abos-20231113
0001576885FALSE00015768852023-11-132023-11-13

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________________________
FORM 8-K
____________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 13, 2023
____________________________
Acumen Pharmaceuticals, Inc.
(Exact name of Registrant as Specified in Its Charter)
____________________________
Delaware001-4055136-4108129
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
427 Park St.,
Charlottesville, Virginia
22902
(Address of Principal Executive Offices)(Zip Code)
(434297-1000
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
____________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange
on which registered
Common Stock, $0.0001 par valueABOSThe Nasdaq Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company  x
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.  o



Item 2.02    Results of Operations and Financial Condition.
On November 13, 2023, Acumen Pharmaceuticals, Inc. (the “Company”) reported financial results and business highlights for the quarter ended September 30, 2023. A copy of this press release (the “Earnings Press Release”) is furnished as Exhibit 99.1 to this Current Report on Form 8-K (this “Report”) and is incorporated by reference.
The information in this Item 2.02 of this Report (including Exhibit 99.1) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 7.01    Regulation FD Disclosure.
On November 13, 2023 the Company announced a credit facility for up to $50 million provided by K2 HealthVentures for capital to support subcutaneous clinical work as well as general corporate purposes. A copy of this press release (the “Press Release”) is furnished as Exhibit 99.2 to this Report and is incorporated by reference.
The information in this Item 7.01 of this Report (including Exhibit 99.2), is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing. The Company’s submission of this Report shall not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.
Item 9.01    Financial Statements and Exhibits.
(d).Exhibits

Exhibit No.Description
99.1
99.2
104Cover Page Interactive Data File (embedded within the Inline XBRL document)



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Acumen Pharmaceuticals, Inc.
Dated: November 13, 2023By:/s/ Matthew Zuga
Matthew Zuga
Chief Financial Officer and Chief Business Officer

Document

Exhibit 99.1
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Acumen Pharmaceuticals Reports Third Quarter 2023 Financial Results and Business Highlights

Initiation of a Phase 2 study, ALTITUDE-AD, to investigate ACU193 for the treatment of early Alzheimer’s disease expected in the first half of 2024, following positive FDA interaction in October 2023
Announced global collaboration and license agreement with Halozyme for development of a subcutaneous formulation of ACU193
Initiation of a Phase 1 study to support a subcutaneous dosing option of ACU193 expected in mid-2024
Announced a credit facility of up to $50 million from K2 HealthVentures, to provide capital to support subcutaneous clinical work and general corporate purposes
CSF biomarker data observed in the Phase 1 INTERCEPT-AD trial support pharmacology of ACU193 and role of amyloid beta oligomers in Alzheimer’s disease
Cash, cash equivalents and marketable securities of $282.7 million as of Sept. 30, 2023, expected to support current clinical and operational activities into the second half of 2026
Company to host conference call and webcast today at 8:00 a.m. ET

CHARLOTTESVILLE, VA., Nov. 13, 2023  – Acumen Pharmaceuticals, Inc. (NASDAQ: ABOS) (“Acumen” or the “Company”), a clinical-stage biopharmaceutical company developing a novel therapeutic that targets toxic soluble amyloid beta oligomers (AβOs) for the treatment of Alzheimer’s disease (AD), today reported financial results for the third quarter of 2023 and provided a business update.
“My excitement for Acumen’s future is centered on the strength of our ACU193 development strategy for the treatment of early Alzheimer’s disease, and the deep expertise of our team to execute on that strategy. We continue to make significant operational, regulatory and strategic progress. Following our positive Phase 1 data in the third quarter, we recently had a positive interaction with the FDA and plan to initiate a Phase 2 study in the first half of 2024. On a strategic front, I am excited about our recent collaboration and licensing agreement with Halozyme for the development of a subcutaneous formulation of ACU193, to broaden potential treatment optionality and increase convenience for patients. To help finance this important workstream, we are pleased to announce today that we have entered into an agreement with K2 HealthVentures for a debt facility of up to $50 million,” said Daniel O’Connell, President and Chief Executive Officer of Acumen. “We have also observed encouraging trends in CSF biomarker data from our Phase 1 study, further solidifying the pharmacology of ACU193. Our talented team is committed to pursuing the full potential of targeting amyloid beta oligomers for this patient population, and I am proud of our progress as we continue to execute at the highest level and work to generate strong and sustainable value, today and into the future.”


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Recent Highlights and Anticipated Milestones
ACU193 Clinical Development
In October 2023, the Company presented additional detail from first-in-human Phase 1 study of ACU193 for early AD at the Clinical Trials on Alzheimer’s Disease (CTAD) conference.
Announced dose selection of 50 mg/kg and 35 mg/kg every 4 weeks for ACU193 treatment arms in upcoming placebo-controlled Phase 2 trial based on significant target engagement of AβOs approaching maximal effect.
Presented data exploring target engagement modeling of ACU193 to inform dose selection, plus further analyses of dose-related amyloid plaque reduction and clinical characteristics of ARIA-E, confirming proof-of-mechanism for ACU193.
In October 2023, the Company met with the FDA to discuss the next clinical trial in the development program for ACU193.
The agency indicated they are aligned in principle with the Phase 2/3 study design.
In the first half of 2024, the Company expects to initiate a Phase 2 study, ALTITUDE-AD, as the next phase of development for ACU193.
Today, the Company announced encouraging results from INTERCEPT-AD Phase 1 cerebrospinal fluid (CSF) biomarker data, further supporting the pharmacologic activity of ACU193.
Observed dose dependent trend in the multiple ascending dose cohorts on CSF levels of p-tau181, total tau, neurogranin and Aβ 42/40 ratio.
P-tau181 (p=0.049) and neurogranin (p=0.037) showed statistically significant improvement at 60 mg/kg Q4W as compared to the placebo group after three administrations of ACU193.
Nominally significant correlation between target engagement of AβOs and change in neurogranin obsrved across all doses.
Trend between target engagement of AβOs and change in p-tau181 observed across all doses.
Plasma biomarker analysis in progress.

“We have observed a dose-dependent trend toward drug effect of ACU193 on CSF levels of p-tau181, total tau, neurogranin and the Aβ 42/40 ratio after only three administrations. The fact that we are observing changes in CSF biomarkers is highly supportive of ACU193’s downstream pharmacology as determined in our Phase 1 study,” said Eric Siemers, Chief Medical Officer of Acumen. “Changes in neurogranin and p-tau181 were statistically significant at the highest dose level studied, and correlated with target engagement of AβOs, consistent with the mechanism of action of ACU193. These data increase our confidence that ACU193 has potential for the treatment of early Alzheimer’s disease, which we will investigate in our Phase 2 study that is expected to initiate in the first half of 2024.”
Corporate Updates
In November 2023, announced a global collaboration and licensing agreement with Halozyme for the development of a subcutaneous formulation of ACU193, to potentially offer additional flexibility and convenience for patients and caregivers.
Expect to initiate a Phase 1 trial investigating a subcutaneous dosing option of ACU193 in mid-2024.
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Today, announced a credit facility for up to $50 million provided by K2 HealthVentures, for capital to support subcutaneous clinical work as well as general corporate purposes.
Third Quarter 2023 Financial Results
Cash Balance. As of September 30, 2023, cash, cash equivalents and marketable securities totaled $282.7 million, compared to cash, cash equivalents and marketable securities of $172.2 million as of June 30, 2023. This increase is due to the net proceeds from the Company’s public offering of approximately $122 million on July 21, 2023. Altogether, this runway is expected to be sufficient to support current clinical and operational activities into the second half of 2026.
Research and Development (R&D) Expenses. R&D expenses were $11.2 million for the three-month period ended September 30, 2023, compared to $8.3 million for the three-month period ended September 30, 2022. The increase in R&D expenses was primarily due to increased costs related to materials, consulting, personnel and other costs.
General and Administrative (G&A) Expenses. G&A expenses were $4.9 million for the three-month period ended September 30, 2023, compared to $3.1 million for the three-month period ended September 30, 2022. The increase in G&A expenses was primarily due to increased costs related to personnel, consulting and legal/patent services.
Loss from Operations. Losses from operations were $16.0 million for the three-month period ended September 30, 2023, compared to $11.4 million for the three-month period ended September 30, 2022. This increase was due to the increased R&D and G&A expenses over the prior year period.
Net Loss. Net loss was $13.0 million for the three-month period ended September 30, 2023, compared to $10.7 million for the three-month period ended September 30, 2022.
Conference Call Details
Acumen will host a conference call and live audio webcast today, Nov. 13, 2023, at 8:00 a.m. ET.
To participate in the live conference call, please register using this link. After registration, you will be informed of the dial-in numbers including PIN. Please register at least one day in advance.
The webcast audio will be available via this link.
An archived version of the webcast will be available for at least 30 days in the Investors section of the Company's website at www.acumenpharm.com.
About ACU193
ACU193 is a humanized monoclonal antibody (mAb) discovered and developed based on its selectivity for soluble AβOs, which Acumen believes are the most toxic and pathogenic form of Aβ, relative to Aβ monomers and amyloid plaques. Soluble AβOs have been observed to be potent neurotoxins that bind to neurons, inhibit synaptic function and induce neurodegeneration. By selectively targeting toxic soluble AβOs, ACU193 aims to directly address a growing body of evidence indicating that soluble AβOs are a primary underlying cause of the neurodegenerative process in Alzheimer’s disease.
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ACU193 has been granted Fast Track designation for the treatment of early Alzheimer’s disease by the U.S. Food and Drug Administration.
About INTERCEPT-AD
INTERCEPT-AD was a Phase 1, U.S.-based, multi-center, randomized, double-blind, placebo-controlled clinical trial evaluating the safety and tolerability, and establishing clinical proof of mechanism, of ACU193 in patients with early Alzheimer’s disease (AD). Sixty-five individuals with early AD (mild cognitive impairment or mild dementia due to AD) enrolled in this first-in-human study of ACU193. The INTERCEPT-AD study consisted of single-ascending-dose (SAD) and multiple-ascending-dose (MAD) cohorts and was designed to evaluate the safety, tolerability, pharmacokinetics (PK), and target engagement of intravenous doses of ACU193. More information can be found on www.clinicaltrials.gov, NCT identifier NCT04931459.
About Acumen Pharmaceuticals, Inc.
Acumen, headquartered in Charlottesville, VA, with offices in Indianapolis, IN, and Newton, MA, is a clinical-stage biopharmaceutical company developing a novel therapeutic that targets toxic soluble amyloid beta oligomers (AβOs) for the treatment of Alzheimer’s disease (AD). Acumen’s scientific founders pioneered research on AβOs, which a growing body of evidence indicates are early and persistent triggers of Alzheimer’s disease pathology. Acumen is currently focused on advancing its investigational product candidate, ACU193, a humanized monoclonal antibody that selectively targets toxic soluble AβOs, following positive topline results in INTERCEPT-AD, a Phase 1 clinical trial involving early Alzheimer’s disease patients. For more information, visit www.acumenpharm.com.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. Any statement describing Acumen’s goals, expectations, financial or other projections, intentions or beliefs is a forward-looking statement and should be considered an at-risk statement. Words such as “believes,” “expects,” “anticipates,” “could,” “should,” “would,” “seeks,” “aims,” “plans,” “potential,” “will,” “milestone” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Forward-looking statements include statements concerning Acumen’s business, and Acumen’s ability to achieve its strategic and financial goals, including its projected use of cash, cash equivalents and marketable securities and the expected sufficiency of its cash resources into the second half of 2026, the therapeutic potential of Acumen’s product candidate, ACU193, including against other antibodies, the anticipated timeline for initiating a Phase 2 clinical trial of ACU193 and a Phase 1 trial to support a subcutaneous dosing option of ACU 193, and the expected use of proceeds from a credit facility. These statements are based upon the current beliefs and expectations of Acumen management, and are subject to certain factors, risks and uncertainties, particularly those inherent in the process of discovering, developing and commercializing safe and effective human therapeutics. Such risks may be amplified by the impacts of geopolitical events and macroeconomic conditions, such as rising inflation and interest rates, supply disruptions and uncertainty of credit and financial markets. These and other risks concerning Acumen’s programs are described in additional detail in Acumen’s filings with the Securities and Exchange Commission (“SEC”), including in Acumen’s most recent Annual Report on Form 10-K, and in subsequent filings with the SEC. Copies of these and other documents are available from Acumen. Additional information will be made available in other filings that Acumen makes from time to time with the SEC. These forward-looking statements speak only as of the date hereof, and Acumen
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expressly disclaims any obligation to update or revise any forward-looking statement, except as otherwise required by law, whether, as a result of new information, future events or otherwise.
CONTACTS:

Investors:
Alex Braun
abraun@acumenpharm.com
Media: AcumenPR@westwicke.com
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Acumen Pharmaceuticals, Inc.
Condensed Balance Sheets
(in thousands, except share and per share data)
September 30, 2023December 31, 2022
(unaudited)
ASSETS
Current assets
Cash and cash equivalents$94,917 $130,101 
Marketable securities, short-term120,517 47,504 
Prepaid expenses and other current assets3,164 2,724 
Total current assets218,598 180,329 
Marketable securities, long-term67,270 15,837 
Restricted cash189 — 
Property and equipment, net123 165 
Right-of-use asset105 
Other assets189 151 
Total assets$286,371 $196,587 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable$1,362 $1,640 
Accrued clinical trial expenses1,566 2,717 
Accrued expenses and other current liabilities3,168 3,350 
Operating lease liability105 
Total current liabilities6,098 7,812 
Total liabilities6,098 7,812 
Commitments and contingencies
Stockholders’ equity
Preferred stock, $0.0001 par value; 10,000,000 shares authorized and no shares issued and outstanding as of September 30, 2023 and December 31, 2022— — 
Common stock, $0.0001 par value; 300,000,000 shares authorized as of September 30, 2023 and December 31, 2022; 57,910,461 and 41,025,062 shares issued and outstanding as of September 30, 2023 and December 31, 2022
Additional paid-in capital487,077 359,949 
Accumulated deficit(206,301)(170,427)
Accumulated other comprehensive loss(509)(751)
Total stockholders’ equity280,273 188,775 
Total liabilities and stockholders’ equity$286,371 $196,587 
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Acumen Pharmaceuticals, Inc.
Condensed Statements of Operations and Comprehensive Loss
(in thousands, except share and per share data)
(unaudited)
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Operating expenses
Research and development$11,179 $8,309 $29,025 $21,615 
General and administrative4,860 3,062 13,627 9,374 
Total operating expenses16,039 11,371 42,652 30,989 
Loss from operations(16,039)(11,371)(42,652)(30,989)
Other income (expense)
Interest income, net3,124 663 6,840 1,000 
Other expense, net(42)(2)(62)(1)
Total other income3,082 661 6,778 999 
Net loss(12,957)(10,710)(35,874)(29,990)
Other comprehensive gain (loss)
Unrealized gain (loss) on marketable securities137 — 242 (734)
Comprehensive loss$(12,820)$(10,710)$(35,632)$(30,724)
Net loss per common share, basic and diluted$(0.24)$(0.26)$(0.79)$(0.74)
Weighted-average shares outstanding, basic and diluted54,229,63040,502,86045,474,95340,491,181
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Acumen Pharmaceuticals, Inc.
Condensed Statements of Cash Flows
(in thousands)
(unaudited)
Nine Months Ended September 30,
20232022
Cash flows from operating activities
Net loss$(35,874)$(29,990)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation42 20 
Stock-based compensation expense4,511 2,173 
Amortization of premiums and accretion of discounts on marketable securities, net(1,344)575 
Amortization of right-of-use asset103 100 
Changes in operating assets and liabilities:
Prepaid expenses and other current assets(436)2,058 
Other assets(38)(78)
Accounts payable(278)996 
Accrued clinical trial expenses(1,151)1,358 
Operating lease liability(103)(100)
Accrued expenses and other current liabilities(182)(1,062)
Net cash used in operating activities(34,750)(23,950)
Cash flows from investing activities
Purchases of marketable securities(178,857)(12,129)
Proceeds from maturities and sales of marketable securities55,997 71,860 
Proceeds from sale of property and equipment— 
Purchases of property and equipment(7)(126)
Net cash provided by (used in) investing activities(122,864)59,605 
Cash flows from financing activities
Proceeds from issuance of common stock, net of issuance costs122,294 — 
Proceeds from exercise of stock options325 19 
Payments for deferred offering costs— (296)
Net cash provided by (used in) financing activities122,619 (277)
Net change in cash and cash equivalents and restricted cash(34,995)35,378 
Cash and cash equivalents and restricted cash at the beginning of the period130,101 122,162 
Cash and cash equivalents and restricted cash at the end of the period$95,106 $157,540 
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Document



Exhibit 99.2
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Acumen Pharmaceuticals Secures $50.0 Million Credit Facility with K2 HealthVentures

Provides additional capital to support development of a subcutaneous formulation of ACU193 and general corporate purposes

$30 million drawn down at loan closing
Charlottesville, VA., Nov. 13, 2023Acumen Pharmaceuticals, Inc. (NASDAQ: ABOS) (“Acumen” or the “Company”), a clinical-stage biopharmaceutical company developing a novel therapeutic that targets toxic soluble amyloid beta oligomers (“AβOs”) for the treatment of Alzheimer’s disease (“AD”), today announced that it has entered into a senior secured loan and security agreement (the “Loan Agreement”) with K2 HealthVentures, a healthcare-focused specialty finance company.
“We are pleased to announce this agreement with K2 HealthVentures, a life sciences investment firm known for strategic investments in promising healthcare companies,” said Daniel O’Connell, President and Chief Executive Officer of Acumen.  “This financing provides us with additional operational flexibility during a period when we are laser-focused on execution. In particular, the funding will support our recently announced development program for a subcutaneous form of ACU193, including a Phase 1 study which we expect to initiate in mid-2024.”
“We are excited to partner with Acumen on this financing to support management’s vision of developing a potential best-in-class treatment for early Alzheimer’s Disease,” said Nimesh Shah, Managing Director at K2 HealthVentures. “This financing follows our strategy of partnering with pioneering life science companies developing treatments that have the potential to transform lives.”
The Loan Agreement provides up to $50.0 million principal in term loans (the “Term Loan”) consisting of a first tranche of $30.0 million, which was funded at closing, and a second tranche of up to $20.0 million which may be funded in installments upon the Company’s request, subject to review by the lenders of certain information from the Company and discretionary approval from the lenders. The Term Loan matures on November 1, 2027 and may be extended to November 1, 2028 if the Company achieves certain financing milestones. Additional details regarding the Loan Agreement will be included in the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023.
About Acumen Pharmaceuticals, Inc.
Acumen, headquartered in Charlottesville, VA, with additional offices in Indianapolis, IN and Newton, MA, is a clinical-stage biopharmaceutical company developing a novel therapeutic that targets toxic soluble amyloid beta oligomers (AβOs) for the treatment of Alzheimer’s disease (AD). Acumen’s scientific founders pioneered research on AβOs, which a growing body of evidence indicates are early and persistent triggers of Alzheimer’s disease pathology. Acumen is currently focused on advancing its investigational product candidate, ACU193, a humanized monoclonal antibody that selectively targets toxic soluble AβOs, following positive topline results in INTERCEPT-AD, a Phase 1 clinical trial involving early Alzheimer’s disease patients. For more information, visit www.acumenpharm.com.







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Acumen Forward-Looking Statement
This press release contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995.  Any statement describing Acumen’s goals, expectations, financial or other projections, intentions or beliefs is a forward-looking statement and should be considered an at-risk statement. Words such as “may,” “expects,” “provided” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Forward-looking statements include statements concerning Acumen’s plans to initiate a Phase 1 study for its subcutaneous development program for ACU193 in mid-2024, Acumen’s ability to receive a second tranche of up to $20.0 million under the Loan Agreement and the potential for the maturity date of the Loan Agreement to be extended. These statements are based upon the current beliefs and expectations of Acumen management, and are subject to certain factors, risks and uncertainties, particularly those inherent in the process of discovering, developing and commercializing safe and effective human therapeutics. Such risks may be amplified by the impacts of geopolitical events and macroeconomic conditions, such as rising inflation and interest rates, supply disruptions and uncertainty of credit and financial markets. These and other risks concerning Acumen’s programs are described in additional detail in Acumen’s filings with the Securities and Exchange Commission (“SEC”), including in Acumen’s most recent Annual Report on Form 10-K, and in subsequent filings with the SEC. Copies of these and other documents are available from Acumen. Additional information will be made available in other filings that Acumen makes from time to time with the SEC. These forward-looking statements speak only as of the date hereof, and Acumen expressly disclaims any obligation to update or revise any forward-looking statement, except as otherwise required by law, whether, as a result of new information, future events or otherwise.

CONTACTS:

Investors:
Alex Braun
abraun@acumenpharm.com

Media: 
AcumenPR@westwicke.com