $0.5 million over the term of the sublease, which expires on June 30, 2024.

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Basis of Presentation and Principles of Consolidation

Use of Estimates

Cash and Cash Equivalents

Marketable Securities

Leases

Concentrations of Credit Risk and Off-Balance Sheet Risk

Property and Equipment


Office equipment and furniture	3—7 years
Research equipment	1—7 years

Impairment of Long-Lived Assets

Fair Value of Financial Instruments

Level 1—Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Company has the ability to access.

Level 3—Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

Research and Development

Stock-Based Compensation

Income Taxes

Net Loss Per Share

Segments

Emerging Growth Company Status

Recently Issued Accounting Standards

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment [Abstract]

Summary of Estimated Useful Lives of Property and Equipment

Depreciation is computed using the straight-line method over the following estimated useful lives:


Office equipment and furniture	3—7 years
Research equipment	1—7 years

Marketable Securities (Tables)

12 Months Ended

Dec. 31, 2022

Investments, Debt and Equity Securities [Abstract]

Summary of Marketable Securities

Marketable securities consist of the following as of December 31, 2022 and 2021 (in thousands):


	As of December 31, 2022
	Amortized Cost		Unrealized Gains		Unrealized Losses			Fair Value
Commercial paper	$	30,475	$	1	$	(33	)	$	30,443
Corporate bonds		52,848		-		(571	)		52,277
U.S. Government agencies		7,000		-		(399	)		6,601
Total	$	90,323	$	1	$	(1,003	)	$	89,321


	As of December 31, 2021
	Amortized Cost		Unrealized Gains		Unrealized Losses			Fair Value
Commercial paper	$	37,982	$	-	$	(16	)	$	37,966
Corporate bonds		95,813		-		(251	)		95,562
U.S. Government agencies		7,000		-		(66	)		6,934
Total	$	140,795	$	-	$	(333	)	$	140,462

Property and Equipment, Net (Tables)

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment [Abstract]

Summary of Property and Equipment, Net

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


	December 31, 2022			December 31, 2021
Research equipment	$	2,707		$	4,974
Office equipment and furniture		532			606
Leasehold improvement		253			253
Total property and equipment		3,492			5,833
Less accumulated depreciation and amortization		(1,442	)		(1,189	)
Property and equipment, net	$	2,049		$	4,644

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis


	Fair value measurements at December 31, 2022
	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents
Commercial Paper	$	-	$	6,973	$	-	$	6,973
Money market funds		5,420		-		-		5,420
Investments:
Commercial paper		-		30,443		-		30,443
Corporate bonds		-		52,277		-		52,277
U.S. Government agencies		-		6,601		-		6,601
Total	$	5,420	$	96,294	$	-	$	101,714


	Fair Value Measurements as of December 31, 2021
	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents
Money market funds	$	5,404	$	-	$	-	$	5,404
Investments:
Commercial paper		-		37,966		-		37,966
Corporate bonds		-		95,562		-		95,562
U.S. Government agencies		-		6,934		-		6,934
Total	$	5,404	$	140,462	$	-	$	145,866

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

Summary of Lease Costs Recognized under ASC 842 Pertaining to Finance and Operating Leases

The following table contains a summary of the lease costs recognized under ASC 842 pertaining to the Company’s finance and operating leases for the year ended December 31, 2022 (in thousands):


	Year Ended December 31,
	2022
Lease Cost:
Amortization of finance right-of-use assets	$	733
Interest on finance lease liabilities		185
Operating lease cost		1,653
Variable lease cost		645
Total lease costs	$	3,216

Summary of Other Information Pertaining to Finance and Operating Leases


	Year Ended December 31,
	2022
Other Operating Lease Information:
Operating cash flows for operating leases	$	1,585
Operating cash flows for finance leases	$	184
Financing cash flows from finance leases	$	629

Weighted average remaining lease term
Operating leases	3.8 years
Financing leases	3.0 years

Weighted average discount rate
Operating leases	7.6%
Financing leases	8.4%

Summary of Maturity of Operating and Finance Lease Liabilities

The following table presents the maturity of the Company’s operating and finance lease liabilities as of December 31, 2022 (in thousands):


	Operating		Financing
2023	$	1,621	$	910
2024		1,639		910
2025		1,688		780
2026		1,412		145
2027		59		—
Total future minimum lease payments		6,419		2,745
Less amount representing interest		845		286
Total lease liabilities	$	5,574	$	2,459

Schedule of Operating Lease Commitments under ASC 840

The following table presents operating lease commitments as reflected under ASC 840 as of December 31, 2021 (in thousands):


	Operating
2022	$	1,585
2023		1,606
2024		1,641
2025		1,689
2026		1,413
2027		59
Total operating lease obligations	$	7,993

Schedule of Finance Lease Commitments under ASC 840

The following table presents finance lease commitments as reflected under ASC 840 as of December 31, 2021 (in thousands):


	Financing
2022	$	699
2023		674
2024		674
2025		553
2026		47
Total capital lease obligations		2,647
Less amount representing interest		(293	)
Present value of minimum capital lease obligations	$	2,354

Equity (Tables)

12 Months Ended

Dec. 31, 2022

Summary of Common Stock Warrant Activity

The following is a summary of the common stock warrant activity during the years ended December 31, 2022 and 2021:


	Number of Common Stock Warrants			Weighted- Average Exercise Price			Weighted- Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value (in thousands)
Outstanding at December 31, 2020		57,212		$	7.62			3.64	$	98
Granted		—		$	—
Exercised		—		$	—
Expired		(208	)	$	(192.00	)
Outstanding and exercisable at December 31, 2021		57,004		$	6.94			2.91	$	2.26
Granted		—		$	—
Exercised		—		$	—
Expired		—		$	—
Outstanding and exercisable at December 31, 2022		57,004		$	6.94			1.91	$	—

Equity and Debt Fundraising Events | Warrant

Summary of Common Stock Warrant Activity


	Number of Common Stock Warrants			Weighted- Average Exercise Price			Weighted- Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value (in thousands)
Outstanding at December 31, 2020		412,262		$	9.60			6.71	$	1,380
Granted		1,648,707		$	0.01
Exercised		(1,648,707	)	$	(0.01	)
Expired		—		$	—
Outstanding at December 31, 2021		412,262		$	9.81			5.71	$	723
Granted		—		$	—
Exercised		—		$	—
Expired		—
Outstanding at December 31, 2022		412,262		$	9.81			4.71	$	—

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Summary of Stock Option Award Activity

The following is a summary of the stock option award activity during the years ended December 31, 2022 and 2021:


	Number of Stock Options			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value (in thousands)
Outstanding at December 31, 2020		1,947,123		$	5.70		9.56	$	10,284
Granted		1,741,159		$	15.93
Exercised		(8,834	)	$	1.23
Forfeited		(652,984	)	$	9.18
Expired		—		$	—
Outstanding at December 31, 2021		3,026,464		$	10.84		8.51	$	6,403
Granted		1,144,054		$	3.19
Exercised		(73,784	)	$	3.22
Forfeited		(610,288	)	$	7.67
Expired		(153,012	)	$	14.37
Outstanding at December 31, 2022		3,333,434		$	8.80		8.09	$	1
Options expected to vest as of December 31, 2022		1,764,540		$	6.18		8.62	$	1
Exercisable at December 31, 2022		1,568,894		$	11.74		7.49	$	—

Summary of Restricted Stock Unit Activity

The following is a summary of the restricted stock unit activity during the year ended December 31, 2022:


	Restricted Stock Units			Weighted- Average Grant Date Fair Value
Unvested at December 31, 2021		—		$	—
Granted		239,963		$	3.74
Forfeited		(24,109	)	$	4.22
Unvested at December 31, 2022		215,854		$	3.69

Summary of Common Stock Warrant Activity

The following is a summary of the common stock warrant activity during the years ended December 31, 2022 and 2021:


	Number of Common Stock Warrants			Weighted- Average Exercise Price			Weighted- Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value (in thousands)
Outstanding at December 31, 2020		57,212		$	7.62			3.64	$	98
Granted		—		$	—
Exercised		—		$	—
Expired		(208	)	$	(192.00	)
Outstanding and exercisable at December 31, 2021		57,004		$	6.94			2.91	$	2.26
Granted		—		$	—
Exercised		—		$	—
Expired		—		$	—
Outstanding and exercisable at December 31, 2022		57,004		$	6.94			1.91	$	—

Summary of Fair Value Assumptions and Methodology

The following table presents the assumptions and the Company’s methodology for developing each of the assumptions used:


	Year Ended December 31,
	2022	2021
Volatility	94%-97%	89%-98%
Expected life (years)	5.5-7.0	5.5-6.1
Risk-free interest rate	1.7%–4.2%	0.4%-1.4%
Dividend rate	—%	—%

Summary of Stock-Based Compensation Expense

Stock-based compensation expense was recorded in the following line items in the consolidated statements of operations for the years ended December 31, 2022 and 2021 (in thousands):


	Year Ended December 31,
	2022		2021
Research and development	$	1,987	$	2,238
General and administrative		3,824		3,419
Total stock-based compensation expense	$	5,812	$	5,657

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Schedule of Income Tax Expense

Income tax expense consists of the following (in thousands):


	Year Ended December 31,
	2022			2021
Current:
Federal	$	—		$	—
State		—			—
Current tax provision		—			—
Deferred:
Federal		(10,351	)		(6,598	)
State		2,307			(1,705	)
Deferred tax benefit		(8,044	)		(8,303	)
Less change in valuation allowance		8,044			8,303
Total income tax provision	$	—		$	—

Reconciliation of Federal Statutory Income Tax Rate to Effective Income Tax Rate

The reconciliation of the federal statutory income tax rate to the Company’s effective income tax rate is as follows:

Components of Deferred Tax Assets and Liabilities

Significant components of the Company’s deferred tax assets and liabilities consist of the following (in thousands):


	December 31,
	2022			2021
Net operating loss carryforwards	$	27,151		$	27,107
Equity-based compensation		2,735			1,103
Research and development tax credit carryforwards		1,364			1,364
Capitalized R&D expenditures		9,026			3,169
Lease liabilities		1,433			—
Other accruals		1,027			408
Total deferred tax assets		42,736			33,151
Valuation allowance		(41,360	)		(33,151	)
Net deferred tax assets	$	1,376		$	—
Deferred tax liabilities:
Right-of-use assets	$	(1,376	)	$	—
Total deferred tax liabilities		(1,376	)		—
Net deferred tax assets (liabilities)	$	—		$	—

Net Loss Per Share (Tables)

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Schedule of Basic and Diluted Net Loss Per Share

Basic and diluted net loss per share attributable to common stockholders is calculated as follows (in thousands except share and per share amounts):


	Year Ended December 31,
	2022			2021
Net loss	$	(48,588	)	$	(36,794	)
Net loss attributable to common stockholders	$	(48,588	)	$	(36,794	)
Net loss per share—basic and diluted	$	(1.58	)	$	(1.33	)
Weighted-average number of shares used in computing net loss per share—basic and diluted		30,703,295			27,710,686

Potentially Dilutive Securities Excluded from Calculation of Diluted Net Loss Per Share

The following outstanding potentially dilutive securities have been excluded from the calculation of diluted net loss per share, as their effect is anti-dilutive:


	For the Year Ended December 31,
	2022		2021
Stock options to purchase common stock		3,333,434		2,649,965
Unvested restricted stock units		215,854		—
Warrants issued to employees and contractor to purchase common stock		57,004		57,004
Warrants issued related to convertible notes and other equity agreements		412,262		412,262

Restructuring and Related Charges (Tables)

12 Months Ended

Dec. 31, 2022

Restructuring and Related Activities [Abstract]

Schedule of Accrued Liabilities Activity Related to Restructuring Activities

The following table summarizes the accrued liabilities activity recorded in connection with the reduction in workforce in December 2022 and related restructuring activities during the year ended December 31, 2022 (in thousands):


	Personnel			Other		Total
Balance at January 1, 2022	$	—		$	—	$	—
Restructuring and other costs, net		973			95		1,068
Cash payments		(103	)		—		(103	)
Balance at December 31, 2022	$	870		$	95	$	965

Organization and Operations - Additional Information (Details) $ / shares in Units, $ in Thousands			12 Months Ended
	Feb. 03, 2021 USD ($) $ / shares shares	Jan. 29, 2021	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($) shares
Subsidiary Sale Of Stock [Line Items]
Net loss			$ 48,588	$ 36,794
Accumulated deficit			(197,794)	$ (149,206)
Cash, cash equivalents and marketable securities			$ 107,100
Reverse stock split description			On January 29, 2021, the Company effected a reverse stock split of the Company’s common stock on a 48-for-1 basis (the “Reverse Stock Split”).
Reverse stock split conversion ratio		0.020833
Common Stock
Subsidiary Sale Of Stock [Line Items]
Issuance of common stock, shares \| shares				8,030,295
Common Stock \| IPO
Subsidiary Sale Of Stock [Line Items]
Issuance of common stock, shares \| shares	8,030,295
Share price per share \| $ / shares	$ 19.00
Proceeds from issuance initial public offering	$ 152,600
Net proceeds after deducting underwriting discounts and offering expenses	$ 138,500
Common Stock \| Underwriters' Option to Purchase Additional Shares
Subsidiary Sale Of Stock [Line Items]
Issuance of common stock, shares \| shares	1,030,243

Summary of Significant Accounting Policies - Summary of Estimated Useful Lives of Property and Equipment (Details)	12 Months Ended
	Dec. 31, 2022
Minimum \| Office Equipment and Furniture
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Estimated useful life (in years)	3 years
Minimum \| Research Equipment
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Estimated useful life (in years)	1 year
Maximum \| Office Equipment and Furniture
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Estimated useful life (in years)	7 years
Maximum \| Research Equipment
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Estimated useful life (in years)	7 years

Summary of Significant Accounting Policies - Additional Information (Details)	12 Months Ended
	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($) Segment	Jan. 01, 2022 USD ($)
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Number of operating segment \| Segment		1
Impairment charges	$ 0	$ 0
Right of use assets - operating leases, net	5,355,000
Operating lease liabilities	$ 5,574,000
ASU 2016-02
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Right of use assets - operating leases, net			$ 6,600,000
Operating lease liabilities			6,700,000
Write-off deferred rent			$ 100,000

Marketable Securities - Summary of Marketable Securities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Marketable Securities [Line Items]
Fair Value	$ 89,321	$ 140,462
Marketable Securities
Marketable Securities [Line Items]
Amortized Cost	90,323	140,795
Unrealized Gains	1
Unrealized Losses	(1,003)	(333)
Fair Value	89,321	140,462
Marketable Securities \| Commercial Paper
Marketable Securities [Line Items]
Amortized Cost	30,475	37,982
Unrealized Gains	1
Unrealized Losses	(33)	(16)
Fair Value	30,443	37,966
Marketable Securities \| Corporate Bonds
Marketable Securities [Line Items]
Amortized Cost	52,848	95,813
Unrealized Losses	(571)	(251)
Fair Value	52,277	95,562
Marketable Securities \| U.S. Government Agencies
Marketable Securities [Line Items]
Amortized Cost	7,000	7,000
Unrealized Losses	(399)	(66)
Fair Value	$ 6,601	$ 6,934

Marketable Securities - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Marketable Securities [Line Items]
Marketable securities	$ 89,321,000	$ 140,462,000
Impairment of investments	0	$ 0
Corporate Bonds and U.S. Government Agencies
Marketable Securities [Line Items]
Marketable securities	36,800,000
Corporate Bonds
Marketable Securities [Line Items]
Marketable securities, unrealized loss position, fair value	300,000
Commercial Paper and U.S. Government Agencies
Marketable Securities [Line Items]
Marketable securities, unrealized loss position, fair value	$ 700,000
Minimum \| Corporate Bonds and U.S. Government Agencies
Marketable Securities [Line Items]
Marketable securities remaining maturity term	1 year
Minimum \| Commercial Paper and U.S. Government Agencies
Marketable Securities [Line Items]
Marketable securities unrealized loss position, maturity term	1 year
Maximum \| Commercial Paper
Marketable Securities [Line Items]
Marketable securities remaining maturity term	1 year
Maximum \| Corporate Bonds and U.S. Government Agencies
Marketable Securities [Line Items]
Marketable securities remaining maturity term	3 years
Maximum \| Corporate Bonds
Marketable Securities [Line Items]
Marketable securities unrealized loss position, maturity term	1 year

Property and Equipment, Net - Summary of Property and Equipment, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Property Plant And Equipment [Line Items]
Total property and equipment	$ 3,492	$ 5,833
Less accumulated depreciation and amortization	(1,442)	(1,189)
Property and equipment, net	2,049	4,644
Research Equipment
Property Plant And Equipment [Line Items]
Total property and equipment	2,707	4,974
Office Equipment and Furniture
Property Plant And Equipment [Line Items]
Total property and equipment	532	606
Leasehold Improvement
Property Plant And Equipment [Line Items]
Total property and equipment	$ 253	$ 253

Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Jan. 01, 2022
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense	$ 614	$ 685
Right of use assets - financing leases, net	$ 2,319
Research Equipment
Property, Plant and Equipment [Line Items]
Right of use assets - financing leases, net			$ 2,200
Office Equipment and Furniture
Property, Plant and Equipment [Line Items]
Right of use assets - financing leases, net			$ 70

Other Current Liabilities - Summary of Other Current Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Other Liabilities Disclosure [Abstract]
Compensation and employee benefits liabilities	$ 2,462	$ 1,753

Debt - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands	Aug. 06, 2021	Dec. 31, 2020	May 31, 2020
Debt Instrument [Line Items]
Exercise price per share		$ 7.62
PPP Loan
Debt Instrument [Line Items]
Debt instrument, face amount	$ 567		$ 567
Debt instrument, interest rate			1.00%

Fair Value Measurements - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Fair value, transfer of liabilities from level 2 to level 1	$ 0	$ 0
Fair value, transfer of liabilities, from level 1 to level 2	0
Fair value, transfer of assets into level 3	0	0
Fair value, transfer of assets out of level 3	0	0
Fair value, transfer of liabilities into level 3	0	0
Fair value, transfer of liabilities out of level 3	$ 0	$ 0

Fair Value Measurements - Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Fair Value of Recurring - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Assets:
Total	$ 101,714	$ 145,866
Level 1
Assets:
Total	5,420	5,404
Level 2
Assets:
Total	96,294	140,462
Money Market Funds
Assets:
Cash equivalents fair value disclosure	5,420	5,404
Money Market Funds \| Level 1
Assets:
Cash equivalents fair value disclosure	5,420	5,404
Commercial Paper
Assets:
Cash equivalents fair value disclosure	6,973
Investments fair value disclosure	30,443	37,966
Commercial Paper \| Level 2
Assets:
Cash equivalents fair value disclosure	6,973
Investments fair value disclosure	30,443	37,966
Corporate Bonds
Assets:
Investments fair value disclosure	52,277	95,562
Corporate Bonds \| Level 2
Assets:
Investments fair value disclosure	52,277	95,562
U.S. Government Agencies
Assets:
Investments fair value disclosure	6,601	6,934
U.S. Government Agencies \| Level 2
Assets:
Investments fair value disclosure	$ 6,601	$ 6,934

Commitments and Contingencies - Additional Information (Details)			12 Months Ended
	Sep. 27, 2021 USD ($)	Apr. 20, 2021 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2017 USD ($) Officer	Dec. 31, 2021 USD ($)
Sale Leaseback Transaction [Line Items]
Lease expiration year			2027
Letters of credit outstanding amount			$ 678,000
Finance lease, term		4 years
Capital lease payments			629,000
Sale of equipment		$ 293,000
Gain on sale of equipment		$ 20,000
Property and equipment, net			$ 2,049,000		$ 4,644,000
Available for purchases of property and equipment					$ 2,600,000
Percentage of equipment cost		15.00%
Number of former officers \| Officer				2
Loss contingency allegations claims				$ 0
Loss contingency, allegations			The Company believes that there is no merit to the claims alleged against the Company and its former officers, including no alleged breach of contract by the Company, and intends to vigorously defend against the claims pertaining to the Company and its former officers.
Minimum
Sale Leaseback Transaction [Line Items]
Additional renew of lease term		1 year
Maximum
Sale Leaseback Transaction [Line Items]
Additional renew of lease term		2 years
Research Equipment
Sale Leaseback Transaction [Line Items]
Finance lease, term	4 years
Lease payment, term	monthly
Capital lease payments	$ 13,000
Equipment \| Maximum
Sale Leaseback Transaction [Line Items]
Property and equipment, net		$ 5,000,000

Commitments and Contingencies - Summary of Lease Costs Recognized under ASC 842 Pertaining to Finance and Operating Leases (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Lease, Cost [Abstract]
Amortization of financing lease right-of-use assets	$ 733
Interest on finance lease liabilities	185
Operating lease cost	1,653
Variable lease cost	645
Total lease costs	$ 3,216

Commitments and Contingencies - Summary of Other Information Pertaining to Finance and Operating Leases (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Other Operating Lease Information:
Operating cash flows for operating leases	$ 1,585
Operating cash flows for finance leases	184
Financing cash flows from finance leases	$ 629
Weighted average remaining lease term
Operating leases	3 years 9 months 18 days
Financing leases	3 years
Weighted average discount rate
Operating leases	7.60%
Financing leases	8.40%

Commitments and Contingencies - Summary of Maturity of Operating and Finance Lease (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Operating
2023	$ 1,621
2024	1,639
2025	1,688
2026	1,412
2027	59
Total future minimum lease payments	6,419
Less amount representing interest	845
Operating lease liabilities	5,574
Financing
2023	910
2024	910
2025	780
2026	145
Total future minimum lease payments	2,745
Less amount representing interest	286
Total lease liabilities	$ 2,459

Commitments and Contingencies - Schedule of Operating Lease Commitments under ASC 840 (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Commitments and Contingencies Disclosure [Abstract]
2022	$ 1,585
2023	1,606
2024	1,641
2025	1,689
2026	1,413
2027	59
Total operating lease obligations	$ 7,993

Commitments and Contingencies - Schedule of Finance Lease Commitments under ASC 840 (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Commitments and Contingencies Disclosure [Abstract]
2022	$ 699
2023	674
2024	674
2025	553
2026	47
Total capital lease obligations	2,647
Less amount representing interest	(293)
Present value of minimum capital lease obligations	$ 2,354

Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions		1 Months Ended
	Feb. 08, 2021	Feb. 28, 2021	Jan. 31, 2021	Dec. 31, 2022	Dec. 31, 2021
Class Of Stock [Line Items]
Common stock, shares authorized				250,000,000	250,000,000
IPO
Class Of Stock [Line Items]
Common stock shares issued and sold		8,030,295
Partial exercise of the underwriters option to purchase additional shares		1,030,243
Sale of Stock, Price Per Share		$ 19.00
Aggregate gross proceeds from issuance of initial public offering		$ 152.6
Net proceeds after deducting underwriting discounts		$ 138.5
Outstanding preferred stock converted into aggregate shares of common stock	19,034,069
Common stock, shares authorized	250,000,000
Preferred stock, shares authorized	10,000,000
Series BB Convertible Preferred Stock Issuance
Class Of Stock [Line Items]
Convertible preferred stock shares issued and sold			113,275,902
Convertible preferred stock per share			$ 0.207383
Proceeds on the issuance of convertible preferred stock			$ 23.5

Equity - Summary of Common Stock Warrant activity (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Class Of Stock [Line Items]
Number of Common Stock Warrants Outstanding, Beginning Balance		57,212
Number of Common Stock Warrants, Expired		(208)
Number of Common Stock Warrants Outstanding, Ending Balance			57,212
Weighted-Average Exercise Price Outstanding, Beginning Balance		$ 7.62
Weighted Average Exercise Price, Expired		$ 192.00
Weighted-Average Exercise Price Outstanding, Ending Balance			$ 7.62
Weighted-Average Remaining Contractual Term, Outstanding			3 years 7 months 20 days
Aggregate Intrinsic Value Outstanding			$ 98
Warrant \| Equity and Debt Fundraising Events
Class Of Stock [Line Items]
Number of Common Stock Warrants Outstanding, Beginning Balance	412,262	412,262
Number of Common Stock Warrants, Granted		1,648,707
Number of Common Stock Warrants, Exercised		(1,648,707)
Number of Common Stock Warrants Outstanding, Ending Balance	412,262	412,262	412,262
Weighted-Average Exercise Price Outstanding, Beginning Balance	$ 9.81	$ 9.60
Weighted Average Exercise Price, Granted		0.01
Weighted Average Exercise Price, Exercised		(0.01)
Weighted-Average Exercise Price Outstanding, Ending Balance	$ 9.81	$ 9.81	$ 9.60
Weighted-Average Remaining Contractual Term, Outstanding	4 years 8 months 15 days	5 years 8 months 15 days	6 years 8 months 15 days
Aggregate Intrinsic Value Outstanding		$ 723	$ 1,380

Stock-Based Compensation - Additional Information (Details) - USD ($)	1 Months Ended	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2022	Dec. 31, 2021	Jan. 01, 2023	Jan. 01, 2022	Jan. 27, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Recognized share-based compensation expense		$ 5,812,000	$ 5,657,000
Weighted average grant date fair value		$ 2.47	$ 12.12
Aggregate intrinsic value of stock options exercised		$ 100,000	$ 100,000
Grant date fair value of options vested		8,200,000	2,800,000
Unrecognized stock-based compensation expense	$ 8,800,000	$ 8,800,000	$ 16,000,000.0
Weighted-average period		2 years 1 month 28 days	2 years 11 months 8 days
Common Stock Warrants
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized stock-based compensation expense	0	$ 0
Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted-average period		2 years 9 months 18 days
Unrecognized stock-based compensation expense	$ 500,000	$ 500,000
2021 Equity Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares reserved for issuance	2,592,455	2,592,455			5,000,000
Number of capital stock outstanding percentage		4.00%
2021 Equity Incentive Plan \| Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Restricted stock units vested		0
2021 Equity Incentive Plan \| Vesting Period One \| Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period		1 year
2021 Equity Incentive Plan \| Vesting Period Two \| Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period		2 years
2021 Equity Incentive Plan \| Vesting Period Three \| Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period		3 years
2021 Equity Incentive Plan \| Vesting Period Four \| Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period		4 years
2021 Equity Incentive Plan \| Subsequent Event
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares reserved for issuance				2,900,096
2021 Employee Stock Purchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares reserved for issuance	546,376	546,376				333,333
Percentage of number of shares of capital stock outstanding on last day of preceding year		1.00%
Purchase price of fair value common stock, percent		85.00%
Shares issued under plan		93,047
2021 Employee Stock Purchase Plan \| Subsequent Event
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares reserved for issuance				854,017
Maximum \| 2021 Equity Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Percentage of increase of available shares	4.00%
Minimum \| 2021 Equity Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Percentage of increase of available shares	1.00%

Stock-Based Compensation - Summary of Stock Option Award Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-Based Payment Arrangement [Abstract]
Number of Stock Options, Outstanding balance	3,026,464	1,947,123
Number of Stock Options, Granted	1,144,054	1,741,159
Number of Stock Options, Exercised	(73,784)	(8,834)
Number of Stock Options, Forfeited	(610,288)	(652,984)
Number of Stock Options, Expired	(153,012)
Number of Stock Options, Outstanding balance	3,333,434	3,026,464	1,947,123
Number of Stock Options, Options expected to vest	1,764,540
Number of Stock Options, Exercisable	1,568,894
Weighted-Average Exercise Price, Outstanding balance	$ 10.84	$ 5.70
Weighted-Average Exercise Price, Granted	3.19	15.93
Grant dates at weighted average fair value	3.22	1.23
Weighted-Average Exercise Price, Forfeited	7.67	9.18
Weighted-Average Exercise Price, Expired	14.37
Weighted-Average Exercise Price, Outstanding balance	8.80	$ 10.84	$ 5.70
Weighted-Average Exercise Price, Options expected to vest	6.18
Weighted-Average Exercise Price, Exercisable	$ 11.74
Weighted-Average Remaining Contractual Term, Outstanding balance	8 years 1 month 2 days	8 years 6 months 3 days	9 years 6 months 21 days
Weighted-Average Remaining Contractual Term, Options expected to vest	8 years 7 months 13 days
Weighted-Average Remaining Contractual Term, Exercisable	7 years 5 months 26 days
Aggregate Intrinsic Value, Outstanding	$ 1	$ 6,403	$ 10,284
Aggregate Intrinsic Value, Options expected to vest	$ 1

Stock-Based Compensation - Summary of Restricted Stock Unit Activity (Details) - Restricted Stock Units	12 Months Ended
	Dec. 31, 2022 $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Restricted Stock Units, Granted \| shares	239,963
Restricted Stock Units, Forfeited \| shares	(24,109)
Restricted Stock Units, Unvested balance \| shares	215,854
Weighted-Average Grant Date Fair Value, Granted \| $ / shares	$ 3.74
Weighted-Average Grant Date Fair Value, Forfeited \| $ / shares	4.22
Weighted-Average Grant Date Fair Value, Unvested balance \| $ / shares	$ 3.69

Stock-Based Compensation - Summary of Common Stock Warrant Activity (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-Based Payment Arrangement [Abstract]
Number of Common Stock Warrants Outstanding, Beginning Balance		57,212
Number of Common Stock Warrants, Expired		(208)
Number of Common Stock Warrants Outstanding, Ending Balance			57,212
Number of Common Stock Warrants Outstanding and Exercisable, Ending Balance	57,004	57,004
Weighted-Average Exercise Price Outstanding, Beginning Balance		$ 7.62
Weighted-Average Exercise Price, Expired		(192.00)
Weighted-Average Exercise Price Outstanding, Ending Balance			$ 7.62
Weighted-Average Exercise Price Outstanding and Exercisable, Ending Balance	$ 6.94	$ 6.94
Weighted-Average Remaining Contractual Term Outstanding			3 years 7 months 20 days
Weighted-Average Remaining Contractual Term Outstanding and Exercisable	1 year 10 months 28 days	2 years 10 months 28 days
Aggregate Intrinsic Value Outstanding			$ 98,000
Aggregate Intrinsic Value Outstanding and Exercisable		$ 2,260

Stock-Based Compensation - Summary of Fair Value Assumptions and Methodology (Details)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Volatility, Minimum	94.00%	89.00%
Volatility, Maximum	97.00%	98.00%
Risk-free interest rate, Minimum	1.70%	0.40%
Risk-free interest rate, Maximum	4.20%	1.40%
Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected life (years)	5 years 6 months	5 years 6 months
Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected life (years)	7 years	6 years 1 month 6 days

Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation expense	$ 5,812	$ 5,657
Research and Development
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation expense	1,987	2,238
General and Administrative
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation expense	$ 3,824	$ 3,419

Employee Retirement Plan - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Defined Benefit Plan Disclosure [Line Items]
Company's matching contributions vesting percentage	100.00%
Accrued expense	$ 326	$ 248
Maximum
Defined Benefit Plan Disclosure [Line Items]
Percentage of company matching contributions of employee's base salary	4.00%

Related-Party Transactions - Additional Information (Details) - Service Agreement - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Hope Farms
Related Party Transaction [Line Items]
Expenses recognized with related party transactions	$ 103	$ 212
Binney Street Partners LLC
Related Party Transaction [Line Items]
Expenses recognized with related party transactions	$ 223

Income Taxes - Schedule of Income Tax Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Deferred:
Federal	$ (10,351)	$ (6,598)
State	2,307	(1,705)
Deferred tax benefit	(8,044)	(8,303)
Less change in valuation allowance	$ 8,044	$ 8,303

Income Taxes - Reconciliation of Federal Statutory Income Tax Rate to Effective Income Tax Rate (Details)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Federal statutory income tax rate	21.00%	21.00%
State income taxes, net of federal benefit	(4.70%)	4.60%
Non-deductible transactions costs		(0.20%)
Other	(0.20%)	(0.80%)
Equity-based compensation	0.50%	(2.00%)
Change in valuation allowance	(16.60%)	(22.60%)

Income Taxes - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2017
Income Tax Disclosure [Line Items]
Uncertain or unrecognized tax position	$ 0
Percentage of ownership or cumulative change	50.00%
Ownership positions of stockholders rolling period	3 years
Increase in valuation allowance	$ 8,209,000
Change recorded to equity	$ 165,000
Portion of net operating loss carryforwards expiration beginning year	2023
Research and Development
Income Tax Disclosure [Line Items]
Tax credit carryforwards	$ 1,364,000
Tax credit carryforwards expiration beginning year	2034
Federal
Income Tax Disclosure [Line Items]
Operating loss carryforwards	$ 117,152,000	$ 76,778,000
Remaining net operating losses carryforward period	20 years
State
Income Tax Disclosure [Line Items]
Operating loss carryforwards	$ 39,881,000

Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Net operating loss carryforwards	$ 27,151	$ 27,107
Equity-based compensation	2,735	1,103
Research and development tax credit carryforwards	1,364	1,364
Capitalized R&D expenditures	9,026	3,169
Lease liabilities	1,433
Other accruals	1,027	408
Total deferred tax assets	42,736	33,151
Valuation allowance	(41,360)	$ (33,151)
Net deferred tax assets	1,376
Deferred tax liabilities:
Right-of-use assets	(1,376)
Total deferred tax liabilities	$ (1,376)

Net Loss Per Share - Schedule of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Earnings Per Share [Abstract]
Net loss	$ (48,588)	$ (36,794)
Net loss attributable to common stockholders	$ (48,588)	$ (36,794)
Net loss per common share, basic	$ (1.58)	$ (1.33)
Net loss per common share, diluted	$ (1.58)	$ (1.33)
Weighted-average number of shares used in computing net loss per common share, basic	30,703,295	27,710,686
Weighted-average number of shares used in computing net loss per common share, diluted	30,703,295	27,710,686

- Definition

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

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

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- Definition

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.

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+ Details

Net Loss Per Share - Potentially Dilutive Securities Excluded from Calculation of Diluted Net Loss Per Share (Details) - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Stock Options to Purchase Common Stock
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Potentially dilutive securities excluded from calculation of diluted net loss per share	3,333,434	2,649,965
Unvested Restricted Stock Units
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Potentially dilutive securities excluded from calculation of diluted net loss per share	215,854
Warrants Issued to Employees and Contractor to Purchase Common Stock
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Potentially dilutive securities excluded from calculation of diluted net loss per share	57,004	57,004
Warrants Issued Related to Convertible Notes and Other Equity Agreements
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Potentially dilutive securities excluded from calculation of diluted net loss per share	412,262	412,262

Restructuring and Related Charges - Additional Information (Details) $ in Millions	12 Months Ended
	Dec. 31, 2022 USD ($)
Restructuring Cost and Reserve [Line Items]
Restructuring and related charges, Description	In December 2022, the Company began implementing a restructuring plan to reduce operating costs primarily associated with a reduction in the Company's workforce.
Implementing restructuring plan	Dec. 30, 2022
Research and Development and General and Administrative Expenses
Restructuring Cost and Reserve [Line Items]
Restructuring expenses	$ 1.1

Restructuring and related charges - Schedule of Accrued Liabilities Activity Related to Restructuring Activities (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Restructuring Cost and Reserve [Line Items]
Restructuring and other costs, net	$ 1,068
Cash payments	(103)
Balance at December 31, 2022	965
Personnel
Restructuring Cost and Reserve [Line Items]
Restructuring and other costs, net	973
Cash payments	(103)
Balance at December 31, 2022	870
Other
Restructuring Cost and Reserve [Line Items]
Restructuring and other costs, net	95
Balance at December 31, 2022	$ 95

Subsequent Events - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions	Feb. 15, 2023	Jan. 18, 2023	Mar. 07, 2023	Dec. 31, 2022	Dec. 31, 2021
Subsequent Event [Line Items]
Common stock, redeem rights per right				$ 0.0001	$ 0.0001
Subsequent Event \| Office Space \| Boston
Subsequent Event [Line Items]
Rent payments receivable		$ 0.5
Sublease, expire date		Jun. 30, 2024
Subsequent Event \| Stockholder Rights Agreement
Subsequent Event [Line Items]
Percentage of discount for additional shares of common stock purchased			50.00%
Minimum acquired beneficial ownership percentage for eligible discount			10.00%
Minimum acquired benefical ownership percentage for certain investors filing			20.00%
Common stock, redeem rights per right			$ 0.0001
2021 Equity Incentive Plan \| Subsequent Event
Subsequent Event [Line Items]
Equity awards granted	570,830
2021 Equity Incentive Plan \| Options \| Subsequent Event
Subsequent Event [Line Items]
Equity awards granted	453,971
Grant date fair value	$ 0.5
2021 Equity Incentive Plan \| Restricted Stock Units \| Subsequent Event
Subsequent Event [Line Items]
Equity awards granted	116,859
Grant date fair value	$ 0.2
Fair value of debt	$ 0.3
Conversion of preferred stock to common stock upon closing of the initial public offering, shares	208,510