falseQ30001699382--12-31one year1.5300016993822022-12-310001699382us-gaap:CommonStockMember2023-07-012023-09-300001699382pmvp:AtTheMarketEquityOfferingProgramMember2024-01-012024-09-300001699382srt:MinimumMember2024-01-012024-09-300001699382pmvp:BmrOneResearchWayLlcMemberpmvp:LeaseTerminationAgreementMemberpmvp:PrincetonNewJerseyMember2024-08-012024-08-310001699382pmvp:PrincetonNewJerseyMember2024-01-012024-09-300001699382us-gaap:RetainedEarningsMember2023-06-300001699382us-gaap:CommonStockMember2024-07-012024-09-300001699382pmvp:BoardOfDirectorsMember2023-01-012023-09-300001699382us-gaap:AdditionalPaidInCapitalMember2024-01-012024-03-310001699382us-gaap:AdditionalPaidInCapitalMember2023-07-012023-09-300001699382us-gaap:FairValueInputsLevel2Memberus-gaap:CorporateDebtSecuritiesMember2024-09-300001699382us-gaap:RestrictedStockUnitsRSUMemberpmvp:TwoThousandTwentyEquityIncentivePlanMember2024-01-182024-01-180001699382us-gaap:FairValueInputsLevel2Memberus-gaap:USGovernmentAgenciesDebtSecuritiesMember2023-12-3100016993822024-11-060001699382pmvp:EmployeeStockPurchasePlanMember2024-01-012024-09-300001699382us-gaap:CommonStockMember2023-03-310001699382us-gaap:RetainedEarningsMember2024-07-012024-09-3000016993822023-01-012023-12-310001699382us-gaap:CorporateDebtSecuritiesMemberus-gaap:FairValueInputsLevel1Member2024-09-300001699382us-gaap:RetainedEarningsMember2024-03-310001699382us-gaap:AdditionalPaidInCapitalMember2022-12-310001699382pmvp:AtTheMarketEquityOfferingProgramMember2021-10-042021-10-040001699382pmvp:ExpectedSharesToBePurchasedUnderTwoThousandTwentyEsppMember2023-01-012023-09-300001699382pmvp:HopewellNewJerseyMemberpmvp:SubleaseAgreementMember2024-09-012024-09-300001699382us-gaap:EmployeeStockOptionMember2024-07-012024-09-300001699382country:MA2018-08-012018-08-310001699382us-gaap:RetainedEarningsMember2024-06-300001699382us-gaap:GeneralAndAdministrativeExpenseMember2024-07-012024-09-300001699382pmvp:EmployeeStockPurchasePlanMember2023-01-012023-09-300001699382us-gaap:MachineryAndEquipmentMember2023-12-310001699382us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-07-012023-09-300001699382us-gaap:RestrictedStockUnitsRSUMember2024-01-012024-09-300001699382us-gaap:RestrictedStockUnitsRSUMember2023-01-012023-09-300001699382pmvp:BmrOneResearchWayLlcMemberpmvp:LeaseTerminationAgreementMemberpmvp:PrincetonNewJerseyMember2024-08-310001699382us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-04-012023-06-3000016993822024-06-300001699382pmvp:OptionExchangeMember2024-07-160001699382pmvp:OptionExchangeMemberpmvp:TwoThousandTwentyEquityIncentivePlanMember2024-08-130001699382us-gaap:GeneralAndAdministrativeExpenseMember2023-07-012023-09-300001699382us-gaap:AdditionalPaidInCapitalMember2023-12-310001699382pmvp:EmployeeStockPurchasePlanMember2024-01-012024-09-300001699382us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-09-300001699382pmvp:SouthBrunswickNewJerseyMembersrt:MaximumMember2022-01-310001699382us-gaap:AdditionalPaidInCapitalMember2023-03-3100016993822023-01-012023-03-310001699382us-gaap:AdditionalPaidInCapitalMember2024-04-012024-06-300001699382us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-12-3100016993822024-07-012024-09-300001699382us-gaap:AdditionalPaidInCapitalMember2024-09-300001699382pmvp:SouthBrunswickNewJerseyMember2018-08-310001699382us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-01-012024-03-310001699382pmvp:TwoThousandTwentyEmployeeStockPurchasePlanMember2020-09-240001699382us-gaap:EmployeeSeveranceMember2024-01-012024-09-3000016993822024-04-012024-06-300001699382us-gaap:ComputerEquipmentMember2023-12-310001699382us-gaap:MoneyMarketFundsMemberus-gaap:FairValueInputsLevel1Member2024-09-300001699382us-gaap:AdditionalPaidInCapitalMember2024-06-300001699382us-gaap:RetainedEarningsMember2023-07-012023-09-300001699382us-gaap:CorporateDebtSecuritiesMember2024-09-300001699382us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-07-012024-09-300001699382srt:MinimumMember2023-01-012023-09-300001699382us-gaap:EmployeeSeveranceMember2024-09-300001699382pmvp:PrincetonNewJerseyMember2021-01-012024-09-300001699382us-gaap:LeaseholdsAndLeaseholdImprovementsMember2023-12-310001699382us-gaap:MoneyMarketFundsMember2023-12-310001699382pmvp:BoardOfDirectorsMember2024-01-012024-09-300001699382srt:MinimumMemberpmvp:OptionExchangeMember2024-08-132024-08-130001699382us-gaap:FairValueInputsLevel2Member2023-12-310001699382pmvp:SubleaseAgreementMemberpmvp:HengruiUSALTDMemberpmvp:PrincetonNewJerseyMember2024-01-012024-09-300001699382pmvp:BmrOneResearchWayLlcMemberpmvp:LeaseTerminationAgreementMemberpmvp:PrincetonNewJerseyMember2024-08-050001699382pmvp:TwoThousandTwentyEquityIncentivePlanMember2020-09-240001699382us-gaap:AdditionalPaidInCapitalMember2024-07-012024-09-300001699382us-gaap:FairValueInputsLevel1Member2023-12-310001699382us-gaap:ResearchAndDevelopmentExpenseMember2024-01-012024-09-3000016993822023-09-300001699382pmvp:BmrOneResearchWayLlcMemberpmvp:LeaseTerminationAgreementMemberpmvp:PrincetonNewJerseyMember2024-08-052024-08-050001699382us-gaap:CommonStockMember2024-06-300001699382pmvp:TwoThousandTwentyEquityIncentivePlanMember2024-01-010001699382us-gaap:RestrictedStockUnitsRSUMember2022-09-092022-09-0900016993822023-03-310001699382us-gaap:RestrictedStockUnitsRSUMember2023-07-012023-09-300001699382us-gaap:RestrictedStockUnitsRSUMember2024-09-300001699382pmvp:EmployeeStockPurchasePlanMember2023-07-012023-09-300001699382us-gaap:FurnitureAndFixturesMember2024-09-3000016993822024-09-300001699382pmvp:OptionExchangeMember2024-08-132024-08-130001699382us-gaap:RestrictedStockUnitsRSUMember2024-07-012024-09-300001699382us-gaap:CommonStockMember2024-03-310001699382us-gaap:RetainedEarningsMember2024-09-300001699382us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-04-012024-06-300001699382pmvp:PrincetonNewJerseyMember2021-01-012021-01-310001699382pmvp:BoardOfDirectorsMember2023-07-012023-09-300001699382us-gaap:RetainedEarningsMember2023-01-012023-03-310001699382us-gaap:USGovernmentAgenciesDebtSecuritiesMemberus-gaap:FairValueInputsLevel1Member2023-12-310001699382us-gaap:RetainedEarningsMember2022-12-310001699382us-gaap:CommonStockMember2023-09-3000016993822024-01-012024-03-310001699382srt:MaximumMember2023-01-012023-09-3000016993822023-07-012023-09-300001699382pmvp:BmrOneResearchWayLlcMembersrt:ScenarioForecastMemberpmvp:LeaseTerminationAgreementMemberpmvp:PrincetonNewJerseyMember2024-01-012024-12-310001699382us-gaap:RetainedEarningsMember2023-03-310001699382pmvp:SouthBrunswickNewJerseyMember2022-01-012022-01-310001699382us-gaap:ResearchAndDevelopmentExpenseMember2023-01-012023-09-300001699382us-gaap:EmployeeStockOptionMember2023-07-012023-09-300001699382us-gaap:USGovernmentAgenciesDebtSecuritiesMemberus-gaap:FairValueInputsLevel1Member2024-09-300001699382us-gaap:AdditionalPaidInCapitalMember2024-03-3100016993822024-01-010001699382pmvp:BmrOneResearchWayLlcMemberpmvp:LeaseTerminationAgreementMemberus-gaap:SubsequentEventMemberpmvp:PrincetonNewJerseyMember2024-10-010001699382country:MA2024-01-012024-09-300001699382us-gaap:USGovernmentAgenciesDebtSecuritiesMember2023-12-310001699382us-gaap:EmployeeStockOptionMember2023-01-012023-09-300001699382us-gaap:FairValueInputsLevel1Member2024-09-300001699382us-gaap:FairValueInputsLevel2Member2024-09-300001699382us-gaap:GeneralAndAdministrativeExpenseMember2024-01-012024-09-300001699382us-gaap:RetainedEarningsMember2023-12-310001699382us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-01-012023-03-310001699382pmvp:OptionExchangeMembersrt:MaximumMember2024-08-132024-08-130001699382us-gaap:RetainedEarningsMember2024-04-012024-06-300001699382us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-06-300001699382pmvp:TwoThousandTwentyEmployeeStockPurchasePlanMember2024-01-012024-09-300001699382pmvp:EmployeeStockPurchasePlanMember2023-01-012023-09-300001699382us-gaap:RestrictedStockUnitsRSUMember2024-01-182024-01-180001699382pmvp:AtTheMarketEquityOfferingProgramMember2024-07-012024-09-300001699382us-gaap:EmployeeStockOptionMember2024-01-012024-09-300001699382pmvp:BoardOfDirectorsMember2024-07-012024-09-300001699382us-gaap:CommonStockMember2023-12-310001699382us-gaap:RestrictedStockUnitsRSUMemberpmvp:TwoThousandTwentyEquityIncentivePlanMember2022-09-092022-09-0900016993822024-03-310001699382us-gaap:CorporateDebtSecuritiesMember2023-12-310001699382us-gaap:MoneyMarketFundsMember2024-09-300001699382us-gaap:RetainedEarningsMember2024-01-012024-03-310001699382us-gaap:MoneyMarketFundsMember2023-12-310001699382us-gaap:MachineryAndEquipmentMember2024-09-300001699382us-gaap:RetainedEarningsMember2023-04-012023-06-300001699382us-gaap:CommonStockMember2024-04-012024-06-300001699382us-gaap:RestrictedStockUnitsRSUMember2023-01-012023-09-300001699382us-gaap:ResearchAndDevelopmentExpenseMember2023-07-012023-09-300001699382us-gaap:AdditionalPaidInCapitalMember2023-06-300001699382us-gaap:EmployeeSeveranceMember2023-12-310001699382us-gaap:FurnitureAndFixturesMember2023-12-3100016993822023-12-3100016993822018-08-012018-08-310001699382us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-03-310001699382pmvp:SubleaseAgreementMemberpmvp:HopewellNewJerseyMember2024-01-012024-09-300001699382us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-03-310001699382us-gaap:CommonStockMember2024-09-300001699382pmvp:PrincetonNewJerseyMember2021-01-310001699382us-gaap:AdditionalPaidInCapitalMember2023-09-300001699382us-gaap:LeaseholdsAndLeaseholdImprovementsMember2024-09-300001699382us-gaap:CommonStockMember2023-04-012023-06-300001699382pmvp:HopewellNewJerseyMemberpmvp:SubleaseAgreementMember2024-09-300001699382us-gaap:MoneyMarketFundsMemberus-gaap:FairValueInputsLevel1Member2023-12-310001699382pmvp:ExpectedSharesToBePurchasedUnderTwoThousandTwentyEsppMember2024-01-012024-09-300001699382us-gaap:RetainedEarningsMember2023-09-300001699382us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-06-3000016993822023-01-012023-09-300001699382pmvp:SubleaseAgreementMemberpmvp:HengruiUSALTDMemberpmvp:PrincetonNewJerseyMember2024-09-030001699382us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-12-310001699382us-gaap:ResearchAndDevelopmentExpenseMember2024-07-012024-09-300001699382pmvp:OptionExchangeMember2024-08-130001699382pmvp:TwoThousandTwentyEmployeeStockPurchasePlanMember2024-09-300001699382us-gaap:AdditionalPaidInCapitalMember2023-01-012023-03-310001699382pmvp:OptionsToPurchaseCommonStockMember2023-01-012023-09-3000016993822023-04-012023-06-300001699382us-gaap:EmployeeSeveranceMember2024-01-182024-01-180001699382us-gaap:USGovernmentAgenciesDebtSecuritiesMember2024-09-300001699382pmvp:TwoThousandTwentyEquityIncentivePlanMember2024-01-012024-09-300001699382pmvp:OptionsToPurchaseCommonStockMember2024-01-012024-09-300001699382pmvp:EmployeeStockPurchasePlanMember2024-07-012024-09-300001699382us-gaap:RestrictedStockUnitsRSUMember2024-01-012024-09-300001699382us-gaap:MoneyMarketFundsMember2024-09-300001699382us-gaap:CorporateDebtSecuritiesMemberus-gaap:FairValueInputsLevel1Member2023-12-310001699382pmvp:SubleaseAgreementMemberpmvp:HengruiUSALTDMemberpmvp:PrincetonNewJerseyMember2024-09-032024-09-030001699382us-gaap:CommonStockMember2023-01-012023-03-310001699382us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-09-300001699382pmvp:AtTheMarketEquityOfferingProgramMember2024-09-300001699382us-gaap:GeneralAndAdministrativeExpenseMember2023-01-012023-09-300001699382us-gaap:USGovernmentAgenciesDebtSecuritiesMemberus-gaap:FairValueInputsLevel2Member2024-09-300001699382us-gaap:ComputerEquipmentMember2024-09-300001699382srt:MaximumMember2024-01-012024-09-300001699382us-gaap:AdditionalPaidInCapitalMember2023-04-012023-06-300001699382pmvp:BoardOfDirectorsMember2024-09-300001699382us-gaap:CommonStockMember2022-12-310001699382us-gaap:FairValueInputsLevel2Memberus-gaap:CorporateDebtSecuritiesMember2023-12-3100016993822023-06-300001699382pmvp:SouthBrunswickNewJerseyMember2018-08-012018-08-310001699382us-gaap:CommonStockMember2023-06-3000016993822024-01-012024-09-30xbrli:purepmvp:Memberutr:sqftxbrli:sharespmvp:Leaseiso4217:USDxbrli:sharesiso4217:USD

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 10-Q

 

(Mark One)

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

For the quarterly period ended September 30, 2024

OR

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

For the transition period from to

Commission File Number: 001-39539

 

PMV PHARMACEUTICALS, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

Delaware

46-3218129

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

400 Alexander Park Drive, Suite 301

Princeton, NJ

08540

(Address of principal executive offices)

(Zip Code)

 

Registrant’s telephone number, including area code: (609) 642-6670

 

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

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common stock, par value $0.00001

 

PMVP

 

The Nasdaq Global Select Market

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

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

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

 

Large accelerated filer

Accelerated filer

 

 

 

 

Non-accelerated filer

Smaller reporting company

 

 

 

 

 

 

 

 

 

 

 

Emerging growth company

 

 

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

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

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes No ☐

As of November 6, 2024, the registrant had 51,747,130 shares of common stock, $0.00001 par value per share, outstanding.

 

 

 


 

Table of Contents

 

Page

PART I.

FINANCIAL INFORMATION

1

Item 1.

Condensed Consolidated Financial Statements (Unaudited)

1

 

Condensed Consolidated Balance Sheets (Unaudited)

1

 

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited)

2

 

Condensed Consolidated Statements of Stockholders’ Equity (Unaudited)

3

 

Condensed Consolidated Statements of Cash Flows (Unaudited)

5

 

Notes to Unaudited Condensed Consolidated Financial Statements

5

Item 2.

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

15

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

23

Item 4.

Controls and Procedures

24

PART II.

OTHER INFORMATION

25

Item 1.

Legal Proceedings

25

Item 1A.

Risk Factors

25

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

25

Item 3.

Defaults Upon Senior Securities

25

Item 4.

Mine Safety Disclosures

26

Item 5.

Other Information

26

Item 6.

Exhibits

27

Signatures

28

 

i


 

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements that involve risks and uncertainties. We make such forward-looking statements pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. All statements other than statements of historical facts contained in this Quarterly Report on Form 10-Q, including statements regarding our future results of operations and financial position, business strategy, plans for our product candidates, planned preclinical studies and clinical trials, results of clinical trials, future research and development costs, regulatory strategy and approvals, timing and likelihood of success, as well as plans and objectives of management for future operations, are forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “would,” “expect,” “plan,” “anticipate,” “could,” “intend,” “target,” “project,” “contemplate,” “believe,” “estimate,” “predict,” “potential” or “continue” or the negative of these terms or other similar expressions. Forward-looking statements contained in this Quarterly Report on Form 10-Q include, but are not limited to, statements about:

our financial performance;
the sufficiency of our existing cash, cash equivalents and marketable securities to fund our future operating expenses and capital expenditure requirements;
our need to raise additional funding before we can expect to generate any revenues from product sales;
our ability to obtain additional funding for our operations, when needed, including funding necessary to complete further development and commercialization of our product candidates, if approved;
the accuracy of our estimates regarding expenses, future revenue, capital requirements and needs for additional financing;
our anticipated use of our existing cash, cash equivalents and marketable securities and the proceeds from the ATM Program (as defined below);
the implementation of our strategic plans for our business and product candidates;
the size of the market opportunity for our product candidates and our ability to maximize those opportunities;
the initiation, timing, progress and results of our research and development programs, preclinical studies, clinical trials and investigational new drug applications, or IND, and other regulatory submissions;
the beneficial characteristics, safety, efficacy and therapeutic effects of our product candidates;
our estimates of the number of patients for each of our programs including patients expected to have certain p53 mutations and the number of patients that will enroll in our clinical trials;
the ability of our clinical trials to demonstrate safety and efficacy of our product candidates, and other favorable results;
our plans relating to the clinical development of our product candidates, including the disease areas to be evaluated;
the timing, progress and focus of our clinical trials, and the reporting of data from those trials;
our ability to obtain and maintain regulatory approval of our product candidates;
our plans relating to commercializing our product candidates, if approved;
the expected benefits of our existing and any potential future strategic collaborations with third parties and our ability to attract collaborators with development, regulatory and commercialization expertise;
the success of competing therapies that are or may become available;
the timing or likelihood of regulatory filings and approvals, including our expectation to seek accelerated reviews or special designations, such as breakthrough therapy and orphan drug designation, for our product candidates, including our intention to seek accelerated approval for PC14586, our lead product candidate, for a tumor-agnostic indication;
our plans relating to the further development and manufacturing of our product candidates, including for additional indications that we may pursue;
existing regulations and regulatory developments in the United States and other jurisdictions;
our plans and ability to obtain or protect intellectual property rights, including extensions of existing patent terms where available;

ii


 

our plans to rely on third parties to conduct and support preclinical and clinical development;
our ability to retain the continued service of our key personnel and to identify, hire and then retain additional qualified personnel;
our estimates, assumptions, projections and expectations regarding future costs savings and expenses associated with the announced restructuring plan and reduction in force; and
the impact of geopolitical tensions, such as the Ukraine-Russia war, the ongoing conflict between Israel and Hamas and the ongoing conflict in the Middle East, the impact of other disruptions resulting from public health epidemics, macroeconomic events such as global supply chain challenges, elevated inflation and interest rates and monetary policy changes, instability in the global banking system, or other related disruptions on our business and the execution of our clinical trials.

We have based these forward-looking statements largely on our current expectations and projections about our business, the industry in which we operate and financial trends that we believe may affect our business, financial condition, results of operations and prospects, and these forward-looking statements are not guarantees of future performance or development. These forward-looking statements speak only as of the date of this Quarterly Report on Form 10-Q and are subject to a number of risks, uncertainties and assumptions described in the section titled “Item 1A. Risk Factors” and elsewhere in our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the United States Securities and Exchange Commission on February 29, 2024, as well as in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, as filed with the SEC on May 9, 2024 and this Quarterly Report on Form 10-Q. Because forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, you should not rely on these forward-looking statements as predictions of future events. The events and circumstances reflected in our forward-looking statements may not be achieved or occur and actual results could differ materially from those projected in the forward-looking statements. Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements contained herein, whether as a result of any new information, future events or otherwise.

In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us as of the date of this Quarterly Report on Form 10-Q, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain, and you are cautioned not to unduly rely upon these statements.

iii


 

PART I—FINANCIAL INFORMATION

Item 1. Condensed Consolidated Financial Statements (Unaudited).

PMV Pharmaceuticals, Inc.

Condensed Consolidated Balance Sheets

(unaudited)

(in thousands, except share and per share amounts)

 

 

 

September 30,
2024
(unaudited)

 

 

December 31,
2023

 

Assets

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

48,810

 

 

$

37,706

 

Restricted cash

 

 

822

 

 

 

822

 

Marketable securities, current

 

 

134,031

 

 

 

165,351

 

Prepaid expenses and other current assets

 

 

5,957

 

 

 

3,530

 

Total current assets

 

 

189,620

 

 

 

207,409

 

Property and equipment, net

 

 

10,130

 

 

 

10,666

 

Marketable securities, noncurrent

 

 

15,096

 

 

 

25,505

 

Right-of-use assets

 

 

8,407

 

 

 

8,382

 

Other assets

 

 

242

 

 

 

190

 

Total assets

 

$

223,495

 

 

$

252,152

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

 

$

2,063

 

 

$

3,237

 

Accrued expenses

 

 

10,257

 

 

 

9,940

 

Operating lease liabilities, current

 

 

1,243

 

 

 

852

 

Total current liabilities

 

 

13,563

 

 

 

14,029

 

Operating lease liabilities, noncurrent

 

 

12,024

 

 

 

12,434

 

Total liabilities

 

 

25,587

 

 

 

26,463

 

Stockholders’ equity:

 

 

 

 

 

 

Preferred stock, $0.00001 par value, 5,000,000 shares authorized at September 30, 2024 and December 31, 2023. No shares issued or outstanding at September 30, 2024 and December 31, 2023.

 

 

 

 

 

 

Common stock, $0.00001 par value, 1,000,000,000 shares authorized; 51,749,504 and 51,445,862 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively.

 

 

 

 

 

 

Additional paid-in capital

 

 

543,210

 

 

 

535,468

 

Accumulated deficit

 

 

(345,712

)

 

 

(310,003

)

Accumulated other comprehensive income

 

 

410

 

 

 

224

 

Total stockholders’ equity

 

 

197,908

 

 

 

225,689

 

Total liabilities and stockholders’ equity

 

$

223,495

 

 

$

252,152

 

 

 

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

1


 

PMV Pharmaceuticals, Inc.

Condensed Consolidated Statements of Operations and Comprehensive Loss

(unaudited)

(in thousands, except share and per share amounts)

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

$

16,947

 

 

$

13,586

 

 

$

44,760

 

 

$

42,503

 

General and administrative

 

 

4,941

 

 

 

6,042

 

 

 

15,520

 

 

 

18,727

 

Total operating expenses

 

 

21,888

 

 

 

19,628

 

 

 

60,280

 

 

 

61,230

 

Loss from operations

 

 

(21,888

)

 

 

(19,628

)

 

 

(60,280

)

 

 

(61,230

)

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

 

Interest income, net

 

 

2,615

 

 

 

2,984

 

 

 

8,368

 

 

 

8,005

 

Other income, net

 

 

121

 

 

 

4

 

 

 

103

 

 

 

24

 

Total other income

 

 

2,736

 

 

 

2,988

 

 

 

8,471

 

 

 

8,029

 

Loss before provision for income taxes

 

 

(19,152

)

 

 

(16,640

)

 

 

(51,809

)

 

 

(53,201

)

Provision (benefit) for income taxes

 

 

74

 

 

 

 

 

 

(16,100

)

 

 

3

 

Net loss

 

 

(19,226

)

 

 

(16,640

)

 

 

(35,709

)

 

 

(53,204

)

Unrealized gain (loss) on available for sale investments, net of tax

 

 

591

 

 

 

(27

)

 

 

211

 

 

 

90

 

Foreign currency translation gain (loss)

 

 

4

 

 

 

 

 

 

(25

)

 

 

 

Total other comprehensive income (loss)

 

 

595

 

 

 

(27

)

 

 

186

 

 

 

90

 

Total comprehensive loss

 

$

(18,631

)

 

$

(16,667

)

 

$

(35,523

)

 

$

(53,114

)

 

 

 

 

 

 

 

 

 

 

 

 

Net loss per share -- basic and diluted

 

$

(0.37

)

 

$

(0.34

)

 

$

(0.69

)

 

$

(1.13

)

Weighted-average common shares outstanding

 

 

51,574,027

 

 

 

49,047,296

 

 

 

51,499,818

 

 

 

46,889,921

 

 

 

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

2


 

PMV Pharmaceuticals, Inc.

Condensed Consolidated Statements of Stockholders’ Equity

(unaudited)

(in thousands, except share amounts)

 

 

 

 

Common Stock

 

 

Additional
Paid-in

 

 

Accumulated
Other
Comprehensive

 

 

Accumulated

 

 

Total
Stockholders’

 

 

 

 

Shares

 

 

Amount

 

 

Capital

 

 

(Loss) Income

 

 

Deficit

 

 

Equity

 

Balance at December 31, 2022

 

 

 

45,771,332

 

 

$

 

 

$

487,516

 

 

$

(445

)

 

$

(241,043

)

 

$

246,028

 

Exercise of stock options

 

 

 

3,429

 

 

 

 

 

 

12

 

 

 

 

 

 

 

 

 

12

 

Stock-based compensation expense

 

 

 

 

 

 

 

 

 

2,932

 

 

 

 

 

 

 

 

 

2,932

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(19,128

)

 

 

(19,128

)

Unrealized gain on available for sale investments

 

 

 

 

 

 

 

 

 

 

 

 

329

 

 

 

 

 

 

329

 

Balance at March 31, 2023

 

 

 

45,774,761

 

 

$

 

 

$

490,460

 

 

$

(116

)

 

$

(260,171

)

 

$

230,173

 

Exercise of stock options and common stock issued under the 2020 ESPP

 

 

 

24,417

 

 

 

 

 

 

105

 

 

 

 

 

 

 

 

 

105

 

Issuance of common stock, net of issuance costs

 

 

 

344,358

 

 

 

 

 

 

2,026

 

 

 

 

 

 

 

 

 

2,026

 

Stock-based compensation expense

 

 

 

 

 

 

 

 

 

3,153

 

 

 

 

 

 

 

 

 

3,153

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(17,436

)

 

 

(17,436

)

Unrealized loss on available for sale investments

 

 

 

 

 

 

 

 

 

 

 

 

(212

)

 

 

 

 

 

(212

)

Balance at June 30, 2023

 

 

 

46,143,536

 

 

$

 

 

$

495,744

 

 

$

(328

)

 

$

(277,607

)

 

$

217,809

 

Exercise of stock options and release of vested restricted stock units issued under the 2020 EIP

 

 

 

209,012

 

 

 

 

 

 

51

 

 

 

 

 

 

 

 

 

51

 

Issuance of common stock, net of issuance costs

 

 

 

4,805,088

 

 

 

 

 

 

33,095

 

 

 

 

 

 

 

 

 

33,095

 

Stock-based compensation expense

 

 

 

 

 

 

 

 

 

3,324

 

 

 

 

 

 

 

 

 

3,324

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(16,640

)

 

 

(16,640

)

Unrealized loss on available for sale investments

 

 

 

 

 

 

 

 

 

 

 

 

(27

)

 

 

 

 

 

(27

)

Balance at September 30, 2023

 

 

 

51,157,636

 

 

$

 

 

$

532,214

 

 

$

(355

)

 

$

(294,247

)

 

$

237,612

 

 

3


 

PMV Pharmaceuticals, Inc.

Condensed Consolidated Statements of Stockholders’ Equity

(unaudited)

(in thousands, except share amounts)

 

 

 

 

Common Stock

 

 

Additional
Paid-in

 

 

Accumulated
Other
Comprehensive

 

 

Accumulated

 

 

Total
Stockholders’

 

 

 

 

Shares

 

 

Amount

 

 

Capital

 

 

Income (Loss)

 

 

Deficit

 

 

Equity

 

Balance at December 31, 2023

 

 

 

51,445,862

 

 

$

 

 

$

535,468

 

 

$

224

 

 

$

(310,003

)

 

$

225,689

 

Exercise of stock options

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock-based compensation expense

 

 

 

 

 

 

 

 

 

2,610

 

 

 

 

 

 

 

 

 

2,610

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(15,270

)

 

 

(15,270

)

Unrealized loss on available for sale investments

 

 

 

 

 

 

 

 

 

 

 

 

(319

)

 

 

 

 

 

(319

)

Foreign currency translation loss

 

 

 

 

 

 

 

 

 

 

 

 

(34

)

 

 

 

 

 

(34

)

Balance at March 31, 2024

 

 

 

51,445,862

 

 

$

 

 

$

538,078

 

 

$

(129

)

 

$

(325,273

)

 

$

212,676

 

Exercise of stock options and common stock issued under the 2020 ESPP

 

 

 

76,263

 

 

 

 

 

 

141

 

 

 

 

 

 

 

 

 

141

 

Stock-based compensation expense

 

 

 

 

 

 

 

 

 

2,767

 

 

 

 

 

 

 

 

 

2,767

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,213

)

 

 

(1,213

)

Unrealized loss on available for sale investments

 

 

 

 

 

 

 

 

 

 

 

 

(61

)

 

 

 

 

 

(61

)

Foreign currency translation gain

 

 

 

 

 

 

 

 

 

 

 

 

5

 

 

 

 

 

 

5

 

Balance at June 30, 2024

 

 

 

51,522,125

 

 

$

 

 

$

540,986

 

 

$

(185

)

 

$

(326,486

)

 

$

214,315

 

Release of vested restricted stock units issued under the 2020 EIP

 

 

 

227,379

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock-based compensation expense

 

 

 

 

 

 

 

 

 

2,224

 

 

 

 

 

 

 

 

 

2,224

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(19,226

)

 

 

(19,226

)

Unrealized gain on available for sale investments

 

 

 

 

 

 

 

 

 

 

 

 

591

 

 

 

 

 

 

591

 

Foreign currency translation gain

 

 

 

 

 

 

 

 

 

 

 

 

4

 

 

 

 

 

 

4

 

Balance at September 30, 2024

 

 

 

51,749,504

 

 

$

 

 

$

543,210

 

 

$

410

 

 

$

(345,712

)

 

$

197,908

 

 

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

4


 

PMV Pharmaceuticals, Inc.

Condensed Consolidated Statements of Cash Flows

(unaudited)

(in thousands)

 

 

 

Nine Months Ended September 30,

 

 

 

2024

 

 

2023

 

Cash flows from operating activities:

 

 

 

 

 

 

Net loss

 

$

(35,709

)

 

$

(53,204

)

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

 

 

 

 

 

 

Stock-based compensation expense

 

 

7,601

 

 

 

9,409

 

Depreciation

 

 

1,105

 

 

 

898

 

Accretion of discounts on marketable securities

 

 

(4,239

)

 

 

(3,511

)

Non-cash lease income

 

 

(291

)

 

 

(283

)

Loss on sale of equipment

 

 

1

 

 

 

 

Other, net

 

 

(52

)

 

 

 

Change in operating assets and liabilities:

 

 

 

 

 

 

Prepaid expenses and other assets

 

 

(2,427

)

 

 

2,707

 

Operating lease right-of-use assets and liabilities

 

 

247

 

 

 

 

Accounts payable

 

 

(1,174

)

 

 

(1,318

)

Accrued expenses

 

 

317

 

 

 

1,730

 

Net cash used in operating activities

 

 

(34,621

)

 

 

(43,572

)

Cash flows from investing activities:

 

 

 

 

 

 

Purchases of property and equipment

 

 

(599

)

 

 

(765

)

Purchases of marketable securities

 

 

(110,773

)

 

 

(187,147

)

Proceeds from sale of equipment

 

 

29

 

 

 

 

Maturities of marketable securities

 

 

156,951

 

 

 

139,955

 

Net cash provided (used) by investing activities

 

 

45,608

 

 

 

(47,957

)

Cash flows from financing activities:

 

 

 

 

 

 

Issuance of common stock, net of issuance costs

 

 

 

 

 

35,121

 

Proceeds from the exercise of stock options and common stock issued under the 2020 EIP

 

 

141

 

 

 

168

 

Net cash provided by financing activities

 

 

141

 

 

 

35,289

 

Impact of exchange rates on cash, cash equivalents, and restricted cash

 

 

(24

)

 

 

 

Net increase (decrease) in cash and cash equivalents

 

 

11,104

 

 

 

(56,240

)

Cash, cash equivalents, and restricted cash

 

 

 

 

 

 

Cash, cash equivalents, and restricted cash - beginning of period

 

 

38,528

 

 

 

109,119

 

Cash, cash equivalents, and restricted cash - end of period

 

$

49,632

 

 

$

52,879

 

 

 

 

 

 

 

 

 

 

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

5


 

PMV Pharmaceuticals, Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in thousands, except share and per share amounts)

1. Formation and Business of the Company

Organization and Liquidity

PMV Pharmaceuticals, Inc. (the “Company” or “We”) was incorporated in the state of Delaware in March 2013. Since inception, the Company has devoted substantially all of its time and efforts to performing research and development activities and raising capital. We are a precision oncology company pioneering the discovery and development of small molecule, tumor-agnostic therapies targeting p53. The Company’s headquarters are located at 400 Alexander Park Drive, Suite 301, Princeton, New Jersey.

The Company is subject to risks and uncertainties common to clinical 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 product development efforts are successful, it is uncertain when, if ever, the Company will realize significant revenue from product sales.

The Company has incurred net losses and negative cash flows from operations since its inception. During the three and nine months ended September 30, 2024, the Company incurred a net loss of $19,226 and $35,709, respectively. For the nine months ended September 30, 2024, the Company used $34,621 of cash for operations. At September 30, 2024, the Company had an accumulated deficit of $345,712. Cash, cash equivalents, and marketable securities were $197,937 as of September 30, 2024. Management expects to incur substantial additional operating losses for the next several years and may need to obtain additional debt or equity financings in order to complete development of its products, obtain regulatory approvals, launch and commercialize its products and continue research and development programs. The Company believes it has adequate cash, cash equivalents, and marketable securities to operate for the next 12 months from the date of issuance of these condensed consolidated financial statements.

2. Summary of Significant Accounting Policies

The Company’s significant accounting policies are disclosed in the audited condensed consolidated financial statements for the year ended December 31, 2023, included in the Company’s Annual Report on Form 10-K filed with the United States Securities and Exchange Commission (the “SEC”) on February 29, 2024. Since the date of those condensed consolidated financial statements, there have been no changes to its significant accounting policies.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the interim period reporting requirements of Form 10-Q and Article 10 of Regulation S-X. The condensed consolidated balance sheet as of September 30, 2024, the condensed consolidated statements of operations and comprehensive loss, condensed consolidated statements of stockholders’ equity and condensed consolidated statements of statements of cash flows for the three and nine months ended September 30, 2024 and 2023 are unaudited, but, in the opinion of management, include all adjustments, consisting only of normal recurring adjustments, which we consider necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The results for any interim period are not necessarily indicative of results for the year ending December 31, 2024, or for any other subsequent interim period. The condensed consolidated balance sheet as of December 31, 2023, has been derived from our audited condensed consolidated financial statements.

The accompanying condensed consolidated financial statements include our accounts and the accounts of our wholly owned subsidiary, PMV Pharma Australia Pvt Ltd. All significant intercompany transactions and balances have been eliminated upon consolidation. These condensed consolidated financial statements are presented in United States (“U.S.”) Dollars, which is also the functional currency of the Company.

5


PMV Pharmaceuticals, Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in thousands, except share and per share amounts)

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and reported amounts of revenues and expenses during the reporting period. The Company bases its estimates and assumptions on historical experience when available and on various factors that it believes to be reasonable under the circumstances. Significant estimates and assumptions reflected in these condensed consolidated financial statements include, but are not limited to, research and development costs, accrued research and development costs and related prepaid expenses. Actual results could differ materially from those estimates.

Cash, Cash Equivalents, and Marketable Securities

Management considers all highly liquid investments with original maturities of three months or less to be cash equivalents.

The Company’s marketable debt securities have been classified and accounted for as available-for-sale. The Company classifies its marketable debt securities as either short-term or long-term based on each instrument’s underlying contractual maturity date. Marketable debt securities with maturities of 12 months or less are classified as short-term and marketable debt securities with maturities greater than 12 months are classified as long-term. The Company’s marketable debt securities are carried at fair value, with unrealized gains and losses, net of taxes, reported as a component of accumulated other comprehensive loss in stockholders’ equity. Premiums and discounts on marketable debt securities are amortized into earnings over the life of the security and recorded on the interest income, net line of the income statement. For the nine months ended September 30, 2024 and 2023, the Company recorded $4,239 and $3,511 of accretion, respectively.

Restricted cash as of September 30, 2024 and December 31, 2023 included a $822 deposit at the Company’s commercial bank underlying a stand-by letter of credit issued in favor of a landlord (See Note 6) and is classified in current assets.

Comprehensive Loss and Accumulated Other Comprehensive Income (Loss)

Other comprehensive income (loss) is defined as the change in equity during a period from transactions and other events and circumstances from non-owner sources, including unrealized gains and losses on investments and foreign currency translation gains and losses.

Leases

At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the circumstances present. The Company accounts for a contract as a lease when it has the right to control the asset for a period of time while obtaining substantially all of the asset’s economic benefits. The Company determines the initial classification and measurement of its operating right-of-use (“ROU”) assets and operating lease liabilities at the lease commencement date, and thereafter if modified. The lease term includes any renewal options that the Company is reasonably certain to exercise. The Company’s policy is to not record leases with a lease term of 12 months or less on its balance sheets. The Company’s only existing leases are for office and laboratory space.

The ROU asset represents the right to use the leased asset for the lease term. The lease liability represents the present value of the lease payments under the lease. The present value of lease payments is determined by using the interest rate implicit in the lease, if that rate is readily determinable; otherwise, the Company uses its estimated secured incremental borrowing rate for that lease term.

Lease expense for operating leases is recognized on a straight-line basis over the reasonably assured lease term based on the total lease payments and is included in operating expense in the statements of operations.

Payments due under each lease agreement include fixed and variable payments. Variable payments relate to the Company’s share of the lessor’s operating costs associated with the underlying asset and are recognized when the event on which those payments are assessed occurs. Variable payments have been excluded from the lease liability and associated right-of-use asset. Neither of the Company’s leases contain residual value guarantees.

6


PMV Pharmaceuticals, Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in thousands, except share and per share amounts)

The interest rate implicit in lease agreements is typically not readily determinable, and as such, the Company utilizes the incremental borrowing rate to calculate lease liabilities, which is the rate incurred to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment.

Concentration of Credit Risk and Other Risks and Uncertainties

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist of cash, cash equivalents, and marketable securities. Cash and cash equivalents were held at primarily two financial institutions. At times, such deposits may be in excess of insured limits. The Company has not experienced any losses on its deposits of cash and cash equivalents. The Company’s marketable securities are carried at fair value and include any unrealized gains and losses. Any investments with unrealized losses are considered to be temporarily impaired.

The Company’s future results of operations involve a number of risks and uncertainties. Factors that could affect the Company’s future operating results and cause actual results to vary materially from expectations include, but are not limited to, rapid technological change, uncertainty of market acceptance of the product, competition from substitute products and larger companies, protection of proprietary technology, any future strategic relationships and dependence on key individuals.

Products developed by the Company require clearances from the U.S. Food and Drug Administration or other international regulatory agencies prior to commercial sales. There can be no assurance the Company’s product candidates will receive the necessary clearances. If the Company is denied clearance, clearance is delayed or it is unable to maintain clearance, it could have a materially adverse impact on the Company.

3. Fair Value Measurements

The Company’s financial assets consist of money market funds, U.S. government debt securities and corporate debt securities. The following tables show the Company’s cash equivalents and available-for-sale securities’ carrying amounts and fair values as of September 30, 2024, and December 31, 2023:

 

 

 

As of September 30, 2024

 

 

 

Carrying
Amount

 

 

Gross Unrealized Gains

 

 

Gross Unrealized Losses

 

 

Fair
Value

 

 

Quoted
priced in
active
markets
(Level 1)

 

 

Significant
other
observable
inputs
(Level 2)

 

 

Significant
unobservable
inputs
(Level 3)

 

Financial assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

48,709

 

 

$

 

 

$

 

 

$

48,709

 

 

$

48,709

 

 

$

 

 

$

 

Corporate securities

 

 

36,335

 

 

 

64

 

 

 

 

 

 

36,399

 

 

 

3,130

 

 

 

33,269

 

 

 

 

Government securities

 

 

112,391

 

 

 

337

 

 

 

 

 

 

112,728

 

 

 

69,172

 

 

 

43,556

 

 

 

 

Total financial assets

 

$

197,435

 

 

$

401

 

 

$

 

 

$

197,836

 

 

$

121,011

 

 

$

76,825

 

 

$

 

 

 

 

 

As of December 31, 2023

 

 

 

Carrying
Amount

 

 

Gross Unrealized Gains

 

 

Gross Unrealized Losses

 

 

Fair
Value

 

 

Quoted
Priced in
Active
Markets
(Level 1)

 

 

Significant
Other
Observable
Inputs
(Level 2)

 

 

Significant
Unobservable
Inputs
(Level 3)

 

Financial assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

37,694

 

 

$

 

 

$

 

 

$

37,694

 

 

$

37,694

 

 

$

 

 

$

 

Corporate securities

 

 

69,995

 

 

 

48

 

 

 

 

 

 

70,043

 

 

 

5,577

 

 

 

64,466

 

 

 

 

Government securities

 

 

120,670

 

 

 

143

 

 

 

 

 

 

120,813

 

 

 

92,297

 

 

 

28,516

 

 

 

 

Total financial assets

 

$

228,359

 

 

$

191

 

 

$

 

 

$

228,550

 

 

$

135,568

 

 

$

92,982

 

 

$

 

 

 

Cash Equivalents — As of September 30, 2024, the Company had aggregate cash and cash equivalents of $48,810, including cash equivalents of $48,709, consisting of money market funds. As of December 31, 2023, the Company had aggregate cash and cash equivalents of $37,706, including cash equivalents of $37,694, consisting of money market funds. Money market funds are classified within level 1 of the fair value hierarchy because they are valued using quoted market prices in active markets.

7


PMV Pharmaceuticals, Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in thousands, except share and per share amounts)

Marketable Securities — Marketable securities of $149,127 as of September 30, 2024, consisted of corporate debt securities of $36,399 and government debt securities of $112,728. There were $134,031 current marketable securities and $15,096 noncurrent marketable securities as of September 30, 2024. Marketable securities of $190,856 as of December 31, 2023, consisted of corporate debt securities of $70,043 and government debt securities of $120,813. There were $165,351 current marketable securities and $25,505 noncurrent marketable securities as of December 31, 2023.

As of September 30, 2024, and December 31, 2023, aggregated gross unrealized losses of available-for-sale investments were not material, and accordingly, no allowance for credit losses was recorded.

 

4. Property and Equipment, Net

 

 

 

September 30,
2024

 

 

December 31,
2023

 

Machinery & equipment

 

 

2,730

 

 

$

3,089

 

Computers

 

 

13

 

 

 

13

 

Furniture & fixtures

 

 

69

 

 

 

69

 

Leasehold improvements

 

 

11,364

 

 

 

10,765

 

Total property and equipment

 

 

14,176

 

 

 

13,936

 

Less: Accumulated depreciation

 

 

(4,046

)

 

 

(3,270

)

Property and equipment, net

 

$

10,130

 

 

$

10,666

 

 

 

 

Depreciation expense for the three months ended September 30, 2024 and 2023 was $371 and $358, respectively. Depreciation expense for the nine months ended September 30, 2024 and 2023 was $1,105 and $898, respectively.

5. Accrued Expenses

Accrued expenses consist of the following:

 

 

 

September 30,
2024

 

 

December 31,
2023

 

Accrued compensation

 

$

3,999

 

 

$

4,498

 

Accrued legal and professional services

 

 

343

 

 

 

172

 

Accrued research and development costs

 

 

5,915

 

 

 

5,270

 

Total

 

$

10,257

 

 

$

9,940

 

 

6. Commitments and Contingencies

Operating Leases

In August 2018, the Company executed two noncancelable operating leases. One lease for approximately 6,000 square feet for vivarium, laboratory and general office space in South Brunswick, New Jersey. The lease was set to expire in July 2022. In January 2022, the Company signed a lease extension for up to one additional year through July 2023, with the option to terminate upon 120 days of written notice, with an increase in base rent as per the lease extension. The lease was terminated as of June 2023. The second lease is for office space in Lexington, Massachusetts, that terminated in August 2023.

In January 2021, the Company signed a lease for 50,581 square feet of office and laboratory space at One Research Way in Princeton, New Jersey. That lease term extends through 2032, has a five-year extension option, and replaced the Company’s two existing facilities as the Company’s headquarters in March 2023. Payment under this lease will total $19,889 through May 2032. The Company received a lease incentive of $4,046 from the lessor for a buildout of laboratory, vivarium, and office space. Management estimated the timing and amounts of reimbursements and included them as a reduction of lease payments when initially measuring the lease liability and right-of-use asset upon commencement. Since the inception date of the lease, $4,046 reimbursements were received. For the nine months ended September 30, 2024, $242 of reimbursements were received.

8


PMV Pharmaceuticals, Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in thousands, except share and per share amounts)

In August 2024, the Company entered into a Lease Termination Agreement with BMR-One Research Way LLC, a Delaware limited liability company (the “Landlord”), in connection with the termination of the lease for 50,581 square feet of office and laboratory space at One Research Way in Princeton, New Jersey (the “Termination Agreement”). Pursuant to the Termination Agreement, the Company and the Landlord agreed to terminate the lease at One Research Way in Princeton, New Jersey, contingent on the sale of the property by the Landlord to a prospective new buyer (the “Contingency”). The Contingency was met on the date of sale on October 1, 2024, and the lease was terminated on such date.

Pursuant to the Termination Agreement, and subject to the Contingency, the Company agreed to surrender the property and paid a total termination fee of approximately $1,420, consisting of (i) a cash payment in the amount of approximately $798 and (ii) a release of a security deposit from the Company’s existing letter of credit in the amount of approximately $622.

In September 2024, the Company signed a sublease agreement for 3,205 square feet of office and laboratory space at 311 Pennington Rocky Hill Road in Hopewell, New Jersey. The Company will utilize the premises as laboratory space for operational research and development activities. The sublease term extends through 2029 and provides the Company with the option to extend the term for an additional three year period. Payment under this sublease will total $768 through December 2029.

The components of lease cost for the three and nine months ended September 30, 2024 and 2023, are as follows:

 

 

 

Three Months Ended September 30,

Nine Months Ended September 30,

 

(in thousands)

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Operating lease cost

 

$

367

 

 

$

366

 

 

 

1,105

 

 

$

1,559

 

Variable lease cost

 

 

146

 

 

 

161

 

 

 

507

 

 

 

792

 

Total lease cost

 

$

513

 

 

$

527

 

 

$

1,612

 

 

$

2,351

 

 

 

Amounts reported in the balance sheet for leases where the Company is the lessee as of September 30, 2024, and December 31, 2023, are as follows:

 

Operating Leases (in thousands, except lease term and discount rate data):

 

September 30,
2024

 

 

December 31,
2023

 

Right-of-use assets, operating leases

 

$

8,407

 

 

$

8,382

 

 

 

 

 

 

 

Operating lease liabilities, current

 

$

1,243

 

 

$

852

 

Operating lease liabilities, non-current

 

 

12,024

 

 

 

12,434

 

Total operating lease liabilities

 

$

13,267

 

 

$

13,286

 

 

 

 

 

 

 

Weighted-average remaining lease term (years)

 

 

7.57

 

 

 

8.42

 

Weighted-average discount rate

 

 

6.08

%

 

 

5.75

%

 

 

Other information related to leases for the nine months ended September 30, 2024 and 2023, respectively, as follows:

 

 

 

Nine Months Ended September 30,

 

(in thousands)

 

2024

 

 

2023

 

Net cash paid for amounts included in the measurement of lease liabilities

 

$

1,119

 

 

$

1,842

 

Leased assets obtained in exchange for new or modified operating lease liabilities

 

 

554

 

 

 

11

 

 

 

9


PMV Pharmaceuticals, Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in thousands, except share and per share amounts)

Future minimum lease payments, net of reimbursements, remaining as of September 30, 2024, under operating leases by fiscal year were as follows:

 

Fiscal year

 

(in thousands)

 

2024

 

$

479

 

2025

 

 

2,012

 

2026

 

 

2,071

 

2027

 

 

2,132

 

2028

 

 

2,194

 

Thereafter

 

 

7,608

 

Total minimum lease payments

 

$

16,496

 

Less: Amounts representing imputed interest

 

$

(3,229

)

Present value of lease liabilities

 

$

13,267

 

 

 

Rent expense recorded during the three months ended September 30, 2024 and 2023 was $367 and $366, respectively. Rent expense recorded during the nine months ended September 30, 2024 and 2023 was $1,076 and $1,559 respectively.

Contingencies

From time to time, the Company may have certain contingent liabilities that arise in the ordinary course of its business activities. The Company accrues a liability for such matters when future expenditures are probable and such expenditures can be reasonably estimated.

7. Stockholders’ Equity

The Company is authorized to issue up to 1,000,000,000 shares of common stock with a par value of $0.00001 per share and 5,000,000 shares of preferred stock with a par value of $0.00001 per share. At September 30, 2024 and December 31, 2023, there were 51,749,504 and 51,445,862 shares of common stock issued and outstanding, respectively.

Common stockholders are entitled to receive dividends if and when declared by the board of directors subject to the rights of any preferred stockholders. As of September 30, 2024, no dividends on common stock had been declared by the Company.

ATM Program

On October 4, 2021, the Company entered into an at-the-market offering program (the “ATM Program”) pursuant to which, the Company may offer and sell shares of its common stock having aggregate gross sales proceeds of up to $150.0 million from time to time. During the three and nine months ended September 30, 2024, the Company did not sell any shares of its common stock under the ATM Program. As of September 30, 2024, the Company has approximately $113.8 million remaining in gross proceeds available for future issuances of common stock under the ATM Program.

8. Stock Plan

2020 Equity Incentive Plan

The 2020 Equity Incentive Plan (the “2020 Plan”) was approved by the board of directors on September 24, 2020. The 2020 Plan provides for the grant of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock units, restricted stock awards, unrestricted stock awards, cash-based awards and dividend equivalent rights to the Company’s officers, employees, directors, and consultants. The number of shares of common stock initially reserved for issuance under the 2020 Plan was 4,406,374, which shall be increased, upon approval by the board of directors, on January 1, 2021 and each January 1 thereafter, in an amount equal to the least of (i) 4,406,374 shares of common stock, (ii) five percent (5%) of the outstanding common stock on the immediately preceding December 31, or (iii) such number of common stock determined by the board of directors no later than the immediately preceding December 31. For 2024, the board’s compensation committee, as the 2020 Plan administrator, exercised its discretion under clause (ii) to increase the number of shares of common stock reserved for issuance under the 2020 Plan by 2,572,174 shares, effective as of January 1, 2024. As of September 30, 2024, there were 5,329,431 shares available for issuance under the 2020 Plan.

10


PMV Pharmaceuticals, Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in thousands, except share and per share amounts)

On September 9, 2022, the Company granted 374,899 Restricted Stock Units (“RSUs”) to employees pursuant to an employee retention program approved by the board’s compensation committee. The RSUs have graded vesting on an annual basis for two years of continuous service, as per the 2020 Plan. As of September 30, 2024, the RSUs were fully vested and common stock was issued upon the settlement of the RSUs.

On January 18, 2024, the Company granted 952,665 RSUs to employees VP-level or higher, pursuant to an employee retention program approved by the compensation committee of the Company’s board of directors. The RSUs are scheduled to vest on June 30, 2025, based on approximately one and a half years of continuous service, as per the 2020 Plan.

2020 Employee Stock Purchase Plan

The 2020 Employee Stock Purchase Plan (the “2020 ESPP”) was approved by the board of directors on September 24, 2020. A total of 400,752 shares of common stock were initially reserved for issuance under this plan, which shall be increased, upon approval by the board of directors, on January 1, 2021 and each January 1 thereafter, to the lesser of (i) 801,504 shares of common stock, (ii) 1% of the outstanding shares of common stock on the last day of the immediately preceding fiscal year, or (iii) an amount determined by the board of directors or any of its committees no later than the last day of the immediately preceding fiscal year. For 2024, the 2020 ESPP reserved shares were increased under clause (ii) by 514,434 shares, effective as of January 1, 2024. As of September 30, 2024, 275,497 shares are issued or outstanding, and there were 1,136,410 shares available for issuance, under the 2020 ESPP.

Stock Options

On July 16, 2024, the Company filed with the Securities and Exchange Commission a Tender Offer Statement on Schedule TO defining the terms and conditions of a one-time voluntary stock option exchange to its employees of certain options to purchase up to an aggregate of 2,820,491 shares of the Company’s common stock (the “Option Exchange”). On August 13, 2024, the completion date of the Option Exchange, stock options covering an aggregate of 2,786,691 shares of common stock were tendered by eligible employees, and the Company granted new options at an exercise price of $1.48, the Company’s closing stock price on August 13, 2024, covering an aggregate of 2,786,691 shares of common stock under the 2020 Equity Incentive Plan in exchange for the tendered options. As a result of the Option Exchange, the Company will recognize incremental stock-based compensation expense of $1,370 over the requisite service period of the new stock options, which is three or four years. The Company will recognize the sum of the incremental stock-based compensation expense and the remaining unrecognized compensation expense for the original awards on the modification date, over the requisite service period of the new stock options.

The following table summarizes option activity for the nine-month period ended September 30, 2024:

 

 

 

 

 

 

Options Outstanding

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

Average

 

 

Aggregate

 

 

 

Shares

 

 

 

 

 

Average

 

 

Remaining

 

 

Intrinsic

 

 

 

Available

 

 

Number of

 

 

Exercise

 

 

Contractual Life

 

 

Value

 

 

 

for Grant

 

 

Options

 

 

Price

 

 

(in years)

 

 

(in 000s)

 

Balances at December 31, 2023

 

 

4,474,411

 

 

 

6,973,464

 

 

$

9.44

 

 

 

7.01

 

 

$

990

 

Shares reserved for issuance

 

 

2,572,174

 

 

 

 

 

 

 

 

 

 

 

 

 

Options granted

 

 

(6,261,885

)

 

 

6,261,885

 

 

$

1.64

 

 

 

 

 

 

 

Options forfeited / cancelled

 

 

4,544,731

 

 

 

(4,544,731

)

 

$

11.25

 

 

 

 

 

 

 

Options exercised

 

 

 

 

 

(3,111

)

 

 

1.80

 

 

 

 

 

 

 

Balances at September 30, 2024 (unaudited)

 

 

5,329,431

 

 

 

8,687,507

 

 

$

2.87

 

 

 

8.06

 

 

$

190

 

At September 30, 2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Vested and expected to vest

 

 

 

 

 

8,687,507

 

 

$

2.87

 

 

 

8.06

 

 

$

190

 

Exercisable

 

 

 

 

 

3,008,229

 

 

$

5.11

 

 

 

5.11

 

 

$

162

 

 

 

At September 30, 2024, the total compensation cost related to nonvested awards not yet recognized was $14,534. The weighted-average period over which the nonvested awards is expected to be recognized was 3.4 years.

11


PMV Pharmaceuticals, Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in thousands, except share and per share amounts)

The Company estimated the fair value of the options using the Black-Scholes options valuation model. The fair value of the options is being amortized on a straight-line basis over the requisite service period of the awards. The fair value was estimated using the following assumptions:

 

 

 

Nine Months Ended

 

 

Nine Months Ended

 

 

 

September 30,

 

 

September 30,

 

 

 

2024

 

 

2023

 

Risk-free interest rate

 

 

3.58% - 4.69%

 

 

 

3.45% - 4.18%

 

Expected life (in years)

 

 

5.50 - 6.25

 

 

 

5.50 - 6.44

 

Dividend yield

 

 

0%

 

 

 

0%

 

Expected volatility

 

 

85.55% - 127.07%

 

 

 

75.2% - 77.7%

 

 

 

The weighted average assumptions used to estimate the fair value of stock purchase rights under the ESPP are as follows:

 

 

 

Nine Months Ended

 

 

Nine Months Ended

 

 

 

September 30,

 

 

September 30,

 

 

 

2024

 

 

2023

 

Risk-free interest rate

 

 

5.43%

 

 

 

5.36%

 

Expected life (in years)

 

 

0.50

 

 

 

0.49

 

Dividend yield

 

 

0%

 

 

 

0%

 

Expected volatility

 

 

85.55%

 

 

 

76.50%

 

 

 

Risk Free Interest Rate: The risk-free rate is based on the U.S. Treasury yields in effect at the time of grant for periods corresponding with the expected term of the option.

Expected Term: The Company uses the simplified method to calculate expected term described in the SEC’s Staff Accounting Bulletin No. 107, which takes into account vesting term and expiration date of the options.

Dividend Yield: The Company has never declared or paid any cash dividends and does not plan to pay cash dividends in the foreseeable future, and therefore, used an expected dividend yield of zero in the valuation model.

Volatility: Volatility is based on the historical volatility of the Company’s publicly traded shares for the expected term.

Restricted Stock Units

The following table presents RSU activity under the 2020 Plan as of September 30, 2024:

 

 

 

Number of
Stock Units

 

 

Weighted-Average
Grant Date Fair Value

 

Unvested shares at December 31, 2023

 

 

236,296

 

 

$

13.60

 

Granted

 

 

952,665

 

 

 

1.80

 

Vested

 

 

(227,379

)

 

 

13.62

 

Forfeited

 

 

(53,916

)

 

 

3.75

 

Unvested shares at September 30, 2024

 

 

907,666

 

 

$

1.80

 

 

 

As of September 30, 2024, there was $845 of unrecognized compensation cost related to RSUs that are expected to vest. These costs are expected to be recognized over a weighted average remaining vesting period of 0.8 years.

Stock-based compensation expense recorded under ASC 718 related to stock options granted and common stock issued under the 2020 ESPP were allocated to research and development and general and administrative expense as follows:

 

 

 

For the Three Months Ended

 

 

For the Nine Months Ended

 

 

 

September 30,

 

 

September 30,

 

 

September 30,

 

 

September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Research and development

 

$

1,009

 

 

$

1,500

 

 

$

3,245

 

 

$

4,139

 

General and administrative

 

 

1,215

 

 

 

1,824

 

 

 

4,356

 

 

 

5,270

 

Total stock-based compensation

 

$

2,224

 

 

$

3,324

 

 

$

7,601

 

 

$

9,409

 

 

12


PMV Pharmaceuticals, Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in thousands, except share and per share amounts)

Stock-based compensation expense by award type included within the condensed consolidated statements of operations is as follows:

 

 

 

For the Three Months Ended

 

 

For the Nine Months Ended

 

 

 

September 30,

 

 

September 30,

 

 

September 30,

 

 

September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Stock options

 

$

1,447

 

 

$

2,644

 

 

$

5,515

 

 

$

7,414

 

Restricted stock units

 

 

719

 

 

 

625

 

 

 

1,918

 

 

 

1,832

 

Employee stock purchase plan

 

 

58

 

 

 

55

 

 

 

168

 

 

 

163

 

Total stock-based compensation

 

$

2,224

 

 

$

3,324

 

 

$

7,601

 

 

$

9,409

 

 

9. Income Taxes

The Company’s effective tax rates were 0.4% and 0% for the three months ended September 30, 2024 and 2023, respectively. The income tax provision and effective tax rate are driven primarily by the proceeds from the sale of the Company’s New Jersey tax net operating loss carryforwards and R&D tax credits.

During the three and nine months ended September 30, 2024 and 2023, the Company recorded a full valuation allowance on federal and state net deferred tax assets since management does not forecast the Company to be in a taxable position in the near future.

The State of New Jersey’s Technology Business Tax Certificate Program allows certain high technology and biotechnology companies to sell unused net operating loss (“NOL”) carryforwards and research and development (“R&D”) tax credits to other New Jersey-based corporate taxpayers. As of September 30, 2024, the Company received $16,176 of cash for the NOL and R&D tax credit sales related to the tax years ended December 31, 2015 to 2022. The sale of the NOLs and R&D tax credits has been recorded as an income tax benefit within the condensed consolidated statement of operations.

10. Net Loss per Share

The Company excluded all outstanding stock options and restricted stock units at each period end from the computation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect. The following common stock equivalents were excluded from the calculation of diluted net loss per share:

 

 

 

As of September 30,

 

 

 

2024

 

 

2023

 

Options to purchase common stock

 

 

8,687,507

 

 

 

7,174,552

 

Unvested RSUs

 

 

907,666

 

 

 

244,064

 

Expected shares to be purchased under 2020 ESPP

 

 

47,242

 

 

 

74,100

 

Total

 

 

9,642,415

 

 

 

7,492,716

 

 

11. Related Parties

The Company has consulting agreements with three members of its board of directors; one of which waived his consulting fees starting as of September 2021. Total consulting fees paid during the three months ended September 30, 2024 and 2023 were $50 and $25, respectively. Total consulting fees paid during the nine months ended September 30, 2024 and 2023 were $137 and $67, respectively. There were no amounts owed under the consulting agreements as of September 30, 2024.

12. Restructuring

On January 18, 2024, the Company announced a restructuring plan involving the reduction of its workforce by approximately 30% of the Company’s employees. All of the costs under the restructuring plan were incurred during the nine months ended September 30, 2024. The Company undertook these steps in order to streamline operations, reduce costs and preserve capital as it advances into late-stage development for its lead product candidate, PC14586.

13


PMV Pharmaceuticals, Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited)

(in thousands, except share and per share amounts)

As a result of the reduction in force, the Company incurred an aggregate non-recurring charge of $597, consisting primarily of employee severance and benefit costs associated with the restructuring. The Company has recorded these charges in research and development expenses in the accompanying condensed consolidated statement of operations based on responsibilities of the impacted employees.

The Company accounts for employee termination benefits that represent a one-time benefit in accordance with ASC Topic 420, Exit or Disposal Cost Obligations. It records such costs into expense over the employee’s future service period, if any.

The following sets forth information regarding the balances and activity associated with the Company’s accrued employee severance and benefits costs (in thousands):

 

 

Balance as of
December 31, 2023

 

 

Expenses, net

 

 

Cash

 

 

Balance as of
 September 30, 2024

 

Employee severance and benefit costs

 

 

 

 

597

 

 

 

(597

)

 

 

 

 

13. Subsequent Event

On August 5, 2024, the Company entered into the Termination Agreement. Pursuant to the Termination Agreement, the Company and the Landlord agreed to terminate the Lease subject to the Contingency. The Contingency was met on the date of sale on October 1, 2024, and the lease at One Research Way was terminated on such date.

Pursuant to the Termination Agreement, and subject to the Contingency, the Company agreed to surrender the property and pay a total termination fee of approximately $1,420 consisting of (i) a cash payment in the amount of approximately $798 and (ii) a release of a security deposit from the Company’s existing letter of credit in the amount of approximately $622. On October 1, 2024, the Company wrote off the $7,864 net ROU asset, the $12,714 lease liability, and the $9,454 of leasehold improvements associated with the lease at One Research Way in Princeton, New Jersey. This, along with associated broker fees, will result in a net loss on the lease termination of $6,768 in the condensed consolidated statements of operations for the year ended December 31, 2024.

On September 3, 2024, the Company entered into a new sublease agreement with Hengrui (USA) LTD., for approximately 14,201 square feet of office space located at 400 Alexander Park Drive, Suite 301, in Princeton, New Jersey for the Company’s new headquarters. The term of the lease is approximately 2 years, commencing on October 1, 2024 and expiring on February 28, 2027.

14


 

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

You should read the following discussion of our financial condition and results of operations in conjunction with our unaudited condensed consolidated financial statements and the related notes and other financial information included in this Quarterly Report on Form 10-Q and our audited condensed consolidated financial statements and notes thereto as of and for the years ended December 31, 2023 and 2022 and the related “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” including “Contractual Obligations and Commitments” and “Critical Accounting Policies and Estimates,” included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 filed with the Securities and Exchange Commission, or the SEC, on February 29, 2024. Unless the context requires otherwise, references in this Quarterly Report on Form 10-Q to “we,” “us,” and “our” refer to PMV Pharmaceuticals, Inc.

In addition to historical information, this Quarterly Report on Form 10-Q contains forward-looking statements that involve risks, uncertainties, and assumptions. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including but not limited to those set forth under the captions “Special Note Regarding Forward-Looking Statements,” “Item 1A. Risk Factors” and elsewhere in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as updated by our subsequent filings under the Securities Exchange Act of 1934, as amended. Furthermore, past operating results are not necessarily indicative of results that may occur in future periods.

Overview

We are a precision oncology company pioneering the discovery and development of small molecule, tumor-agnostic therapies targeting p53. p53 is a well-defined tumor suppressor protein known as the “guardian of the genome,” and normal, or wild-type, p53 has the ability to eliminate cancer cells. However, mutant p53 proteins can be misfolded and lose their wild-type tumor suppressing function. These p53 mutations are found in approximately half of all cancers. The field of p53 biology was established by our co-founder Dr. Arnold Levine when he discovered the p53 protein in 1979. We have leveraged more than four decades of research experience and developed unique insights into p53 to create a precision oncology platform designed to generate selective, small molecule, tumor-agnostic therapies that structurally correct specific mutant p53 proteins to restore their wild-type function. We are deploying our precision oncology platform to target p53 mutations and other p53-related cancers.

Since our formation in March 2013, we have devoted substantially all of our time and efforts to performing research and development activities and raising capital. We are not profitable and have incurred losses in each year since our inception. During the three and nine months ended September 30, 2024, the Company incurred net losses of $19.2 million and $35.7 million, respectively. As of September 30, 2024, we had an accumulated deficit of $345.7 million. We do not currently have any product candidates approved for sale, and we continue to incur significant research and development and general administrative expenses related to our operations. We initiated a Phase 1/2 clinical trial, PYNNACLE, in October 2020 for our lead product candidate, PC14586 (rezatapopt). In October 2020, we were granted FDA Fast Track Designation of PC14586 for the treatment of patients with locally advanced or metastatic solid tumors that have a p53 Y220C mutation. In July 2023, we concluded our End of Phase 1 meeting with the FDA with alignment on the recommended Phase 2 dose and key elements of the single arm, Phase 2 registrational portion of the PYNNACLE study. In October 2023, we presented our updated Phase 1 clinical data for PC14586 at the 2023 AACR-NCI-EORTC International Conference on Molecular Targets and Cancer Therapeutics Meeting. We are continuing to dose patients in the pivotal Phase 2 monotherapy portion of our PYNNACLE trial, and have activated over 75% of sites globally across the U.S., Europe and Asia-Pacific. In October 2024, we discontinued enrollment in the Phase 1b combination arm of the PYNNACLE trial evaluating rezatapopt in combination with Merck and Co.’s anti-PD-1 therapy KEYTRUDA® (pembrolizumab) in patients with advanced solid tumors harboring a TP53 Y220C mutation. Additionally, we announced that we are collaborating with the MD Anderson Cancer Center and the Memorial Sloan Kettering Cancer Center to support an investigator-initiated Phase 1b study, which is designed to assess the safety, tolerability, pharmacokinetics, and preliminary efficacy of rezatapopt monotherapy in combination with azacytidine in patients harboring a TP53 Y220C mutation. We expect that enrollment for this Phase 1b study will begin in the first quarter of 2025. We also expect to provide interim data on the Phase 2 monotherapy registrational portion of the PYNNACLE trial by mid-2025.

We expect that our operating expenses will increase significantly as we advance our product candidates through preclinical and clinical development, seek regulatory approval, and prepare for and, if approved, proceed to commercialization; acquire, discover, validate, and develop additional product candidates; obtain, maintain, protect, and enforce our intellectual property portfolio; and hire additional personnel. Furthermore, we have incurred and will continue to incur additional costs associated with operating as a public company that we did not experience as a private company. We expect to continue to incur significant losses for the foreseeable future.

15


 

Our ability to generate product revenue will depend on the successful development, regulatory approval, and eventual commercialization of one or more of our product candidates. Until such time as we can generate significant revenue from product sales, if ever, we expect to finance our operations through private or public equity or debt financings, collaborative, or other arrangements with corporate sources, or through other sources of financing. Adequate funding may not be available to us on acceptable terms, or at all. If we fail to raise capital or enter into such agreements as and when needed, we may have to significantly delay, scale back or discontinue the development and commercialization of our product candidates.

We plan to continue to use third-party service providers, including clinical research organizations, or CROs, and contract manufacturing organization, or CMOs, to carry out our preclinical and clinical development and to manufacture and supply the materials to be used during the development and commercialization of our product candidates. We do not currently have a sales force.

Components of Results of Operations

Revenue

To date, we have not generated any revenue from any sources, including from product sales, and we do not expect to generate any revenue from the sale of products in the foreseeable future. If our development efforts for our product candidates are successful and result in regulatory approval, or license agreements with third parties, we may generate revenue in the future from product sales. However, there can be no assurance as to when we will generate such revenue, if at all.

Operating Expenses

Research and Development Expenses

Our research and development expenses consist primarily of costs incurred to conduct research, such as the discovery and development of our product candidates as well as the development of future product candidates. Research and development expenses include personnel costs, including stock-based compensation expense, third-party contractor services, laboratory materials and supplies, and depreciation and maintenance of research equipment. We expense research and development costs as they are incurred.

We do not allocate our costs by product candidate or development program, as a significant amount of research and development expenses include compensation costs, materials, supplies, depreciation on and maintenance of research equipment, and the cost of services provided by outside contractors, which are not tracked by product candidate or development program. In particular, with respect to internal costs, several of our departments support multiple product candidate research and development programs, and therefore the costs cannot be allocated to a particular product candidate or development program. Substantially all of our research and development costs are associated with our lead product candidate, PC14586 (rezatapopt). We initiated a Phase 1/2 clinical trial in October 2020 for our lead product candidate, PC14586. In October 2020, we were granted FDA Fast Track Designation of PC14586 for the treatment of patients with locally advanced or metastatic solid tumors that have a p53 Y220C mutation. In October 2023, we presented our updated Phase 1 clinical data for PC14586 at the 2023 AACR-NCI-EORTC International Conference on Molecular Targets and Cancer Therapeutics Meeting. We are continuing to dose patients, and have activated over 60% of sites globally across the US, Europe and Asia-Pacific, in the registrational, tumor-agnostic PYNNACLE Phase 2 trial of PC14586 in patients with advanced solid tumors harboring a TP53 Y220C mutation and KRAS wild-type (WT). In October 2024, we discontinued enrollment in the Phase 1b combination arm of the PYNNACLE trial evaluating rezatapopt in combination with Merck and Co.’s anti-PD-1 therapy KEYTRUDA® (pembrolizumab) in patients with advanced solid tumors harboring a TP53 Y220C mutation. Additionally, we announced that we are collaborating with the MD Anderson Cancer Center and the Memorial Sloan Kettering Cancer Center to support an investigator-initiated Phase 1b study, which is designed to assess the safety, tolerability, pharmacokinetics, and preliminary efficacy of rezatapopt monotherapy in combination with azacytidine in patients harboring a TP53 Y220C mutation. We expect that enrollment for this Phase 1b study will begin in the first quarter of 2025. We also expect to provide interim data on the Phase 2 monotherapy registrational portion of the PYNNACLE trial by mid-2025.

We expect our research and development expenses to increase substantially in absolute dollars in the future as we advance our product candidates into and through clinical trials and pursue regulatory approval of our product candidates. The process of conducting the necessary clinical research to obtain regulatory approval is costly and time-consuming. The actual probability of success for our product candidates may be affected by a variety of factors including: the safety and efficacy of our product candidates, clinical data, investment in our clinical program, the ability of any future collaborators to successfully develop our licensed product candidates, competition, manufacturing capability, and commercial viability. We may never succeed in achieving regulatory approval for any of our product candidates. As a result of the uncertainties discussed above, we are unable to determine the duration and completion costs of our research and development projects.

16


 

General and Administrative Expenses

General and administrative expenses include personnel costs, expenses for outside professional services and other allocated expenses. Personnel costs consist of salaries, bonuses, benefits, and stock-based compensation. Outside professional services consist of legal, accounting and audit services and other consulting fees. Allocated expenses consist of rent expense related to our office and research and development facilities. We also expect to increase our general and administrative expenses as we advance our product candidates through preclinical research and development, manufacturing, clinical development, and commercialization.

Interest Income, Net

Interest income, net primarily consists of interest income from our interest-bearing cash, cash equivalents and marketable securities and interest costs related to accretion and amortization of discounts and premiums on marketable securities.

Results of Operations

Comparison of the Three Months Ended September 30, 2024 and 2023.

The following table summarizes our results of operations (in thousands):

 

 

 

Three Months Ended
September 30,

 

 

 

 

Statement of operations data:

 

2024
(Unaudited)

 

 

2023
(Unaudited)

 

 

Change

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Research and development

 

$

16,947

 

 

$

13,586

 

 

$

3,361

 

General and administrative

 

 

4,941

 

 

 

6,042

 

 

 

(1,101

)

 

 

 

 

 

 

 

 

 

Total operating expenses

 

 

21,888

 

 

 

19,628

 

 

 

2,260

 

 

 

 

 

 

 

 

 

 

Loss from operations

 

 

(21,888

)

 

 

(19,628

)

 

 

(2,260

)

Other income:

 

 

 

 

 

 

 

 

 

Interest income, net

 

 

2,615

 

 

 

2,984

 

 

 

(369

)

Other income, net

 

 

121

 

 

 

4

 

 

 

117

 

 

 

 

 

 

 

 

 

 

Total other income

 

 

2,736

 

 

 

2,988

 

 

 

(252

)

 

 

 

 

 

 

 

 

 

Loss before provision for income taxes

 

 

(19,152

)

 

 

(16,640

)

 

 

(2,512

)

Provision for income taxes

 

 

74

 

 

 

 

 

 

74

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(19,226

)

 

$

(16,640

)

 

$

(2,586

)

 

Research and Development Expenses

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

 

 

 

Three Months Ended
September 30,

 

 

 

 

Statement of operations data:

 

2024
(Unaudited)

 

 

2023
(Unaudited)

 

 

Change

 

Research

 

$

1,743

 

 

$

1,920

 

 

$

(177

)

Development

 

$

11,055

 

 

 

6,785

 

 

 

4,270

 

Personnel related

 

$

3,140

 

 

 

3,381

 

 

 

(241

)

Stock-based compensation

 

$

1,009

 

 

 

1,500

 

 

 

(491

)

Total

 

$

16,947

 

 

$

13,586

 

 

$

3,361

 

 

 

17


 

Research and development expenses were $16.9 million for the three months ended September 30, 2024, compared to $13.6 million for the three months ended September 30, 2023. The increase of $3.3 million, compared to the three months ended September 30, 2023, was primarily due to the following:

$4.1 million increase in research and development expenses associated with advancing our lead product candidate, PC14586, through the Phase 1/2 clinical trial; and
$0.7 million decrease in expenses for personnel related costs and stock-based compensation, primarily driven by decreased headcount from our reduction in force initiated in January 2024.

General and Administrative Expenses

General and administrative expenses were $4.9 million for the three months ended September 30, 2024, compared to $6.0 million for the three months ended September 30, 2023. The decrease of $1.1 million, compared to the three months ended September 30, 2023, was primarily due to following:

$0.9 million decrease in personnel expenses driven by a decrease in headcount and $0.2 million decrease in director and officer insurance fees.

Interest Income, Net

Interest income, net primarily consists of interest income from our interest-bearing cash, cash equivalents and marketable securities and interest costs related to accretion and amortization of discounts and premiums on marketable securities. Interest income, net was $2.6 million for the three months ended September 30, 2024. The decrease of $0.4 million compared to the three months ended September 30, 2023, is driven by less cash and investments in marketable securities and U.S treasuries during the three months ended September 30, 2024.

Comparison of the Nine Months Ended September 30, 2024 and 2023.

The following table summarizes our results of operations (in thousands):

 

 

 

Nine Months Ended
September 30,

 

 

 

 

Statement of operations data:

 

2024
(Unaudited)

 

 

2023
(Unaudited)

 

 

Change

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Research and development

 

$

44,760

 

 

$

42,503

 

 

$

2,257

 

General and administrative

 

 

15,520

 

 

 

18,727

 

 

 

(3,207

)

 

 

 

 

 

 

 

 

 

Total operating expenses

 

 

60,280

 

 

 

61,230

 

 

 

(950

)

 

 

 

 

 

 

 

 

 

Loss from operations

 

 

(60,280

)

 

 

(61,230

)

 

 

950

 

Other income:

 

 

 

 

 

 

 

 

 

Interest income, net

 

 

8,368

 

 

 

8,005

 

 

 

363

 

Other income, net

 

 

103

 

 

 

24

 

 

 

79

 

 

 

 

 

 

 

 

 

 

Total other income

 

 

8,471

 

 

 

8,029

 

 

 

442

 

 

 

 

 

 

 

 

 

 

Loss before provision for income taxes

 

 

(51,809

)

 

 

(53,201

)

 

 

1,392

 

(Benefit) provision for income taxes

 

 

(16,100

)

 

 

3

 

 

 

(16,103

)

 

 

 

 

 

 

 

 

 

Net loss

 

$

(35,709

)

 

$

(53,204

)

 

$

17,495

 

 

18


 

Research and Development Expenses

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

 

 

 

Nine Months Ended
September 30,

 

 

 

 

Statement of operations data:

 

2024
(Unaudited)

 

 

2023
(Unaudited)

 

 

Change

 

Research

 

$

4,370

 

 

$

5,366

 

 

$

(996

)

Development

 

 

26,583

 

 

 

23,074

 

 

 

3,509

 

Personnel related

 

 

10,563

 

 

 

9,924

 

 

 

639

 

Stock-based compensation

 

 

3,244

 

 

 

4,139

 

 

 

(895

)

Total

 

$

44,760

 

 

$

42,503

 

 

$

2,257

 

 

Research and development expenses were $44.8 million for the nine months ended September 30, 2024, compared to $42.5 million for the nine months ended September 30, 2023. The increase of $2.3 million, compared to the nine months ended September 30, 2023, was primarily due to the following:

$2.5 million increase in research and development expenses, largely driven by increased contractual research organization costs; offset by
$0.2 million decrease in expenses for personnel related costs and stock-based compensation as a result of reduced headcount from our reduction in force initiated in January 2024.

General and Administrative Expenses

General and administrative expenses were $15.5 million for the nine months ended September 30, 2024, compared to $18.7 million for the nine months ended September 30, 2023. The decrease of $3.2 million, compared to the nine months ended September 30, 2023, was primarily due to following:

$1.8 million decrease in personnel expenses driven by a decrease in headcount, $1.1 million decrease in facility and equipment expenses due to expiration of three leases, and $0.5 million decrease in director and officer insurance fees and legal expenses; offset by
$0.2 million increase in finance and legal support expenses.

Interest Income, Net

Interest income, net primarily consists of interest income from our interest-bearing cash, cash equivalents and marketable securities and interest costs related to accretion and amortization of discounts and premiums on marketable securities. Interest income, net was $8.4 million for the nine months ended September 30, 2024. The increase of $0.4 million compared to the nine months ended September 30, 2023, is driven by increased interest rates from cash and investments in marketable securities and U.S treasuries during the nine months ended September 30, 2024.

Income Tax Benefit

As of September 30, 2024, the Company received $16.2 million of cash for the NOL and R&D tax credit sales related to the tax years ended December 31, 2015 to 2022. The sale of the NOLs and R&D tax credits have been recorded as an income tax benefit within the condensed consolidated statement of operations.

19


 

Liquidity and Capital Resources

Our financial condition is summarized as follows (in thousands):

 

 

 

As of September 30,

 

 

As of December 31,

 

 

 

 

 

 

2024

 

 

2023

 

 

Change

 

Financial assets:

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

48,810

 

 

$

37,706

 

 

$

11,104

 

Marketable securities – current

 

 

134,031

 

 

 

165,351

 

 

 

(31,320

)

Marketable securities – noncurrent

 

 

15,096

 

 

 

25,505

 

 

 

(10,409

)

Total financial assets

 

$

197,937

 

 

$

228,562

 

 

$

(30,625

)

 

 

 

 

 

 

 

 

 

Working capital:

 

 

 

 

 

 

 

 

 

Current assets

 

$

189,620

 

 

$

207,409

 

 

$

(17,789

)

Current liabilities

 

 

(13,563

)

 

 

(14,029

)

 

 

466

 

Total working capital

 

$

176,057

 

 

$

193,380

 

 

$

(17,323

)

 

Sources of Liquidity

Since our inception, we have not generated any revenue from any product sales or any other sources and have incurred significant operating losses and negative cash flows from our operations. We have not yet commercialized any of our product candidates and we do not expect to generate revenue from sales of any product candidates for several years, if at all. As of September 30, 2024, we had cash, cash equivalents, and marketable securities of $197.9 million and an accumulated deficit of $345.7 million.

On October 4, 2021, we filed a shelf registration statement on Form S-3, as amended, (File No. 333-260012) with the SEC, or the Prior Shelf Registration Statement, which registered the offering, issuance, and sale of up to $200 million of various equity and debt securities and up to $150 million of common stock pursuant to an at-the-market equity offering program with Jefferies LLC, dated October 4, 2021, or the ATM Program. The Prior Shelf Registration Statement expired on October 4, 2024 and no shares of our common stock were able to be sold pursuant to the ATM Program following such date. We expect to file a new shelf registration statement on Form S-3 in order to, amongst other things, issue and sell common stock pursuant to the ATM Program. During the three and nine months ended September 30, 2024, we did not sell any shares of its common stock under the ATM Program. As of September 30, 2024, we have approximately $113.8 million remaining in gross proceeds available for future issuances of common stock under the ATM Program.

Contractual Obligations and Commitments

We enter into contracts in the normal course of business with CROs and other vendors to assist in the performance of our research and development activities and other services and products for operating purposes. These contracts generally provide for termination on notice, and therefore are cancelable contracts and not included in the table of contractual obligations and commitments.

In January 2021, we signed a lease for 50,581 square feet of office and laboratory space at One Research Way in Princeton, New Jersey. That lease term extends through 2032 and has a five-year extension option. Amounts related to future lease payments as of September 30, 2024, totaled $13.9 million, with $1.9 million to be paid within the next 12 months. In August 2024, the Company entered into a Lease Termination Agreement with BMR-One Research Way LLC, in connection with the termination of the lease at One Research Way in Princeton, New Jersey. Pursuant to the Termination Agreement, the Company and the Landlord agreed to terminate the lease, contingent on the sale of the property by the Landlord to a prospective new buyer. The sale to the new buyer was completed on October 1, 2024 and the lease was terminated on such date.

In September 2024, we signed two subleases, one for 14,201 square feet of office space at 400 Alexander Park Drive, Suite 301, in Princeton, New Jersey, to be used as our new headquarters (“400 Alexander Sublease”), and the other for 3,025 square feet of office and laboratory space at 311 Pennington Rocky Hill in Hopewell, New Jersey, to be used for our new laboratory space (“311 Pennington Sublease”). The 400 Alexander Sublease term extends until February 28, 2027, and the 311 Pennington Sublease term extends until December 2029 and has a three-year extension option. Amounts related to future lease payments for 311 Pennington Sublease as of September 30, 2024, totaled $0.8 million with $0.1 million to be paid within the next 12 months. Amounts related to future lease payments for 400 Alexander Sublease as of October 1, 2024 totaled $0.8 million with $0.3 million to be paid within the next 12 months.

20


 

Plan of Operation and Future Funding Requirements

We use our capital resources primarily to fund operating expenses, mainly research and development expenditures. On January 18, 2024, we announced a restructuring plan involving the reduction of our workforce by approximately 30% of our employees. All of the costs under the restructuring plan were incurred during the nine months ended September 30, 2024. We undertook these steps in order to streamline operations, reduce costs and preserve capital as we advance our lead candidate, PC14586, into late-stage development. At this time, due to the inherently unpredictable nature of preclinical and clinical development, we cannot reasonably estimate the costs we will incur and the timelines that will be required to complete development, obtain marketing approval and commercialize our current product candidates or any future product candidates, if at all. For the same reasons, we are also unable to predict when, if ever, we will generate revenue from product sales or whether, or when, if ever, we may achieve profitability. Clinical and preclinical development timelines, the probability of success, and development costs can differ materially from expectations. In addition, we cannot forecast which product candidates may be subject to future collaborations, when such arrangements will be secured, if at all, and to what degree such arrangements would affect our development plans and capital requirements.

Due to our significant research and development expenditures, we have generated substantial operating losses in each period since inception. We have incurred an accumulated deficit of $345.7 million through September 30, 2024. We expect to incur substantial additional losses in the future as we expand our research and development activities. For the nine months ended September 30, 2024 and 2023, our cash operating expenditures were $34.6 million and $43.6 million, respectively. Based on our research and development plans, we expect that our cash, cash equivalents and marketable securities as of September 30, 2024 will be sufficient to fund our operations to the end of 2026.

We have based this estimate on assumptions that may prove to be wrong, however, and we could use our capital resources sooner than we expect.

The timing and amount of our operating expenditures will depend largely on:

the timing and progress of preclinical and clinical development activities;
the number and scope of preclinical and clinical programs we decide to pursue;
the timing and amount of milestone payments we may receive under any future collaboration agreements;
our ability to maintain future licenses and research and development programs and to establish new collaboration and/or in-licensing arrangements;
the costs involved in prosecuting and enforcing patent and other intellectual property claims;
the cost and timing of regulatory approvals;
the costs involved in finalizing our announced reduction in force and related reorganization; and
our efforts to manage our office and laboratory headquarters, enhance operational systems and hire additional personnel to support development of our product candidates and satisfy our obligations as a public company.

Until such time, if ever, as we can generate substantial revenue from product sales, we expect to fund our operations and capital funding needs through equity and/or debt financing. We may also consider entering into collaboration arrangements or selectively partnering for clinical development and commercialization. The sale of additional equity would result in additional dilution to our stockholders. The incurrence of debt financing would result in debt service obligations and the instruments governing such debt could provide for operating and financing covenants that would restrict our operations or our ability to incur additional indebtedness or pay dividends, among other items. If we raise additional funds through governmental funding, collaborations, strategic partnerships and alliances or marketing, distribution, or licensing arrangements with third parties, we may have to relinquish valuable rights to our technologies, future revenue streams, research programs or product candidates or grant licenses on terms that may not be favorable to us. If we are not able to secure adequate additional funding, we may be forced to make reductions in spending, extend payment terms with suppliers, liquidate assets where possible, and/or suspend or curtail planned programs. Any of these actions could materially and adversely affect our business, financial condition, results of operations and prospects.

21


 

Cash Flows

The following table summarizes our cash flows for the period indicated (in thousands):

 

 

 

Nine Months Ended
September 30,

 

 

 

2024
(Unaudited)

 

 

2023
(Unaudited)

 

Cash used in operating activities

 

$

(34,621

)

 

$

(43,572

)

Cash provided by (used in) investing activities

 

 

45,608

 

 

 

(47,957

)

Cash provided by financing activities

 

 

141

 

 

 

35,289

 

Impact of exchange rates on cash, cash equivalents, and restricted cash

 

 

(24

)

 

 

 

Net increase (decrease) in cash and cash equivalents

 

$

11,104

 

 

$

(56,240

)

 

Operating Activities

Net cash used in operating activities for the nine months ended September 30, 2024, was $34.6 million, which consisted primarily of net loss of $35.7 million partially offset by non-cash charges of $4.1 million. Changes in our net operating assets decreased operating cash by $3.0 million. The non-cash charges primarily consisted of stock-based compensation of $7.6 million, accretion of discounts on marketable securities of $4.2 million, depreciation of $1.1 million, and non-cash lease income of $0.3 million. The change in our net operating assets and liabilities was primarily due to an increase in prepaid expenses and other assets, and a decrease in outstanding payables and accrued expenses.

Net cash used in operating activities for the nine months ended September 30, 2023, was $43.6 million, which consisted primarily of net loss of $53.2 million partially offset by non-cash charges of $6.5 million. Changes in our net operating assets increased operating cash by $3.1 million. The non-cash charges primarily consisted of stock-based compensation of $9.4 million, accretion of premiums on marketable securities of $3.5 million, depreciation of $0.9 million, and non-cash lease income of $0.3 million. The change in our net operating assets and liabilities was primarily due to a decrease in prepaid expenses and other assets, a decrease in outstanding payables and an increase in accrued expenses.

Investing Activities

Our investing activities provided $45.6 million of cash during the nine months ended September 30, 2024, which consisted primarily of maturities of marketable securities of $157.0 million, partially offset by purchases of marketable securities of $110.8 million, along with purchases of property and equipment of $0.6 million.

Our investing activities used $48.0 million of cash during nine months ended September 30, 2023, which consisted primarily of purchases of marketable securities of $187.1 million, along with purchases of property and equipment of $0.8 million, partially offset by maturities of marketable securities of $140.0 million.

Financing Activities

Our financing activities provided $0.1 million of cash during the nine months ended September 30, 2024. This consisted of $0.1 million of proceeds from the exercise of stock options.

Our financing activities provided $35.3 million of cash during the nine months ended September 30, 2023. This consisted of $35.1 million of common stock issued under the ATM Program, net of issuance costs, and $0.2 million of proceeds from the exercise of stock options and issuance of common stock under the 2020 ESPP.

Critical Accounting Policies and Significant Judgments and Estimates

The preparation of our condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States requires us to make estimates and judgments that affect the amounts reported in those condensed consolidated financial statements and accompanying notes. Although we believe that the estimates we use are reasonable, due to the inherent uncertainty involved in making those estimates, actual results reported in future periods could differ from those estimates.

22


 

We believe that the accounting policies described below involve a high degree of judgment and complexity. Accordingly, these are the policies we believe are the most critical to aid in fully understanding and evaluating our financial condition and results of our operations. During the nine-month period ended September 30, 2024, there were no material changes to our critical accounting policies from those described in our audited condensed consolidated financial statements for the year ended December 31, 2023, included in our Annual Report on Form 10-K filed with the SEC on February 29, 2024, except as noted below.

Research and Development Costs, Accrued Research and Development Costs and Related Prepaid Expenses

Research and development costs are expensed as incurred. Research and development expenses consist principally of personnel costs, including salaries, stock-based compensation and benefits for employees, third-party license fees and other operational costs related to our research and development activities, including sourcing of raw materials and manufacturing of our product candidates, allocated facility-related expenses and external costs of outside vendors, and other direct and indirect costs. Non-refundable research and development advance payments are deferred and capitalized. The capitalized amounts are expensed as the related goods are delivered or services are performed.

As part of the process of preparing our condensed consolidated financial statements, we are required to estimate our accrued research and development expenses. This process involves reviewing open contracts and purchase orders, communicating with our applicable personnel to identify services that have been performed on our behalf and estimating the level of service performed and the associated cost incurred for the service when we have not yet been invoiced or otherwise notified of actual costs. The majority of our service providers invoice us in arrears for services performed, on a pre-determined schedule or when contractual milestones are met; however, some require advance payments. We make estimates of our accrued expenses as of each balance sheet date in the condensed consolidated financial statements based on facts and circumstances known to us at that time. We periodically confirm the accuracy of the estimates with the service providers and make adjustments if necessary. Examples of estimated accrued research and development expenses include fees paid to:

vendors, including research laboratories, in connection with preclinical development activities;
CROs and investigative sites in connection with preclinical studies and clinical trials; and
CMOs in connection with drug substance and drug product formulation of preclinical studies and clinical trial materials.

We base our expenses related to preclinical studies and clinical trials on our estimates of the services received and efforts expended pursuant to quotes and contracts with multiple research institutions and CROs that supply, conduct and manage preclinical studies and clinical trials on our behalf. The financial terms of these agreements are subject to negotiation, vary from contract to contract and may result in uneven payment flows. There may be instances in which payments made to our vendors will exceed the level of services provided and result in a prepayment of the expense. Payments under some of these contracts depend on factors such as the successful enrollment of patients and the completion of clinical trial milestones. In accruing service fees, we estimate the time period over which services will be performed and the level of effort to be expended in each period. If the actual timing of the performance of services or the level of effort varies from the estimate, we adjust the accrual or the prepaid expense accordingly. Although we do not expect our estimates to be materially different from amounts actually incurred, our understanding of the status and timing of services performed relative to the actual status and timing of services performed may vary and may result in reporting amounts that are too high or too low in any particular period. To date, there have not been any material adjustments to our prior estimates of accrued research and development expenses.

Recent Accounting Pronouncements

For a description of recent accounting pronouncements, see Note 2 of the notes to our unaudited condensed consolidated financial statements for the nine months ended September 30, 2024 included elsewhere in this Quarterly Report on Form 10-Q.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

We are exposed to market risks in the ordinary course of our business. These risks primarily relate to interest rate risks.

We had cash, cash equivalents, and marketable securities of $197.9 million and restricted cash of $0.8 million as of September 30, 2024. The Company’s cash equivalents consist of interest-bearing U.S. treasury securities, money market funds, and corporate debt securities. Our exposure due to changes in interest rates is not material due to the nature and amount of our money-market funds and marketable securities.

23


 

We are not currently exposed to significant market risk related to changes in foreign currency exchange rates; however, we may contract with foreign vendors that are located outside the United States in the future. This may subject us to fluctuations in foreign currency exchange rates in the future.

Item 4. Controls and Procedures.

We maintain disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed in our Securities Exchange Act of 1934, as amended, reports is recorded, processed, summarized and reported within the time periods specified in the SECs rules and forms and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow for timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

We carry out a variety of ongoing procedures, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, to evaluate the effectiveness of the design and operation of our disclosure controls and procedures. Based on the foregoing, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of September 30, 2024.

There have not been any changes in our internal control over financial reporting during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

24


 

PART II—OTHER INFORMATION

We are not currently involved in any litigation or legal proceedings that, in management’s opinion, are likely to have any material adverse effect on the Company.

Item 1A. Risk Factors.

There have been no material changes to the Company’s risk factors as set forth in Part I, Item 1A of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as filed with the SEC on February 29, 2024, as supplemented by our Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, as filed with the SEC on May 9, 2024. You should carefully review and consider the information regarding certain factors which could materially affect our business, financial condition or future results set forth under the heading “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as filed with the SEC on February 29, 2024, and our Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, as filed with the SEC on May 9, 2024.

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

(a) Unregistered Sales of Equity Securities

None.

(b) Use of Proceeds

Our registration statement on Form S-1 (File No. 333-248627) relating to the IPO was declared effective by the SEC. The IPO closed on September 25, 2020 at which time we sold 13,529,750 shares of common stock (including the exercise in full by the underwriters of their option to purchase an additional 1,764,750 shares of common stock) at a public offering price of $18.00 per share. We received net proceeds from the IPO of approximately $223.2 million, after deducting the underwriting discounts and commissions of approximately $17.0 million and estimated offering related expenses of approximately $3.3 million. No offering expenses were paid or payable, directly, or indirectly, to our directors, officers, or persons owning 10% or more of any class of equity securities or to our affiliates. Goldman Sachs & Co. LLC, BofA Securities, Cowen, and Evercore ISI acted as joint book-running managers for the offering.

There has been no material change in the planned use of proceeds from the IPO from that described in the prospectus filed with the SEC pursuant to Rule 424(b)(4) under the Securities Act on September 24, 2020.

On October 4, 2021, we filed a shelf registration statement on Form S-3, as amended (File No. 333-260012), or the Prior Shelf Registration Statement, which was subsequently declared effective by the SEC on April 28, 2022. The Prior Shelf Registration Statement consisted of (i) a base prospectus pursuant to which we may offer and sell, from time to time, up to $200 million of shares of our common stock, shares of our preferred stock, various series of debt securities and warrants to purchase any of such securities in one or more registered offerings, and (ii) a prospectus supplement pursuant to which we may offer and sell, from time to time, up to $150 million of shares of common stock in “at-the-market” offerings. The Prior Shelf Registration Statement expired on October 4, 2024 and no shares of our common stock were able to be sold pursuant to the ATM Program following such date. We expect to file a new shelf registration statement on Form S-3 in order to, among other things, issue and sell common stock pursuant to the ATM Program. During the three and nine months ended September 30, 2024, the Company did not sell any shares of its common stock under the ATM Program. As of September 30, 2024, we have approximately $113.8 million remaining in gross proceeds available for future issuances of common stock under the ATM Program. There has been no material change in the planned use of proceeds as described in the Prior Shelf Registration Statement. None of the offering expenses were paid or payable, directly, or indirectly, to our directors, officers, or persons owning 10% or more of any class of equity securities or to our affiliates.

(c) Issuer Purchases of Equity Securities.

None.

Item 3. Defaults Upon Senior Securities.

None.

25


 

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

Not applicable.

26


 

Item 6. Exhibits.

 

Exhibit

Number

 

Description

Form

File No.

Number

Filing Date

 

 

 

 

 

 

 

3.1

 

Amended and Restated Certificate of Incorporation of the Registrant

8-K

001-39539

3.1

September 29, 2020

 

 

 

 

 

 

 

3.2

 

Amended and Restated Bylaws of the Registrant

10-Q

001-39539

3.2

May 10, 2023

 

 

 

 

 

 

 

10.1

 

Lease Termination Agreement, dated August 5, 2024, by and between BMR-One Research Way LLC and PMV Pharmaceuticals, Inc.

8-K

001-39539

10.1

August 8, 2024

 

 

 

 

 

 

 

31.1+

 

Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

 

 

 

 

 

 

 

 

 

 

31.2+

 

Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

 

 

 

 

 

 

 

 

 

 

32.1+†

 

Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

 

 

 

 

 

 

 

 

 

 

32.2+†

 

Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

 

 

 

 

 

 

 

 

 

 

101.INS

Inline XBRL Instance Document

 

 

 

 

 

 

 

 

 

 

 

101.SCH

 

Inline XBRL Taxonomy Extension Schema Document

 

 

 

 

 

 

 

 

 

 

 

104

 

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

 

 

 

 

 

† The certifications attached as Exhibit 32.1 and 32.2 that accompany this Quarterly Report on Form 10-Q are deemed furnished and not filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of the Registrant under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Quarterly Report on Form 10-Q, irrespective of any general incorporation language contained in such filing.

+ Filed herewith.

27


 

SIGNATURES

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

 

 

 

PMV Pharmaceuticals, Inc.

 

 

 

Date: November 7, 2024

 

By:

/s/ David H. Mack

 

 

David H. Mack, Ph.D.

 

 

President, Chief Executive Officer, and Director

 

 

 

(Principal Executive Officer)

 

 

 

 

 

 

PMV Pharmaceuticals, Inc.

 

 

 

Date: November 7, 2024

 

By:

/s/ Michael Carulli

 

 

Michael Carulli

 

 

Chief Financial Officer

 

 

 

(Principal Financial and Principal Accounting Officer)

 

28


 

Exhibit 31.1

CERTIFICATION PURSUANT TO

RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, David H. Mack, certify that:

1.
I have reviewed this Quarterly Report on Form 10-Q for the period ended September 30, 2024, of PMV Pharmaceuticals, Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
(a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
(b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 

Date: November 7, 2024

By:

/s/ David H. Mack

David H. Mack, Ph.D.

President, Chief Executive Officer,

and Director

(Principal Executive Officer)

 

 


 

Exhibit 31.2

CERTIFICATION PURSUANT TO

RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Michael Carulli, certify that:

1.
I have reviewed this Quarterly Report on Form 10-Q for the period ended September 30, 2024, of PMV Pharmaceuticals, Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
(a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
(b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 

Date: November 7, 2024

By:

/s/ Michael Carulli

Michael Carulli

Chief Financial Officer

(Principal Financial and Principal Accounting Officer)

 

 


Exhibit 32.1

CERTIFICATION PURSUANT TO

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

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q for the period ended September 30, 2024, of PMV Pharmaceuticals, Inc. (the “Company”) as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

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

 

Date: November 7, 2024

By:

/s/ David H. Mack

David H. Mack, Ph.D.

President, Chief Executive Officer, and Director

(Principal Executive Officer)

 

 


 

Exhibit 32.2

CERTIFICATION PURSUANT TO

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

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q for the period ended September 30, 2024, of PMV Pharmaceuticals, Inc. (the “Company”) as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

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

 

Date: November 7, 2024

By:

/s/ Michael Carulli

Michael Carulli

Chief Financial Officer

(Principal Financial and Principal Accounting Officer)

 

 


v3.24.3
Document and Entity Information - shares
9 Months Ended
Sep. 30, 2024
Nov. 06, 2024
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Transition Report false  
Document Period End Date Sep. 30, 2024  
Entity File Number 001-39539  
Entity Registrant Name PMV PHARMACEUTICALS, INC.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 46-3218129  
Entity Address, Address Line One 400 Alexander Park Drive  
Entity Address, Address Line Two Suite 301  
Entity Address, City or Town Princeton  
Entity Address, State or Province NJ  
Entity Address, Postal Zip Code 08540  
City Area Code 609  
Local Phone Number 642-6670  
Title of 12(b) Security Common stock, par value $0.00001  
Trading Symbol PMVP  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Bankruptcy Proceedings, Reporting Current true  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   51,747,130
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q3  
Entity Central Index Key 0001699382  
Amendment Flag false  
v3.24.3
Condensed Consolidated Balance Sheets (Unaudited) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Current assets:    
Cash and cash equivalents $ 48,810 $ 37,706
Restricted cash 822 822
Marketable securities, current 134,031 165,351
Prepaid expenses and other current assets 5,957 3,530
Total current assets 189,620 207,409
Property and equipment, net 10,130 10,666
Marketable securities, noncurrent 15,096 25,505
Right-of-use assets 8,407 8,382
Other assets 242 190
Total assets 223,495 252,152
Current liabilities:    
Accounts payable 2,063 3,237
Accrued expenses 10,257 9,940
Operating lease liabilities, current 1,243 852
Total current liabilities 13,563 14,029
Operating lease liabilities, noncurrent 12,024 12,434
Total liabilities 25,587 26,463
Stockholders’ equity:    
Preferred stock, $0.00001 par value, 5,000,000 shares authorized at September 30, 2024 and December 31, 2023. No shares issued or outstanding at September 30, 2024 and December 31, 2023.
Common stock, $0.00001 par value, 1,000,000,000 shares authorized; 51,749,504 and 51,445,862 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively.
Additional paid-in capital 543,210 535,468
Accumulated deficit (345,712) (310,003)
Accumulated other comprehensive income 410 224
Total stockholders’ equity 197,908 225,689
Total liabilities and stockholders’ equity $ 223,495 $ 252,152
v3.24.3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares
Sep. 30, 2024
Dec. 31, 2023
Statement of Financial Position [Abstract]    
Preferred stock, par value $ 0.00001 $ 0.00001
Preferred stock, shares authorized 5,000,000 5,000,000
Preferred stock, shares issued 0 0
Preferred stock, shares outstanding 0 0
Common stock, par value $ 0.00001 $ 0.00001
Common stock, shares authorized 1,000,000,000 1,000,000,000
Common stock, shares issued 51,749,504 51,445,862
Common stock, shares outstanding 51,749,504 51,445,862
v3.24.3
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Operating expenses:        
Research and development $ 16,947 $ 13,586 $ 44,760 $ 42,503
General and administrative 4,941 6,042 15,520 18,727
Total operating expenses 21,888 19,628 60,280 61,230
Loss from operations (21,888) (19,628) (60,280) (61,230)
Other income (expense):        
Interest income, net 2,615 2,984 8,368 8,005
Other income, net 121 4 103 24
Total other income 2,736 2,988 8,471 8,029
Loss before provision for income taxes (19,152) (16,640) (51,809) (53,201)
Provision (benefit) for income taxes 74   (16,100) 3
Net loss (19,226) (16,640) (35,709) (53,204)
Unrealized gain (loss) on available for sale investments, net of tax 591 (27) 211 90
Foreign currency translation gain (loss) 4   (25)  
Total other comprehensive income (loss) 595 (27) 186 90
Total comprehensive loss $ (18,631) $ (16,667) $ (35,523) $ (53,114)
Net loss per share - basic $ (0.37) $ (0.34) $ (0.69) $ (1.13)
Net loss per share - diluted $ (0.37) $ (0.34) $ (0.69) $ (1.13)
Weighted-average common shares outstanding - basic 51,574,027 49,047,296 51,499,818 46,889,921
Weighted-average common shares outstanding - diluted 51,574,027 49,047,296 51,499,818 46,889,921
v3.24.3
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($)
$ in Thousands
Total
Common Stock
Additional Paid-in Capital
Accumulated Other Comprehensive (Loss) Income
Accumulated Deficit
Balance at Dec. 31, 2022 $ 246,028   $ 487,516 $ (445) $ (241,043)
Balance, Shares at Dec. 31, 2022   45,771,332      
Exercise of stock options 12   12    
Exercise of stock options, Shares   3,429      
Stock-based compensation expense 2,932   2,932    
Net Income (Loss) (19,128)       (19,128)
Unrealized gain (loss) on available for sale investments 329     329  
Balance at Mar. 31, 2023 230,173   490,460 (116) (260,171)
Balance, Shares at Mar. 31, 2023   45,774,761      
Balance at Dec. 31, 2022 246,028   487,516 (445) (241,043)
Balance, Shares at Dec. 31, 2022   45,771,332      
Net Income (Loss) (53,204)        
Balance at Sep. 30, 2023 237,612   532,214 (355) (294,247)
Balance, Shares at Sep. 30, 2023   51,157,636      
Balance at Mar. 31, 2023 230,173   490,460 (116) (260,171)
Balance, Shares at Mar. 31, 2023   45,774,761      
Exercise of stock options and common stock issued under the 2020 ESPP 105   105    
Exercise of stock options and common stock issued under the 2020 ESPP, Shares   24,417      
Issuance of common stock, net of issuance costs 2,026   2,026    
Issuance of common stock, net of issuance costs , Shares   344,358      
Stock-based compensation expense 3,153   3,153    
Net Income (Loss) (17,436)       (17,436)
Unrealized gain (loss) on available for sale investments (212)     (212)  
Balance at Jun. 30, 2023 217,809   495,744 (328) (277,607)
Balance, Shares at Jun. 30, 2023   46,143,536      
Exercise of stock options and common stock issued under ESPP and release of vested restricted stock units, Value 51   51    
Exercise of stock options and common stock issued under ESPP and release of vested restricted stock units, Shares   209,012      
Issuance of common stock, net of issuance costs 33,095   33,095    
Issuance of common stock, net of issuance costs , Shares   4,805,088      
Stock-based compensation expense 3,324   3,324    
Net Income (Loss) (16,640)       (16,640)
Unrealized gain (loss) on available for sale investments (27)     (27)  
Balance at Sep. 30, 2023 237,612   532,214 (355) (294,247)
Balance, Shares at Sep. 30, 2023   51,157,636      
Balance at Dec. 31, 2023 225,689   535,468 224 (310,003)
Balance, Shares at Dec. 31, 2023   51,445,862      
Stock-based compensation expense 2,610   2,610    
Net Income (Loss) (15,270)       (15,270)
Unrealized gain (loss) on available for sale investments (319)     (319)  
Foreign currency translation gain (loss) (34)     (34)  
Balance at Mar. 31, 2024 212,676   538,078 (129) (325,273)
Balance, Shares at Mar. 31, 2024   51,445,862      
Balance at Dec. 31, 2023 $ 225,689   535,468 224 (310,003)
Balance, Shares at Dec. 31, 2023   51,445,862      
Exercise of stock options, Shares 3,111        
Net Income (Loss) $ (35,709)        
Foreign currency translation gain (loss) (25)        
Balance at Sep. 30, 2024 197,908   543,210 410 (345,712)
Balance, Shares at Sep. 30, 2024   51,749,504      
Balance at Mar. 31, 2024 212,676   538,078 (129) (325,273)
Balance, Shares at Mar. 31, 2024   51,445,862      
Exercise of stock options and common stock issued under the 2020 ESPP 141   141    
Exercise of stock options and common stock issued under the 2020 ESPP, Shares   76,263      
Stock-based compensation expense 2,767   2,767    
Net Income (Loss) (1,213)       (1,213)
Unrealized gain (loss) on available for sale investments (61)     (61)  
Foreign currency translation gain (loss) 5     5  
Balance at Jun. 30, 2024 214,315   540,986 (185) (326,486)
Balance, Shares at Jun. 30, 2024   51,522,125      
Release of vested restricted stock units issued under the 2020 EIP   227,379      
Stock-based compensation expense 2,224   2,224    
Net Income (Loss) (19,226)       (19,226)
Unrealized gain (loss) on available for sale investments 591     591  
Foreign currency translation gain (loss) 4     4  
Balance at Sep. 30, 2024 $ 197,908   $ 543,210 $ 410 $ (345,712)
Balance, Shares at Sep. 30, 2024   51,749,504      
v3.24.3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Cash flows from operating activities:    
Net loss $ (35,709) $ (53,204)
Adjustments to reconcile net loss to net cash used in operating activities:    
Stock-based compensation expense 7,601 9,409
Depreciation 1,105 898
Accretion of discounts on marketable securities (4,239) (3,511)
Non-cash lease income (291) (283)
Loss on sale of equipment 1  
Other, net (52)  
Change in operating assets and liabilities:    
Prepaid expenses and other assets (2,427) 2,707
Operating lease right-of-use assets and liabilities 247  
Accounts payable (1,174) (1,318)
Accrued expenses 317 1,730
Net cash used in operating activities (34,621) (43,572)
Cash flows from investing activities:    
Purchases of property and equipment (599) (765)
Purchases of marketable securities (110,773) (187,147)
Proceeds from sale of equipment 29  
Maturities of marketable securities 156,951 139,955
Net cash provided (used) by investing activities 45,608 (47,957)
Cash flows from financing activities:    
Issuance of common stock, net of issuance costs   35,121
Proceeds from the exercise of stock options and common stock issued under the 2020 EIP 141 168
Net cash provided by financing activities 141 35,289
Impact of exchange rates on cash, cash equivalents, and restricted cash (24)  
Net increase (decrease) in cash and cash equivalents 11,104 (56,240)
Cash, cash equivalents, and restricted cash    
Cash, cash equivalents, and restricted cash - beginning of period 38,528 109,119
Cash, cash equivalents, and restricted cash - end of period $ 49,632 $ 52,879
v3.24.3
Pay vs Performance Disclosure - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Sep. 30, 2024
Sep. 30, 2023
Pay vs Performance Disclosure                
Net Income (Loss) $ (19,226) $ (1,213) $ (15,270) $ (16,640) $ (17,436) $ (19,128) $ (35,709) $ (53,204)
v3.24.3
Insider Trading Arrangements
3 Months Ended
Sep. 30, 2024
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.24.3
Formation and Business of the Company
9 Months Ended
Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Formation and Business of the Company

1. Formation and Business of the Company

Organization and Liquidity

PMV Pharmaceuticals, Inc. (the “Company” or “We”) was incorporated in the state of Delaware in March 2013. Since inception, the Company has devoted substantially all of its time and efforts to performing research and development activities and raising capital. We are a precision oncology company pioneering the discovery and development of small molecule, tumor-agnostic therapies targeting p53. The Company’s headquarters are located at 400 Alexander Park Drive, Suite 301, Princeton, New Jersey.

The Company is subject to risks and uncertainties common to clinical 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 product development efforts are successful, it is uncertain when, if ever, the Company will realize significant revenue from product sales.

The Company has incurred net losses and negative cash flows from operations since its inception. During the three and nine months ended September 30, 2024, the Company incurred a net loss of $19,226 and $35,709, respectively. For the nine months ended September 30, 2024, the Company used $34,621 of cash for operations. At September 30, 2024, the Company had an accumulated deficit of $345,712. Cash, cash equivalents, and marketable securities were $197,937 as of September 30, 2024. Management expects to incur substantial additional operating losses for the next several years and may need to obtain additional debt or equity financings in order to complete development of its products, obtain regulatory approvals, launch and commercialize its products and continue research and development programs. The Company believes it has adequate cash, cash equivalents, and marketable securities to operate for the next 12 months from the date of issuance of these condensed consolidated financial statements.

v3.24.3
Summary of Significant Accounting Policies
9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

The Company’s significant accounting policies are disclosed in the audited condensed consolidated financial statements for the year ended December 31, 2023, included in the Company’s Annual Report on Form 10-K filed with the United States Securities and Exchange Commission (the “SEC”) on February 29, 2024. Since the date of those condensed consolidated financial statements, there have been no changes to its significant accounting policies.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the interim period reporting requirements of Form 10-Q and Article 10 of Regulation S-X. The condensed consolidated balance sheet as of September 30, 2024, the condensed consolidated statements of operations and comprehensive loss, condensed consolidated statements of stockholders’ equity and condensed consolidated statements of statements of cash flows for the three and nine months ended September 30, 2024 and 2023 are unaudited, but, in the opinion of management, include all adjustments, consisting only of normal recurring adjustments, which we consider necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The results for any interim period are not necessarily indicative of results for the year ending December 31, 2024, or for any other subsequent interim period. The condensed consolidated balance sheet as of December 31, 2023, has been derived from our audited condensed consolidated financial statements.

The accompanying condensed consolidated financial statements include our accounts and the accounts of our wholly owned subsidiary, PMV Pharma Australia Pvt Ltd. All significant intercompany transactions and balances have been eliminated upon consolidation. These condensed consolidated financial statements are presented in United States (“U.S.”) Dollars, which is also the functional currency of the Company.

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and reported amounts of revenues and expenses during the reporting period. The Company bases its estimates and assumptions on historical experience when available and on various factors that it believes to be reasonable under the circumstances. Significant estimates and assumptions reflected in these condensed consolidated financial statements include, but are not limited to, research and development costs, accrued research and development costs and related prepaid expenses. Actual results could differ materially from those estimates.

Cash, Cash Equivalents, and Marketable Securities

Management considers all highly liquid investments with original maturities of three months or less to be cash equivalents.

The Company’s marketable debt securities have been classified and accounted for as available-for-sale. The Company classifies its marketable debt securities as either short-term or long-term based on each instrument’s underlying contractual maturity date. Marketable debt securities with maturities of 12 months or less are classified as short-term and marketable debt securities with maturities greater than 12 months are classified as long-term. The Company’s marketable debt securities are carried at fair value, with unrealized gains and losses, net of taxes, reported as a component of accumulated other comprehensive loss in stockholders’ equity. Premiums and discounts on marketable debt securities are amortized into earnings over the life of the security and recorded on the interest income, net line of the income statement. For the nine months ended September 30, 2024 and 2023, the Company recorded $4,239 and $3,511 of accretion, respectively.

Restricted cash as of September 30, 2024 and December 31, 2023 included a $822 deposit at the Company’s commercial bank underlying a stand-by letter of credit issued in favor of a landlord (See Note 6) and is classified in current assets.

Comprehensive Loss and Accumulated Other Comprehensive Income (Loss)

Other comprehensive income (loss) is defined as the change in equity during a period from transactions and other events and circumstances from non-owner sources, including unrealized gains and losses on investments and foreign currency translation gains and losses.

Leases

At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the circumstances present. The Company accounts for a contract as a lease when it has the right to control the asset for a period of time while obtaining substantially all of the asset’s economic benefits. The Company determines the initial classification and measurement of its operating right-of-use (“ROU”) assets and operating lease liabilities at the lease commencement date, and thereafter if modified. The lease term includes any renewal options that the Company is reasonably certain to exercise. The Company’s policy is to not record leases with a lease term of 12 months or less on its balance sheets. The Company’s only existing leases are for office and laboratory space.

The ROU asset represents the right to use the leased asset for the lease term. The lease liability represents the present value of the lease payments under the lease. The present value of lease payments is determined by using the interest rate implicit in the lease, if that rate is readily determinable; otherwise, the Company uses its estimated secured incremental borrowing rate for that lease term.

Lease expense for operating leases is recognized on a straight-line basis over the reasonably assured lease term based on the total lease payments and is included in operating expense in the statements of operations.

Payments due under each lease agreement include fixed and variable payments. Variable payments relate to the Company’s share of the lessor’s operating costs associated with the underlying asset and are recognized when the event on which those payments are assessed occurs. Variable payments have been excluded from the lease liability and associated right-of-use asset. Neither of the Company’s leases contain residual value guarantees.

The interest rate implicit in lease agreements is typically not readily determinable, and as such, the Company utilizes the incremental borrowing rate to calculate lease liabilities, which is the rate incurred to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment.

Concentration of Credit Risk and Other Risks and Uncertainties

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist of cash, cash equivalents, and marketable securities. Cash and cash equivalents were held at primarily two financial institutions. At times, such deposits may be in excess of insured limits. The Company has not experienced any losses on its deposits of cash and cash equivalents. The Company’s marketable securities are carried at fair value and include any unrealized gains and losses. Any investments with unrealized losses are considered to be temporarily impaired.

The Company’s future results of operations involve a number of risks and uncertainties. Factors that could affect the Company’s future operating results and cause actual results to vary materially from expectations include, but are not limited to, rapid technological change, uncertainty of market acceptance of the product, competition from substitute products and larger companies, protection of proprietary technology, any future strategic relationships and dependence on key individuals.

Products developed by the Company require clearances from the U.S. Food and Drug Administration or other international regulatory agencies prior to commercial sales. There can be no assurance the Company’s product candidates will receive the necessary clearances. If the Company is denied clearance, clearance is delayed or it is unable to maintain clearance, it could have a materially adverse impact on the Company.

v3.24.3
Fair Value Measurements
9 Months Ended
Sep. 30, 2024
Fair Value Disclosures [Abstract]  
Financial Instruments and Fair Value Measurements

3. Fair Value Measurements

The Company’s financial assets consist of money market funds, U.S. government debt securities and corporate debt securities. The following tables show the Company’s cash equivalents and available-for-sale securities’ carrying amounts and fair values as of September 30, 2024, and December 31, 2023:

 

 

 

As of September 30, 2024

 

 

 

Carrying
Amount

 

 

Gross Unrealized Gains

 

 

Gross Unrealized Losses

 

 

Fair
Value

 

 

Quoted
priced in
active
markets
(Level 1)

 

 

Significant
other
observable
inputs
(Level 2)

 

 

Significant
unobservable
inputs
(Level 3)

 

Financial assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

48,709

 

 

$

 

 

$

 

 

$

48,709

 

 

$

48,709

 

 

$

 

 

$

 

Corporate securities

 

 

36,335

 

 

 

64

 

 

 

 

 

 

36,399

 

 

 

3,130

 

 

 

33,269

 

 

 

 

Government securities

 

 

112,391

 

 

 

337

 

 

 

 

 

 

112,728

 

 

 

69,172

 

 

 

43,556

 

 

 

 

Total financial assets

 

$

197,435

 

 

$

401

 

 

$

 

 

$

197,836

 

 

$

121,011

 

 

$

76,825

 

 

$

 

 

 

 

 

As of December 31, 2023

 

 

 

Carrying
Amount

 

 

Gross Unrealized Gains

 

 

Gross Unrealized Losses

 

 

Fair
Value

 

 

Quoted
Priced in
Active
Markets
(Level 1)

 

 

Significant
Other
Observable
Inputs
(Level 2)

 

 

Significant
Unobservable
Inputs
(Level 3)

 

Financial assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

37,694

 

 

$

 

 

$

 

 

$

37,694

 

 

$

37,694

 

 

$

 

 

$

 

Corporate securities

 

 

69,995

 

 

 

48

 

 

 

 

 

 

70,043

 

 

 

5,577

 

 

 

64,466

 

 

 

 

Government securities

 

 

120,670

 

 

 

143

 

 

 

 

 

 

120,813

 

 

 

92,297

 

 

 

28,516

 

 

 

 

Total financial assets

 

$

228,359

 

 

$

191

 

 

$

 

 

$

228,550

 

 

$

135,568

 

 

$

92,982

 

 

$

 

 

 

Cash Equivalents — As of September 30, 2024, the Company had aggregate cash and cash equivalents of $48,810, including cash equivalents of $48,709, consisting of money market funds. As of December 31, 2023, the Company had aggregate cash and cash equivalents of $37,706, including cash equivalents of $37,694, consisting of money market funds. Money market funds are classified within level 1 of the fair value hierarchy because they are valued using quoted market prices in active markets.

Marketable Securities — Marketable securities of $149,127 as of September 30, 2024, consisted of corporate debt securities of $36,399 and government debt securities of $112,728. There were $134,031 current marketable securities and $15,096 noncurrent marketable securities as of September 30, 2024. Marketable securities of $190,856 as of December 31, 2023, consisted of corporate debt securities of $70,043 and government debt securities of $120,813. There were $165,351 current marketable securities and $25,505 noncurrent marketable securities as of December 31, 2023.

As of September 30, 2024, and December 31, 2023, aggregated gross unrealized losses of available-for-sale investments were not material, and accordingly, no allowance for credit losses was recorded.

v3.24.3
Property and Equipment, Net
9 Months Ended
Sep. 30, 2024
Property, Plant and Equipment [Abstract]  
Property and Equipment, Net

4. Property and Equipment, Net

 

 

 

September 30,
2024

 

 

December 31,
2023

 

Machinery & equipment

 

 

2,730

 

 

$

3,089

 

Computers

 

 

13

 

 

 

13

 

Furniture & fixtures

 

 

69

 

 

 

69

 

Leasehold improvements

 

 

11,364

 

 

 

10,765

 

Total property and equipment

 

 

14,176

 

 

 

13,936

 

Less: Accumulated depreciation

 

 

(4,046

)

 

 

(3,270

)

Property and equipment, net

 

$

10,130

 

 

$

10,666

 

 

 

 

Depreciation expense for the three months ended September 30, 2024 and 2023 was $371 and $358, respectively. Depreciation expense for the nine months ended September 30, 2024 and 2023 was $1,105 and $898, respectively.

v3.24.3
Accrued Expenses
9 Months Ended
Sep. 30, 2024
Payables and Accruals [Abstract]  
Accrued Expenses

5. Accrued Expenses

Accrued expenses consist of the following:

 

 

 

September 30,
2024

 

 

December 31,
2023

 

Accrued compensation

 

$

3,999

 

 

$

4,498

 

Accrued legal and professional services

 

 

343

 

 

 

172

 

Accrued research and development costs

 

 

5,915

 

 

 

5,270

 

Total

 

$

10,257

 

 

$

9,940

 

v3.24.3
Commitments and Contingencies
9 Months Ended
Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies

6. Commitments and Contingencies

Operating Leases

In August 2018, the Company executed two noncancelable operating leases. One lease for approximately 6,000 square feet for vivarium, laboratory and general office space in South Brunswick, New Jersey. The lease was set to expire in July 2022. In January 2022, the Company signed a lease extension for up to one additional year through July 2023, with the option to terminate upon 120 days of written notice, with an increase in base rent as per the lease extension. The lease was terminated as of June 2023. The second lease is for office space in Lexington, Massachusetts, that terminated in August 2023.

In January 2021, the Company signed a lease for 50,581 square feet of office and laboratory space at One Research Way in Princeton, New Jersey. That lease term extends through 2032, has a five-year extension option, and replaced the Company’s two existing facilities as the Company’s headquarters in March 2023. Payment under this lease will total $19,889 through May 2032. The Company received a lease incentive of $4,046 from the lessor for a buildout of laboratory, vivarium, and office space. Management estimated the timing and amounts of reimbursements and included them as a reduction of lease payments when initially measuring the lease liability and right-of-use asset upon commencement. Since the inception date of the lease, $4,046 reimbursements were received. For the nine months ended September 30, 2024, $242 of reimbursements were received.

In August 2024, the Company entered into a Lease Termination Agreement with BMR-One Research Way LLC, a Delaware limited liability company (the “Landlord”), in connection with the termination of the lease for 50,581 square feet of office and laboratory space at One Research Way in Princeton, New Jersey (the “Termination Agreement”). Pursuant to the Termination Agreement, the Company and the Landlord agreed to terminate the lease at One Research Way in Princeton, New Jersey, contingent on the sale of the property by the Landlord to a prospective new buyer (the “Contingency”). The Contingency was met on the date of sale on October 1, 2024, and the lease was terminated on such date.

Pursuant to the Termination Agreement, and subject to the Contingency, the Company agreed to surrender the property and paid a total termination fee of approximately $1,420, consisting of (i) a cash payment in the amount of approximately $798 and (ii) a release of a security deposit from the Company’s existing letter of credit in the amount of approximately $622.

In September 2024, the Company signed a sublease agreement for 3,205 square feet of office and laboratory space at 311 Pennington Rocky Hill Road in Hopewell, New Jersey. The Company will utilize the premises as laboratory space for operational research and development activities. The sublease term extends through 2029 and provides the Company with the option to extend the term for an additional three year period. Payment under this sublease will total $768 through December 2029.

The components of lease cost for the three and nine months ended September 30, 2024 and 2023, are as follows:

 

 

 

Three Months Ended September 30,

Nine Months Ended September 30,

 

(in thousands)

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Operating lease cost

 

$

367

 

 

$

366

 

 

 

1,105

 

 

$

1,559

 

Variable lease cost

 

 

146

 

 

 

161

 

 

 

507

 

 

 

792

 

Total lease cost

 

$

513

 

 

$

527

 

 

$

1,612

 

 

$

2,351

 

 

 

Amounts reported in the balance sheet for leases where the Company is the lessee as of September 30, 2024, and December 31, 2023, are as follows:

 

Operating Leases (in thousands, except lease term and discount rate data):

 

September 30,
2024

 

 

December 31,
2023

 

Right-of-use assets, operating leases

 

$

8,407

 

 

$

8,382

 

 

 

 

 

 

 

Operating lease liabilities, current

 

$

1,243

 

 

$

852

 

Operating lease liabilities, non-current

 

 

12,024

 

 

 

12,434

 

Total operating lease liabilities

 

$

13,267

 

 

$

13,286

 

 

 

 

 

 

 

Weighted-average remaining lease term (years)

 

 

7.57

 

 

 

8.42

 

Weighted-average discount rate

 

 

6.08

%

 

 

5.75

%

 

 

Other information related to leases for the nine months ended September 30, 2024 and 2023, respectively, as follows:

 

 

 

Nine Months Ended September 30,

 

(in thousands)

 

2024

 

 

2023

 

Net cash paid for amounts included in the measurement of lease liabilities

 

$

1,119

 

 

$

1,842

 

Leased assets obtained in exchange for new or modified operating lease liabilities

 

 

554

 

 

 

11

 

 

 

Future minimum lease payments, net of reimbursements, remaining as of September 30, 2024, under operating leases by fiscal year were as follows:

 

Fiscal year

 

(in thousands)

 

2024

 

$

479

 

2025

 

 

2,012

 

2026

 

 

2,071

 

2027

 

 

2,132

 

2028

 

 

2,194

 

Thereafter

 

 

7,608

 

Total minimum lease payments

 

$

16,496

 

Less: Amounts representing imputed interest

 

$

(3,229

)

Present value of lease liabilities

 

$

13,267

 

 

 

Rent expense recorded during the three months ended September 30, 2024 and 2023 was $367 and $366, respectively. Rent expense recorded during the nine months ended September 30, 2024 and 2023 was $1,076 and $1,559 respectively.

Contingencies

From time to time, the Company may have certain contingent liabilities that arise in the ordinary course of its business activities. The Company accrues a liability for such matters when future expenditures are probable and such expenditures can be reasonably estimated.

v3.24.3
Stockholders' Equity
9 Months Ended
Sep. 30, 2024
Equity [Abstract]  
Stockholders' Equity

7. Stockholders’ Equity

The Company is authorized to issue up to 1,000,000,000 shares of common stock with a par value of $0.00001 per share and 5,000,000 shares of preferred stock with a par value of $0.00001 per share. At September 30, 2024 and December 31, 2023, there were 51,749,504 and 51,445,862 shares of common stock issued and outstanding, respectively.

Common stockholders are entitled to receive dividends if and when declared by the board of directors subject to the rights of any preferred stockholders. As of September 30, 2024, no dividends on common stock had been declared by the Company.

ATM Program

On October 4, 2021, the Company entered into an at-the-market offering program (the “ATM Program”) pursuant to which, the Company may offer and sell shares of its common stock having aggregate gross sales proceeds of up to $150.0 million from time to time. During the three and nine months ended September 30, 2024, the Company did not sell any shares of its common stock under the ATM Program. As of September 30, 2024, the Company has approximately $113.8 million remaining in gross proceeds available for future issuances of common stock under the ATM Program.

v3.24.3
Stock Plan
9 Months Ended
Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Stock Plan

8. Stock Plan

2020 Equity Incentive Plan

The 2020 Equity Incentive Plan (the “2020 Plan”) was approved by the board of directors on September 24, 2020. The 2020 Plan provides for the grant of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock units, restricted stock awards, unrestricted stock awards, cash-based awards and dividend equivalent rights to the Company’s officers, employees, directors, and consultants. The number of shares of common stock initially reserved for issuance under the 2020 Plan was 4,406,374, which shall be increased, upon approval by the board of directors, on January 1, 2021 and each January 1 thereafter, in an amount equal to the least of (i) 4,406,374 shares of common stock, (ii) five percent (5%) of the outstanding common stock on the immediately preceding December 31, or (iii) such number of common stock determined by the board of directors no later than the immediately preceding December 31. For 2024, the board’s compensation committee, as the 2020 Plan administrator, exercised its discretion under clause (ii) to increase the number of shares of common stock reserved for issuance under the 2020 Plan by 2,572,174 shares, effective as of January 1, 2024. As of September 30, 2024, there were 5,329,431 shares available for issuance under the 2020 Plan.

On September 9, 2022, the Company granted 374,899 Restricted Stock Units (“RSUs”) to employees pursuant to an employee retention program approved by the board’s compensation committee. The RSUs have graded vesting on an annual basis for two years of continuous service, as per the 2020 Plan. As of September 30, 2024, the RSUs were fully vested and common stock was issued upon the settlement of the RSUs.

On January 18, 2024, the Company granted 952,665 RSUs to employees VP-level or higher, pursuant to an employee retention program approved by the compensation committee of the Company’s board of directors. The RSUs are scheduled to vest on June 30, 2025, based on approximately one and a half years of continuous service, as per the 2020 Plan.

2020 Employee Stock Purchase Plan

The 2020 Employee Stock Purchase Plan (the “2020 ESPP”) was approved by the board of directors on September 24, 2020. A total of 400,752 shares of common stock were initially reserved for issuance under this plan, which shall be increased, upon approval by the board of directors, on January 1, 2021 and each January 1 thereafter, to the lesser of (i) 801,504 shares of common stock, (ii) 1% of the outstanding shares of common stock on the last day of the immediately preceding fiscal year, or (iii) an amount determined by the board of directors or any of its committees no later than the last day of the immediately preceding fiscal year. For 2024, the 2020 ESPP reserved shares were increased under clause (ii) by 514,434 shares, effective as of January 1, 2024. As of September 30, 2024, 275,497 shares are issued or outstanding, and there were 1,136,410 shares available for issuance, under the 2020 ESPP.

Stock Options

On July 16, 2024, the Company filed with the Securities and Exchange Commission a Tender Offer Statement on Schedule TO defining the terms and conditions of a one-time voluntary stock option exchange to its employees of certain options to purchase up to an aggregate of 2,820,491 shares of the Company’s common stock (the “Option Exchange”). On August 13, 2024, the completion date of the Option Exchange, stock options covering an aggregate of 2,786,691 shares of common stock were tendered by eligible employees, and the Company granted new options at an exercise price of $1.48, the Company’s closing stock price on August 13, 2024, covering an aggregate of 2,786,691 shares of common stock under the 2020 Equity Incentive Plan in exchange for the tendered options. As a result of the Option Exchange, the Company will recognize incremental stock-based compensation expense of $1,370 over the requisite service period of the new stock options, which is three or four years. The Company will recognize the sum of the incremental stock-based compensation expense and the remaining unrecognized compensation expense for the original awards on the modification date, over the requisite service period of the new stock options.

The following table summarizes option activity for the nine-month period ended September 30, 2024:

 

 

 

 

 

 

Options Outstanding

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

Average

 

 

Aggregate

 

 

 

Shares

 

 

 

 

 

Average

 

 

Remaining

 

 

Intrinsic

 

 

 

Available

 

 

Number of

 

 

Exercise

 

 

Contractual Life

 

 

Value

 

 

 

for Grant

 

 

Options

 

 

Price

 

 

(in years)

 

 

(in 000s)

 

Balances at December 31, 2023

 

 

4,474,411

 

 

 

6,973,464

 

 

$

9.44

 

 

 

7.01

 

 

$

990

 

Shares reserved for issuance

 

 

2,572,174

 

 

 

 

 

 

 

 

 

 

 

 

 

Options granted

 

 

(6,261,885

)

 

 

6,261,885

 

 

$

1.64

 

 

 

 

 

 

 

Options forfeited / cancelled

 

 

4,544,731

 

 

 

(4,544,731

)

 

$

11.25

 

 

 

 

 

 

 

Options exercised

 

 

 

 

 

(3,111

)

 

 

1.80

 

 

 

 

 

 

 

Balances at September 30, 2024 (unaudited)

 

 

5,329,431

 

 

 

8,687,507

 

 

$

2.87

 

 

 

8.06

 

 

$

190

 

At September 30, 2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Vested and expected to vest

 

 

 

 

 

8,687,507

 

 

$

2.87

 

 

 

8.06

 

 

$

190

 

Exercisable

 

 

 

 

 

3,008,229

 

 

$

5.11

 

 

 

5.11

 

 

$

162

 

 

 

At September 30, 2024, the total compensation cost related to nonvested awards not yet recognized was $14,534. The weighted-average period over which the nonvested awards is expected to be recognized was 3.4 years.

The Company estimated the fair value of the options using the Black-Scholes options valuation model. The fair value of the options is being amortized on a straight-line basis over the requisite service period of the awards. The fair value was estimated using the following assumptions:

 

 

 

Nine Months Ended

 

 

Nine Months Ended

 

 

 

September 30,

 

 

September 30,

 

 

 

2024

 

 

2023

 

Risk-free interest rate

 

 

3.58% - 4.69%

 

 

 

3.45% - 4.18%

 

Expected life (in years)

 

 

5.50 - 6.25

 

 

 

5.50 - 6.44

 

Dividend yield

 

 

0%

 

 

 

0%

 

Expected volatility

 

 

85.55% - 127.07%

 

 

 

75.2% - 77.7%

 

 

 

The weighted average assumptions used to estimate the fair value of stock purchase rights under the ESPP are as follows:

 

 

 

Nine Months Ended

 

 

Nine Months Ended

 

 

 

September 30,

 

 

September 30,

 

 

 

2024

 

 

2023

 

Risk-free interest rate

 

 

5.43%

 

 

 

5.36%

 

Expected life (in years)

 

 

0.50

 

 

 

0.49

 

Dividend yield

 

 

0%

 

 

 

0%

 

Expected volatility

 

 

85.55%

 

 

 

76.50%

 

 

 

Risk Free Interest Rate: The risk-free rate is based on the U.S. Treasury yields in effect at the time of grant for periods corresponding with the expected term of the option.

Expected Term: The Company uses the simplified method to calculate expected term described in the SEC’s Staff Accounting Bulletin No. 107, which takes into account vesting term and expiration date of the options.

Dividend Yield: The Company has never declared or paid any cash dividends and does not plan to pay cash dividends in the foreseeable future, and therefore, used an expected dividend yield of zero in the valuation model.

Volatility: Volatility is based on the historical volatility of the Company’s publicly traded shares for the expected term.

Restricted Stock Units

The following table presents RSU activity under the 2020 Plan as of September 30, 2024:

 

 

 

Number of
Stock Units

 

 

Weighted-Average
Grant Date Fair Value

 

Unvested shares at December 31, 2023

 

 

236,296

 

 

$

13.60

 

Granted

 

 

952,665

 

 

 

1.80

 

Vested

 

 

(227,379

)

 

 

13.62

 

Forfeited

 

 

(53,916

)

 

 

3.75

 

Unvested shares at September 30, 2024

 

 

907,666

 

 

$

1.80

 

 

 

As of September 30, 2024, there was $845 of unrecognized compensation cost related to RSUs that are expected to vest. These costs are expected to be recognized over a weighted average remaining vesting period of 0.8 years.

Stock-based compensation expense recorded under ASC 718 related to stock options granted and common stock issued under the 2020 ESPP were allocated to research and development and general and administrative expense as follows:

 

 

 

For the Three Months Ended

 

 

For the Nine Months Ended

 

 

 

September 30,

 

 

September 30,

 

 

September 30,

 

 

September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Research and development

 

$

1,009

 

 

$

1,500

 

 

$

3,245

 

 

$

4,139

 

General and administrative

 

 

1,215

 

 

 

1,824

 

 

 

4,356

 

 

 

5,270

 

Total stock-based compensation

 

$

2,224

 

 

$

3,324

 

 

$

7,601

 

 

$

9,409

 

 

Stock-based compensation expense by award type included within the condensed consolidated statements of operations is as follows:

 

 

 

For the Three Months Ended

 

 

For the Nine Months Ended

 

 

 

September 30,

 

 

September 30,

 

 

September 30,

 

 

September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Stock options

 

$

1,447

 

 

$

2,644

 

 

$

5,515

 

 

$

7,414

 

Restricted stock units

 

 

719

 

 

 

625

 

 

 

1,918

 

 

 

1,832

 

Employee stock purchase plan

 

 

58

 

 

 

55

 

 

 

168

 

 

 

163

 

Total stock-based compensation

 

$

2,224

 

 

$

3,324

 

 

$

7,601

 

 

$

9,409

 

v3.24.3
Income Taxes
9 Months Ended
Sep. 30, 2024
Income Tax Disclosure [Abstract]  
Income Taxes

9. Income Taxes

The Company’s effective tax rates were 0.4% and 0% for the three months ended September 30, 2024 and 2023, respectively. The income tax provision and effective tax rate are driven primarily by the proceeds from the sale of the Company’s New Jersey tax net operating loss carryforwards and R&D tax credits.

During the three and nine months ended September 30, 2024 and 2023, the Company recorded a full valuation allowance on federal and state net deferred tax assets since management does not forecast the Company to be in a taxable position in the near future.

The State of New Jersey’s Technology Business Tax Certificate Program allows certain high technology and biotechnology companies to sell unused net operating loss (“NOL”) carryforwards and research and development (“R&D”) tax credits to other New Jersey-based corporate taxpayers. As of September 30, 2024, the Company received $16,176 of cash for the NOL and R&D tax credit sales related to the tax years ended December 31, 2015 to 2022. The sale of the NOLs and R&D tax credits has been recorded as an income tax benefit within the condensed consolidated statement of operations.

v3.24.3
Net Loss per Share
9 Months Ended
Sep. 30, 2024
Earnings Per Share [Abstract]  
Net Loss per Share

10. Net Loss per Share

The Company excluded all outstanding stock options and restricted stock units at each period end from the computation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect. The following common stock equivalents were excluded from the calculation of diluted net loss per share:

 

 

 

As of September 30,

 

 

 

2024

 

 

2023

 

Options to purchase common stock

 

 

8,687,507

 

 

 

7,174,552

 

Unvested RSUs

 

 

907,666

 

 

 

244,064

 

Expected shares to be purchased under 2020 ESPP

 

 

47,242

 

 

 

74,100

 

Total

 

 

9,642,415

 

 

 

7,492,716

 

v3.24.3
Related Parties
9 Months Ended
Sep. 30, 2024
Related Party Transactions [Abstract]  
Related Parties

11. Related Parties

The Company has consulting agreements with three members of its board of directors; one of which waived his consulting fees starting as of September 2021. Total consulting fees paid during the three months ended September 30, 2024 and 2023 were $50 and $25, respectively. Total consulting fees paid during the nine months ended September 30, 2024 and 2023 were $137 and $67, respectively. There were no amounts owed under the consulting agreements as of September 30, 2024.

v3.24.3
Restructuring
9 Months Ended
Sep. 30, 2024
Restructuring and Related Activities [Abstract]  
Restructuring

12. Restructuring

On January 18, 2024, the Company announced a restructuring plan involving the reduction of its workforce by approximately 30% of the Company’s employees. All of the costs under the restructuring plan were incurred during the nine months ended September 30, 2024. The Company undertook these steps in order to streamline operations, reduce costs and preserve capital as it advances into late-stage development for its lead product candidate, PC14586.

As a result of the reduction in force, the Company incurred an aggregate non-recurring charge of $597, consisting primarily of employee severance and benefit costs associated with the restructuring. The Company has recorded these charges in research and development expenses in the accompanying condensed consolidated statement of operations based on responsibilities of the impacted employees.

The Company accounts for employee termination benefits that represent a one-time benefit in accordance with ASC Topic 420, Exit or Disposal Cost Obligations. It records such costs into expense over the employee’s future service period, if any.

The following sets forth information regarding the balances and activity associated with the Company’s accrued employee severance and benefits costs (in thousands):

 

 

Balance as of
December 31, 2023

 

 

Expenses, net

 

 

Cash

 

 

Balance as of
 September 30, 2024

 

Employee severance and benefit costs

 

 

 

 

597

 

 

 

(597

)

 

 

 

v3.24.3
Subsequent Event
9 Months Ended
Sep. 30, 2024
Subsequent Events [Abstract]  
Subsequent Event

13. Subsequent Event

On August 5, 2024, the Company entered into the Termination Agreement. Pursuant to the Termination Agreement, the Company and the Landlord agreed to terminate the Lease subject to the Contingency. The Contingency was met on the date of sale on October 1, 2024, and the lease at One Research Way was terminated on such date.

Pursuant to the Termination Agreement, and subject to the Contingency, the Company agreed to surrender the property and pay a total termination fee of approximately $1,420 consisting of (i) a cash payment in the amount of approximately $798 and (ii) a release of a security deposit from the Company’s existing letter of credit in the amount of approximately $622. On October 1, 2024, the Company wrote off the $7,864 net ROU asset, the $12,714 lease liability, and the $9,454 of leasehold improvements associated with the lease at One Research Way in Princeton, New Jersey. This, along with associated broker fees, will result in a net loss on the lease termination of $6,768 in the condensed consolidated statements of operations for the year ended December 31, 2024.

On September 3, 2024, the Company entered into a new sublease agreement with Hengrui (USA) LTD., for approximately 14,201 square feet of office space located at 400 Alexander Park Drive, Suite 301, in Princeton, New Jersey for the Company’s new headquarters. The term of the lease is approximately 2 years, commencing on October 1, 2024 and expiring on February 28, 2027.

v3.24.3
Summary of Significant Accounting Policies (Policies)
9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
Basis of Presentation

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the interim period reporting requirements of Form 10-Q and Article 10 of Regulation S-X. The condensed consolidated balance sheet as of September 30, 2024, the condensed consolidated statements of operations and comprehensive loss, condensed consolidated statements of stockholders’ equity and condensed consolidated statements of statements of cash flows for the three and nine months ended September 30, 2024 and 2023 are unaudited, but, in the opinion of management, include all adjustments, consisting only of normal recurring adjustments, which we consider necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The results for any interim period are not necessarily indicative of results for the year ending December 31, 2024, or for any other subsequent interim period. The condensed consolidated balance sheet as of December 31, 2023, has been derived from our audited condensed consolidated financial statements.

The accompanying condensed consolidated financial statements include our accounts and the accounts of our wholly owned subsidiary, PMV Pharma Australia Pvt Ltd. All significant intercompany transactions and balances have been eliminated upon consolidation. These condensed consolidated financial statements are presented in United States (“U.S.”) Dollars, which is also the functional currency of the Company.

Use of Estimates

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and reported amounts of revenues and expenses during the reporting period. The Company bases its estimates and assumptions on historical experience when available and on various factors that it believes to be reasonable under the circumstances. Significant estimates and assumptions reflected in these condensed consolidated financial statements include, but are not limited to, research and development costs, accrued research and development costs and related prepaid expenses. Actual results could differ materially from those estimates.

Cash, Cash Equivalents, and Marketable Securities

Cash, Cash Equivalents, and Marketable Securities

Management considers all highly liquid investments with original maturities of three months or less to be cash equivalents.

The Company’s marketable debt securities have been classified and accounted for as available-for-sale. The Company classifies its marketable debt securities as either short-term or long-term based on each instrument’s underlying contractual maturity date. Marketable debt securities with maturities of 12 months or less are classified as short-term and marketable debt securities with maturities greater than 12 months are classified as long-term. The Company’s marketable debt securities are carried at fair value, with unrealized gains and losses, net of taxes, reported as a component of accumulated other comprehensive loss in stockholders’ equity. Premiums and discounts on marketable debt securities are amortized into earnings over the life of the security and recorded on the interest income, net line of the income statement. For the nine months ended September 30, 2024 and 2023, the Company recorded $4,239 and $3,511 of accretion, respectively.

Restricted cash as of September 30, 2024 and December 31, 2023 included a $822 deposit at the Company’s commercial bank underlying a stand-by letter of credit issued in favor of a landlord (See Note 6) and is classified in current assets.
Comprehensive Loss and Accumulated Other Comprehensive Income (Loss)

Comprehensive Loss and Accumulated Other Comprehensive Income (Loss)

Other comprehensive income (loss) is defined as the change in equity during a period from transactions and other events and circumstances from non-owner sources, including unrealized gains and losses on investments and foreign currency translation gains and losses.

Leases

Leases

At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the circumstances present. The Company accounts for a contract as a lease when it has the right to control the asset for a period of time while obtaining substantially all of the asset’s economic benefits. The Company determines the initial classification and measurement of its operating right-of-use (“ROU”) assets and operating lease liabilities at the lease commencement date, and thereafter if modified. The lease term includes any renewal options that the Company is reasonably certain to exercise. The Company’s policy is to not record leases with a lease term of 12 months or less on its balance sheets. The Company’s only existing leases are for office and laboratory space.

The ROU asset represents the right to use the leased asset for the lease term. The lease liability represents the present value of the lease payments under the lease. The present value of lease payments is determined by using the interest rate implicit in the lease, if that rate is readily determinable; otherwise, the Company uses its estimated secured incremental borrowing rate for that lease term.

Lease expense for operating leases is recognized on a straight-line basis over the reasonably assured lease term based on the total lease payments and is included in operating expense in the statements of operations.

Payments due under each lease agreement include fixed and variable payments. Variable payments relate to the Company’s share of the lessor’s operating costs associated with the underlying asset and are recognized when the event on which those payments are assessed occurs. Variable payments have been excluded from the lease liability and associated right-of-use asset. Neither of the Company’s leases contain residual value guarantees.

The interest rate implicit in lease agreements is typically not readily determinable, and as such, the Company utilizes the incremental borrowing rate to calculate lease liabilities, which is the rate incurred to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment.

Concentration of Credit Risk and Other Risks and Uncertainties

Concentration of Credit Risk and Other Risks and Uncertainties

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist of cash, cash equivalents, and marketable securities. Cash and cash equivalents were held at primarily two financial institutions. At times, such deposits may be in excess of insured limits. The Company has not experienced any losses on its deposits of cash and cash equivalents. The Company’s marketable securities are carried at fair value and include any unrealized gains and losses. Any investments with unrealized losses are considered to be temporarily impaired.

The Company’s future results of operations involve a number of risks and uncertainties. Factors that could affect the Company’s future operating results and cause actual results to vary materially from expectations include, but are not limited to, rapid technological change, uncertainty of market acceptance of the product, competition from substitute products and larger companies, protection of proprietary technology, any future strategic relationships and dependence on key individuals.

Products developed by the Company require clearances from the U.S. Food and Drug Administration or other international regulatory agencies prior to commercial sales. There can be no assurance the Company’s product candidates will receive the necessary clearances. If the Company is denied clearance, clearance is delayed or it is unable to maintain clearance, it could have a materially adverse impact on the Company.

v3.24.3
Fair Value Measurements (Tables)
9 Months Ended
Sep. 30, 2024
Fair Value Disclosures [Abstract]  
Summary of Cash Equivalents and Available-for-sale Securities Carrying Amounts and Fair Values

The Company’s financial assets consist of money market funds, U.S. government debt securities and corporate debt securities. The following tables show the Company’s cash equivalents and available-for-sale securities’ carrying amounts and fair values as of September 30, 2024, and December 31, 2023:

 

 

 

As of September 30, 2024

 

 

 

Carrying
Amount

 

 

Gross Unrealized Gains

 

 

Gross Unrealized Losses

 

 

Fair
Value

 

 

Quoted
priced in
active
markets
(Level 1)

 

 

Significant
other
observable
inputs
(Level 2)

 

 

Significant
unobservable
inputs
(Level 3)

 

Financial assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

48,709

 

 

$

 

 

$

 

 

$

48,709

 

 

$

48,709

 

 

$

 

 

$

 

Corporate securities

 

 

36,335

 

 

 

64

 

 

 

 

 

 

36,399

 

 

 

3,130

 

 

 

33,269

 

 

 

 

Government securities

 

 

112,391

 

 

 

337

 

 

 

 

 

 

112,728

 

 

 

69,172

 

 

 

43,556

 

 

 

 

Total financial assets

 

$

197,435

 

 

$

401

 

 

$

 

 

$

197,836

 

 

$

121,011

 

 

$

76,825

 

 

$

 

 

 

 

 

As of December 31, 2023

 

 

 

Carrying
Amount

 

 

Gross Unrealized Gains

 

 

Gross Unrealized Losses

 

 

Fair
Value

 

 

Quoted
Priced in
Active
Markets
(Level 1)

 

 

Significant
Other
Observable
Inputs
(Level 2)

 

 

Significant
Unobservable
Inputs
(Level 3)

 

Financial assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

37,694

 

 

$

 

 

$

 

 

$

37,694

 

 

$

37,694

 

 

$

 

 

$

 

Corporate securities

 

 

69,995

 

 

 

48

 

 

 

 

 

 

70,043

 

 

 

5,577

 

 

 

64,466

 

 

 

 

Government securities

 

 

120,670

 

 

 

143

 

 

 

 

 

 

120,813

 

 

 

92,297

 

 

 

28,516

 

 

 

 

Total financial assets

 

$

228,359

 

 

$

191

 

 

$

 

 

$

228,550

 

 

$

135,568

 

 

$

92,982

 

 

$

 

v3.24.3
Property and Equipment, Net (Tables)
9 Months Ended
Sep. 30, 2024
Property, Plant and Equipment [Abstract]  
Summary of Property and Equipment, Net

 

 

September 30,
2024

 

 

December 31,
2023

 

Machinery & equipment

 

 

2,730

 

 

$

3,089

 

Computers

 

 

13

 

 

 

13

 

Furniture & fixtures

 

 

69

 

 

 

69

 

Leasehold improvements

 

 

11,364

 

 

 

10,765

 

Total property and equipment

 

 

14,176

 

 

 

13,936

 

Less: Accumulated depreciation

 

 

(4,046

)

 

 

(3,270

)

Property and equipment, net

 

$

10,130

 

 

$

10,666

 

v3.24.3
Accrued Expenses (Tables)
9 Months Ended
Sep. 30, 2024
Payables and Accruals [Abstract]  
Summary of Accrued Expenses

Accrued expenses consist of the following:

 

 

 

September 30,
2024

 

 

December 31,
2023

 

Accrued compensation

 

$

3,999

 

 

$

4,498

 

Accrued legal and professional services

 

 

343

 

 

 

172

 

Accrued research and development costs

 

 

5,915

 

 

 

5,270

 

Total

 

$

10,257

 

 

$

9,940

 

v3.24.3
Commitments and Contingencies (Tables)
9 Months Ended
Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
Summary of Components of Lease Cost

The components of lease cost for the three and nine months ended September 30, 2024 and 2023, are as follows:

 

 

 

Three Months Ended September 30,

Nine Months Ended September 30,

 

(in thousands)

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Operating lease cost

 

$

367

 

 

$

366

 

 

 

1,105

 

 

$

1,559

 

Variable lease cost

 

 

146

 

 

 

161

 

 

 

507

 

 

 

792

 

Total lease cost

 

$

513

 

 

$

527

 

 

$

1,612

 

 

$

2,351

 

Schedule of Amounts Reported in Consolidated Balance Sheets for Leases

Amounts reported in the balance sheet for leases where the Company is the lessee as of September 30, 2024, and December 31, 2023, are as follows:

 

Operating Leases (in thousands, except lease term and discount rate data):

 

September 30,
2024

 

 

December 31,
2023

 

Right-of-use assets, operating leases

 

$

8,407

 

 

$

8,382

 

 

 

 

 

 

 

Operating lease liabilities, current

 

$

1,243

 

 

$

852

 

Operating lease liabilities, non-current

 

 

12,024

 

 

 

12,434

 

Total operating lease liabilities

 

$

13,267

 

 

$

13,286

 

 

 

 

 

 

 

Weighted-average remaining lease term (years)

 

 

7.57

 

 

 

8.42

 

Weighted-average discount rate

 

 

6.08

%

 

 

5.75

%

Summary of Other Information Related to Leases

Other information related to leases for the nine months ended September 30, 2024 and 2023, respectively, as follows:

 

 

 

Nine Months Ended September 30,

 

(in thousands)

 

2024

 

 

2023

 

Net cash paid for amounts included in the measurement of lease liabilities

 

$

1,119

 

 

$

1,842

 

Leased assets obtained in exchange for new or modified operating lease liabilities

 

 

554

 

 

 

11

 

Schedule of Minimum Lease Payments, Net of Reimbursements, under Operating Leases

Future minimum lease payments, net of reimbursements, remaining as of September 30, 2024, under operating leases by fiscal year were as follows:

 

Fiscal year

 

(in thousands)

 

2024

 

$

479

 

2025

 

 

2,012

 

2026

 

 

2,071

 

2027

 

 

2,132

 

2028

 

 

2,194

 

Thereafter

 

 

7,608

 

Total minimum lease payments

 

$

16,496

 

Less: Amounts representing imputed interest

 

$

(3,229

)

Present value of lease liabilities

 

$

13,267

 

v3.24.3
Stock Plan (Tables)
9 Months Ended
Sep. 30, 2024
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Schedule of Stock Options Activity

The following table summarizes option activity for the nine-month period ended September 30, 2024:

 

 

 

 

 

 

Options Outstanding

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-

 

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

Average

 

 

Aggregate

 

 

 

Shares

 

 

 

 

 

Average

 

 

Remaining

 

 

Intrinsic

 

 

 

Available

 

 

Number of

 

 

Exercise

 

 

Contractual Life

 

 

Value

 

 

 

for Grant

 

 

Options

 

 

Price

 

 

(in years)

 

 

(in 000s)

 

Balances at December 31, 2023

 

 

4,474,411

 

 

 

6,973,464

 

 

$

9.44

 

 

 

7.01

 

 

$

990

 

Shares reserved for issuance

 

 

2,572,174

 

 

 

 

 

 

 

 

 

 

 

 

 

Options granted

 

 

(6,261,885

)

 

 

6,261,885

 

 

$

1.64

 

 

 

 

 

 

 

Options forfeited / cancelled

 

 

4,544,731

 

 

 

(4,544,731

)

 

$

11.25

 

 

 

 

 

 

 

Options exercised

 

 

 

 

 

(3,111

)

 

 

1.80

 

 

 

 

 

 

 

Balances at September 30, 2024 (unaudited)

 

 

5,329,431

 

 

 

8,687,507

 

 

$

2.87

 

 

 

8.06

 

 

$

190

 

At September 30, 2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Vested and expected to vest

 

 

 

 

 

8,687,507

 

 

$

2.87

 

 

 

8.06

 

 

$

190

 

Exercisable

 

 

 

 

 

3,008,229

 

 

$

5.11

 

 

 

5.11

 

 

$

162

 

Schedule of Estimated Fair Value of Stock Options

The Company estimated the fair value of the options using the Black-Scholes options valuation model. The fair value of the options is being amortized on a straight-line basis over the requisite service period of the awards. The fair value was estimated using the following assumptions:

 

 

 

Nine Months Ended

 

 

Nine Months Ended

 

 

 

September 30,

 

 

September 30,

 

 

 

2024

 

 

2023

 

Risk-free interest rate

 

 

3.58% - 4.69%

 

 

 

3.45% - 4.18%

 

Expected life (in years)

 

 

5.50 - 6.25

 

 

 

5.50 - 6.44

 

Dividend yield

 

 

0%

 

 

 

0%

 

Expected volatility

 

 

85.55% - 127.07%

 

 

 

75.2% - 77.7%

 

Stock-based Compensation Expense Related to Options Granted and Common Stock Issued under 2020 ESPP Recorded and Allocated

Stock-based compensation expense recorded under ASC 718 related to stock options granted and common stock issued under the 2020 ESPP were allocated to research and development and general and administrative expense as follows:

 

 

 

For the Three Months Ended

 

 

For the Nine Months Ended

 

 

 

September 30,

 

 

September 30,

 

 

September 30,

 

 

September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Research and development

 

$

1,009

 

 

$

1,500

 

 

$

3,245

 

 

$

4,139

 

General and administrative

 

 

1,215

 

 

 

1,824

 

 

 

4,356

 

 

 

5,270

 

Total stock-based compensation

 

$

2,224

 

 

$

3,324

 

 

$

7,601

 

 

$

9,409

 

Schedule of Stock-based Compensation Expense by Award Type

Stock-based compensation expense by award type included within the condensed consolidated statements of operations is as follows:

 

 

 

For the Three Months Ended

 

 

For the Nine Months Ended

 

 

 

September 30,

 

 

September 30,

 

 

September 30,

 

 

September 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Stock options

 

$

1,447

 

 

$

2,644

 

 

$

5,515

 

 

$

7,414

 

Restricted stock units

 

 

719

 

 

 

625

 

 

 

1,918

 

 

 

1,832

 

Employee stock purchase plan

 

 

58

 

 

 

55

 

 

 

168

 

 

 

163

 

Total stock-based compensation

 

$

2,224

 

 

$

3,324

 

 

$

7,601

 

 

$

9,409

 

Schedule of RSU Activity Under the 2020 Plan

The following table presents RSU activity under the 2020 Plan as of September 30, 2024:

 

 

 

Number of
Stock Units

 

 

Weighted-Average
Grant Date Fair Value

 

Unvested shares at December 31, 2023

 

 

236,296

 

 

$

13.60

 

Granted

 

 

952,665

 

 

 

1.80

 

Vested

 

 

(227,379

)

 

 

13.62

 

Forfeited

 

 

(53,916

)

 

 

3.75

 

Unvested shares at September 30, 2024

 

 

907,666

 

 

$

1.80

 

ESPP  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Schedule of Estimated Fair Value of Stock Options

The weighted average assumptions used to estimate the fair value of stock purchase rights under the ESPP are as follows:

 

 

 

Nine Months Ended

 

 

Nine Months Ended

 

 

 

September 30,

 

 

September 30,

 

 

 

2024

 

 

2023

 

Risk-free interest rate

 

 

5.43%

 

 

 

5.36%

 

Expected life (in years)

 

 

0.50

 

 

 

0.49

 

Dividend yield

 

 

0%

 

 

 

0%

 

Expected volatility

 

 

85.55%

 

 

 

76.50%

 

v3.24.3
Net Loss per Share (Tables)
9 Months Ended
Sep. 30, 2024
Earnings Per Share [Abstract]  
Schedule of Common Stock Equivalents Excluded from Calculation of Diluted Net Loss per Share The following common stock equivalents were excluded from the calculation of diluted net loss per share:

 

 

 

As of September 30,

 

 

 

2024

 

 

2023

 

Options to purchase common stock

 

 

8,687,507

 

 

 

7,174,552

 

Unvested RSUs

 

 

907,666

 

 

 

244,064

 

Expected shares to be purchased under 2020 ESPP

 

 

47,242

 

 

 

74,100

 

Total

 

 

9,642,415

 

 

 

7,492,716

 

v3.24.3
Restructuring (Tables)
9 Months Ended
Sep. 30, 2024
Restructuring and Related Activities [Abstract]  
Summary of Activity Associated with Accrued Employee Severance and Benefits Costs

The following sets forth information regarding the balances and activity associated with the Company’s accrued employee severance and benefits costs (in thousands):

 

 

Balance as of
December 31, 2023

 

 

Expenses, net

 

 

Cash

 

 

Balance as of
 September 30, 2024

 

Employee severance and benefit costs

 

 

 

 

597

 

 

 

(597

)

 

 

 

v3.24.3
Formation and Business of the Company - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]                  
Net loss $ 19,226 $ 1,213 $ 15,270 $ 16,640 $ 17,436 $ 19,128 $ 35,709 $ 53,204  
Cash used in operating activities             34,621 $ 43,572  
Accumulated deficit 345,712           345,712   $ 310,003
Cash, cash equivalents, and marketable securities $ 197,937           $ 197,937    
v3.24.3
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Accounting Policies [Abstract]      
Accretion of available-for-sale debt securities $ 4,239 $ 3,511  
Restricted cash $ 822   $ 822
v3.24.3
Fair Value Measurements - Summary of Cash Equivalents and Available-for-sale Securities Carrying Amounts and Fair Values (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Carrying Amount $ 197,435 $ 228,359
Gross Unrealized Gains 401 191
Fair Value 197,836 228,550
Quoted Priced in Active Markets (Level 1)    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Total financial assets 121,011 135,568
Significant Other Observable Inputs (Level 2)    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Total financial assets 76,825 92,982
Money Market Funds    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Carrying Amount 48,709 37,694
Fair Value 48,709 37,694
Money Market Funds | Quoted Priced in Active Markets (Level 1)    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Total financial assets 48,709 37,694
Corporate Securities    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Carrying Amount 36,335 69,995
Gross Unrealized Gains 64 48
Fair Value 36,399 70,043
Corporate Securities | Quoted Priced in Active Markets (Level 1)    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Total financial assets 3,130 5,577
Corporate Securities | Significant Other Observable Inputs (Level 2)    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Total financial assets 33,269 64,466
Government Securities    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Carrying Amount 112,391 120,670
Gross Unrealized Gains 337 143
Fair Value 112,728 120,813
Government Securities | Quoted Priced in Active Markets (Level 1)    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Total financial assets 69,172 92,297
Government Securities | Significant Other Observable Inputs (Level 2)    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Total financial assets $ 43,556 $ 28,516
v3.24.3
Fair Value Measurements - Additional Information (Details) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Cash equivalents $ 48,810,000 $ 37,706,000
Marketable Securities 149,127,000 190,856,000
Marketable securities, noncurrent 15,096,000 25,505,000
Marketable securities, current 134,031,000 165,351,000
Allowance for credit losses 0 0
Corporate Debt Securities    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Marketable Securities 36,399,000 70,043,000
Government Debt Securities    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Marketable Securities 112,728,000 120,813,000
Money Market Funds    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Cash equivalents $ 48,709,000 $ 37,694,000
v3.24.3
Property and Equipment, Net - Summary of Property and Equipment, Net (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Property Plant And Equipment [Line Items]    
Total property and equipment $ 14,176 $ 13,936
Less: Accumulated depreciation (4,046) (3,270)
Property and equipment, net 10,130 10,666
Machinery & Equipment    
Property Plant And Equipment [Line Items]    
Total property and equipment 2,730 3,089
Computers    
Property Plant And Equipment [Line Items]    
Total property and equipment 13 13
Furniture & Fixtures    
Property Plant And Equipment [Line Items]    
Total property and equipment 69 69
Leasehold Improvements    
Property Plant And Equipment [Line Items]    
Total property and equipment $ 11,364 $ 10,765
v3.24.3
Property and Equipment, Net - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Property, Plant and Equipment [Abstract]        
Depreciation $ 371 $ 358 $ 1,105 $ 898
v3.24.3
Accrued Expenses - Summary of Accrued Expenses (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Payables and Accruals [Abstract]    
Accrued compensation $ 3,999 $ 4,498
Accrued legal and professional services 343 172
Accrued research and development costs 5,915 5,270
Total $ 10,257 $ 9,940
v3.24.3
Commitments and Contingencies - Additional Information (Details)
$ in Thousands
1 Months Ended 3 Months Ended 9 Months Ended 45 Months Ended
Aug. 05, 2024
USD ($)
Sep. 30, 2024
USD ($)
ft²
Aug. 31, 2024
USD ($)
ft²
Jan. 31, 2022
Jan. 31, 2021
USD ($)
ft²
Aug. 31, 2018
ft²
Lease
Sep. 30, 2024
USD ($)
ft²
Sep. 30, 2023
USD ($)
Sep. 30, 2024
USD ($)
ft²
Sep. 30, 2023
USD ($)
Sep. 30, 2024
USD ($)
ft²
Commitments And Contingencies Disclosure [Line Items]                      
Number of noncancelable operating leases | Lease           2          
Rent expense             $ 367 $ 366 $ 1,076 $ 1,559  
South Brunswick, New Jersey                      
Commitments And Contingencies Disclosure [Line Items]                      
Area of operating lease property | ft²           6,000          
Operating lease expiration period           2022-07          
Operating lease, existence of option to terminate [true false]       true              
Operating lease, option to terminate       In January 2022, the Company signed a lease extension for up to one additional year through July 2023, with the option to terminate upon 120 days of written notice, with an increase in base rent as per the lease extension.              
South Brunswick, New Jersey | Maximum                      
Commitments And Contingencies Disclosure [Line Items]                      
Operating lease, renewal term       1 year              
Lexington, Massachusetts                      
Commitments And Contingencies Disclosure [Line Items]                      
Terminated period           2023-08     2023-06    
Princeton, New Jersey                      
Commitments And Contingencies Disclosure [Line Items]                      
Operating lease, description                 That lease term extends through 2032, has a five-year extension option, and replaced the Company’s two existing facilities as the Company’s headquarters in March 2023.    
Lease area of square feet | ft²         50,581            
Operating Leases, extended year         2032            
Operating leases, extension period         5 years            
Operating lease, payments         $ 19,889            
Operating leases extended month and year         2032-05            
Tenant improvement allowance         $ 4,046            
Reimbursements received                 $ 242   $ 4,046
Princeton, New Jersey | Lease Termination Agreement | BMR-One Research Way LLC                      
Commitments And Contingencies Disclosure [Line Items]                      
Lease area of square feet | ft²     50,581                
Termination effective date Oct. 01, 2024   Oct. 01, 2024                
Termination fee $ 1,420   $ 1,420                
Operating lease, payments 798   798                
Letter of credit $ 622   $ 622                
Hopewell, New Jersey | Sublease Agreement                      
Commitments And Contingencies Disclosure [Line Items]                      
Operating lease, description                 The sublease term extends through 2029 and provides the Company with the option to extend the term for an additional three year period    
Lease area of square feet | ft²   3,205         3,205   3,205   3,205
Operating Leases, extended year   2029                  
Operating lease, existence of option to extend [true false]   true                  
Operating leases, extension period   3 years                  
Operating lease, payments   $ 768                  
Operating leases extended month and year   2029-12                  
v3.24.3
Commitments and Contingencies - Summary of Components of Lease Cost (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Leases [Abstract]        
Operating lease cost $ 367 $ 366 $ 1,105 $ 1,559
Variable lease cost 146 161 507 792
Total lease cost $ 513 $ 527 $ 1,612 $ 2,351
v3.24.3
Commitments and Contingencies - Schedule of Amounts Reported in Consolidated Balance Sheets for Leases (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Operating Leases:    
Right-of-use assets, operating leases $ 8,407 $ 8,382
Operating lease liabilities, current 1,243 852
Operating lease liabilities, non-current 12,024 12,434
Total operating lease liabilities $ 13,267 $ 13,286
Weighted-average remaining lease term (years) 7 years 6 months 25 days 8 years 5 months 1 day
Weighted-average discount rate 6.08% 5.75%
v3.24.3
Commitments and Contingencies - Summary of Other Information Related to Leases (Details) - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Leases [Abstract]    
Net cash paid for amounts included in the measurement of lease liabilities $ 1,119 $ 1,842
Leased assets obtained in exchange for new or modified operating lease liabilities $ 554 $ 11
v3.24.3
Commitments and Contingencies - Schedule of Minimum Lease Payments, Net of Reimbursements, under Operating Leases (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]    
2024 $ 479  
2025 2,012  
2026 2,071  
2027 2,132  
2028 2,194  
Thereafter 7,608  
Total lease payments 16,496  
Less: Present Value Adjustment (3,229)  
Present value of lease payments $ 13,267 $ 13,286
v3.24.3
Stockholders' Equity - Additional Information (Details) - USD ($)
3 Months Ended 9 Months Ended
Oct. 04, 2021
Sep. 30, 2024
Sep. 30, 2024
Dec. 31, 2023
Subsidiary, Sale of Stock [Line Items]        
Common stock, shares authorized   1,000,000,000 1,000,000,000 1,000,000,000
Common stock, par value   $ 0.00001 $ 0.00001 $ 0.00001
Common stock, shares issued   51,749,504 51,749,504 51,445,862
Common stock, shares outstanding   51,749,504 51,749,504 51,445,862
Preferred stock, shares authorized   5,000,000 5,000,000 5,000,000
Preferred stock, par value   $ 0.00001 $ 0.00001 $ 0.00001
Dividends, common stock declared     $ 0  
ATM Program        
Subsidiary, Sale of Stock [Line Items]        
Aggregate gross sales proceeds $ 150,000,000      
Common stock shares sold   0 0  
Gross proceeds available for future issuances of common stock   $ 113,800,000 $ 113,800,000  
v3.24.3
Stock Plan - Additional Information (Details) - USD ($)
$ / shares in Units, $ in Thousands
9 Months Ended
Aug. 13, 2024
Jan. 18, 2024
Sep. 09, 2022
Sep. 30, 2024
Sep. 30, 2023
Jul. 16, 2024
Jan. 01, 2024
Dec. 31, 2023
Sep. 24, 2020
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]                  
Number of shares reserved for issuance             514,434    
Restricted stock units granted to employees       952,665          
Total compensation cost related to nonvested awards not yet recognized       $ 14,534          
Aggregrate Shares       5,329,431       4,474,411  
Granted options at an exercise price       $ 1.64          
Unrecognized compensation cost, weighted average period of recognition       3 years 4 months 24 days          
Dividend yield       0.00% 0.00%        
Option Exchange                  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]                  
Total compensation cost related to nonvested awards not yet recognized $ 1,370                
Aggregrate Shares 2,786,691         2,820,491      
Granted options at an exercise price $ 1.48                
Option Exchange | Minimum                  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]                  
Unrecognized compensation cost, weighted average period of recognition 3 years                
Option Exchange | Maximum                  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]                  
Unrecognized compensation cost, weighted average period of recognition 4 years                
Restricted stock units                  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]                  
Restricted stock units granted to employees   952,665 374,899            
Unrecognized compensation cost, weighted average period of recognition       9 months 18 days          
Unrecognized compensation cost       $ 845          
2020 Plan                  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]                  
Number of shares reserved for issuance                 4,406,374
Number of additional shares reserved for issuance, minimum                 4,406,374
Percentage of number of shares of common stock outstanding increase                 5.00%
Number of additional shares reserved for issuance, maximum             2,572,174    
Shares issued       5,329,431          
2020 Plan | Option Exchange                  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]                  
Aggregrate Shares 2,786,691                
2020 Plan | Restricted stock units                  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]                  
Vesting period on an annual basis   1 year 6 months 2 years            
2020 ESPP                  
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]                  
Number of shares reserved for issuance       1,136,410         400,752
Percentage of number of shares of common stock outstanding increase                 1.00%
Number of additional shares reserved for issuance, maximum                 801,504
Shares issued       275,497          
Shares outstanding       275,497          
v3.24.3
Stock Plan - Schedule of Stock Options Activity (Details) - USD ($)
$ / shares in Units, $ in Thousands
9 Months Ended 12 Months Ended
Sep. 30, 2024
Dec. 31, 2023
Shares Available For Grant    
Shares Available for Grant, Balance 4,474,411  
Shares Available for Grant, Shares reserved for issuance 2,572,174  
Shares Available for Grant, Options granted (6,261,885)  
Shares Available for Grant, Options forfeited / cancelled 4,544,731  
Shares Available for Grant, Balance 5,329,431 4,474,411
Number of Options    
Options Outstanding, Number of Options 6,973,464  
Options granted, Number of Options 6,261,885  
Options forfeited / cancelled, Number of Options (4,544,731)  
Options exercised, Number of Options (3,111)  
Options Outstanding, Number of Options 8,687,507 6,973,464
Vested and expected to vest, Number of Options 8,687,507  
Exercisable, Number of Options 3,008,229  
Weighted Average Exercise Price    
Options Outstanding, Weighted Average Exercise Price $ 9.44  
Options granted, Weighted Average Exercise Price 1.64  
Options forfeited / cancelled, Weighted Average Exercise Price 11.25  
Options exercised, Weighted Average Exercise Price 1.8  
Options Outstanding, Weighted Average Exercise Price 2.87 $ 9.44
Vested and expected to vest, Weighted Average Exercise Price 2.87  
Exercisable, Weighted Average Exercise Price $ 5.11  
Weighted-Average Remaining Contractual Life    
Options Outstanding, Weighted-Average Remaining Contractual Life 8 years 21 days 7 years 3 days
Vested and expected to vest, Weighted-Average Remaining Contractual Life 8 years 21 days  
Exercisable, Weighted-Average Remaining Contractual Life 5 years 1 month 9 days  
Aggregate Intrinsic Value    
Options Outstanding, Aggregate Intrinsic Value $ 190 $ 990
Vested and expected to vest, Aggregate Intrinsic Value 190  
Exercisable, Aggregate Intrinsic Value $ 162  
v3.24.3
Stock Plan - Schedule of Estimated Fair Value of Stock Options (Details)
9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Risk-free interest rate, minimum 3.58% 3.45%
Risk-free interest rate, maximum 4.69% 4.18%
Dividend yield 0.00% 0.00%
Minimum    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Expected life (in years) 5 years 6 months 5 years 6 months
Expected volatility 85.55% 75.20%
Maximum    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Expected life (in years) 6 years 3 months 6 years 5 months 8 days
Expected volatility 127.07% 77.70%
v3.24.3
Stock Plan - Summary of Weighted Average Assumptions Used to Estimate Fair value of Stock Purchase Rights Under ESPP (Details)
9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Dividend yield 0.00% 0.00%
ESPP    
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]    
Risk-free interest rate 5.43% 5.36%
Expected life (in years) 6 months 5 months 26 days
Dividend yield 0.00% 0.00%
Expected volatility 85.55% 76.50%
v3.24.3
Stock Plan - Schedule of RSU Activity Under the 2020 Plan (Details)
9 Months Ended
Sep. 30, 2024
$ / shares
shares
Share-Based Payment Arrangement [Abstract]  
Number of Stock Units, Beginning balance | shares 236,296
Number of Stock Units, Granted | shares 952,665
Number of Stock Units, Vested | shares (227,379)
Number of Stock Units, Forfeited | shares (53,916)
Number of Stock Units, Ending balance | shares 907,666
Weighted-Average Grant Date Fair Value, Beginning balance | $ / shares $ 13.6
Weighted-Average Grant Date Fair Value, Granted | $ / shares 1.8
Weighted-Average Grant Date Fair Value, Vested | $ / shares 13.62
Weighted-Average Grant Date Fair Value, Forfeited | $ / shares 3.75
Weighted-Average Grant Date Fair Value, Ending balance | $ / shares $ 1.8
v3.24.3
Stock Plan - Stock-based Compensation Expense Related to Options Granted and Common Stock Issued under 2020 ESPP Recorded and Allocated (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]        
Total stock-based compensation $ 2,224 $ 3,324 $ 7,601 $ 9,409
Research and Development        
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]        
Total stock-based compensation 1,009 1,500 3,245 4,139
General and Administrative        
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]        
Total stock-based compensation $ 1,215 $ 1,824 $ 4,356 $ 5,270
v3.24.3
Stock Plan - Schedule of Stock-based Compensation Expense by Award Type (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]        
Total stock-based compensation $ 2,224 $ 3,324 $ 7,601 $ 9,409
Employee Stock Option        
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]        
Total stock-based compensation 1,447 2,644 5,515 7,414
Restricted stock units        
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]        
Total stock-based compensation 719 625 1,918 1,832
Employee stock purchase plan        
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]        
Total stock-based compensation $ 58 $ 55 $ 168 $ 163
v3.24.3
Income Taxes - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Income Tax Contingency [Line Items]      
Effective Tax Rates 0.40% 0.00%  
Expected cash received from sale of unsued NOL carryforwards and R&D tax credits     $ 16,176
v3.24.3
Net Loss per Share - Schedule of Common Stock Equivalents Excluded from Calculation of Diluted Net Loss per Share (Details) - shares
9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities 9,642,415 7,492,716
Options to purchase common stock    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities 8,687,507 7,174,552
Unvested RSUs    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities 907,666 244,064
Expected shares to be purchased under 2020 ESPP    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities 47,242 74,100
v3.24.3
Related Parties - Additional Information (Details) - Board of Directors
3 Months Ended 9 Months Ended
Sep. 30, 2024
USD ($)
Sep. 30, 2023
USD ($)
Sep. 30, 2024
USD ($)
Member
Sep. 30, 2023
USD ($)
Related Party Transaction [Line Items]        
Number of consulting agreement members | Member     3  
Consulting fees $ 50,000 $ 25,000 $ 137,000 $ 67,000
Amount owed to related party $ 0   $ 0  
v3.24.3
Restructuring - Additional Information (Details) - Employee Severance and Benefit Costs - USD ($)
$ in Thousands
9 Months Ended
Jan. 18, 2024
Sep. 30, 2024
Restructuring Cost and Reserve [Line Items]    
Restructuring and related cost, number of positions eliminated, period percent 30.00%  
Restructuring charges   $ 597
v3.24.3
Restructuring - Summary of Activity Associated with Accrued Employee Severance and Benefits Costs (Details) - Employee severance and benefit costs
$ in Thousands
9 Months Ended
Sep. 30, 2024
USD ($)
Restructuring Cost and Reserve [Line Items]  
Beginning Balance $ 0
Expenses, net 597
Cash (597)
Ending Balance $ 0
v3.24.3
Subsequent Event - Additional Information (Details)
$ in Thousands
1 Months Ended 3 Months Ended 9 Months Ended 12 Months Ended
Sep. 03, 2024
ft²
Aug. 05, 2024
USD ($)
Aug. 31, 2024
USD ($)
ft²
Jan. 31, 2021
USD ($)
ft²
Sep. 30, 2024
USD ($)
Jun. 30, 2024
USD ($)
Mar. 31, 2024
USD ($)
Sep. 30, 2023
USD ($)
Jun. 30, 2023
USD ($)
Mar. 31, 2023
USD ($)
Sep. 30, 2024
USD ($)
Sep. 30, 2023
USD ($)
Dec. 31, 2024
USD ($)
Oct. 01, 2024
USD ($)
Dec. 31, 2023
USD ($)
Subsequent Event [Line Items]                              
Right-of-use assets         $ 8,407           $ 8,407       $ 8,382
Lease liability         13,267           13,267       $ 13,286
Net Income (Loss)         $ (19,226) $ (1,213) $ (15,270) $ (16,640) $ (17,436) $ (19,128) $ (35,709) $ (53,204)      
Princeton, New Jersey                              
Subsequent Event [Line Items]                              
Lease area of square feet | ft²       50,581                      
Operating lease, description                     That lease term extends through 2032, has a five-year extension option, and replaced the Company’s two existing facilities as the Company’s headquarters in March 2023.        
Cash payment       $ 19,889                      
Princeton, New Jersey | Lease Termination Agreement | BMR-One Research Way LLC                              
Subsequent Event [Line Items]                              
Lease area of square feet | ft²     50,581                        
Termination effective date   Oct. 01, 2024 Oct. 01, 2024                        
Termination fee   $ 1,420 $ 1,420                        
Cash payment   798 798                        
Letter of credit   $ 622 $ 622                        
Princeton, New Jersey | Sublease Agreement | Hengrui (USA) LTD                              
Subsequent Event [Line Items]                              
Lease area of square feet | ft² 14,201                            
Lease term 2 years                            
Lease commencement date Oct. 01, 2024                            
Operating lease, description                     The term of the lease is approximately 2 years, commencing on October 1, 2024 and expiring on February 28, 2027.        
Lease expiring date Feb. 28, 2027                            
Forecast | Princeton, New Jersey | Lease Termination Agreement | BMR-One Research Way LLC                              
Subsequent Event [Line Items]                              
Net Income (Loss)                         $ 6,768    
Subsequent Event Member | Princeton, New Jersey | Lease Termination Agreement | BMR-One Research Way LLC                              
Subsequent Event [Line Items]                              
Right-of-use assets                           $ 7,864  
Lease liability                           12,714  
Leasehold improvements                           $ 9,454  

PMV Pharmaceuticals (NASDAQ:PMVP)
Gráfico Histórico do Ativo
De Nov 2024 até Dez 2024 Click aqui para mais gráficos PMV Pharmaceuticals.
PMV Pharmaceuticals (NASDAQ:PMVP)
Gráfico Histórico do Ativo
De Dez 2023 até Dez 2024 Click aqui para mais gráficos PMV Pharmaceuticals.