0001576885-24-000047 | 10-K | XBRL Viewer | Acumen Pharmaceuticals INC

INCOME TAXES

12 Months Ended

Dec. 31, 2023

The Company has not recorded any tax provision or benefit for federal income taxes for the years ended December 31, 2023 and 2022. Current income taxes are based upon the year’s income taxable for federal and state tax reporting purposes. Deferred income taxes (benefits) are provided for certain income and expenses, which are recognized in different periods for tax and financial reporting purposes. Deferred tax assets and liabilities are computed for differences between the financial statements and tax bases of assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the period in which the differences are expected to affect taxable income, and NOL and R&D tax credit carryforwards.

A reconciliation of the expected tax computed at the U.S. statutory federal income tax rate to the total benefit for income taxes for the years ended December 31, 2023 and 2022 is as follows:


	Year Ended December 31,
	2023		2022
Statutory federal income tax rate	21.0	%	21.0	%
State tax, net of federal benefit	2.5		2.7
Non-deductible stock compensation	(0.4)		(0.5)
Rate change	(0.1)		(1.1)
Other	(0.5)		—
Change in valuation allowance	(22.5)		(22.1)
Income tax provision	0.0	%	0.0	%

Significant components of the Company’s deferred tax assets as of December 31, 2023 and 2022 were as follows (in thousands):


	December 31,
	2023		2022
Deferred tax assets:
Net operating loss	$	16,555	$	13,125
Capitalized R&D	13,328		6,788
Stock compensation	1,849		675
R&D credit	1,350		1,381
Intangible assets	441		—
Accruals and other temporary differences	575		179
Gross deferred tax assets	34,098		22,148
Valuation allowance	(33,661)		(22,118)
Total deferred tax assets	437		30
Deferred tax liabilities:
Embedded debt derivative liabilities	(274)		—
Other	(163)		—
Depreciation	—		(30)
Total deferred tax liabilities	(437)		(30)
Net deferred tax assets	$	—	$	—

In assessing the realizability of deferred tax assets as of December 31, 2023 and 2022, management considered whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible or the net operating loss (“NOL”) carryforwards and R&D tax credit carryforwards will be used. The Company has determined that it is not more likely than not that its deferred tax assets will be realized. Accordingly, a valuation allowance for the full amount of the net deferred tax assets has been recorded as of December 31, 2023 and 2022. The change in the valuation allowance as of December 31, 2023 from December 31, 2022 is due to the pretax loss incurred for the year ended December 31, 2023.

As of December 31, 2023, the Company had approximately $67.2 million of NOL carryforwards available for federal tax purposes. As a result of the Tax Act of 2017, for U.S. income tax purposes, NOLs generated prior to December 31, 2017 can still be carried forward for up to 20 years, but NOLs generated after December 31, 2017 carryforward indefinitely, but are limited to 80% utilization against taxable income. Of the total federal NOLs of $67.2 million, $6.5 million will begin to expire on December 31, 2028 and $60.7 million will not expire.

As of December 31, 2023, the Company also had approximately $46.9 million of state NOL carryforwards. The state NOLs begin to expire on December 31, 2028.

As of December 31, 2023, the Company had approximately $1.4 million of R&D credit carryforwards available for federal tax purposes, which begin to expire on December 31, 2024.

Utilization of the NOL and R&D credit carryforwards may be subject to a substantial annual limitation due to ownership change limitations that may have occurred or that could occur in the future, as required by Sections 382 and 383 of the Internal Revenue Code of 1986, as amended (the “Code”), as well as similar state provisions. These ownership changes may limit the amount of NOL and R&D credit carryforwards that can be utilized annually to offset future taxable income and tax, respectively. In general, an “ownership change” as defined by Section 382 of the Code results from a transaction or series of transactions over a three-year period resulting in an ownership change of more than 50% of the outstanding stock of a company by certain stockholders. The Company has not completed a formal analysis of the potential impact of Section 382 on its deferred tax assets as of December 31, 2023. Until this analysis has been completed, the Company has

not adjusted any of its deferred tax assets, including NOLs or R&D credits. The Company will reassess the amount of NOLs and credits subject to limitation under Section 382 when a study is complete. Due to the existence of the valuation allowance, future changes in the deferred tax assets related to these tax attributes will not impact the Company’s effective tax rate.

The Company is subject to U.S. federal and various state taxes. Generally, the tax years remain open for examination by the federal statute under a three-year statute of limitation; however, states generally keep their statutes open for four years. However, the Company’s tax years from 2004 and after are subject to examination by the United States and state taxing authorities due to the carry forward of unused NOLs and R&D credits.

- Definition

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

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+ Details

BASIS OF PRESENTATION, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS - Additional Information (Details)	12 Months Ended
	Dec. 31, 2023 USD ($) segment	Dec. 31, 2022 USD ($)
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Cash equivalents	$ 66,200,000	$ 129,100,000
Debt securities, available-for-sale, allowance for credit loss	0	0
Deferred tax assets, net	0	0
Uncertain tax positions	0	0
Uncertain tax positions, interest or penalties recorded	$ 0	$ 0
Number of operating segments \| segment	1
Computer-related assets
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Estimated useful lives of the assets (in years)	3 years
Furniture
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Estimated useful lives of the assets (in years)	5 years

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2023
Audit Information [Abstract]
Auditor Name	Ernst & Young LLP
Auditor Firm ID	42
Auditor Location	Tysons, Virginia

STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive Income (Loss)
Beginning balance (in shares) at Dec. 31, 2021		40,473,270
Beginning balance at Dec. 31, 2021	$ 225,183	$ 4	$ 352,981	$ (127,571)	$ (231)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock for cash, net of issuance costs (in shares)		422,160
Issuance of common stock for cash, net of issuance costs	3,792		3,792
Unrealized (loss) gain on marketable securities	(520)				(520)
Stock options exercised for cash (in shares)		124,886
Stock options exercised for cash	115		115
Cashless exercise of stock options (in shares)		4,746
Stock-based compensation	3,061		3,061
Net loss	$ (42,856)			(42,856)
Ending balance (in shares) at Dec. 31, 2022	41,025,062	41,025,062
Ending balance at Dec. 31, 2022	$ 188,775	$ 4	359,949	(170,427)	(751)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock for cash, net of issuance costs (in shares)		16,774,193
Issuance of common stock for cash, net of issuance costs	121,904	$ 2	121,902
Unrealized (loss) gain on marketable securities	$ 1,063				1,063
Stock options exercised for cash (in shares)	111,206	111,206
Stock options exercised for cash	$ 325		325
Issuance of warrant with Term Loan	1,132		1,132
Stock-based compensation	6,145		6,145
Net loss	$ (52,371)			(52,371)
Ending balance (in shares) at Dec. 31, 2023	57,910,461	57,910,461
Ending balance at Dec. 31, 2023	$ 266,973	$ 6	$ 489,453	$ (222,798)	$ 312

Debt - Additional Information (Details) - USD ($)	Nov. 10, 2023	Dec. 31, 2023
Debt Instrument, Redemption [Line Items]
Embedded derivative liabilities		$ 2,560,000
Common Stock Warrants
Debt Instrument, Redemption [Line Items]
Warrant, fair value	$ 1,100,000
Common Stock Warrants \| Common Stock
Debt Instrument, Redemption [Line Items]
Warrants (in shares)	730,769
Term Loan \| Secured Debt
Debt Instrument, Redemption [Line Items]
Principle borrowing capacity	$ 50,000,000
Interest rate	9.65%
Final payment fee	$ 1,600,000	1,635,000
Minimum required payment (more than)	5,000,000
Minimum required payment, outstanding debt requirement (at least)	15,000,000
Conversion, if-converted amount	$ 2,500,000
Conversion price (in dollars per share)	$ 2.53
Direct fees	$ 500,000
Embedded derivative liabilities	1,200,000	$ 2,560,000
Discount	4,400,000
Effective interest rate		14.30%
Term Loan \| Secured Debt \| Common Stock Warrants
Debt Instrument, Redemption [Line Items]
Warrant, fair value	$ 1,100,000
Term Loan \| Secured Debt \| Common Stock Warrants \| Common Stock
Debt Instrument, Redemption [Line Items]
Warrants (in shares)	730,769
Term Loan \| Secured Debt \| Prime Rate
Debt Instrument, Redemption [Line Items]
Variable interest rate	1.15%
Term Loan, First Tranche \| Secured Debt
Debt Instrument, Redemption [Line Items]
Principle borrowing capacity	$ 30,000,000
Term Loan, Second Tranche \| Secured Debt
Debt Instrument, Redemption [Line Items]
Principle borrowing capacity	20,000,000
Covenant, proceeds from issuance of debt required (at least)	$ 20,000,000

COMMITMENTS AND CONTINGENCIES	12 Months Ended
COMMITMENTS AND CONTINGENCIES	Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	COMMITMENTS AND CONTINGENCIES The Company is not a party to any material legal proceedings and is not aware of any pending or threatened claims. From time to time, the Company may be subject to various legal proceedings and claims that arise in the ordinary course of its business activities. In November 2023, the Company entered into a Non-exclusive Collaboration and License Agreement (the “Halozyme License Agreement”) with Halozyme, Inc. (“Halozyme”). Under the terms of the Halozyme License Agreement, Halozyme granted the Company a non-exclusive license to Halozyme’s drug delivery technology for the development of a subcutaneous formulation of sabirnetug (such combination, the “Halozyme Product”). For the year ended December 31, 2023, the Company recorded R&D expense with an offsetting accrual in accrued expenses and other current liabilities as of December 31, 2023, for the majority of the seven-figure upfront license payment for the Halozyme Product (the “Upfront Payment”), as the Halozyme Product is in its development stage and does not have an alternative future use. See Note 12. Subsequent Events for more information regarding the Upfront Payment. Additionally, the Company will make milestone payments tied to achievement of certain development and commercialization milestone events with respect to the Halozyme Product, as well as milestone payments based on achievement of certain net sales levels of the Halozyme Product. The Company will also make single-digit royalty payments based on worldwide net sales of the Halozyme Product. In November 2022, the Company entered into a License Agreement (“Lonza License Agreement”) with Lonza Sales AG (“Lonza”). Under the terms of the Lonza License Agreement, Lonza granted the Company a worldwide non-exclusive license to use Lonza’s glutamine synthetase gene expression system to manufacture and commercialize sabirnetug (the “Lonza Product”). Under the terms of the Lonza License Agreement, in consideration of the licenses and consents granted to the Company, the Company paid an upfront fee of 1.0 million Swiss Francs. The Company is also required to pay certain royalties upon commercialization and annual payments on a country-by-country basis in respect of the manufacturing and sale of the Lonza Product, which include (i) a royalty of less than 1% on net sales where Lonza manufactures the Lonza Product, (ii) an annual royalty payment in Swiss Francs in the low six-digits and a royalty of less than 1% on net sales where the Company manufactures the Lonza Product and (iii) an annual payment in Swiss Francs in the mid six-digits per sublicense and a royalty on net sales in the low single digits where a third party manufactures the Lonza Product. These payment obligations would expire ten years from the first commercial sales of the Lonza Product in such country of sale.

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS	12 Months Ended
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS	DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS Acumen Pharmaceuticals, Inc. (“Acumen” or the “Company”) was incorporated in 1996 in the state of Delaware. Acumen is a clinical-stage biopharmaceutical company developing a novel disease-modifying approach to target what the Company believes to be a key underlying cause of Alzheimer’s disease (“AD”). Alzheimer’s disease is a progressive neurodegenerative disease of the brain that leads to loss of memory and cognitive functions and ultimately results in death. The Company’s scientific founders pioneered research on soluble amyloid-beta oligomers (“AßOs”), which are globular assemblies of the amyloid-beta (“Aß”) peptide that are distinct from Aß monomers and amyloid plaques. Based on decades of research and supporting evidence, AßOs have gained increasing scientific acceptance as a primary toxin involved in the initiation and propagation of AD pathology. The Company is currently focused on advancing a targeted immunotherapy drug candidate, sabirnetug, in clinical development following Phase 1 results in “early AD” patients (patients with mild cognitive impairment or mild dementia due to Alzheimer’s pathology) that were reported in July 2023. Sabirnetug is a recombinant humanized immunoglobulin gamma 2 (“IgG2”) monoclonal antibody (“mAb”) that was designed to selectively target AßOs, has demonstrated functional and protective effects in in vitro assays, and has demonstrated in vivo safety and pharmacologic activity in multiple animal species, including transgenic mouse models for AD. The Company is subject to the uncertainty of whether its intellectual property will develop into successful commercial products. Public Offering On July 21, 2023, the Company issued 16,774,193 shares of its common stock, $0.0001 par value per share (“Common Stock”), in a public offering (the “Offering”) at a price of $7.75 per share. The aggregate net proceeds from the Offering, after underwriting discounts and commissions and other offering expenses, were $121.9 million. See additional discussion in Note 8. Stockholders’ Equity. Liquidity and Capital Resources The Company has incurred operating losses since inception and expects to continue to incur significant operating losses for the foreseeable future and may never become profitable. As of December 31, 2023 and 2022, the Company had an accumulated deficit of $222.8 million and $170.4 million, respectively, and working capital of $233.6 million and $172.5 million, respectively. During 2023, the Company received cash from the Offering and borrowings with net proceeds of $29.5 million under a term loan facility (see Note 6. Debt). Management believes that the Company has sufficient cash to continue operating activities for beyond 12 months from issuance of these financial statements. Future capital requirements will depend upon many factors, including the timing and extent of spending on research and development and market acceptance of the Company’s products, if approved for commercial sale. The Company expects that it will need to obtain additional financing to complete clinical trials and launch and commercialize any product candidates for which it receives regulatory approval. Until such time, if ever, as the Company can generate revenue sufficient to achieve profitability, the Company expects to finance its operations through a combination of equity offerings, debt financings, collaborations, strategic alliances and licensing arrangements. There can be no assurance that any such financing will be available on terms acceptable to the Company, or at all. To the extent that the Company raises additional capital through the sale of equity or convertible debt securities, the ownership interest of its stockholders will be diluted, and the terms of these securities may include liquidation of other preferences that adversely affect the rights of common stockholders. Debt financing and preferred equity financing, if available, may involve agreements that include covenants limiting or restricting the Company’s ability to take specific actions, such as incurring additional debt, making acquisitions or capital expenditures or declaring dividends. If the Company is unable to maintain sufficient financial resources, its business, financial condition and results of operations will be materially and adversely affected. The Company may be required to delay, limit, reduce or terminate its product discovery and development activities or future commercialization efforts. The Company completed a Phase 1 clinical trial of sabirnetug in the second quarter of 2023, which the Company named “INTERCEPT-AD.” This trial enrolled 65 patients with “early AD” and 62 participants received at least one dose of study drug. INTERCEPT-AD was a U.S.-based, multi-center, randomized, double-blind, placebo-controlled clinical trial with overlapping single ascending dose and multiple ascending dose cohorts evaluating patients with early AD. In July 2023, the Company announced topline results from INTERCEPT-AD, which demonstrated that sabirnetug met the primary and secondary objectives of this study in 62 participants with early AD. The Company expects to initiate a Phase 2 clinical trial of sabirnetug called “ALTITUDE-AD” in the first half of 2024.

Debt - Schedule of Aggregate Principal Payments (Details) - Term Loan - Secured Debt $ in Thousands	Dec. 31, 2023 USD ($)
Debt Instrument [Line Items]
Year ended December 31, 2026	$ 10,104
Year ended December 31, 2027	21,531
Total principal payment due for Term Loan	$ 31,635

- Definition

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

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Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

STOCK-BASED COMPENSATION - Summary of Share-Based Compensation Expense Related to Stock Options (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	$ 6,145	$ 3,061
General and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	4,288	2,163
Research and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	$ 1,857	$ 898

MARKETABLE SECURITIES - Summary of Unrealized Loss on Investments (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Marketable Securities [Line Items]
Debt securities, available-for-sale, continuous unrealized loss position, less than 12 months	$ 84,580	$ 32,541
Debt securities, available-for-sale, Continuous unrealized loss position, less than 12 months, accumulated loss	(158)	(65)
Debt securities, available-for-sale, continuous unrealized loss position, 12 months or longer	12,074	30,800
Debt securities, available-for-sale, continuous unrealized loss position, 12 months or longer, accumulated loss	(54)	(686)
Debt securities, available-for-sale, unrealized loss position	96,654	63,341
Debt securities, available-for-sale, unrealized loss position, accumulated loss	(212)	(751)
Corporate debt securities
Marketable Securities [Line Items]
Debt securities, available-for-sale, continuous unrealized loss position, less than 12 months	78,995	29,515
Debt securities, available-for-sale, Continuous unrealized loss position, less than 12 months, accumulated loss	(152)	(58)
Debt securities, available-for-sale, continuous unrealized loss position, 12 months or longer	12,074	16,247
Debt securities, available-for-sale, continuous unrealized loss position, 12 months or longer, accumulated loss	(54)	(234)
Debt securities, available-for-sale, unrealized loss position	91,069	45,762
Debt securities, available-for-sale, unrealized loss position, accumulated loss	(206)	(292)
Asset-backed securities
Marketable Securities [Line Items]
Debt securities, available-for-sale, continuous unrealized loss position, less than 12 months		0
Debt securities, available-for-sale, Continuous unrealized loss position, less than 12 months, accumulated loss		0
Debt securities, available-for-sale, continuous unrealized loss position, 12 months or longer		2,904
Debt securities, available-for-sale, continuous unrealized loss position, 12 months or longer, accumulated loss		(102)
Debt securities, available-for-sale, unrealized loss position		2,904
Debt securities, available-for-sale, unrealized loss position, accumulated loss		(102)
Government and agency - U.S. securities
Marketable Securities [Line Items]
Debt securities, available-for-sale, continuous unrealized loss position, less than 12 months	5,585	3,026
Debt securities, available-for-sale, Continuous unrealized loss position, less than 12 months, accumulated loss	(6)	(7)
Debt securities, available-for-sale, continuous unrealized loss position, 12 months or longer	0	11,649
Debt securities, available-for-sale, continuous unrealized loss position, 12 months or longer, accumulated loss	0	(350)
Debt securities, available-for-sale, unrealized loss position	5,585	14,675
Debt securities, available-for-sale, unrealized loss position, accumulated loss	$ (6)	$ (357)

Debt (Tables)

12 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Schedule of Outstanding Debt and Interest Expense

Outstanding debt consisted of the following (in thousands):


	December 31, 2023
Principal value of Term Loan, including final payment of $1,635	$	31,635
Fair value of bifurcated embedded derivatives	2,560
Unamortized debt discount	(4,298)
Total debt, long-term	$	29,897

The following table provides the components of interest expense (in thousands):


	Year Ended
	December 31, 2023
Interest expense based on the coupon interest rate of the outstanding debt	$	418
Accretion of debt discount	145
Total interest expense	$	563

Schedule of Aggregate Principal Payments

As of December 31, 2023, the aggregate principal payments due for the Term Loan by year are as follows (in thousands):


Year ended December 31, 2026	$	10,104
Year ended December 31, 2027	21,531
Total principal payment due for Term Loan	$	31,635

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 69B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481568/470-20-55-69B

Reference 2: http://www.xbrl.org/2003/role/exampleRef
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-URI https://asc.fasb.org//1943274/2147481568/470-20-55-69E

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 235
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-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.12-04(a))
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-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-3

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
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Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
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-URI https://asc.fasb.org//1943274/2147481112/505-10-50-7

+ Details

LEASES - Additional Information (Details) - USD ($) $ in Thousands		1 Months Ended	12 Months Ended
	Feb. 01, 2021	Oct. 31, 2023	Dec. 31, 2023	Dec. 31, 2022	Jan. 31, 2024	Sep. 11, 2023	Dec. 01, 2022	Sep. 28, 2022
Lessee, Lease, Description [Line Items]
Finance lease liability			$ 756
Research and development			$ 42,318	$ 32,361
Computer Equipment Lease
Lessee, Lease, Description [Line Items]
Research and development		$ 700
Computer Equipment Lease \| Subsequent Event
Lessee, Lease, Description [Line Items]
Finance lease liability					$ 800
Newton, Massachusetts
Lessee, Lease, Description [Line Items]
Operating lease term (in months)						38 months
Charlottesville, Virginia
Lessee, Lease, Description [Line Items]
Operating lease term (in months)								15 months
Charlottesville, Virginia
Lessee, Lease, Description [Line Items]
Operating lease term (in months)							12 months
Carmel, Indiana \| Maximum
Lessee, Lease, Description [Line Items]
Sublease, term of contract (in years)	1 year

FAIR VALUE MEASUREMENTS (Tables)

12 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis

The Company’s financial assets and liabilities subject to fair value measurement on a recurring basis and the level of inputs used for such measurements were as follows (in thousands):


	Fair value measurements at reporting date using
	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Fair Value at December 31, 2023
Assets included in:
Cash and cash equivalents
Money market securities	$	66,207	$	—	$	—	$	66,207
Marketable securities
Corporate debt securities	—		201,635		—		201,635
U.S. treasury securities	—		37,554		—		37,554
Total fair value	$	66,207	$	239,189	$	—	$	305,396
Liabilities included in:
Debt, long-term
Embedded derivative liabilities	$	—	$	—	$	2,560	$	2,560
Total fair value	$	—	$	—	$	2,560	$	2,560


	Fair value measurements at reporting date using
	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Fair Value at December 31, 2022
Assets included in:
Cash and cash equivalents
Money market securities	$	129,100	$	—	$	—	$	129,100
Marketable securities
Corporate debt securities	—		45,762		—		45,762
Asset-backed securities	—		2,904		—		2,904
Government and agency - U.S.	—		14,675		—		14,675
Total fair value	$	129,100	$	63,341	$	—	$	192,441

Schedule of the Fair Value using Level 3 Significant Unobservable Inputs

The following table presents changes in Level 3 liabilities measured at fair value for the year ended December 31, 2023 (in thousands):


Balance, January 1, 2023	$	—
Fair value of embedded derivatives at issuance of Term Loan	1,200
Change in fair value of embedded derivatives	1,360
Balance, December 31, 2023	$	2,560

Schedule of Estimate of Fair Value in Embedded Derivatives in Term Loan

For the year ended December 31, 2023, the fair value of the embedded derivatives in the Term Loan has been estimated using the Monte Carlo model. A summary of the weighted-average significant unobservable inputs (Level 3 inputs) used in measuring the embedded derivatives in the Term Loan as of December 31, 2023 and November 10, 2023 (inception) is as follows:


	December 31,	November 10,
	2023	2023
Conversion price	$2.53	$2.53
Expected term (in years)	4.7	4.9
Expected equity volatility	106.7%	102.5%
Risk-free interest rate	3.9%	4.7%
Discount for lack of marketability	11.5%	9.5%
Expected dividend yield	0%	0%

The Black-Scholes option-pricing model was used to estimate the fair value of the warrant on November 10, 2023 with the following weighted average assumptions:


Risk-free interest rate			4.6%
Contractual term (in years)			10
Expected volatility			98.4%
Expected dividend yield			0%

BASIS OF PRESENTATION, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

BASIS OF PRESENTATION, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS

Basis of Presentation

The accompanying financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). In the opinion of management, all adjustments (consisting of normal recurring adjustments) have been made that are necessary to present fairly the Company’s financial position, and the results of its operations and its cash flows.

Emerging Growth Company

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting bodies and adopted by the Company as of the specified effective date. Unless otherwise discussed, the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s financial statements upon adoption. Under the Jumpstart Our Business Startups Act of 2012, as amended, the Company meets the definition of an emerging growth company and has elected to use the extended transition period for complying with new or revised accounting standards, which delays the adoption of these accounting standards until they would apply to private companies.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of expenses during the reporting periods. These estimates and assumptions are based on the Company’s historical experience, and on various other factors that management believes are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recording of expenses that are not readily apparent from other sources.

Actual results may differ from these estimates under different assumptions or conditions. To the extent there are material differences between the estimates and actual results, the Company’s future results of operations will be affected. The more significant estimates and assumptions by management include, among others: the valuation allowance of deferred tax assets resulting from net operating losses, the valuation of stock options, the valuation of the warrant to purchase Common Stock and the valuation of embedded derivatives within the Company’s debt, long-term.

Cash and Cash Equivalents and Restricted Cash

The Company considers all highly liquid investments with an original maturity of three months or less at the date of purchase to be cash equivalents. All of the Company’s cash equivalents have liquid markets and high credit ratings. The Company had $66.2 million and $129.1 million in cash equivalents as of December 31, 2023 and 2022, respectively.

Restricted cash primarily consists of deposited cash collateral for the Company’s credit card program.

The following table provides a reconciliation of cash, cash equivalents and restricted cash from the balance sheets to the statements of cash flows (in thousands):


	December 31,
	2023		2022
Cash and cash equivalents	$	66,886	$	130,101
Restricted cash	233		—
Total cash, cash equivalents and restricted cash	$	67,119	$	130,101

Marketable Securities

The Company’s marketable securities portfolio consists primarily of investments in money market funds, asset-backed securities, U.S. treasury and agency securities and short-term highly liquid, high credit quality corporate debt securities. The Company considers its marketable securities to be available-for-sale. Available-for-sale securities are classified as cash equivalents, or as short-term or long-term marketable securities based on the maturity date at the time of purchase and their availability to meet current operating requirements. Available-for-sale securities that mature in three months or less from the date of purchase are classified as cash equivalents. Available-for-sale securities, excluding cash equivalents, that mature in one year or less are classified as short-term marketable securities and those that mature in more than one year are classified as long-term.

Securities that are classified as available-for-sale are measured at fair value; see “Fair Value of Financial Instruments” below. Any premium arising at purchase is amortized to the earliest call date and any discount arising at purchase is accreted to maturity. Amortization of premiums and accretion of discounts are recorded along with interest income on investments in interest income, net in the statements of operations and comprehensive loss. Unrealized gains and losses are excluded from earnings and are reported as a component of other comprehensive income. The cost of investments sold will be calculated using the specific-identification method.

For securities available-for-sale, Accounting Standards Update 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments eliminates the concept of other-than-temporary impairment and instead requires entities to determine if impairment is related to credit loss or non-credit loss. In making the assessment of whether a loss is from credit or other factors, management considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency and adverse conditions related to the security, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of cash flows is less than the amortized cost basis, a credit loss exists and an allowance is created, limited by the amount that the fair value is less than the amortized cost basis. Subsequent activity related to the credit loss component in the form of write-offs or recoveries is recognized as part of the allowance for credit losses on securities available-for-sale. The Company has made the accounting policy election to exclude accrued interest receivable on securities from the estimate of credit losses and will record a credit loss expense for accrued interest receivable in the period when a credit loss is recorded for the related securities. Management determined that the Company did not require an allowance for credit losses for available-for-sale securities as of December 31, 2023 or 2022, as only a small number of investments had a present value of cash flows expected to be collected in excess of the amortized cost, and the aggregate amount of this credit loss was immaterial. The Company did not have any related write-offs or recoveries for the years ended December 31, 2023 and 2022.

Concentrations of Credit Risk

Financial instruments that potentially subject the Company to significant concentration of credit risk consist primarily of cash, cash equivalents and marketable securities. The Company maintains deposits in financial institutions in excess of government insured limits. Management believes that the Company is not exposed to significant credit risk as the Company’s cash and cash equivalents are held at financial institutions that management believes to be of high credit quality. The Company has not experienced any losses due to credit risk on such accounts during any of the periods presented.

Fair Value of Financial Instruments

The Company’s financial assets and liabilities are accounted for in accordance with Accounting Standards Codification (“ASC”) 820, Fair Value Measurements and Disclosures, which defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The fair value hierarchy requires an entity to maximize the use of observable inputs when measuring fair value and classifies those inputs into three levels:

Level 1 — Observable inputs, such as quoted prices in active markets for identical assets or liabilities.

Level 2 — Inputs other than Level 1 inputs that are either directly or indirectly observable, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the instrument’s anticipated life.

Level 3 — Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.

To the extent the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair values requires more judgment. Accordingly, the degree of judgment exercised by management in determining fair value is greatest for instruments categorized as Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. There were no transfers made among the three levels in the fair value hierarchy for the years ended December 31, 2023 and 2022.

The carrying values reported in the balance sheets for cash (excluding cash equivalents which are recorded at fair value on a recurring basis), restricted cash, accounts payable, accrued clinical trial expenses and accrued expenses are reasonable estimates of their fair values due to the short-term nature of these items.

The carrying amount of the Company’s long-term debt approximates fair value due to its variable market interest rate and management’s opinion that current rates and terms that would be available to the Company with the same maturity and security structure would be essentially equivalent to that of the Company’s long-term debt. Certain features of the term loan were determined to be an embedded derivative requiring separate measurement from the loan host instrument.

Property and Equipment

Property and equipment are stated at cost. Depreciation expense is computed using the straight-line method over the estimated useful lives of the assets, including leasehold improvements and finance lease right-of-use assets that are amortized over the shorter of their estimated useful lives or the terms of the respective leases. The Company generally uses the following useful lives for its property and equipment categories: three years for computer-related assets and five years for furniture. See Note 7. Leases for additional discussion regarding our finance lease for computer equipment .

Leases

The Company accounts for its leases under ASC 842, Leases. Under this guidance, arrangements meeting the definition of a lease are classified as operating or finance leases and are recorded in the balance sheet at the commencement date as both a right-of-use asset and a lease liability, calculated by discounting fixed lease payments over the lease term at the rate implicit in the lease or the Company’s incremental borrowing rate. Lease liabilities are increased by interest and reduced by payments each period, and right-of-use assets are amortized over the lease term, or, for finance leases, over the shorter of the lease term or the estimated useful life of the assets. For operating leases, interest on the lease liability and the amortization of the right-of-use asset results in straight-line rent expense over the lease term. For finance leases, the right-of-use asset is amortized on a straight-line basis and the amortization is presented as an operating expense separately from interest expense on the lease liability. Variable lease expenses are recorded when incurred and not included in the measurement of right-of-use assets and lease liabilities.

ASC 842 provides practical expedients for an entity’s ongoing accounting. In calculating right-of-use assets and lease liabilities, the Company has elected to combine lease and non-lease components for real estate leases, but has not elected to combine lease and non-lease components for computer equipment leases. Additionally, the Company has elected not to

recognize a right-of-use asset or lease liability for leases with an initial term of 12 months or less. For short-term leases, the Company recognized lease payments on a straight-line basis over the lease term.

Debt Discount and Debt Issuance Costs

The debt discount, which reduces the related debt balance in the balance sheets, is comprised of debt issuance costs, contractual fees due upon repayment of the debt, the issuance date fair value of warrants issued with the debt and the issuance date fair value of any derivatives that are bifurcated from the debt. Debt issuance costs include direct costs (e.g., legal costs and bank fees) incurred to issue non-revolving debt instruments. The debt discount is amortized to interest expense over the contractual term of the related debt using the effective interest method.

Embedded Derivatives

The Company evaluates embedded derivatives within debt to determine whether the embedded derivatives should be bifurcated from the host instrument and accounted for as a derivative at fair value that will be remeasured at each reporting period for the term of the loan, with changes in fair value recorded in the statements of operations and comprehensive loss. Management initially assesses the probability of the occurrence of trigger events for bifurcated embedded derivatives in determining fair value. The probability is reassessed at each reporting period during the term of a loan.

Common Stock Warrant

The Company assesses whether warrants issued require accounting as derivatives. The Company determined that its warrant to purchase Common Stock is not a liability within the scope of ASC 480, Distinguishing Liabilities from Equity, but met the requirements to be classified within stockholders’ equity, as the warrant is indexed to the Company’s own stock and met all of the conditions for equity classification in accordance with ASC 815, Derivatives and Hedging.

Research and Development Expenses

Research and development (“R&D”) expenses primarily consist of consultants and materials, biologic storage, salaries and other personnel-related expenses related to R&D activities and are expensed as incurred. Payments for these activities are based on the terms of the individual agreements, which may differ from the pattern of costs incurred, and are reflected on the balance sheets as prepaid or accrued expenses. The Company records accruals for estimated ongoing research costs. When evaluating the adequacy of the accrued liabilities, the Company analyzes progress of the studies, including the phase or completion of events, invoices received and contracted costs.

Clinical trial costs are a significant component of R&D expenses and include costs associated with third-party contractors. The Company accrues and expenses costs for clinical trial activities performed by third parties based upon the work completed to date for each clinical trial in accordance with established agreements. The Company determines its costs through discussions with internal clinical stakeholders and outside service providers as to the progress or stage of completion of clinical trials or services and the contracted fee to be paid for such services. In the event advance payments are made to an outside service provider, the payments are recorded within prepaid expenses and other current assets in the balance sheets and subsequently recognized as R&D expense in the statements of operations and comprehensive loss when the associated services have been performed. As actual costs become known, the Company adjusts its estimates, liabilities and assets. Inputs used in the determination of estimates discussed above may vary from actual, which will result in adjustments to R&D expense in future periods.

Stock-based Compensation

The Company expenses stock-based compensation to employees, non-employees and board members over the requisite service period based on the estimated grant date fair value of the awards and actual forfeitures. The Company estimates the fair value of stock option grants using the Black-Scholes option pricing model, which requires the use of a number of complex assumptions including the fair value of the Common Stock, expected volatility, risk-free interest rate, expected dividends, and the expected term of the option. The fair value of restricted stock units (“RSUs”) is the closing market price of the Common Stock on the date of the grant. The assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. Stock-based awards with graded-vesting schedules are recognized on a straight-line basis over the requisite service period.

All stock-based compensation costs are recorded in research and development expense or general and administrative expense in the Statements of Operations and Comprehensive Loss based upon the respective employee’s or non-employee’s roles within the Company. Forfeitures are recorded as they occur. See also Note 9. Stock-based Compensation below.

Income Taxes

Income taxes are recorded in accordance with ASC 740, Income Taxes (“ASC 740”), which provides for deferred taxes using an asset and liability approach. The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse, and net operating loss (“NOL”) carryforwards and R&D tax credit carryforwards. Valuation allowances are provided if, based upon the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. The Company has recorded a full valuation allowance to reduce its net deferred income tax assets to zero. In the event the Company were to determine that it would be able to realize some or all of its deferred income tax assets in the future, an adjustment to the deferred income tax asset valuation allowance would increase income in the period such determination was made.

The Company accounts for uncertain tax positions in accordance with the provisions of ASC 740. When uncertain tax positions exist, the Company recognizes the tax benefit of tax positions to the extent that the benefit would more likely than not be realized assuming examination by the taxing authority. The determination as to whether the tax benefit will more likely than not be realized is based upon the technical merits of the tax position as well as consideration of the available facts and circumstances. The Company has not recorded any liabilities related to uncertain tax positions as of December 31, 2023 and 2022. The Company’s policy is to record interest and penalties, if any, as part of income tax benefit. No interest or penalties were recorded during the years ended December 31, 2023 and 2022.

Net Loss Per Share of Common Stock

Basic net loss per share of common stock is computed by dividing net loss by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share of common stock includes the effect, if any, from the potential exercise or conversion of securities, such as convertible debt, stock options, restricted stock units and warrants, which would result in the issuance of incremental shares of common stock. However, potential shares of common stock are excluded if their effect is anti-dilutive. For diluted net loss per share, the weighted-average number of shares of common stock is the same for basic net loss per share due to the fact that when a net loss exists, dilutive securities are not included in the calculation as the impact is anti-dilutive. For the year ended December 31, 2023, potential common shares consisted of stock options, restricted stock units, convertible debt and a warrant to purchase Common Stock. For the year ended December 31, 2022, potential shares of common stock consisted of stock options.

Potentially dilutive securities not included in the calculation of diluted net loss per share of common stock as of the periods presented, because to do so would be anti-dilutive, were as follows:


	December 31,
	2023	2022
Shares issuable upon exercise of stock options	7,523,947	5,610,893
Shares issuable upon conversion election for Term Loan	988,142	—
Shares issuable upon exercise of warrant	730,769	—
Unvested RSUs	328,500	—
Total	9,571,358	5,610,893

Segment Information

Operating segments are defined as components of an enterprise about which separate discrete information is available for evaluation by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The Company views its operations and manages its business in one segment.

Recently Adopted Accounting Pronouncements

In June 2016, the FASB issued Accounting Standards Update 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which was codified with its subsequent amendments as ASC 326. ASC 326 seeks to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments, including trade receivables, and other commitments to extend credit held by a reporting entity at each reporting date. The amendments require an entity to replace the incurred loss impairment methodology in current U.S. GAAP with a methodology that reflects current expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The Company adopted this guidance on January 1, 2023. The Company’s marketable securities portfolio consists entirely of available-for-sale debt securities and, as such, the adoption of this guidance did not have a material impact on its financial statements and disclosures upon adoption, but it did require the Company to provide additional disclosures related to its available-for-sale debt securities in a continuous unrealized loss position.

In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470- 20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”), to address the complexity associated with applying U.S. GAAP to certain financial instruments with characteristics of liabilities and equity. ASU 2020-06 includes amendments to the guidance on convertible instruments and the derivative scope exception for contracts in an entity’s own equity and simplifies the accounting for convertible instruments, which include beneficial conversion features or cash conversion features by removing certain separation models in Subtopic 470-20. Additionally, ASU 2020-06 requires entities to use the “if-converted” method when calculating diluted earnings per share for convertible instruments. The Company early adopted this guidance on January 1, 2023, with no impact to the financial statements or results of operations of the Company.

FAIR VALUE MEASUREMENTS - Schedule of Significant Unobservable Inputs (Details)	Dec. 31, 2023 $ / shares	Nov. 10, 2023 $ / shares
Conversion price
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input	2.53	2.53
Expected term (in years)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input	4.7	4.9
Expected equity volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input	1.067	1.025
Risk-free interest rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input	0.039	0.047
Discount for lack of marketability
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input	0.115	0.095
Expected dividend yield
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input	0	0

STOCK-BASED COMPENSATION - Additional Information (Details) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2023 USD ($) anniversary $ / shares shares	Dec. 31, 2022 USD ($) $ / shares shares	Jan. 01, 2023 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options outstanding (in shares)	7,523,947	5,610,893
Weighted average grant date fair value of options granted (in dollars per share) \| $ / shares	$ 4.38	$ 3.79
Options, exercises in period, intrinsic value \| $	$ 0.5	$ 0.6
Option, cost not yet recognized, amount \| $	$ 12.3
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected dividend yield	0.00%	0.00%
Weighted average period of recognition (in years)	2 years 2 months 12 days
Stock Options \| Granted after December 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period (in months)	48 months
Cliff period (in years)	1 year
Contractual term (in years)	10 years
Stock Options \| Granted prior to December 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Contractual term (in years)	10 years
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average period of recognition (in years)	2 years 1 month 6 days
Number of anniversaries for vesting \| anniversary	3
Non option, cost not yet recognized, amount \| $	$ 1.4
Employee Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of outstanding stock maximum	1.00%
Common stock, capital shares reserved for future issuance (in shares)			410,251
Number of shares authorized (in shares)	1,189,983
Shares of common stock outstanding maximum (in shares)	800,000
Shares issued in period (in shares)	0
Minimum \| Stock Options \| Granted after December 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period (in months)	12 months
Minimum \| Stock Options \| Granted prior to December 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period (in months)	3 months
Maximum \| Stock Options \| Granted after December 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period (in months)	48 months
Maximum \| Stock Options \| Granted prior to December 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period (in months)	24 months
2013 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options outstanding (in shares)	3,231,274
2021 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock, capital shares reserved for future issuance (in shares)			2,051,253
Maximum threshold common stock issuable on exercise of incentive stock options (in shares)	12,000,000
2021 Equity Incentive Plan \| Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of outstanding stock maximum		5.00%
Number of shares authorized (in shares)	11,773,198
Shares available for future grant (in shares)	3,674,730

LEASES - Schedule of Finance Lease, Liability, to be Paid, Maturity (Details) $ in Thousands	Dec. 31, 2023 USD ($)
Leases [Abstract]
Year ended December 31, 2024	$ 763
Total	763
Less: present value discount	(7)
Finance lease liability	$ 756

STOCKHOLDERS’ EQUITY - Schedule of Weighted Assumptions For Estimated Fair Value of Warrant (Details) - Common Stock Warrants	Nov. 10, 2023
Risk-free interest rate
Class of Warrant or Right [Line Items]
Warrants and rights outstanding, measurement input	0.046
Contractual term (in years)
Class of Warrant or Right [Line Items]
Warrants and rights outstanding, measurement input	10
Expected volatility
Class of Warrant or Right [Line Items]
Warrants and rights outstanding, measurement input	0.984
Expected dividend yield
Class of Warrant or Right [Line Items]
Warrants and rights outstanding, measurement input	0

MARKETABLE SECURITIES (Tables)

12 Months Ended

Dec. 31, 2023

Marketable Securities [Abstract]

Schedule of Marketable Securities

The Company’s marketable securities consisted of the following (in thousands):


	December 31, 2023
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Available-for-sale securities, short-term
Corporate debt securities	$	144,184	$	97	$	(191)	$	144,090
Government and agency - U.S. securities	32,470		82		(6)		32,546
Total available-for-sale securities, short-term	176,654		179		(197)		176,636
Available-for-sale securities, long-term
Corporate debt securities	57,240		320		(15)		57,545
Government and agency - U.S.	4,985		23		—		5,008
Total available-for-sale securities, long-term	62,225		343		(15)		62,553
Total available-for-sale securities	$	238,879	$	522	$	(212)	$	239,189


	December 31, 2022
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Available-for-sale securities, short-term
Corporate debt securities	$	30,174	$	—	$	(249)	$	29,925
Government and agency - U.S. securities	15,032		—		(357)		14,675
Asset-backed securities	3,006		—		(102)		2,904
Total available-for-sale securities, short-term	48,212		—		(708)		47,504
Available-for-sale securities, long-term
Corporate debt securities	15,880		—		(43)		15,837
Total available-for-sale securities, long-term	15,880		—		(43)		15,837
Total available-for-sale securities	$	64,092	$	—	$	(751)	$	63,341

Schedule of Unrealized

The following tables summarize the amount of unrealized losses, defined as the amount by which the amortized cost exceeds fair value, and the related fair value of available-for-sale marketable securities with unrealized losses, which have been segregated into two categories: those that have been in a continuous unrealized loss position for less than 12 months and those that have been in a continuous unrealized loss position for 12 or more months (in thousands):


	December 31, 2023
	Less than 12 Months				Greater than 12 Months				Total
	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Corporate debt securities	$	78,995	$	(152)	$	12,074	$	(54)	$	91,069	$	(206)

Government and agency - U.S. securities	5,585		(6)		—		—		5,585		(6)
Total	$	84,580	$	(158)	$	12,074	$	(54)	$	96,654	$	(212)


	December 31, 2022
	Less than 12 Months				Greater than 12 Months				Total
	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Corporate debt securities	$	29,515	$	(58)	$	16,247	$	(234)	$	45,762	$	(292)
Asset-backed securities	—		—		2,904		(102)		2,904		(102)
Government and agency - U.S. securities	3,026		(7)		11,649		(350)		14,675		(357)
Total	$	32,541	$	(65)	$	30,800	$	(686)	$	63,341	$	(751)

SUBSEQUENT EVENTS (Details) - At The Market Offering - USD ($) $ / shares in Units, $ in Millions	1 Months Ended		12 Months Ended
	Jan. 31, 2024	Oct. 31, 2022	Dec. 31, 2023
Subsequent Event [Line Items]
Sale of stock, number of shares issued in transaction (in shares)		422,160	0
Sale of stock, consideration received on transaction		$ 3.8
Sale of stock, price per share (in dollars per share)		$ 10.06
Subsequent Event
Subsequent Event [Line Items]
Sale of stock, number of shares issued in transaction (in shares)	2,068,246
Sale of stock, consideration received on transaction	$ 7.9
Sale of stock, price per share (in dollars per share)	$ 3.84

STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (Parenthetical) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Common Stock
Payments of stock issuance costs	$ 8,096	$ 412

LEASES - Summary of Supplemental Information Related To Lease (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Leases [Abstract]
Interest lease cost	$ 17	$ 0
Operating cash flows from operating leases	121	154
Right-of-use assets obtained in exchange for finance lease liabilities	739	0
Right-of-use assets obtained in exchange for operating lease liabilities	399	242
Noncash research and development expense for the right-of-use assets (finance lease)	$ 739	$ 0
Weighted-average remaining lease term – finance leases (in years)	3 years 9 months 18 days	0 years
Weighted-average remaining lease term – operating leases (in years)	3 years	8 months 12 days
Weighted-average discount rate – finance leases	9.70%	0.00%
Weighted-average discount rate – operating leases	9.70%	10.00%

STOCK-BASED COMPENSATION - Summary of Restricted Stock Units Activity (Details) - RSUs	12 Months Ended
	Dec. 31, 2023 $ / shares shares
Number of Shares
Unvested beginning balance (in shares) \| shares	0
Granted (in shares) \| shares	328,500
Unvested ending balance (in shares) \| shares	328,500
Weighted Average Grant Date Fair Value
Unvested beginning balance (in dollars per share) \| $ / shares	$ 0
Granted (in dollars per share) \| $ / shares	6.11
Unvested ending balance (in dollars per share) \| $ / shares	$ 6.11

STOCK-BASED COMPENSATION - Summary of Assumptions Used for Valuation of Fair Value of Stock (Details) - Stock Options	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Risk-free interest rate, minimum	3.50%	1.70%
Risk-free interest rate, maximum	4.70%	4.20%
Expected volatility		90.00%
Expected volatility, minimum	90.00%
Expected volatility, maximum	98.00%
Expected dividend yield	0.00%	0.00%
Minimum
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Expected term (in years)	5 years 6 months	5 years 9 months 18 days
Maximum
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Expected term (in years)	6 years 1 month 6 days	6 years 1 month 6 days

MARKETABLE SECURITIES

12 Months Ended

Dec. 31, 2023

Marketable Securities [Abstract]

MARKETABLE SECURITIES

The Company’s marketable securities consisted of the following (in thousands):


	December 31, 2023
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Available-for-sale securities, short-term
Corporate debt securities	$	144,184	$	97	$	(191)	$	144,090
Government and agency - U.S. securities	32,470		82		(6)		32,546
Total available-for-sale securities, short-term	176,654		179		(197)		176,636
Available-for-sale securities, long-term
Corporate debt securities	57,240		320		(15)		57,545
Government and agency - U.S.	4,985		23		—		5,008
Total available-for-sale securities, long-term	62,225		343		(15)		62,553
Total available-for-sale securities	$	238,879	$	522	$	(212)	$	239,189


	December 31, 2022
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Available-for-sale securities, short-term
Corporate debt securities	$	30,174	$	—	$	(249)	$	29,925
Government and agency - U.S. securities	15,032		—		(357)		14,675
Asset-backed securities	3,006		—		(102)		2,904
Total available-for-sale securities, short-term	48,212		—		(708)		47,504
Available-for-sale securities, long-term
Corporate debt securities	15,880		—		(43)		15,837
Total available-for-sale securities, long-term	15,880		—		(43)		15,837
Total available-for-sale securities	$	64,092	$	—	$	(751)	$	63,341


	December 31, 2023
	Less than 12 Months				Greater than 12 Months				Total
	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Corporate debt securities	$	78,995	$	(152)	$	12,074	$	(54)	$	91,069	$	(206)

Government and agency - U.S. securities	5,585		(6)		—		—		5,585		(6)
Total	$	84,580	$	(158)	$	12,074	$	(54)	$	96,654	$	(212)


	December 31, 2022
	Less than 12 Months				Greater than 12 Months				Total
	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Corporate debt securities	$	29,515	$	(58)	$	16,247	$	(234)	$	45,762	$	(292)
Asset-backed securities	—		—		2,904		(102)		2,904		(102)
Government and agency - U.S. securities	3,026		(7)		11,649		(350)		14,675		(357)
Total	$	32,541	$	(65)	$	30,800	$	(686)	$	63,341	$	(751)

As of December 31, 2023, the Company’s available-for-sale securities classified as short-term mature in one year or less and the Company’s available-for-sale securities classified as long-term mature within two years. As noted in the table above, although some of the Company’s available-for-sale marketable securities as of December 31, 2023 have been in an unrealized loss position for more than 12 months, the Company does not intend to sell these securities and it is not more likely than not that the Company will be required to sell the investments before recovery of their amortized cost bases, which may be at maturity. No credit losses were recognized on the Company’s available-for-sale securities during the years ended December 31, 2023 and 2022. The Company recorded an immaterial realized gain during the year ended December 31, 2023 and had no realized gains or losses during the year ended December 31, 2022.

BASIS OF PRESENTATION, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS - Schedule of Antidilutive Securities Excluded from Computation of Loss Per Share (Details) - shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	9,571,358	5,610,893
Shares issuable upon exercise of stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	7,523,947	5,610,893
Shares issuable upon conversion election for Term Loan
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	988,142	0
Shares issuable upon exercise of warrant
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	730,769	0
Unvested RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	328,500	0

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS (Details) $ / shares in Units, $ in Thousands		1 Months Ended	12 Months Ended
	Jul. 21, 2023 USD ($) $ / shares shares	Oct. 31, 2022 USD ($) $ / shares shares	Dec. 31, 2023 USD ($) $ / shares shares	Jul. 31, 2023 participant	Jun. 30, 2023 patient participant	Dec. 31, 2022 USD ($) $ / shares
Subsidiary, Sale of Stock [Line Items]
Common stock, par value (in dollars per share) \| $ / shares			$ 0.0001			$ 0.0001
Accumulated deficit			$ 222,798			$ 170,427
Working capital			233,600			$ 172,500
Proceeds from term loan, net			$ 29,500
Number of patients enrolled in trail \| patient					65
Number of patients enrolled in trial with one dose of study drug received \| participant					62
Number of participants enrolled in trial with one dose of study drug received with primary and secondary objectives met \| participant				62
Public Offering
Subsidiary, Sale of Stock [Line Items]
Sale of stock, number of shares issued in transaction (in shares) \| shares	16,774,193
Common stock, par value (in dollars per share) \| $ / shares	$ 0.0001
Sale of stock, price per share (in dollars per share) \| $ / shares	$ 7.75
Sale of stock, consideration received on transaction	$ 121,900
At The Market Offering
Subsidiary, Sale of Stock [Line Items]
Sale of stock, number of shares issued in transaction (in shares) \| shares		422,160	0
Sale of stock, price per share (in dollars per share) \| $ / shares		$ 10.06
Sale of stock, consideration received on transaction		$ 3,800

LEASES - Summary of Lessee, Operating Lease, Liability, Maturity (Details) $ in Thousands	Dec. 31, 2023 USD ($)
Leases [Abstract]
Year ended December 31, 2024	$ 143
Year ended December 31, 2025	155
Year ended December 31, 2026	158
Total	456
Less: present value discount	(63)
Operating lease liability	$ 393

BASIS OF PRESENTATION, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS - Schedule of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Accounting Policies [Abstract]
Cash and cash equivalents	$ 66,886	$ 130,101
Restricted cash	233	0
Cash and cash equivalents	$ 67,119	$ 130,101	$ 122,162

STOCK-BASED COMPENSATION

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

STOCK-BASED COMPENSATION

2021 Equity Incentive Plan

The 2021 Equity Incentive Plan (the “2021 Plan”), which provides for the grant of incentive stock options to employees, and the grant of nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance awards and other forms of stock awards to employees, directors and consultants, became effective on June 30, 2021. The 2021 Plan is a successor to the Company’s Amended and Restated Stock Performance Plan that was adopted by the Company’s board of directors (“Board”) and stockholders on April 8, 2013 (as amended from time to time, most recently on November 20, 2020, the “2013 Plan”). Following the effectiveness of the 2021 Plan, no further grants may be made under the 2013 Plan; however, any outstanding equity awards granted under the 2013 Plan continue to be governed by the 2013 Plan. As of December 31, 2023, there were 3,231,274 options outstanding under the 2013 Plan.

The number of shares of Common Stock reserved for issuance under the 2021 Plan automatically increases on January 1 of each calendar year through January 1, 2031, in an amount equal to 5% of the total number of shares of Common Stock outstanding on December 31 of the fiscal year before the date of each automatic increase, or a lesser number of shares determined by the Board prior to the applicable January 1. On January 1, 2023, the number of shares of Common Stock reserved for issuance under the 2021 Plan automatically increased by 2,051,253 shares.

The maximum number of shares of Common Stock that may be issued upon the exercise of incentive stock options under the 2021 Plan is 12,000,000. As of December 31, 2023, 11,773,198 shares were authorized for issuance under the 2021 Plan and 3,674,730 shares remained available for issuance under the 2021 Plan.

The Company recorded stock-based compensation expense related to stock options and RSUs in the following expense categories of the statements of operations and comprehensive loss for the periods shown (in thousands):


	Year Ended December 31,
	2023		2022
General and administrative	$	4,288	$	2,163
Research and development	1,857		898
Total stock-based compensation	$	6,145	$	3,061

Stock Options

The Black-Scholes option-pricing model was used to estimate the fair value of stock options granted during the years ended December 31, 2023 and 2022 with the following weighted average assumptions:


	Year Ended December 31,
	2023	2022
Risk-free interest rate	3.5% – 4.7%	1.7% – 4.2%
Expected term (in years)	5.5 – 6.1	5.8 – 6.1
Expected volatility	90% - 98%	90%
Expected dividend yield	0%	0%

The weighted average grant date fair value of options granted during the years ended December 31, 2023 and 2022 was $4.38 per share and $3.79 per share, respectively.

Stock options granted after December 31, 2017 generally vest monthly over a range of 12 to 48 months or vest monthly over a total of 48 months following a one-year cliff and all have a ten-year contractual term. During the year ended December 31, 2023, the Company also issued option awards to members of its Board that vest in full on the first anniversary of the grant date. Stock options granted prior to December 31, 2017 were either fully vested upon grant or generally vested monthly over a range of three to 24 months and have a ten-year term. The Company became publicly traded in July 2021 and lacks sufficient company-specific historical and implied volatility information. Therefore, it estimates its expected stock volatility using a weighted average blend of historical volatility of a publicly traded set of peer companies, as well as its own historical volatility. Due to the lack of historical exercise history, the expected term of the Company’s stock options has been determined using the “simplified” method for awards. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield is zero based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future.

The following table reflects summarized stock option activity:


	Stock Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (in years)	Aggregate Intrinsic Value (in thousands)
Outstanding at January 1, 2023	5,610,893	$	3.36
Granted	2,045,000	$	5.76
Exercised	(111,206)	$	2.92
Forfeited	(14,489)	$	2.88
Expired	(6,251)	$	8.33
Outstanding at December 31, 2023	7,523,947	$	4.01	7.7	$	9,004
Vested and exercisable at December 31, 2023	4,021,147	$	3.17	7.1	$	7,055

The intrinsic value of stock options exercised during the years ended December 31, 2023 and 2022 was approximately $0.5 million and $0.6 million, respectively. As of December 31, 2023, total unrecognized compensation costs related to unvested stock option awards granted was approximately $12.3 million, which the Company expects to recognize over a weighted-average period of approximately 2.2 years.

Restricted Stock Units

In January 2023, the Company granted a RSU award to each of its then-current employees. These RSU awards vest in equal annual installments on the first three anniversaries of the grant date.


	Number of Shares	Weighted Average Grant Date Fair Value
Unvested as of January 1, 2023	—	$	—
Granted	328,500	$	6.11
Unvested at December 31, 2023	328,500	$	6.11

As of December 31, 2023, total unrecognized compensation costs related to unvested RSUs was approximately $1.4 million, which the Company expects to recognize over a weighted-average period of approximately 2.1 years.

Employee Stock Purchase Plan

The 2021 Employee Stock Purchase Plan (the “ESPP”), which permits employees to purchase shares of Common Stock, became effective on June 30, 2021. The number of shares of Common Stock reserved for issuance automatically increases on January 1 of each calendar year through January 1, 2031, by the lesser of (1) 1% of the total number of shares of Common Stock outstanding on the last day of the fiscal year before the date of the automatic increase, and (2) 800,000 shares; provided that before the date of any such increase, the Board may determine that such increase will be less than the amount set forth in clauses (1) and (2). On January 1, 2023, the number of shares of Common Stock reserved for issuance under the ESPP automatically increased by 410,251 shares. As of December 31, 2023, there are a total of 1,189,983 shares authorized for issuance and there have been no purchases of shares under the ESPP.

INCOME TAXES - Summary of U.S. Statutory Federal Income Tax Rate to the Total Benefit for Income Taxes (Details)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Statutory federal income tax rate	21.00%	21.00%
State tax, net of federal benefit	2.50%	2.70%
Non-deductible stock compensation	(0.40%)	(0.50%)
Rate change	(0.10%)	(1.10%)
Other	(0.50%)	0.00%
Change in valuation allowance	(22.50%)	(22.10%)
Income tax provision	(0.00%)	(0.00%)

STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Operating expenses
Research and development	$ 42,318	$ 32,361
General and administrative	18,820	12,876
Total operating expenses	61,138	45,237
Loss from operations	(61,138)	(45,237)
Other income (expense)
Interest income	10,791	2,392
Change in fair value of embedded derivatives	(1,360)	0
Interest expense	(581)	0
Other expense, net	(83)	(11)
Total other income	8,767	2,381
Net loss	(52,371)	(42,856)
Other comprehensive gain (loss)
Unrealized gain (loss) on marketable securities	1,063	(520)
Comprehensive loss	$ (51,308)	$ (43,376)
Net loss per common share, basic (in dollars per share)	$ (1.08)	$ (1.06)
Net loss per common share, diluted (in dollars per share)	$ (1.08)	$ (1.06)
Weighted-average shares outstanding, basic (in shares)	48,609,383	40,601,936
Weighted-average shares outstanding diluted (in shares)	48,609,383	40,601,936

INCOME TAXES - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Income Tax Contingency [Line Items]
Income tax provision (benefit)	$ 0	$ 0
Research Tax Credit Carryforward
Income Tax Contingency [Line Items]
Tax credit carryforwards	1,400,000
Domestic Tax Authority
Income Tax Contingency [Line Items]
Operating loss carryforwards	67,200,000
Operating loss carryforwards, subject to expiration	6,500,000
Operating loss carryforwards, not subject to expiration	60,700,000
State and Local Jurisdiction
Income Tax Contingency [Line Items]
Operating loss carryforwards	$ 46,900,000

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

SUPPLEMENTAL FINANCIAL INFORMATION - Summary of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Supplemental Financial Information [Abstract]
Compensation and other employee liabilities	$ 3,692	$ 2,008
Research and development	2,186	1,211
Interest	249	0
Other	212	131
Total accrued expenses and other current liabilities	$ 6,339	$ 3,350

INCOME TAXES (Tables)

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Schedule of Effective Income Tax Rate Reconciliation

A reconciliation of the expected tax computed at the U.S. statutory federal income tax rate to the total benefit for income taxes for the years ended December 31, 2023 and 2022 is as follows:


	Year Ended December 31,
	2023		2022
Statutory federal income tax rate	21.0	%	21.0	%
State tax, net of federal benefit	2.5		2.7
Non-deductible stock compensation	(0.4)		(0.5)
Rate change	(0.1)		(1.1)
Other	(0.5)		—
Change in valuation allowance	(22.5)		(22.1)
Income tax provision	0.0	%	0.0	%

Schedule of Deferred Tax Assets and Liabilities

Significant components of the Company’s deferred tax assets as of December 31, 2023 and 2022 were as follows (in thousands):


	December 31,
	2023		2022
Deferred tax assets:
Net operating loss	$	16,555	$	13,125
Capitalized R&D	13,328		6,788
Stock compensation	1,849		675
R&D credit	1,350		1,381
Intangible assets	441		—
Accruals and other temporary differences	575		179
Gross deferred tax assets	34,098		22,148
Valuation allowance	(33,661)		(22,118)
Total deferred tax assets	437		30
Deferred tax liabilities:
Embedded debt derivative liabilities	(274)		—
Other	(163)		—
Depreciation	—		(30)
Total deferred tax liabilities	(437)		(30)
Net deferred tax assets	$	—	$	—

STOCKHOLDERS’ EQUITY (Tables)

12 Months Ended

Dec. 31, 2023

Stockholders' Equity Note [Abstract]

Schedule of Estimate of Fair Value of Warrant


	December 31,	November 10,
	2023	2023
Conversion price	$2.53	$2.53
Expected term (in years)	4.7	4.9
Expected equity volatility	106.7%	102.5%
Risk-free interest rate	3.9%	4.7%
Discount for lack of marketability	11.5%	9.5%
Expected dividend yield	0%	0%

The Black-Scholes option-pricing model was used to estimate the fair value of the warrant on November 10, 2023 with the following weighted average assumptions:


Risk-free interest rate			4.6%
Contractual term (in years)			10
Expected volatility			98.4%
Expected dividend yield			0%

STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Cash flows from operating activities
Net loss	$ (52,371)	$ (42,856)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	61	32
Stock-based compensation expense	6,145	3,061
Amortization of premiums and accretion of discounts on marketable securities, net	(3,121)	487
Change in fair value of embedded derivatives	1,360	0
Amortization of right-of-use asset	123	137
Non-cash research and development expense	739	0
Realized gain on marketable securities	(11)	0
Non-cash interest expense	145	0
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	(369)	1,700
Other assets	(70)	(137)
Accounts payable	(261)	552
Accrued clinical trial expenses	1,670	2,570
Accrued expenses and other current liabilities	2,989	(562)
Finance lease liability	17	0
Operating lease liability	(110)	(137)
Net cash used in operating activities	(43,064)	(35,153)
Cash flows from investing activities
Purchases of marketable securities	(250,634)	(41,514)
Proceeds from maturities and sales of marketable securities	78,981	80,860
Proceeds from sale of property and equipment	3	0
Purchases of property and equipment	(21)	(161)
Net cash provided by (used in) investing activities	(171,671)	39,185
Cash flows from financing activities
Proceeds from issuance of common stock, net of issuance costs	121,904	3,792
Proceeds from Term Loan	30,000	0
Payments for financing costs	(476)	0
Proceeds from exercise of stock options	325	115
Net cash provided by financing activities	151,753	3,907
Net change in cash and cash equivalents and restricted cash	(62,982)	7,939
Cash and cash equivalents and restricted cash at the beginning of the period	130,101	122,162
Cash and cash equivalents and restricted cash at the end of the period	67,119	130,101
Supplemental disclosure of cash flow information
Cash paid for income taxes	0	0
Cash paid for interest	169	0
Supplemental disclosure of noncash financing activities
Right-of-use assets obtained in exchange for finance lease liabilities	739	0
Right-of-use assets obtained in exchange for operating lease liabilities	399	242
Issuance of warrant with Term Loan	$ 1,132	$ 0

INCOME TAXES - Summary of Significant Components of the Company's Deferred Tax Assets (Details) - USD ($)	Dec. 31, 2023	Dec. 31, 2022
Deferred tax assets:
Net operating loss	$ 16,555,000	$ 13,125,000
Capitalized R&D	13,328,000	6,788,000
Stock compensation	1,849,000	675,000
R&D credit	1,350,000	1,381,000
Intangible assets	441,000	0
Accruals and other temporary differences	575,000	179,000
Gross deferred tax assets	34,098,000	22,148,000
Valuation allowance	(33,661,000)	(22,118,000)
Total deferred tax assets	437,000	30,000
Deferred tax liabilities:
Embedded debt derivative liabilities	(274,000)	0
Other	(163,000)	0
Depreciation	0	(30,000)
Total deferred tax liabilities	(437,000)	(30,000)
Net deferred tax assets	$ 0	$ 0

STOCK-BASED COMPENSATION (Tables)

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

Summary of Share-Based Compensation Expense Related to Stock Options


	Year Ended December 31,
	2023		2022
General and administrative	$	4,288	$	2,163
Research and development	1,857		898
Total stock-based compensation	$	6,145	$	3,061

Schedule of Assumptions Used for Valuation of Fair Value of Stock Options

The Black-Scholes option-pricing model was used to estimate the fair value of stock options granted during the years ended December 31, 2023 and 2022 with the following weighted average assumptions:


	Year Ended December 31,
	2023	2022
Risk-free interest rate	3.5% – 4.7%	1.7% – 4.2%
Expected term (in years)	5.5 – 6.1	5.8 – 6.1
Expected volatility	90% - 98%	90%
Expected dividend yield	0%	0%

Schedule of Stock Option Activity

The following table reflects summarized stock option activity:


	Stock Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (in years)	Aggregate Intrinsic Value (in thousands)
Outstanding at January 1, 2023	5,610,893	$	3.36
Granted	2,045,000	$	5.76
Exercised	(111,206)	$	2.92
Forfeited	(14,489)	$	2.88
Expired	(6,251)	$	8.33
Outstanding at December 31, 2023	7,523,947	$	4.01	7.7	$	9,004
Vested and exercisable at December 31, 2023	4,021,147	$	3.17	7.1	$	7,055

Schedule of Nonvested Restricted Stock Units Activity


	Number of Shares	Weighted Average Grant Date Fair Value
Unvested as of January 1, 2023	—	$	—
Granted	328,500	$	6.11
Unvested at December 31, 2023	328,500	$	6.11

BASIS OF PRESENTATION, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS (Policies)	12 Months Ended
	Dec. 31, 2023
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). In the opinion of management, all adjustments (consisting of normal recurring adjustments) have been made that are necessary to present fairly the Company’s financial position, and the results of its operations and its cash flows.
Emerging Growth Company	Emerging Growth Company From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting bodies and adopted by the Company as of the specified effective date. Unless otherwise discussed, the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s financial statements upon adoption. Under the Jumpstart Our Business Startups Act of 2012, as amended, the Company meets the definition of an emerging growth company and has elected to use the extended transition period for complying with new or revised accounting standards, which delays the adoption of these accounting standards until they would apply to private companies.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of expenses during the reporting periods. These estimates and assumptions are based on the Company’s historical experience, and on various other factors that management believes are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recording of expenses that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. To the extent there are material differences between the estimates and actual results, the Company’s future results of operations will be affected. The more significant estimates and assumptions by management include, among others: the valuation allowance of deferred tax assets resulting from net operating losses, the valuation of stock options, the valuation of the warrant to purchase Common Stock and the valuation of embedded derivatives within the Company’s debt, long-term.
Cash and Cash Equivalents and Restricted Cash	Cash and Cash Equivalents and Restricted Cash The Company considers all highly liquid investments with an original maturity of three months or less at the date of purchase to be cash equivalents. All of the Company’s cash equivalents have liquid markets and high credit ratings.Restricted cash primarily consists of deposited cash collateral for the Company’s credit card program.
Marketable Securities	Marketable Securities The Company’s marketable securities portfolio consists primarily of investments in money market funds, asset-backed securities, U.S. treasury and agency securities and short-term highly liquid, high credit quality corporate debt securities. The Company considers its marketable securities to be available-for-sale. Available-for-sale securities are classified as cash equivalents, or as short-term or long-term marketable securities based on the maturity date at the time of purchase and their availability to meet current operating requirements. Available-for-sale securities that mature in three months or less from the date of purchase are classified as cash equivalents. Available-for-sale securities, excluding cash equivalents, that mature in one year or less are classified as short-term marketable securities and those that mature in more than one year are classified as long-term. Securities that are classified as available-for-sale are measured at fair value; see “Fair Value of Financial Instruments” below. Any premium arising at purchase is amortized to the earliest call date and any discount arising at purchase is accreted to maturity. Amortization of premiums and accretion of discounts are recorded along with interest income on investments in interest income, net in the statements of operations and comprehensive loss. Unrealized gains and losses are excluded from earnings and are reported as a component of other comprehensive income. The cost of investments sold will be calculated using the specific-identification method. For securities available-for-sale, Accounting Standards Update 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments eliminates the concept of other-than-temporary impairment and instead requires entities to determine if impairment is related to credit loss or non-credit loss. In making the assessment of whether a loss is from credit or other factors, management considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency and adverse conditions related to the security, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of cash flows is less than the amortized cost basis, a credit loss exists and an allowance is created, limited by the amount that the fair value is less than the amortized cost basis. Subsequent activity related to the credit loss component in the form of write-offs or recoveries is recognized as part of the allowance for credit losses on securities available-for-sale. The Company has made the accounting policy election to exclude accrued interest receivable on securities from the estimate of credit losses and will record a credit loss expense for accrued interest receivable in the period when a credit loss is recorded for the related securities.
Concentrations of Credit Risk	Concentrations of Credit Risk Financial instruments that potentially subject the Company to significant concentration of credit risk consist primarily of cash, cash equivalents and marketable securities. The Company maintains deposits in financial institutions in excess of government insured limits. Management believes that the Company is not exposed to significant credit risk as the Company’s cash and cash equivalents are held at financial institutions that management believes to be of high credit quality. The Company has not experienced any losses due to credit risk on such accounts during any of the periods presented.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The Company’s financial assets and liabilities are accounted for in accordance with Accounting Standards Codification (“ASC”) 820, Fair Value Measurements and Disclosures, which defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The fair value hierarchy requires an entity to maximize the use of observable inputs when measuring fair value and classifies those inputs into three levels: Level 1 — Observable inputs, such as quoted prices in active markets for identical assets or liabilities. Level 2 — Inputs other than Level 1 inputs that are either directly or indirectly observable, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the instrument’s anticipated life. Level 3 — Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. To the extent the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair values requires more judgment. Accordingly, the degree of judgment exercised by management in determining fair value is greatest for instruments categorized as Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. There were no transfers made among the three levels in the fair value hierarchy for the years ended December 31, 2023 and 2022. The carrying values reported in the balance sheets for cash (excluding cash equivalents which are recorded at fair value on a recurring basis), restricted cash, accounts payable, accrued clinical trial expenses and accrued expenses are reasonable estimates of their fair values due to the short-term nature of these items. The carrying amount of the Company’s long-term debt approximates fair value due to its variable market interest rate and management’s opinion that current rates and terms that would be available to the Company with the same maturity and security structure would be essentially equivalent to that of the Company’s long-term debt. Certain features of the term loan were determined to be an embedded derivative requiring separate measurement from the loan host instrument.
Property and Equipment	Property and Equipment Property and equipment are stated at cost. Depreciation expense is computed using the straight-line method over the estimated useful lives of the assets, including leasehold improvements and finance lease right-of-use assets that are amortized over the shorter of their estimated useful lives or the terms of the respective leases. The Company generally uses the following useful lives for its property and equipment categories: three years for computer-related assets and five years for furniture. See Note 7. Leases for additional discussion regarding our finance lease for computer equipment
Leases	Leases The Company accounts for its leases under ASC 842, Leases. Under this guidance, arrangements meeting the definition of a lease are classified as operating or finance leases and are recorded in the balance sheet at the commencement date as both a right-of-use asset and a lease liability, calculated by discounting fixed lease payments over the lease term at the rate implicit in the lease or the Company’s incremental borrowing rate. Lease liabilities are increased by interest and reduced by payments each period, and right-of-use assets are amortized over the lease term, or, for finance leases, over the shorter of the lease term or the estimated useful life of the assets. For operating leases, interest on the lease liability and the amortization of the right-of-use asset results in straight-line rent expense over the lease term. For finance leases, the right-of-use asset is amortized on a straight-line basis and the amortization is presented as an operating expense separately from interest expense on the lease liability. Variable lease expenses are recorded when incurred and not included in the measurement of right-of-use assets and lease liabilities. ASC 842 provides practical expedients for an entity’s ongoing accounting. In calculating right-of-use assets and lease liabilities, the Company has elected to combine lease and non-lease components for real estate leases, but has not elected to combine lease and non-lease components for computer equipment leases. Additionally, the Company has elected not to recognize a right-of-use asset or lease liability for leases with an initial term of 12 months or less. For short-term leases, the Company recognized lease payments on a straight-line basis over the lease term.
Debt Discount and Debt Issuance Costs	Debt Discount and Debt Issuance Costs The debt discount, which reduces the related debt balance in the balance sheets, is comprised of debt issuance costs, contractual fees due upon repayment of the debt, the issuance date fair value of warrants issued with the debt and the issuance date fair value of any derivatives that are bifurcated from the debt. Debt issuance costs include direct costs (e.g., legal costs and bank fees) incurred to issue non-revolving debt instruments. The debt discount is amortized to interest expense over the contractual term of the related debt using the effective interest method.
Embedded Derivatives	Embedded Derivatives The Company evaluates embedded derivatives within debt to determine whether the embedded derivatives should be bifurcated from the host instrument and accounted for as a derivative at fair value that will be remeasured at each reporting period for the term of the loan, with changes in fair value recorded in the statements of operations and comprehensive loss. Management initially assesses the probability of the occurrence of trigger events for bifurcated embedded derivatives in determining fair value. The probability is reassessed at each reporting period during the term of a loan.
Common Stock Warrants	Common Stock Warrant The Company assesses whether warrants issued require accounting as derivatives. The Company determined that its warrant to purchase Common Stock is not a liability within the scope of ASC 480, Distinguishing Liabilities from Equity, but met the requirements to be classified within stockholders’ equity, as the warrant is indexed to the Company’s own stock and met all of the conditions for equity classification in accordance with ASC 815, Derivatives and Hedging.
Research and Development Expenses	Research and Development Expenses Research and development (“R&D”) expenses primarily consist of consultants and materials, biologic storage, salaries and other personnel-related expenses related to R&D activities and are expensed as incurred. Payments for these activities are based on the terms of the individual agreements, which may differ from the pattern of costs incurred, and are reflected on the balance sheets as prepaid or accrued expenses. The Company records accruals for estimated ongoing research costs. When evaluating the adequacy of the accrued liabilities, the Company analyzes progress of the studies, including the phase or completion of events, invoices received and contracted costs. Clinical trial costs are a significant component of R&D expenses and include costs associated with third-party contractors. The Company accrues and expenses costs for clinical trial activities performed by third parties based upon the work completed to date for each clinical trial in accordance with established agreements. The Company determines its costs through discussions with internal clinical stakeholders and outside service providers as to the progress or stage of completion of clinical trials or services and the contracted fee to be paid for such services. In the event advance payments are made to an outside service provider, the payments are recorded within prepaid expenses and other current assets in the balance sheets and subsequently recognized as R&D expense in the statements of operations and comprehensive loss when the associated services have been performed. As actual costs become known, the Company adjusts its estimates, liabilities and assets. Inputs used in the determination of estimates discussed above may vary from actual, which will result in adjustments to R&D expense in future periods.
Stock-based Compensation	Stock-based Compensation The Company expenses stock-based compensation to employees, non-employees and board members over the requisite service period based on the estimated grant date fair value of the awards and actual forfeitures. The Company estimates the fair value of stock option grants using the Black-Scholes option pricing model, which requires the use of a number of complex assumptions including the fair value of the Common Stock, expected volatility, risk-free interest rate, expected dividends, and the expected term of the option. The fair value of restricted stock units (“RSUs”) is the closing market price of the Common Stock on the date of the grant. The assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. Stock-based awards with graded-vesting schedules are recognized on a straight-line basis over the requisite service period. All stock-based compensation costs are recorded in research and development expense or general and administrative expense in the Statements of Operations and Comprehensive Loss based upon the respective employee’s or non-employee’s roles within the Company. Forfeitures are recorded as they occur.
Income Taxes	Income Taxes Income taxes are recorded in accordance with ASC 740, Income Taxes (“ASC 740”), which provides for deferred taxes using an asset and liability approach. The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse, and net operating loss (“NOL”) carryforwards and R&D tax credit carryforwards. Valuation allowances are provided if, based upon the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. The Company has recorded a full valuation allowance to reduce its net deferred income tax assets to zero. In the event the Company were to determine that it would be able to realize some or all of its deferred income tax assets in the future, an adjustment to the deferred income tax asset valuation allowance would increase income in the period such determination was made. The Company accounts for uncertain tax positions in accordance with the provisions of ASC 740. When uncertain tax positions exist, the Company recognizes the tax benefit of tax positions to the extent that the benefit would more likely than not be realized assuming examination by the taxing authority. The determination as to whether the tax benefit will more likely than not be realized is based upon the technical merits of the tax position as well as consideration of the available facts and circumstances.
Net Loss Per Share of Common Stock	Net Loss Per Share of Common Stock Basic net loss per share of common stock is computed by dividing net loss by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share of common stock includes the effect, if any, from the potential exercise or conversion of securities, such as convertible debt, stock options, restricted stock units and warrants, which would result in the issuance of incremental shares of common stock. However, potential shares of common stock are excluded if their effect is anti-dilutive. For diluted net loss per share, the weighted-average number of shares of common stock is the same for basic net loss per share due to the fact that when a net loss exists, dilutive securities are not included in the calculation as the impact is anti-dilutive. For the year ended December 31, 2023, potential common shares consisted of stock options, restricted stock units, convertible debt and a warrant to purchase Common Stock. For the year ended December 31, 2022, potential shares of common stock consisted of stock options.
Segment Information	Segment Information Operating segments are defined as components of an enterprise about which separate discrete information is available for evaluation by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The Company views its operations and manages its business in one segment.
Recently Adopted Accounting Pronouncements	Recently Adopted Accounting Pronouncements In June 2016, the FASB issued Accounting Standards Update 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which was codified with its subsequent amendments as ASC 326. ASC 326 seeks to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments, including trade receivables, and other commitments to extend credit held by a reporting entity at each reporting date. The amendments require an entity to replace the incurred loss impairment methodology in current U.S. GAAP with a methodology that reflects current expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The Company adopted this guidance on January 1, 2023. The Company’s marketable securities portfolio consists entirely of available-for-sale debt securities and, as such, the adoption of this guidance did not have a material impact on its financial statements and disclosures upon adoption, but it did require the Company to provide additional disclosures related to its available-for-sale debt securities in a continuous unrealized loss position. In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470- 20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”), to address the complexity associated with applying U.S. GAAP to certain financial instruments with characteristics of liabilities and equity. ASU 2020-06 includes amendments to the guidance on convertible instruments and the derivative scope exception for contracts in an entity’s own equity and simplifies the accounting for convertible instruments, which include beneficial conversion features or cash conversion features by removing certain separation models in Subtopic 470-20. Additionally, ASU 2020-06 requires entities to use the “if-converted” method when calculating diluted earnings per share for convertible instruments. The Company early adopted this guidance on January 1, 2023, with no impact to the financial statements or results of operations of the Company.

SUBSEQUENT EVENTS	12 Months Ended
SUBSEQUENT EVENTS	Dec. 31, 2023
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	SUBSEQUENT EVENTS In January 2024, the Company issued 2,068,246 shares of Common Stock under the ATM for net proceeds of $7.9 million, or $3.84 per share. In January 2024, the Company paid the seven-figure Upfront Payment for the Halozyme Agreement. See Note 11. Commitments and Contingencies for additional information.

Cover - USD ($) $ in Millions	12 Months Ended
Cover - USD ($) $ in Millions	Dec. 31, 2023	Mar. 20, 2024	Jun. 30, 2023
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2023
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	001-40551
Entity Registrant Name	Acumen Pharmaceuticals, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	36-4108129
Entity Address, Address Line One	427 Park St.
Entity Address, City or Town	Charlottesville
Entity Address, State or Province	VA
Entity Address, Postal Zip Code	22902
City Area Code	434
Local Phone Number	297-1000
Title of 12(b) Security	Common Stock, $0.0001 par value per share
Trading Symbol	ABOS
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
ICFR Auditor Attestation Flag	false
Document Financial Statement Error Correction	false
Entity Shell Company	false
Entity Public Float			$ 134.2
Entity Common Stock, Shares Outstanding		60,079,778
Documents Incorporated by Reference	Portions of the registrant’s definitive proxy statement relating to its 2024 annual meeting of the shareholders, or the 2024 Proxy Statement, are incorporated by reference into Part III of this Annual Report on Form 10-K where indicated. The 2024 Proxy Statement will be filed with the U.S. Securities and Exchange Commission within 120 days after the end of the fiscal year to which this report relates.
Entity Central Index Key	0001576885
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	FY
Amendment Flag	false

FAIR VALUE MEASUREMENTS - Schedule of Level 3 Liabilities Measured at Fair Value (Details) - Embedded derivatives in the term loan $ in Thousands	12 Months Ended
	Dec. 31, 2023 USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	$ 0
Fair value of embedded derivatives at issuance of Term Loan	1,200
Change in fair value of embedded derivatives	1,360
Ending balance	$ 2,560

BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Current assets
Cash and cash equivalents	$ 66,886	$ 130,101
Marketable securities, short-term	176,636	47,504
Prepaid expenses and other current assets	3,093	2,724
Total current assets	246,615	180,329
Marketable securities, long-term	62,553	15,837
Restricted cash	233	0
Property and equipment, net	122	165
Right-of-use asset	381	105
Other assets	221	151
Total assets	310,125	196,587
Current liabilities
Accounts payable	1,379	1,640
Accrued clinical trial expenses	4,387	2,717
Accrued expenses and other current liabilities	6,339	3,350
Finance lease liability, short-term	756	0
Operating lease liability, short-term	110	105
Total current liabilities	12,971	7,812
Operating lease liability, long-term	284	0
Debt, long-term	29,897	0
Total liabilities	43,152	7,812
Commitments and contingencies (Note 11)
Stockholders’ equity
Preferred stock, $0.0001 par value; 10,000,000 shares authorized and no shares issued and outstanding as of December 31, 2023 and 2022	0	0
Common stock, $0.0001 par value; 300,000,000 shares authorized as of December 31, 2023 and 2022; 57,910,461 and 41,025,062 shares issued and outstanding as of December 31, 2023 and 2022, respectively	6	4
Additional paid-in capital	489,453	359,949
Accumulated deficit	(222,798)	(170,427)
Accumulated other comprehensive income (loss)	312	(751)
Total stockholders’ equity	266,973	188,775
Total liabilities and stockholders’ equity	$ 310,125	$ 196,587

LEASES - Summary of Lease, Cost (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Finance lease
Interest lease cost	$ 17	$ 0
Finance lease expense	17	0
Operating leases
Operating lease cost	133	154
Less: sublease income	(5)	(43)
Operating lease expense	128	111
Short-term lease rent expense	15	13
Total rent expense	$ 160	$ 124

BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	300,000,000	300,000,000
Common stock, shares issued (in shares)	57,910,461	41,025,062
Common stock, shares outstanding (in shares)	57,910,461	41,025,062

Debt - Schedule Of Interest Expense, Debt (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Interest expense	$ 581	$ 0
Term Loan \| Secured Debt
Debt Instrument [Line Items]
Interest expense based on the coupon interest rate of the outstanding debt	418
Accretion of debt discount	145
Interest expense	$ 563

- Definition

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

+ References

+ Details

- Definition

Amount of the cost of borrowed funds accounted for as interest expense.

+ References + Details

FAIR VALUE MEASUREMENTS

12 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS

The Company’s financial assets and liabilities subject to fair value measurement on a recurring basis and the level of inputs used for such measurements were as follows (in thousands):


	Fair value measurements at reporting date using
	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Fair Value at December 31, 2023
Assets included in:
Cash and cash equivalents
Money market securities	$	66,207	$	—	$	—	$	66,207
Marketable securities
Corporate debt securities	—		201,635		—		201,635
U.S. treasury securities	—		37,554		—		37,554
Total fair value	$	66,207	$	239,189	$	—	$	305,396
Liabilities included in:
Debt, long-term
Embedded derivative liabilities	$	—	$	—	$	2,560	$	2,560
Total fair value	$	—	$	—	$	2,560	$	2,560


	Fair value measurements at reporting date using
	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Fair Value at December 31, 2022
Assets included in:
Cash and cash equivalents
Money market securities	$	129,100	$	—	$	—	$	129,100
Marketable securities
Corporate debt securities	—		45,762		—		45,762
Asset-backed securities	—		2,904		—		2,904
Government and agency - U.S.	—		14,675		—		14,675
Total fair value	$	129,100	$	63,341	$	—	$	192,441

The fair value of the Company’s money market funds is determined using quoted market prices in active markets for identical assets.

The fair value for the available-for-sale marketable securities is determined based on valuation models using inputs that are observable either directly or indirectly (Level 2 inputs), such as quoted prices for similar assets or liabilities, yield curve, volatility factors, credit spreads, default rates, loss severity, current market and contractual prices for the underlying instruments or debt, broker and dealer quotes, as well as other relevant economic measures.

The following table presents changes in Level 3 liabilities measured at fair value for the year ended December 31, 2023 (in thousands):


Balance, January 1, 2023	$	—
Fair value of embedded derivatives at issuance of Term Loan	1,200
Change in fair value of embedded derivatives	1,360
Balance, December 31, 2023	$	2,560


	December 31,	November 10,
	2023	2023
Conversion price	$2.53	$2.53
Expected term (in years)	4.7	4.9
Expected equity volatility	106.7%	102.5%
Risk-free interest rate	3.9%	4.7%
Discount for lack of marketability	11.5%	9.5%
Expected dividend yield	0%	0%

- Definition

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

+ References + Details

STOCKHOLDERS’ EQUITY - Additional Information (Details) $ / shares in Units, $ in Millions		1 Months Ended	12 Months Ended
	Jul. 21, 2023 USD ($) $ / shares shares	Oct. 31, 2022 USD ($) $ / shares shares	Dec. 31, 2023 votingRight $ / shares shares	Nov. 10, 2023 USD ($) $ / shares shares	Dec. 31, 2022 $ / shares shares	Jul. 01, 2022 USD ($)
Class of Warrant or Right [Line Items]
Common stock and preferred stock, shares authorized (in shares)			310,000,000
Preferred stock, shares authorized (in shares)			10,000,000		10,000,000
Preferred stock, par value (in dollars per share) \| $ / shares			$ 0.0001		$ 0.0001
Common stock, shares authorized (in shares)			300,000,000		300,000,000
Common stock, number of voting rights \| votingRight			1
Sale of stock, commission rate to sales agents						3.00%
Common Stock Warrants
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share) \| $ / shares				$ 1.95
Class of warrants or rights term (in years)				10 years
Warrant, fair value \| $				$ 1.1
Common Stock \| Common Stock Warrants
Class of Warrant or Right [Line Items]
Warrants (in shares)				730,769
Public Offering
Class of Warrant or Right [Line Items]
Sale of stock, number of shares issued in transaction (in shares)	16,774,193
Sale of stock, price per share (in dollars per share) \| $ / shares	$ 7.75
Sale of stock, consideration received on transaction \| $	$ 121.9
Registration Statement
Class of Warrant or Right [Line Items]
Sale of stock, maximum authorized amount \| $						$ 200.0
At The Market Offering
Class of Warrant or Right [Line Items]
Sale of stock, number of shares issued in transaction (in shares)		422,160	0
Sale of stock, price per share (in dollars per share) \| $ / shares		$ 10.06
Sale of stock, consideration received on transaction \| $		$ 3.8
Sale of stock, maximum authorized amount \| $						$ 50.0

STOCKHOLDERS’ EQUITY

12 Months Ended

Dec. 31, 2023

Stockholders' Equity Note [Abstract]

STOCKHOLDERS’ EQUITY

Authorized Shares

As of December 31, 2023, the total number of shares of capital stock authorized to be issued per the Company’s Amended and Restated Certificate of Incorporation is 310,000,000, with 10,000,000 shares designated as preferred stock with a par value of $0.0001, and 300,000,000 shares designated as Common Stock. Each share of Common Stock issued and outstanding is entitled to one vote.

Public Offering

On July 21, 2023, the Company issued 16,774,193 shares of its Common Stock in a public offering (the “Offering”) at a price of $7.75 per share. The aggregate net proceeds from the Offering, after underwriting discounts and commissions and other offering expenses, were $121.9 million.

Shelf Registration and At-The-Market Equity Offering

On July 1, 2022, the Company filed a shelf registration statement on Form S-3 (the “Registration Statement”). Pursuant to the Registration Statement, the Company may offer and sell securities having an aggregate public offering price of up to $200.0 million. In connection with the filing of the Registration Statement, the Company also entered into a sales agreement (the “Sales Agreement”) with BofA Securities, Inc. (“BofA”) and Stifel, Nicolaus & Company, Incorporated (“Stifel”), as sales agents, pursuant to which the Company may issue and sell shares of its Common Stock for an aggregate offering price of up to $50.0 million under an at-the-market offering program (the “ATM”), which is included in the $200.0 million of securities that may be offered pursuant to the Registration Statement. On April 23, 2023, the Company entered into an amendment to the Sales Agreement (as amended, the “Amended Sales Agreement”) to add BTIG, LLC (“BTIG”) as a sales agent under the Amended Sales Agreement (BTIG, together with BofA and Stifel, the “Sales Agents”). Pursuant to the Amended Sales Agreement, the Company will pay the Sales Agents a commission rate of up to 3.0% of the gross proceeds from the sale of any shares of Common Stock. The Company is not obligated to make any sales of shares of its common stock under the ATM.

The Company did not sell any shares of its Common Stock under the ATM during the year ended December 31, 2023. In October 2022, the Company issued 422,160 shares of common stock under the ATM for net proceeds of $3.8 million, at a weighted average price of $10.06 per share. See additional discussion in Note 12. Subsequent Events.

Common Stock Warrant

On November 10, 2023, in accordance with the Loan Agreement, the Company issued the Loan Warrant to purchase 730,769 shares of Common Stock at an exercise price of $1.95 with a ten-year contractual term and an allocated fair value of $1.1 million. This warrant is outstanding as of December 31, 2023. In accordance with ASC 815, the Loan Warrant issued in 2023 did not meet the definition of a derivative and was classified in stockholders’ equity in the balance sheet.

The Black-Scholes option-pricing model was used to estimate the fair value of the warrant on November 10, 2023 with the following weighted average assumptions:


Risk-free interest rate			4.6%
Contractual term (in years)			10
Expected volatility			98.4%
Expected dividend yield			0%

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 505
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481004/946-505-50-6

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480237/815-40-50-6

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
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-Paragraph 1
-Subparagraph (SX 210.3-04)
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-URI https://asc.fasb.org//1943274/2147480008/505-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//505/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Paragraph 13
-Subparagraph (g)
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-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

+ Details

STOCK-BASED COMPENSATION - Summary of Stock Option Activity (Details) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2023 USD ($) $ / shares shares
Stock Options
Beginning balance (in shares) \| shares	5,610,893
Granted (in shares) \| shares	2,045,000
Exercised (in shares) \| shares	(111,206)
Forfeited (in shares) \| shares	(14,489)
Expired (in shares) \| shares	(6,251)
Ending balance (in shares) \| shares	7,523,947
Vested and exercisable (in shares) \| shares	4,021,147
Weighted Average Exercise Price
Beginning balance (in dollars per share) \| $ / shares	$ 3.36
Granted (in dollars per share) \| $ / shares	5.76
Exercised (in dollars per share) \| $ / shares	2.92
Forfeited (in dollars per share) \| $ / shares	2.88
Expired (in dollars per share) \| $ / shares	8.33
Ending balance (in dollars per share) \| $ / shares	4.01
Vested and exercisable (in dollars per share) \| $ / shares	$ 3.17
Weighted Average Remaining Contractual Life (in years)
Outstanding balance (in years)	7 years 8 months 12 days
Vested and exercisable (in years)	7 years 1 month 6 days
Ending balance, aggregate intrinsic value \| $	$ 9,004
Vested and exercisable, aggregate intrinsic value \| $	$ 7,055

COMMITMENTS AND CONTINGENCIES (Details) - License Agreements SFr in Millions	1 Months Ended
	Nov. 30, 2022 CHF (SFr)
Other Commitments [Line Items]
Payment of upfront fees	SFr 1.0
Royalty percentage	1.00%
Payment obligation, term (in years)	10 years

LEASES (Tables)

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

Schedule of Lease, Cost

The following table summarizes quantitative information about the Company’s leases (in thousands):


	Year Ended December 31,
	2023		2022
Finance lease
Interest lease cost	$	17	$	—
Finance lease expense	17		—
Operating leases
Operating lease cost	133		154
Less: sublease income	(5)		(43)
Operating lease expense	128		111
Short-term lease rent expense	15		13
Total rent expense	$	160	$	124

Supplemental information related to leases was as follows (dollar amounts in thousands):


	Year Ended December 31,
	2023			2022
Operating cash flows from finance lease	$	17		$	—
Operating cash flows from operating leases	$	121		$	154
Right-of-use assets obtained in exchange for finance lease liabilities	$	739		$	—
Right-of-use assets obtained in exchange for operating lease liabilities	$	399		$	242
Noncash research and development expense for the right-of-use assets (finance lease)	$	739		—
Weighted-average remaining lease term – finance leases (in years)	3.8			—
Weighted-average remaining lease term – operating leases (in years)	3.0			0.7
Weighted-average discount rate – finance leases	9.7		%	—
Weighted-average discount rate – operating leases	9.7		%	10.0		%

Schedule of Finance Lease, Liability, to be Paid, Maturity

As of December 31, 2023, the present value of maturities of the Company’s finance lease liabilities were as follows (in thousands):


Year ended December 31, 2024	$	763
Total	763
Less: present value discount	(7)
Finance lease liability	$	756

Schedule of Lessee, Operating Lease, Liability, Maturity

As of December 31, 2023, the present value of maturities of the Company’s operating lease liabilities were as follows (in thousands):


Year ended December 31, 2024	$	143
Year ended December 31, 2025	155
Year ended December 31, 2026	158
Total	456
Less: present value discount	(63)
Operating lease liability	$	393

MARKETABLE SECURITIES - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Marketable Securities [Line Items]
Debt securities, available-for-sale, noncurrent, term (in years)	2 years
Debt securities, available-for-sale, allowance for credit loss	$ 0	$ 0
Maximum
Marketable Securities [Line Items]
Debt securities, available-for-sale, current, term (in years)	1 year
Minimum
Marketable Securities [Line Items]
Debt securities, available-for-sale, unrealized loss position period (in months)	12 months

SUPPLEMENTAL FINANCIAL INFORMATION

12 Months Ended

Dec. 31, 2023

Supplemental Financial Information [Abstract]

SUPPLEMENTAL FINANCIAL INFORMATION

Prepaid expenses and other current assets consisted of the following (in thousands):


	December 31,
	2023		2022
Research and development service agreements	$	1,680	$	1,077
Prepaid insurance	807		1,106
Interest receivable	225		—
Dues and subscriptions	175		105
Prepaid raw materials	98		199
Other	108		237
Total prepaid expenses and other current assets	$	3,093	$	2,724

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


	December 31,
	2023		2022
Compensation and other employee liabilities	$	3,692	$	2,008
Research and development	2,186		1,211
Interest	249		—
Other	212		131
Total accrued expenses and other current liabilities	$	6,339	$	3,350

LEASES

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

LEASES

Office leases

On September 11, 2023, the Company entered into a lease for office space in Newton, Massachusetts, with a lease term of approximately 38 months beginning October 20, 2023, and which expires on December 31, 2026.

On September 28, 2022, the Company entered into a lease for office space in Charlottesville, Virginia with a lease term of 15 months beginning October 1, 2022. On December 1, 2022, the Company entered into a lease for additional office space in the same building in Charlottesville, Virginia with a lease term of 12 months beginning on January 1, 2023. There is no automatic renewal for either of the Charlottesville, Virginia leases, but the lease agreements provide that any holdover tenancy shall be on a month-to-month basis thereafter.

The Company had been subleasing space in Carmel, Indiana since March 1, 2020. The Company executed a new sublease for this space that was effective on February 1, 2021 and expired on August 30, 2023, at which time the Company ceased to occupy this space. The Company allowed others to sublease a portion of the space from the Company for less than a one-year period. The Company recognizes sublease income in other expense, net in the statements of operations and comprehensive Loss.

Computer Equipment Lease

In September 2023, the Company entered into an agreement with a vendor that included the lease of certain computer equipment for its planned Phase 2 clinical trial with an October 2023 lease commencement date. In January 2024, the Company paid $0.8 million for the computer equipment which will be returned to the vendor at the completion of the vendor’s services under the agreement. Upon the lease inception, the Company recorded non-cash expense of $0.7 million in research and development expense in the statement of operations and comprehensive loss for the right-of-use assets related to the computer equipment lease as the equipment is being used for R&D and does not have an alternative future use.

The following table summarizes quantitative information about the Company’s leases (in thousands):


	Year Ended December 31,
	2023		2022
Finance lease
Interest lease cost	$	17	$	—
Finance lease expense	17		—
Operating leases
Operating lease cost	133		154
Less: sublease income	(5)		(43)
Operating lease expense	128		111
Short-term lease rent expense	15		13
Total rent expense	$	160	$	124

Supplemental information related to leases was as follows (dollar amounts in thousands):


	Year Ended December 31,
	2023			2022
Operating cash flows from finance lease	$	17		$	—
Operating cash flows from operating leases	$	121		$	154
Right-of-use assets obtained in exchange for finance lease liabilities	$	739		$	—
Right-of-use assets obtained in exchange for operating lease liabilities	$	399		$	242
Noncash research and development expense for the right-of-use assets (finance lease)	$	739		—
Weighted-average remaining lease term – finance leases (in years)	3.8			—
Weighted-average remaining lease term – operating leases (in years)	3.0			0.7
Weighted-average discount rate – finance leases	9.7		%	—
Weighted-average discount rate – operating leases	9.7		%	10.0		%

As of December 31, 2023, the present value of maturities of the Company’s finance lease liabilities were as follows (in thousands):


Year ended December 31, 2024	$	763
Total	763
Less: present value discount	(7)
Finance lease liability	$	756

As of December 31, 2023, the present value of maturities of the Company’s operating lease liabilities were as follows (in thousands):


Year ended December 31, 2024	$	143
Year ended December 31, 2025	155
Year ended December 31, 2026	158
Total	456
Less: present value discount	(63)
Operating lease liability	$	393

BASIS OF PRESENTATION, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS (Tables)

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Schedule of Antidilutive Securities Excluded from Computation of Loss Per Share

Potentially dilutive securities not included in the calculation of diluted net loss per share of common stock as of the periods presented, because to do so would be anti-dilutive, were as follows:


	December 31,
	2023	2022
Shares issuable upon exercise of stock options	7,523,947	5,610,893
Shares issuable upon conversion election for Term Loan	988,142	—
Shares issuable upon exercise of warrant	730,769	—
Unvested RSUs	328,500	—
Total	9,571,358	5,610,893

Schedule of Cash, Cash Equivalents and Restricted Cash

The following table provides a reconciliation of cash, cash equivalents and restricted cash from the balance sheets to the statements of cash flows (in thousands):


	December 31,
	2023		2022
Cash and cash equivalents	$	66,886	$	130,101
Restricted cash	233		—
Total cash, cash equivalents and restricted cash	$	67,119	$	130,101

Debt - Schedule of Outstanding Debt (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Nov. 10, 2023	Dec. 31, 2022
Debt Instrument, Redemption [Line Items]
Embedded derivative liabilities	$ 2,560
Debt, long-term	29,897		$ 0
Term Loan \| Secured Debt
Debt Instrument, Redemption [Line Items]
Principal value of Term Loan, including final payment of $1,635	31,635
Final payment	1,635	$ 1,600
Embedded derivative liabilities	2,560	$ 1,200
Unamortized debt discount	(4,298)
Debt, long-term	$ 29,897

- Definition

Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

SUPPLEMENTAL FINANCIAL INFORMATION (Tables)

12 Months Ended

Dec. 31, 2023

Supplemental Financial Information [Abstract]

Schedule of Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consisted of the following (in thousands):


	December 31,
	2023		2022
Research and development service agreements	$	1,680	$	1,077
Prepaid insurance	807		1,106
Interest receivable	225		—
Dues and subscriptions	175		105
Prepaid raw materials	98		199
Other	108		237
Total prepaid expenses and other current assets	$	3,093	$	2,724

Schedule of Accrued Expenses and Other Current Liabilities

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


	December 31,
	2023		2022
Compensation and other employee liabilities	$	3,692	$	2,008
Research and development	2,186		1,211
Interest	249		—
Other	212		131
Total accrued expenses and other current liabilities	$	6,339	$	3,350

SUPPLEMENTAL FINANCIAL INFORMATION - Summary of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Supplemental Financial Information [Abstract]
Research and development service agreements	$ 1,680	$ 1,077
Prepaid insurance	807	1,106
Interest receivable	225	0
Dues and subscriptions	175	105
Prepaid raw materials	98	199
Other	108	237
Total prepaid expenses and other current assets	$ 3,093	$ 2,724

MARKETABLE SECURITIES - Summary of Marketable Securities (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Marketable Securities [Line Items]
Amortized cost, short term	$ 176,654	$ 48,212
Gross unrealized gains, short term	179	0
Gross unrealized losses, short term	(197)	(708)
Fair value, short term	176,636	47,504
Amortized cost, long term	62,225	15,880
Gross unrealized gains, long term	343	0
Gross unrealized losses, long term	(15)	(43)
Fair value, long term	62,553	15,837
Amortized cost, total	238,879	64,092
Gross unrealized gains, total	522	0
Gross unrealized losses, total	(212)	(751)
Fair value, total	239,189	63,341
Corporate debt securities
Marketable Securities [Line Items]
Amortized cost, short term	144,184	30,174
Gross unrealized gains, short term	97	0
Gross unrealized losses, short term	(191)	(249)
Fair value, short term	144,090	29,925
Amortized cost, long term	57,240	15,880
Gross unrealized gains, long term	320	0
Gross unrealized losses, long term	(15)	(43)
Fair value, long term	57,545	15,837
Government and agency - U.S. securities
Marketable Securities [Line Items]
Amortized cost, short term	32,470	15,032
Gross unrealized gains, short term	82	0
Gross unrealized losses, short term	(6)	(357)
Fair value, short term	32,546	14,675
Amortized cost, long term	4,985
Gross unrealized gains, long term	23
Gross unrealized losses, long term	0
Fair value, long term	$ 5,008
Asset-backed securities
Marketable Securities [Line Items]
Amortized cost, short term		3,006
Gross unrealized gains, short term		0
Gross unrealized losses, short term		(102)
Fair value, short term		$ 2,904

FAIR VALUE MEASUREMENTS - Summary of Fair Value, Assets and Liabilities Measured on Recurring Basis (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Marketable securities
Total fair value	$ 305,396	$ 192,441
Debt, long-term
Embedded derivative liabilities	2,560
Total fair value	2,560
Quoted Prices in Active Markets for Identical Assets (Level 1)
Marketable securities
Total fair value	66,207	129,100
Debt, long-term
Embedded derivative liabilities	0
Total fair value	0
Significant Other Observable Inputs (Level 2)
Marketable securities
Total fair value	239,189	63,341
Debt, long-term
Embedded derivative liabilities	0
Total fair value	0
Significant Unobservable Inputs (Level 3)
Marketable securities
Total fair value	0	0
Debt, long-term
Embedded derivative liabilities	2,560
Total fair value	2,560
Corporate debt securities
Marketable securities
Marketable securities	201,635	45,762
Corporate debt securities \| Quoted Prices in Active Markets for Identical Assets (Level 1)
Marketable securities
Marketable securities	0	0
Corporate debt securities \| Significant Other Observable Inputs (Level 2)
Marketable securities
Marketable securities	201,635	45,762
Corporate debt securities \| Significant Unobservable Inputs (Level 3)
Marketable securities
Marketable securities	0	0
Asset-backed securities
Marketable securities
Marketable securities		2,904
Asset-backed securities \| Quoted Prices in Active Markets for Identical Assets (Level 1)
Marketable securities
Marketable securities		0
Asset-backed securities \| Significant Other Observable Inputs (Level 2)
Marketable securities
Marketable securities		2,904
Asset-backed securities \| Significant Unobservable Inputs (Level 3)
Marketable securities
Marketable securities		0
U.S. treasury securities
Marketable securities
Marketable securities	37,554
U.S. treasury securities \| Quoted Prices in Active Markets for Identical Assets (Level 1)
Marketable securities
Marketable securities	0
U.S. treasury securities \| Significant Other Observable Inputs (Level 2)
Marketable securities
Marketable securities	37,554
U.S. treasury securities \| Significant Unobservable Inputs (Level 3)
Marketable securities
Marketable securities	0
Government and agency - U.S. securities
Marketable securities
Marketable securities		14,675
Government and agency - U.S. securities \| Quoted Prices in Active Markets for Identical Assets (Level 1)
Marketable securities
Marketable securities		0
Government and agency - U.S. securities \| Significant Other Observable Inputs (Level 2)
Marketable securities
Marketable securities		14,675
Government and agency - U.S. securities \| Significant Unobservable Inputs (Level 3)
Marketable securities
Marketable securities		0
Money market securities
Cash and cash equivalents
Cash and cash equivalents	66,207	129,100
Money market securities \| Quoted Prices in Active Markets for Identical Assets (Level 1)
Cash and cash equivalents
Cash and cash equivalents	66,207	129,100
Money market securities \| Significant Other Observable Inputs (Level 2)
Cash and cash equivalents
Cash and cash equivalents	0	0
Money market securities \| Significant Unobservable Inputs (Level 3)
Cash and cash equivalents
Cash and cash equivalents	$ 0	$ 0

DEBT

12 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

DEBT

Term Loan

On November 10, 2023, the Company entered into a Loan and Security Agreement with K2 HealthVentures LLC (the “Loan Agreement”). The Loan Agreement provided the Company with a term loan facility (the “Term Loan”) in the aggregate principal amount of $50.0 million, of which the Company borrowed $30.0 million in the first tranche upon closing. The remaining $20.0 million is available for borrowing upon the Company’s request based on review of certain information and discretionary approval from the lenders. The Loan Agreement bears interest per annum at the greater of 9.65% or the sum of the prime rate last quoted in The Wall Street Journal plus 1.15% for such interest period and the principal amount of Term Loan outstanding under the Loan Agreement. The Term Loan matures on November 1, 2027, and can be extended to November 1, 2028, if the Company achieves certain financing milestones. The Loan Agreement provides for a final payment fee of an additional $1.6 million (the “Final Payment”) due upon repayment of the Term Loan.

The principal and interest of the Term Loan are to be repaid in equal monthly installments beginning on July 1, 2026 through the maturity of the Loan Agreement. The Loan Agreement allows prepayments of the entire Term Loan or a portion of the Term Loan of more than $5.0 million, provided that any partial prepayment will leave outstanding borrowings of at least $15.0 million.

The lenders can elect to convert up to $2.5 million of the Term Loan (the “Conversion Amount”) to Common Stock at a conversion price of $2.53 (the “Conversion Option”). If the lenders elect to convert the Conversion Amount upon the Next Qualified Financing, as defined in the Loan Agreement whereby the Company receives aggregate gross proceeds of at least $20.0 million, the conversion price will equal the lowest effective cash price per share of securities issued in such Qualified Financing (the “Share-Settled Redemption”). The Conversion Option and Share-Settled Redemption within the Loan Agreement are required to be bifurcated as a single compound embedded derivative (the “Embedded Derivatives”) at fair value, with subsequent changes in fair value recognized in the statements of operations and comprehensive loss.

In accordance with the Loan Agreement, the Company issued an equity-classified warrant to purchase 730,769 shares of Common Stock (the “Loan Warrant”), with an initial allocated fair value of $1.1 million. See additional discussion in Note 8. Stockholders’ Equity.

The initial recognition of the direct fees of $0.5 million, the Final Payment of $1.6 million, the fair value of the Embedded Derivatives of $1.2 million and the fair value of the Loan Warrant of $1.1 million for the Loan Agreement resulted in a discount of $4.4 million, which is being amortized to interest expense over the term of the Loan Agreement using the effective interest method.

Outstanding debt consisted of the following (in thousands):


	December 31, 2023
Principal value of Term Loan, including final payment of $1,635	$	31,635
Fair value of bifurcated embedded derivatives	2,560
Unamortized debt discount	(4,298)
Total debt, long-term	$	29,897

The following table provides the components of interest expense (in thousands):


	Year Ended
	December 31, 2023
Interest expense based on the coupon interest rate of the outstanding debt	$	418
Accretion of debt discount	145
Total interest expense	$	563

For the year ended December 31, 2023, the effective interest rate for the Term Loan was 14.3%.

As of December 31, 2023, the aggregate principal payments due for the Term Loan by year are as follows (in thousands):


Year ended December 31, 2026	$	10,104
Year ended December 31, 2027	21,531
Total principal payment due for Term Loan	$	31,635

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details