0000950170-23-061535 | 10-Q | XBRL Viewer

Fair Value Measurements

9 Months Ended

Sep. 30, 2023

3. Fair Value Measurements

The following table presents information about the Company’s financial assets measured or disclosed at fair value by level within the fair value hierarchy (in thousands):


	As of September 30, 2023		Quoted Prices in Active Markets (Level 1)		Significant Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets
Cash equivalents:
Money market funds	$	51,061	$	51,061	$	—	$	—
U.S. treasury securities		18,944		—		18,944		—
Marketable securities
U.S. treasury securities		34,252		—		34,252		—
Corporate debt securities		41,404		—		41,404		—
Total assets	$	145,661	$	51,061	$	94,600	$	—


	As of December 31, 2022		Quoted Prices in Active Markets (Level 1)		Significant Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets
Cash equivalents:
Money market funds	$	55,861	$	55,861	$	—	$	—
Marketable securities
U.S. treasury securities		22,606		—		22,606		—
Corporate debt securities		74,422		—		74,422		—
Total assets	$	152,889	$	55,861	$	97,028	$	—

During the nine months ended September 30, 2023 and year ended December 31, 2022, there were no transfers into or out of Level 3.

- 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

Acquisition of Pionyr Therapeutics - Schedule of Fair Value of Equity Issued and Consideration Transferred (Details) - Pionyr Immunotherapeutics, Inc $ in Thousands	Aug. 04, 2023 USD ($)
Business Acquisition [Line Items]
Total	$ 48,017
Series A Preferred Stock
Business Acquisition [Line Items]
Issuance of stock	32,837
Common Stock
Business Acquisition [Line Items]
Issuance of stock	14,236
Restricted Stock Units ("RSUs") and Stock Options
Business Acquisition [Line Items]
Cash consideration paid	738
Unaccredited Stockholders
Business Acquisition [Line Items]
Cash consideration paid	$ 206

Marketable Securities - Additional Information (Details)	3 Months Ended		9 Months Ended
	Sep. 30, 2023 USD ($) Position	Sep. 30, 2022 USD ($)	Sep. 30, 2023 USD ($) Position	Sep. 30, 2022 USD ($)
Investments, Debt and Equity Securities [Abstract]
Number of marketable securities in an unrealized loss position \| Position	28		28
Impairment charges related to available-for-sale securities	$ 0	$ 0	$ 0	$ 0
Allowance for credit losses for available for sale debt securities	$ 0	$ 0	$ 0	$ 0

Prepaid Expenses and Other Current Assets

9 Months Ended

Sep. 30, 2023

Prepaid Expense and Other Assets, Current [Abstract]

Prepaid Expenses and Other Current Assets

5. Prepaid Expenses and Other Current Assets

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


	As of September 30, 2023		As of December 31, 2022
Clinical, manufacturing and scientific development	$	1,621	$	1,372
Prepaid Insurance		1,061		727
Other		1,019		964
Total	$	3,701	$	3,063

Summary of Significant Accounting Policies	9 Months Ended
Summary of Significant Accounting Policies	Sep. 30, 2023
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	2. Summary of Significant Accounting Policies Principles of Consolidation: The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Arrys Therapeutics, Inc. (“Arrys”), Ikena Oncology Securities Corporation, Amplify Medicines, Inc, (“Amplify”) and Portsmouth Merger Sub II, LLC. All intercompany balances and transactions have been eliminated in consolidation. Use of Estimates: The preparation of the Company’s financial statements 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 and the reported amounts of revenue and expenses during the reporting period. Estimates and judgments are based on historical information and other market-specific or various relevant assumptions, including in certain circumstances, future projections, that management believes to be reasonable under the circumstances. Actual results could differ materially from estimates. Significant estimates and assumptions are used for, but not limited to the accruals for research and development expenses and research and development revenue under a collaboration agreement. Summary of Significant Accounting Policies: The significant accounting policies and estimates used in the preparation of the accompanying consolidated financial statements are described in the Company’s audited consolidated financial statements for the year ended December 31, 2022 included in the Company’s Annual Report on Form 10-K that was filed with the SEC on March 14, 2023. There have been no material changes in the Company’s significant accounting policies during the nine months ended September 30, 2023 except as discussed below. Concentration of Credit Risk and of Significant Suppliers: Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash, cash equivalents, and marketable securities. Cash and cash equivalents are deposited with federally insured financial institutions in the United States and may, at times, exceed federally insured limits. The Company places marketable securities with a highly rated financial institution. Additionally, as of September 30, 2023, the Company has not experienced any credit related losses on accounts that hold the Company’s cash, cash equivalents and marketable securities. The Company is dependent on third-party manufacturers and clinical research organizations (“CROs”) to supply products and provide services for research and development activities in its programs. In particular, the Company relies and expects to continue to rely on a small number of manufacturers to supply it with its requirements for the active pharmaceutical ingredients and formulated drugs related to these programs. The Company also relies on at least two CROs to conduct its clinical trials. The Company’s programs could be adversely affected if a third-party manufacturer or a CRO is unable to successfully carry out their contractual obligations or meet expected deadlines. If a third-party manufacturer or a CRO needs to be replaced, the Company may not be able to complete its program development on its anticipated timelines and may incur additional expenses as a result, which could be significant. Convertible Preferred Stock: The Company records shares of convertible preferred stock at their respective fair values on the dates of issuance, net of issuance costs. The Company applies the guidance in ASC 480-10-S99-3A, SEC Staff Announcement: Classification and Measurement of Redeemable Securities in determining the classification of preferred stock as stockholder’s deficit or temporary equity. The Company classified convertible preferred stock as temporary equity in the accompanying consolidated statement of Convertible Preferred Stock and Stockholders’ Equity due to terms that allow for redemption of the shares in cash upon certain events that are outside of the Company’s control, including failure to obtain stockholder approval of the conversion of the Series A Preferred Stock. The Company did not accrete the value of the convertible preferred stock to the redemption values since a liquidation event was not considered probable prior to the conversion date. Contingent Value Rights: The Company evaluates the CVR to determine if it qualifies as a derivative under ASC 815, Derivatives and Hedging. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date. Any changes in fair value are recorded as other income or expense for each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument is probable within the next 12 months from the balance sheet date. The Company determined that certain contingent payments under the Acquisition qualified for the scope exception under ASC 815, and as such, were not recorded as a derivative on the balance sheet as of September 30, 2023. Upon resolution of the CVR, the Company will recognize the payment consistent with the guidance in ASC 450. As of September 30, 2023, the contingent consideration cannot be reasonably estimated, and the contingency was not resolved. Recent Accounting Pronouncements: From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies and adopted by us as of the specified effective date. Unless otherwise discussed, the Company believes that the impact of recently issued standards that are not yet effective will not have a material impact on our consolidated financial statements and disclosures.

Marketable Securities - Schedule of Marketable Securities Fair Value By Contractual Maturity (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Investments, Debt and Equity Securities [Abstract]
Due in one year or less	$ 89,278	$ 79,652
Due after one year through five years	5,322	17,376
Total	$ 94,600	$ 97,028

Condensed Consolidated Statement of Convertible Preferred Stock and Stockholders' Equity (Parenthetical) - USD ($) $ in Millions	3 Months Ended
	Sep. 30, 2023	Jun. 30, 2023
Issuance costs	$ 1.0	$ 2.6
Series A Non-Voting Convertible Preferred Stock
Issuance costs	$ 0.4

Marketable Securities

9 Months Ended

Sep. 30, 2023

Investments, Debt and Equity Securities [Abstract]

Marketable Securities

4. Marketable securities

The following tables summarize the Company's marketable securities (in thousands):


	As of September 30, 2023
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
U.S. treasury securities	$	53,198	$	2	$	(4	)	$	53,196
Corporate debt securities		41,692		—		(288	)		41,404
Total	$	94,890	$	2	$	(292	)	$	94,600


	As of December 31, 2022
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
U.S. treasury securities	$	22,630	$	—	$	(24	)	$	22,606
Corporate debt securities		75,161		—		(739	)		74,422
Total	$	97,791	$	—	$	(763	)	$	97,028


	As of September 30, 2023
	Less than 12 Months					12 Months or More					Total
	Gross Unrealized Losses			Estimated Fair Value		Gross Unrealized Losses			Estimated Fair Value		Gross Unrealized Losses			Estimated Fair Value
U.S. treasury securities	$	(10	)	$	29,273	$	-		$	-	$	(10	)	$	29,273
Corporate debt securities		(166	)		28,269		(116	)		13,135		(282	)		41,404
Total	$	(176	)	$	57,542	$	(116	)	$	13,135	$	(292	)	$	70,677

In accordance with the Company's investment policy, it places investments in investment grade securities with high credit quality issuers, and generally limits the amount of credit exposure to any one issuer. The Company evaluates securities for impairment at the end of each reporting period. Factors considered include whether a decline in fair value below the amortized cost basis is due to credit-related factors or non-credit-related factors, the financial condition and near-term prospects of the issuer, and the Company’s intent and ability to hold the investment to allow for an anticipated recovery in fair value.

As of September 30, 2023, the Company held 28 marketable securities in an unrealized loss position. The Company does not intend to sell its marketable securities and it is not more likely than not that the Company will be required to sell the investments before the recovery of their amortized cost bases, which may be maturity. The Company also believes that it will be able to collect both principal and interest amounts due at maturity. The Company did not record any impairment charges related to its available-for-sale securities during the three and nine months ended September 30, 2023 and 2022. The Company did not recognize any credit-related allowance to available-for-sale securities as of the three and nine months ended September 30, 2023 and 2022.

The fair values of the Company's marketable securities by classification in the condensed consolidated balance sheets were as follows:


	As of September 30, 2023		As of December 31, 2022
Cash and cash equivalents	$	18,944	$	—
Marketable securities		75,656		97,028
Total	$	94,600	$	97,028

Marketable securities fair value by contractual maturity were as follows (in thousands):


	As of September 30, 2023		As of December 31, 2022
Due in one year or less	$	89,278	$	79,652
Due after one year through five years		5,322		17,376
Total	$	94,600	$	97,028

Property and Equipment, Net

9 Months Ended

Sep. 30, 2023

Property, Plant and Equipment [Abstract]

Property and Equipment, Net

6. Property and Equipment, net

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


	As of September 30, 2023			As of December 31, 2022
Property and equipment:
Lab equipment	$	2,980		$	2,858
Leasehold improvements		1,219			1,216
Electronic equipment and software		481			481
Furniture and fixtures		475			475
Total property and equipment		5,155			5,030
Less: accumulated depreciation		(2,522	)		(1,825	)
Property and equipment, net	$	2,633		$	3,205

Depreciation expense for the three months ended September 30, 2023 and 2022 was $0.2 million and $0.2 million, respectively. Depreciation expense for the nine months ended September 30, 2023 and 2022 was $0.7 million and $0.7 million, respectively. There were no impairments for the nine months ended September 30, 2023 and 2022.

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2023	Dec. 31, 2022
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	44,104,672	36,257,493
Common stock, shares outstanding	44,104,672	36,257,493
Series A Non-Voting Convertible Preferred Stock
Temporary equity, par value	$ 0.001	$ 0.001
Temporary equity, shares designated	5,000,000	0
Temporary equity, shares issued	4,153,439	0
Temporary equity, shares outstanding	4,153,439	0

Stockholder's Equity (Tables)

9 Months Ended

Sep. 30, 2023

Share-Based Payment Arrangement [Abstract]

Schedule of Total Compensation Expense

The total compensation expense recognized in the statements of operations associated with all the stock-based compensation awards granted by the Company is as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Research and development	$	1,058	$	865	$	3,114	$	2,931
General and administrative		940		946		2,763		2,735
Total	$	1,998	$	1,811	$	5,877	$	5,666

Summary of Stock Option Activity

The following table summarizes stock option activity under the 2021 Plan for the nine months ended September 30, 2023:


	Number of Options			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (Years)		Aggregate Intrinsic Value (thousands)
Outstanding as of December 31, 2022		6,589,479		$	7.29		7.73	$	362
Granted		1,597,224			3.02
Exercised		(34,027	)		4.01
Cancelled or forfeited		(735,320	)		6.44
Outstanding as of September 30, 2023		7,417,356		$	6.47		7.13	$	4,062
Vested or expected to vest as of September 30, 2023		7,417,356		$	6.47		7.13	$	4,062
Options exercisable as of September 30, 2023		3,920,894		$	6.58		6.22	$	1,733

Summary of Assumptions Used to Value Stock Options Granted to Participants Using Black-Scholes Option-Pricing

The fair value of each option award granted is estimated on the date of grant using the Black-Scholes option pricing model and the weighted average assumptions. The underlying assumptions used to value stock options granted to participants using the Black-Scholes option-pricing presented on a weight average basis were as follows:


	Three Months Ended September 30,						Nine Months Ended September 30,
	2023			2022			2023			2022
Risk-free interest rate		4.73	%		2.89	%		3.91	%		2.36	%
Expected dividend yield		0	%		0	%		0	%		0	%
Expected option term (in years)	6.08			6.08			6.03			6.01
Expected stock price volatility		90.92	%		85.76	%		86.55	%		84.68	%

Fair Value Measurements - Summary of Financial Assets Measured at Fair Value (Details) - Fair Value On Recurring Basis - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total assets	$ 145,661	$ 152,889
Level 1
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total assets	51,061	55,861
Level 2
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total assets	94,600	97,028
Money Market Funds
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total Cash Equivalents	51,061	55,861
Money Market Funds \| Level 1
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total Cash Equivalents	51,061	55,861
U.S. Treasury Securities
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total Cash Equivalents	18,944
Total Marketable Securities	34,252	22,606
U.S. Treasury Securities \| Level 2
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total Cash Equivalents	18,944
Total Marketable Securities	34,252	22,606
Corporate Debt Securities
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total Marketable Securities	41,404	74,422
Corporate Debt Securities \| Level 2
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total Marketable Securities	$ 41,404	$ 74,422

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Cash flows from operating activities
Net loss	$ (48,677)	$ (54,668)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation	715	541
Amortization of premiums and discounts on marketable securities	(1,709)	103
Stock-based compensation	5,877	5,666
Non-cash operating lease expense	1,152	953
Loss on disposal of property and equipment	5	173
Net realized loss on marketable securities		12
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	1,271	682
Accounts payable	(987)	(206)
Accrued expenses and other current liabilities	(5,308)	2,816
Lease liability	(1,333)	(954)
Deferred revenue	(8,501)	(10,168)
Deposits and other assets	(429)	(1,404)
Net cash flows used in operating activities	(57,924)	(56,454)
Cash flows from investing activities
Purchases of property and equipment	(152)	(1,200)
Sale of property and equipment	4
Purchase of marketable securities	(65,217)	(189,863)
Sales and maturities of marketable securities	109,133	81,280
Net cash flows provided by (used in) investing activities	43,768	(109,783)
Cash flows from financing activities
Cash and cash equivalents acquired in connection with the acquisition of Pionyr, net of issuance costs paid	39,970
Cash consideration paid in connection with the acquisition of Pionyr	(944)
Proceeds from issuance of common stock for underwritten registered offering, net of offering costs	37,421
Repurchase of common stock	(663)
Proceeds from exercise of stock options	136	1,094
Net cash flows provided by financing activities	75,920	1,094
Net increase (decrease) in cash and cash equivalents and restricted cash	61,764	(165,143)
Cash, cash equivalents and restricted cash, beginning of period	60,791	233,089
Cash, cash equivalents and restricted cash, end of period	122,555	67,946
Reconciliation of cash, cash equivalents, and restricted cash to the condensed consolidated balance sheets
Cash and cash equivalents	121,277	67,074
Restricted cash included in other assets	1,278	872
Cash, cash equivalents and restricted cash, end of period	$ 122,555	$ 67,946

Acquisition of Pionyr Therapeutics

9 Months Ended

Sep. 30, 2023

Business Combinations [Abstract]

Acquisition of Pionyr Therapeutics

9. Acquisition of Pionyr Therapeutics

On August 4, 2023, the Company acquired Pionyr, pursuant to the Pionyr Acquisition Agreement. Under the terms of the Pionyr Acquisition Agreement, the Company issued to the stockholders of Pionyr 1,800,652 shares of the Company’s common stock (including 153,121 shares of the Company’s non-voting common stock), and 4,153,439 shares of Series A Preferred Stock, which was a newly designated series of preferred stock that is intended to have economic rights equivalent to the Company’s common stock, but with only limited voting rights. The Series A Preferred Stock converted to shares of the Company’s common stock pursuant to stockholder approval at a special meeting of stockholders held on October 11, 2023. See “Note 15 – Subsequent Event” for additional information on stockholder approval of the conversion. Each stockholder of Pionyr at the time of closing also received one contractual

CVR for each share of Pionyr stock held at closing. The CVR entitles the holder to receive 50% of net proceeds, outside of royalties, for any potential monetization of Pionyr legacy programs within two years.

Acquisition Accounting

The Company concluded that the Acquisition should be accounted for as a capitalization transaction, primarily based on the following facts and circumstances:

•

The purpose of the transaction was for the Company to acquire the cash, cash equivalents and marketable securities of Pionyr;

•

A nominal amount of Pionyr’s others assets were acquired, primarily related to the right-of-use-asset for Pionyr’s office and lab space lease located in San Francisco, California. The Company is actively seeking a tenant to sublease the space;

•

Prior to the Acquisition, Pionyr was finalizing the wind down of all development activities that were ongoing. There will be no continuing operations of Pionyr other than the remaining wind down activities;

•

No value has been ascribed to the legacy intellectual property assets acquired; and

•

No assembled workforce or substantive processes were acquired that together could significantly contribute to the ability to create outputs.

Under the recapitalization accounting model, the assets acquired and liabilities assumed were recognized at their fair value on August 4, 2023. The equity issued by the Company was recognized on the basis of the net fair value of the assets acquired and liabilities assumed. Cash consideration transferred and transaction costs incurred attributable to the Acquisition are reflected as reductions to equity. The Company incurred $1.4 million of transaction costs that were direct and incremental to the Acquisition.

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the Acquisition date (in thousands):


Assets Acquired	As of August 4, 2023
Cash and cash equivalents	$	40,926
Marketable securities		20,362
Prepaid expenses and other current assets		1,359
Right-of-use-asset		3,889
Deposits and other assets		406
Total assets acquired	$	66,942
Liabilities Assumed
Accounts payable		(2,844	)
Accrued expenses and other current liabilities		(8,097	)
Operating lease liability		(1,485	)
Long-term portion of operating lease liability		(5,647	)
Other long term liabilities		(852	)
Total liabilities assumed	$	(18,925	)

Net assets acquired (1)	$	48,017

(1) Net assets acquired does not include the remaining costs to complete the wind down of Pionyr development activities and operations.

Fair value of equity issued and consideration transferred in connection with the Acquisition (in thousands):


	As of August 4, 2023
Issuance of Series A Preferred Stock	$	32,837
Issuance of common stock		14,236
Cash consideration paid to settle Pionyr restricted stock units ("RSUs") and stock options		738
Cash consideration paid to Pionyr unaccredited stockholders		206
Total	$	48,017

The CVR was not accounted for as a derivative on the date of merger, nor was it included in the consideration transferred to acquire Pionyr. As of August 4, 2023 and September 30, 2023, the contingent consideration cannot be reasonably estimated, and the contingency was not resolved.

Net Loss per Share Attributable to Common Stockholders (Tables)

9 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]

Summary of Outstanding Potentially Dilutive Securities Excluded in Calculation of Diluted Net Loss Per Share

The following table sets forth the outstanding potentially dilutive securities that have been excluded in the calculation of diluted net loss per share because to do so would be anti-dilutive:


	Nine Months Ended September 30,
	2023		2022
Options to purchase Common Stock		7,417,356		6,701,407
Convertible Preferred Stock		4,153,439		—
Total		11,570,795		6,701,407

Fair Value Measurements - Additional Information (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Fair Value Disclosures [Abstract]
Fair value, level 3 transfers out, amount	$ 0	$ 0

Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2023	Nov. 01, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2023
Entity Registrant Name	IKENA ONCOLOGY, INC.
Entity Central Index Key	0001835579
Entity Incorporation, State or Country Code	DE
Entity File Number	001-40287
Entity Tax Identification Number	81-1697316
Entity Address, Address Line One	645 Summer Street
Entity Address, Address Line Two	Suite 101
Entity Address, City or Town	Boston
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02210
City Area Code	857
Local Phone Number	273-8343
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Entity Current Reporting Status	Yes
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Shell Company	false
Entity Interactive Data Current	Yes
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	IKNA
Security Exchange Name	NASDAQ
Document Quarterly Report	true
Document Transition Report	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Common Stock, Shares Outstanding		48,258,111

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Sep. 30, 2023
Accounting Policies [Abstract]
Principles of Consolidation	Principles of Consolidation: The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Arrys Therapeutics, Inc. (“Arrys”), Ikena Oncology Securities Corporation, Amplify Medicines, Inc, (“Amplify”) and Portsmouth Merger Sub II, LLC. All intercompany balances and transactions have been eliminated in consolidation.
Use of Estimates	Use of Estimates: The preparation of the Company’s financial statements 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 and the reported amounts of revenue and expenses during the reporting period. Estimates and judgments are based on historical information and other market-specific or various relevant assumptions, including in certain circumstances, future projections, that management believes to be reasonable under the circumstances. Actual results could differ materially from estimates. Significant estimates and assumptions are used for, but not limited to the accruals for research and development expenses and research and development revenue under a collaboration agreement.
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies: The significant accounting policies and estimates used in the preparation of the accompanying consolidated financial statements are described in the Company’s audited consolidated financial statements for the year ended December 31, 2022 included in the Company’s Annual Report on Form 10-K that was filed with the SEC on March 14, 2023. There have been no material changes in the Company’s significant accounting policies during the nine months ended September 30, 2023 except as discussed below.
Concentration of Credit Risk and of Significant Suppliers	Concentration of Credit Risk and of Significant Suppliers: Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash, cash equivalents, and marketable securities. Cash and cash equivalents are deposited with federally insured financial institutions in the United States and may, at times, exceed federally insured limits. The Company places marketable securities with a highly rated financial institution. Additionally, as of September 30, 2023, the Company has not experienced any credit related losses on accounts that hold the Company’s cash, cash equivalents and marketable securities. The Company is dependent on third-party manufacturers and clinical research organizations (“CROs”) to supply products and provide services for research and development activities in its programs. In particular, the Company relies and expects to continue to rely on a small number of manufacturers to supply it with its requirements for the active pharmaceutical ingredients and formulated drugs related to these programs. The Company also relies on at least two CROs to conduct its clinical trials. The Company’s programs could be adversely affected if a third-party manufacturer or a CRO is unable to successfully carry out their contractual obligations or meet expected deadlines. If a third-party manufacturer or a CRO needs to be replaced, the Company may not be able to complete its program development on its anticipated timelines and may incur additional expenses as a result, which could be significant.
Convertible Preferred Stock	Convertible Preferred Stock: The Company records shares of convertible preferred stock at their respective fair values on the dates of issuance, net of issuance costs. The Company applies the guidance in ASC 480-10-S99-3A, SEC Staff Announcement: Classification and Measurement of Redeemable Securities in determining the classification of preferred stock as stockholder’s deficit or temporary equity. The Company classified convertible preferred stock as temporary equity in the accompanying consolidated statement of Convertible Preferred Stock and Stockholders’ Equity due to terms that allow for redemption of the shares in cash upon certain events that are outside of the Company’s control, including failure to obtain stockholder approval of the conversion of the Series A Preferred Stock. The Company did not accrete the value of the convertible preferred stock to the redemption values since a liquidation event was not considered probable prior to the conversion date.
Contingent Value Rights	Contingent Value Rights: The Company evaluates the CVR to determine if it qualifies as a derivative under ASC 815, Derivatives and Hedging. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date. Any changes in fair value are recorded as other income or expense for each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument is probable within the next 12 months from the balance sheet date. The Company determined that certain contingent payments under the Acquisition qualified for the scope exception under ASC 815, and as such, were not recorded as a derivative on the balance sheet as of September 30, 2023. Upon resolution of the CVR, the Company will recognize the payment consistent with the guidance in ASC 450. As of September 30, 2023, the contingent consideration cannot be reasonably estimated, and the contingency was not resolved.
Recent Accounting Pronouncements	Recent Accounting Pronouncements: From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies and adopted by us as of the specified effective date. Unless otherwise discussed, the Company believes that the impact of recently issued standards that are not yet effective will not have a material impact on our consolidated financial statements and disclosures.

Marketable securities - Summary Of Fair Values Of Marketable Securities (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Investments, Debt and Equity Securities [Abstract]
Cash and cash equivalents	$ 18,944
Marketable securities	75,656	$ 97,028
Total	$ 94,600	$ 97,028

Stockholder's Equity

9 Months Ended

Sep. 30, 2023

Equity [Abstract]

Stockholder's Equity

10. Stockholder’s Equity

Common Stock

On May 17, 2023, the Company completed an underwritten registered offering (“URO”) of common stock pursuant to which it issued and sold 6,110,000 shares of the Company’s common stock at a purchase price of $6.55 per share. The Company received net proceeds from the URO of approximately $37.4 million after deducting commissions and other offering expenses. The URO was made pursuant to the Company’s shelf registration statement on Form S-3 (File No. 333-264517).

On August 4, 2023, the Company acquired 100% of the outstanding equity of Pionyr. Pursuant to the Acquisition, the Company issued to Pionyr stockholders 1,800,652 shares of the Company’s common stock (including 153,121 shares of the Company’s non-voting common stock). The Company also issued 4,153,439 shares of common stock issuable upon the conversion of 4,153,439 shares of Series A Preferred Stock to Pionyr stockholders pursuant to the Acquisition.

Preferred Stock

On August 4, 2023, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of Series A Non-Voting Convertible Preferred Stock (“Certificate of Designation”) with the Secretary of State of the State of Delaware in connection with the Acquisition, which provides for the issuance of shares of Series A Preferred Stock. Pursuant to the Acquisition, the Company agreed to issue 4,153,439 shares of Series A Preferred Stock to Pionyr stockholders. The Company agreed to hold a special meeting of stockholders to submit the approval of the conversion of the Series A Preferred Stock into shares of common stock, pursuant to which each share of Series A Preferred Stock would be convertible into one share of voting common stock, provided, however, that if such stockholder already held shares of the Company’s non-voting common stock prior to the conversion, such holder would receive shares of non-voting common stock in lieu of shares of voting common stock to the extent the issuance of shares of voting common stock to such holder would result in such holder, when aggregated with its affiliates for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), beneficially owning more than 9.99% of the Company’s voting common stock (the “Non-Voting Beneficial Ownership Limitation”). If stockholders had not approved the conversion of the Series A Preferred Stock into common stock by February 4, 2024 (six (6) months from the closing of the Acquisition), then, upon any attempted conversion, holders of Series A Preferred Stock may have thereafter required the Company to repurchase the Series A Preferred Stock at the then-current fair value of the underlying Common Stock.

On September 25, 2023, the Company filed a Definitive Proxy Statement with the SEC to solicit approval of the issuance of common stock upon conversion of the Series A Preferred Stock at a special meeting of stockholders.

The Company classified convertible preferred stock as temporary equity in the accompanying consolidated statement of Convertible Preferred Stock and Stockholders’ Equity due to terms that allow for redemption of the shares in cash upon certain events that are outside of the Company’s control, including failure to obtain stockholder approval of the conversion of the Series A Preferred Stock. The Company did not accrete the value of the convertible preferred stock to the redemption values since a liquidation event was not considered probable prior to the conversion date. As of September 30, 2023, the redemption value of the Company's outstanding Series A Preferred Stock was $18.0 million based on the closing stock price of the Company's common stock on September 30, 2023 of $4.33 per share.

The Series A Preferred Stock was subsequently converted to shares of the Company’s common stock pursuant to stockholder approval at a special meeting of stockholders held on October 11, 2023. See “Note 15 – Subsequent Event” for additional information on stockholder approval of the conversion.

Voting Rights

Except as otherwise required by law, the Series A Preferred Stock does not have voting rights. However, as long as any shares of Series A Preferred Stock are outstanding, the Company will not, without the affirmative vote of the holders of a majority of the then outstanding shares of the Series A Preferred Stock, (a) alter or change adversely the powers, preferences or rights given to the Series A Preferred Stock, (b) alter or amend the Certificate of Designation, (c) amend or repeal any provision of, or add any provision to, our certificate of incorporation or bylaws, or file any articles of amendment, certificate of designations, preferences, limitations and relative rights of any series of preferred stock if such action would adversely alter or change the preferences, rights, privileges or powers of, or restrictions provided for the benefit of, the Series A Preferred Stock, (d) issue further shares of Series A Preferred Stock

or increase or decrease (other than by conversion) the number of authorized shares of Series A Preferred Stock, (e) prior to the stockholder approval of the conversion of the Series A Preferred Stock into shares of common stock or at any time while at least 30% of the originally issued Series A Preferred Stock remains issued and outstanding, consummate a Fundamental Transaction (as defined in the Certificate of Designation) or any merger or consolidation of the Company with or into another entity or any stock sale to, or other business combination in which the stockholders of the Company immediately before such transaction do not hold at least a majority of the capital stock of the Company immediately after such transaction, (f) authorize or issue any class or series of stock that has powers, preferences or rights that are senior to those of the Series A Preferred Stock, or (g) enter into any agreement with respect to any of the foregoing.

Dividends

Holders of Series A Preferred Stock are entitled to receive dividends on shares of Series A Preferred Stock equal, on an as-if-converted-to-common-stock basis and without regard to the Non-Voting Beneficial Ownership Limitation, equal to and in the same form as dividends actually paid on shares of common stock.

Liquidation and Dissolution.

The Series A Preferred Stock ranks (i) senior to any class or series of capital stock of the Company created after the date of the Acquisition specifically ranking by its terms junior to any Series A Preferred Stock and (ii) on parity with common stock upon any liquidation, dissolution or winding-up of the Company.

Equity Incentive Plan

The Company grants stock options under the 2021 Stock Incentive Plan (the “2021 Plan”). The Company also has stock options outstanding under the 2016 Stock Incentive Plan (“2016 Plan”), but is no longer granting awards under such plan. All shares of common stock underlying any awards that are forfeited, cancelled, expired, repurchased, or otherwise terminated under the 2021 and 2016 Plans are added back to the shares of common stock available for issuance under the 2021 Plan. On January 1, 2023, the number of shares available for issuance under the 2021 Plan increased by 1,450,299 shares as a result of the evergreen provision. As of September 30, 2023, 3,264,419 shares of common stock remain available for future issuance under the 2021 Plan.

The total compensation expense recognized in the statements of operations associated with all the stock-based compensation awards granted by the Company is as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Research and development	$	1,058	$	865	$	3,114	$	2,931
General and administrative		940		946		2,763		2,735
Total	$	1,998	$	1,811	$	5,877	$	5,666

The weighted-average fair value of the stock options granted during the nine months ended September 30, 2023 was $2.25. As of September 30, 2023, the total unrecognized stock-based compensation expense for unvested options was $13.4 million which is expected to be recognized over a weighted average period of 2.3 years.

The following table summarizes stock option activity under the 2021 Plan for the nine months ended September 30, 2023:


	Number of Options			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (Years)		Aggregate Intrinsic Value (thousands)
Outstanding as of December 31, 2022		6,589,479		$	7.29		7.73	$	362
Granted		1,597,224			3.02
Exercised		(34,027	)		4.01
Cancelled or forfeited		(735,320	)		6.44
Outstanding as of September 30, 2023		7,417,356		$	6.47		7.13	$	4,062
Vested or expected to vest as of September 30, 2023		7,417,356		$	6.47		7.13	$	4,062
Options exercisable as of September 30, 2023		3,920,894		$	6.58		6.22	$	1,733

The aggregate intrinsic value of options exercised for the nine months ended September 30, 2023 and 2022 was $59.3 thousand and $1.2 million, respectively.


	Three Months Ended September 30,						Nine Months Ended September 30,
	2023			2022			2023			2022
Risk-free interest rate		4.73	%		2.89	%		3.91	%		2.36	%
Expected dividend yield		0	%		0	%		0	%		0	%
Expected option term (in years)	6.08			6.08			6.03			6.01
Expected stock price volatility		90.92	%		85.76	%		86.55	%		84.68	%

Employee Stock Purchase Plan

On March 20, 2021, the Company’s stockholders approved the 2021 Employee Stock Purchase Plan (the “ESPP”), which became effective on March 30, 2021. The ESPP initially provides participating employees with the opportunity to purchase up to an aggregate of 346,613 shares of the Company’s common stock. An annual increase in the number of shares of common stock reserved and available for issuance under the ESPP shall be equal to 1% of the number of shares of common stock outstanding on the immediately preceding December 31; and such lesser number of shares as determined by the Administrator as provided in the ESPP. As of September 30, 2023, there has been no increase in the shares reserved and available for issuance and no shares have been purchased by employees under the ESPP.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 1
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Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
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-URI https://asc.fasb.org//505/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-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
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-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
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Commitments and Contingencies

9 Months Ended

Sep. 30, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

12. Commitments and Contingencies

The Company is also party to various agreements, principally relating to licensed technology, that require future payments relating to milestones not met as of September 30, 2023 or royalties on future sales of specified products that have not yet occurred as of September 30, 2023.

Organization and Basis of Presentation (Additional Information) (Details) - Pionyr Immunotherapeutics, Inc - shares	Oct. 11, 2023	Aug. 04, 2023
Subsequent Event
Business Acquisition [Line Items]
Business acquisition, contingent value right received for each share	1
Percentage of net proceeds from potential monetization of legacy programs receivable	50.00%
Non-voting Common Stock
Business Acquisition [Line Items]
Business acquisition, shares issued		153,121
Series A Preferred Stock
Business Acquisition [Line Items]
Business acquisition, shares issued		4,153,439
Common Stock
Business Acquisition [Line Items]
Business acquisition, shares issued		1,800,652

Marketable Securities (Tables)

9 Months Ended

Sep. 30, 2023

Investments, Debt and Equity Securities [Abstract]

Marketable Securities

The following tables summarize the Company's marketable securities (in thousands):


	As of September 30, 2023
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
U.S. treasury securities	$	53,198	$	2	$	(4	)	$	53,196
Corporate debt securities		41,692		—		(288	)		41,404
Total	$	94,890	$	2	$	(292	)	$	94,600


	As of December 31, 2022
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
U.S. treasury securities	$	22,630	$	—	$	(24	)	$	22,606
Corporate debt securities		75,161		—		(739	)		74,422
Total	$	97,791	$	—	$	(763	)	$	97,028

Schedule of Marketable Securities Unrealized Loss Position Fair Value


	As of September 30, 2023
	Less than 12 Months					12 Months or More					Total
	Gross Unrealized Losses			Estimated Fair Value		Gross Unrealized Losses			Estimated Fair Value		Gross Unrealized Losses			Estimated Fair Value
U.S. treasury securities	$	(10	)	$	29,273	$	-		$	-	$	(10	)	$	29,273
Corporate debt securities		(166	)		28,269		(116	)		13,135		(282	)		41,404
Total	$	(176	)	$	57,542	$	(116	)	$	13,135	$	(292	)	$	70,677

Summary Of Fair Values Of Marketable Securities

The fair values of the Company's marketable securities by classification in the condensed consolidated balance sheets were as follows:


	As of September 30, 2023		As of December 31, 2022
Cash and cash equivalents	$	18,944	$	—
Marketable securities		75,656		97,028
Total	$	94,600	$	97,028

Schedule of Marketable Securities Fair Value By Contractual Maturity

Marketable securities fair value by contractual maturity were as follows (in thousands):


	As of September 30, 2023		As of December 31, 2022
Due in one year or less	$	89,278	$	79,652
Due after one year through five years		5,322		17,376
Total	$	94,600	$	97,028

Prepaid Expenses and Other Current Assets (Tables)

9 Months Ended

Sep. 30, 2023

Prepaid Expense and Other Assets, Current [Abstract]

Prepaid Expenses and Other Current Assets

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


	As of September 30, 2023		As of December 31, 2022
Clinical, manufacturing and scientific development	$	1,621	$	1,372
Prepaid Insurance		1,061		727
Other		1,019		964
Total	$	3,701	$	3,063

Collaboration Agreement and Stock Purchase Agreement with Bristol Myers Squibb

9 Months Ended

Sep. 30, 2023

Collaboration And Stock Purchase Agreement [Abstract]

Collaboration Agreement and Stock Purchase Agreement with Bristol Myers Squibb

8. Collaboration Agreement and Stock Purchase Agreement with Bristol-Myers Squibb

In January 2019, the Company entered into the Bristol-Myers Squibb Collaboration Agreement with Celgene Corporation, which was acquired by Bristol-Myers Squibb in November 2019, whereby the Company will carry out initial research and development activities with the goal of identifying and developing drug candidates for certain cancer types. Concurrent with execution of the Bristol-Myers Squibb Collaboration Agreement, the Company entered into a stock purchase agreement with Bristol-Myers Squibb, which resulted in the issuance of 14,545,450 shares of Series A-1 Preferred Stock (the “Stock Purchase Agreement”). In connection with the Company’s initial public offering (“IPO”), the series A-1 preferred stock converted into common stock.

Agreement Structure

Under the Bristol-Myers Squibb Collaboration Agreement, the Company will conduct exploratory and discovery activities, with the goal of identifying product candidates for certain targets, which are in the kynurenine pathway, which the Company is developing as IK-412, and the AHR pathway, which the Company is developing as IK-175. The Company is obligated to advance research and development activities through the earlier of January 2024 or the completion of a Phase 1b clinical trial for each program (“the research term”). Bristol-Myers Squibb has the option to receive a global-development, manufacture and commercialization license for the product candidate, which expires in January 2024. Subsequent to the delivery of a license, Bristol-Myers Squibb is responsible for the worldwide development, manufacturing and commercialization of these product candidates.

Bristol-Myers Squibb paid the Company a total of $95.0 million in aggregate upfront consideration related to the Bristol-Myers Squibb Collaboration Agreement and Stock Purchase Agreement. The Company is eligible to receive $50.0 million, in case of an exercise of its option with respect to IK-175, and $40.0 million, in case of an exercise of its option with respect to IK-412. If the Company does not complete a Phase 1b clinical trial by the end of the research term, the Company may provide a data package to Bristol-Myers Squibb to support the decision to exercise the option for an additional $0.25 million. Upon the exercise of the delivery of each license, the Company becomes eligible to receive up to $450 million in milestone payments, as well as a tiered royalty on worldwide sales from the high single to low teen digits.

Accounting Considerations of the Agreement

The Bristol-Myers Squibb Collaboration Agreement and the Stock Purchase Agreement were executed concurrently and in contemplation of each other. The issuance of Series A-1 Preferred Stock was initially accounted for at fair value. The purchase price for the Series A-1 Preferred Stock was considered to be at a discount from fair value, and therefore $1.8 million of the upfront from the Bristol-Myers Squibb Collaboration Agreement was allocated to the equity arrangement.

The Company determined that the Bristol-Myers Squibb Collaboration Agreement represented a contract with a customer and should be accounted for in accordance with ASC 606. The Company identified the two performance obligations, which are research and development services for IK-175 and IK-412. The options to receive worldwide development and commercialization licenses for the two targets and the option to receive manufacturing services in the future were determined to not provide any material rights to the customer and are therefore not considered to be performance obligations. The arrangement also contains certain other items, including participation on joint oversight committees.

The Company identified $78.7 million of total transaction price which represents the upfront consideration allocated to the revenue arrangement. Additional consideration to be paid to the Company upon exercise of a right to receive a license or potential milestone and royalty payments are excluded from the transaction price as they relate to amounts that can only be achieved subsequent to the exercise of an option and are outside of the initial contact term.

Based on the distinct performance obligations identified above, the Company allocated the $78.7 million transaction price based on relative estimated standalone selling prices of each of its performance obligations as follows:

•

$41.2 million for research and development services for IK-175; and

•

$37.5 million for research and development services for IK-412.

The Company determined the estimated standalone selling price for the research and development services based on internal estimates of the costs to perform the services, including expected internal expenses and expenses with third parties, adjusted to include a reasonable profit margin. Significant inputs used to determine the total expense of the research and development activities include the length of time required and the number and cost of various studies that will be performed to complete the applicable development plan.

The Company is recognizing revenue related to each of its performance obligations as the research and development services are performed through January 2024. The Company recognizes revenue related to research and development services performed using an input method by calculating costs incurred at each period end relative to total costs expected to be incurred.

In December 2021, the Company re-assessed the IK-412 program, which experienced manufacturing delays as a key component required in the manufacturing of IK-412, is similarly essential to the manufacturing of COVID-19 vaccines and therapies. As such, the availability of the component was delayed as resources were allocated towards vaccine production. Considering these delays and the timeline of the Bristol-Myers Squibb partnership, the Company made the strategic decision to pause IK-412 development activities for the remainder of the Bristol-Myers Squibb research term outside of the committed manufacturing efforts, which were completed in 2022.

The Company recognized revenue of $1.2 million and $6.4 million in the three months ended September 30, 2023 and 2022 and $8.5 million and $10.2 million nine months ended September 30, 2023 and 2022 respectively, from the Bristol-Myers Squibb Collaboration Agreement, that in each case was previously included in deferred revenue at the beginning of the respective period. The condensed consolidated balance sheet as of September 30, 2023 includes current deferred revenue of $0.7 million related to this agreement. This amount is expected to be recognized as performance obligations are satisfied through the completion of the research and development services for the partnered programs.

Organization and Basis of Presentation

9 Months Ended

Sep. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization and Basis of Presentation

1. Organization and Basis of Presentation

Ikena Oncology, Inc. (the “Company”) is a targeted oncology company, focused on developing differentiated therapies for patients in need that target nodes of cancer growth, spread, and therapeutic resistance in the Hippo and RAS onco-signaling network. The Company’s lead targeted oncology program, IK-930, is a TEAD1-selective Hippo pathway inhibitor, a known tumor suppressor pathway that also drives resistance to multiple targeted therapies. The Company’s first program in the RAS pathway, IK-595, is molecular glue designed to trap MEK and RAF in an inactive complex, more completely inhibiting RAS signals than existing inhibitors. In addition, the Company is developing IK-175, an aryl hydrocarbon receptor (“AHR”) antagonist in collaboration with Bristol-Myers Squibb Company (“Bristol-Myers Squibb”). The Company’s focus on patient-driven development allows it to research both known and novel targets, with a shared guiding principle of aiming to address the unmet needs of biomarker-defined patient populations. Since the Company commenced operations in 2016, it has advanced multiple product candidates into clinical development. In addition, the Company has a robust discovery engine and portfolio of early stage targeted oncology programs. Across the entirety of its pipeline, the Company aims to utilize its depth of institutional knowledge and breadth of tools to efficiently develop the right drug using the right modality for the right patient.

Acquisition of Pionyr Therapeutics

The Company acquired Pionyr Immunotherapeutics, Inc., a Delaware corporation (“Pionyr”), pursuant to an Agreement and Plan of Merger, dated August 4, 2023 by and among the Company, Portsmouth Merger Sub I, Inc., a Delaware corporation and a wholly owned subsidiary of the Company (“Merger Sub I”), Portsmouth Merger Sub II, LLC, a Delaware limited liability company and wholly owned subsidiary of the Company (“Merger Sub II”), Pionyr, and Fortis Advisors LLC, as securityholder agent (the “Pionyr Acquisition Agreement”). Pursuant to the Pionyr Acquisition Agreement, Merger Sub I merged with and into Pionyr, after which Pionyr was the surviving corporation and became a wholly owned subsidiary of the Company (the “First Merger”). Immediately after the First Merger, Pionyr merged with and into Merger Sub II, after which Merger Sub II was the surviving entity (collectively with the First Merger, the “Acquisition”).

Under the terms of the Pionyr Acquisition Agreement, at the closing, the Company issued to the stockholders of Pionyr 1,800,652 shares of its common stock (including 153,121 shares of its non-voting common stock), and 4,153,439 shares of Series A Non-Voting Convertible Preferred Stock (“Series A Preferred Stock”), which was a newly designated series of preferred stock that is intended to have economic rights equivalent to the Company’s common stock, but with only limited voting rights. The Series A Preferred Stock was converted to shares of the Company’s common stock pursuant to stockholder approval at a special meeting of stockholders held on October 11, 2023. Each stockholder of Pionyr at the time of closing also received one contractual contingent value right (“CVR”) for each share of Pionyr stock held at closing. The CVR entitles the holder to receive 50% of net proceeds, outside of royalties, for any potential monetization of Pionyr legacy programs within two years.

Basis of Presentation: The Company’s condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial reporting. Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Update (“ASU”) of the Financial Accounting Standards Board (“FASB”).

The accompanying condensed consolidated financial statements and footnotes to the financial statements have been prepared on the same basis as the most recently audited annual financial statements and, in the opinion of management, reflect all normal recurring adjustments necessary for the fair presentation of the Company’s financial position for the reported periods. The results of operations for any interim periods are not necessarily indicative of results to be expected for the year ending December 31, 2023, any other interim periods, or any future year or period. These condensed consolidated financial statements should be read in conjunction with, the Company’s audited consolidated financial statements for the year ended December 31, 2022, which were included in its Annual Report on Form 10-K that was filed with the Securities and Exchange Commission (“SEC”) on March 14, 2023.

Stockholder's Equity - Summary of Assumptions Used to Value Stock Options Granted to Participants Using Black-Scholes Option-Pricing (Details)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Share-Based Payment Arrangement [Abstract]
Risk-free interest rate	4.73%	2.89%	3.91%	2.36%
Expected dividend yield	0.00%	0.00%	0.00%	0.00%
Expected option term (in years)	6 years 29 days	6 years 29 days	6 years 10 days	6 years 3 days
Expected stock price volatility	90.92%	85.76%	86.55%	84.68%

Accrued Expenses and Other Current Liabilities - Summary of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Accrued Expenses And Other Current Liabilities [Abstract]
Employee compensation	$ 2,961	$ 3,236
Research and development expenses	6,140	4,462
Professional fees	1,633	526
Other current liabilities	459	119
Total	$ 11,193	$ 8,343

Prepaid Expenses and Other Current Assets - Summary of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Prepaid Expense and Other Assets, Current [Abstract]
Clinical, manufacturing and scientific development	$ 1,621	$ 1,372
Prepaid Insurance	1,061	727
Other	1,019	964
Total	$ 3,701	$ 3,063

Stockholder's Equity - Additional Information (Details) - USD ($)				9 Months Ended
	Aug. 04, 2023	May 17, 2023	Mar. 30, 2021	Sep. 30, 2023	Sep. 30, 2022	Jan. 01, 2023	Dec. 31, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares reserved for issuance				3,264,419
Weighted-average fair value of the stock options granted				$ 2.25
Total unrecognized stock-based compensation balance for unvested options				$ 13,400,000
Total unrecognized stock-based compensation balance for unvested options expected to be recognized period				2 years 3 months 18 days
Aggregate intrinsic value of options exercised				$ 59,300	$ 1,200,000
Preferred stock, shares issued				0			0
Shares of common stock				44,104,672			36,257,493
Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Percenatage of originally issued series A preferred stock				30.00%
Series A Preferred Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Redemption value of outstanding preferred stock				$ 18,000,000
Preferred stock, redemption price per share				$ 4.33
Common stock beneficial ownership, percentage	9.99%
Pionyr Immunotherapeutics, Inc
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares of common stock	1,800,652
Percentage of acquired of outstanding equity	100.00%
Pionyr Immunotherapeutics, Inc \| Nonvoting Common Stock [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares of common stock	153,121
Pionyr Immunotherapeutics, Inc \| Series A Preferred Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Preferred stock, shares issued	4,153,439
Common Stock \| Pionyr Immunotherapeutics, Inc
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock issuable upon the conversion	4,153,439
Common Stock \| URO
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Company issued and sold shares of common stock		6,110,000
Public offering price		$ 6.55
Net proceeds received after deducting commissions and other offering expenses		$ 37,400,000
2021 Stock Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares reserved for issuance						1,450,299
2021 Employee Stock Purchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Plan effective date			Mar. 30, 2021
Increase in number of shares reserved and available for issuance as percentage on common stock outstanding				1.00%
Number of shares purchased by employees				0
2021 Employee Stock Purchase Plan \| Common Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares issued for purchase				346,613

Stockholder's Equity - Schedule of Total Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total share-based compensation expense	$ 1,998	$ 1,811	$ 5,877	$ 5,666
Research and Development
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total share-based compensation expense	1,058	865	3,114	2,931
General and Administrative
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total share-based compensation expense	$ 940	$ 946	$ 2,763	$ 2,735

- 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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+ Details

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 121,277	$ 59,919
Marketable securities	75,656	97,028
Prepaid expenses and other current assets	3,701	3,063
Total current assets	200,634	160,010
Property and equipment, net	2,633	3,205
Right-of-use asset	7,993	5,255
Deposits and other assets	4,075	3,789
Total assets	215,335	172,259
Current liabilities:
Accounts payable	3,950	2,093
Accrued expenses and other current liabilities	11,193	8,343
Operating lease liability	3,469	1,907
Deferred revenue	659	9,160
Total current liabilities	19,271	21,503
Long-term portion of operating lease liability	8,023	3,787
Other long term liabilities	852
Total liabilities	28,146	25,290
Commitments and contingencies (Note 12)
Stockholders equity
Preferred stock, $0.001 par value - 10,000,000 shares authorized as of September 30, 2023 and December 31, 2022; No shares issued and outstanding as of September 30, 2023 or December 31, 2022
Common stock, $0.001 par value - 150,000,000 shares authorized and 44,104,672 issued and outstanding as of September 30, 2023 and 150,000,000 shares authorized and 36,257,493 issued and outstanding as of December 31, 2022	44	36
Additional paid-in capital	418,486	361,915
Accumulated other comprehensive loss	(290)	(763)
Accumulated deficit	(262,896)	(214,219)
Total stockholders' equity	155,344	146,969
Total liabilities, convertible preferred stock and stockholders' equity	215,335	172,259
Series A Non-Voting Convertible Preferred Stock
Convertible preferred stock
Non-Voting Convertible Preferred Stock	$ 31,845

Property and Equipment, Net - Additional Information (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 200,000	$ 200,000	$ 700,000	$ 700,000
Impairment of property and equipment			$ 0	$ 0

Related Party Transactions

9 Months Ended

Sep. 30, 2023

Related Party Transactions

14. Related Party Transactions

OrbiMed Advisors LLC (“OrbiMed”), a related party of the Company, was previously a stockholder of Pionyr. In connection with the Acquisition, OrbiMed was allocated 153,121 shares of non-voting common stock and 353,192 shares of Series A Preferred Stock, which converted to common stock pursuant to stockholder approval at a special meeting of stockholders held on October 11, 2023. As of September 30, 2023, OrbiMed beneficially owned approximately 8.9% of the Company’s voting common stock outstanding.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

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+ Details

Condensed Consolidated Statement of Convertible Preferred Stock and Stockholders' Equity - USD ($) $ in Thousands	Total	Series A Non-Voting Convertible Preferred Stock	Common Stock	Additional Paid-in Capital	Accumulated Other Comprehensive Loss	Accumulated Deficit
Beginning Balance, Shares at Dec. 31, 2021			35,975,034
Beginning Balance at Dec. 31, 2021	$ 207,877		$ 36	$ 353,295		$ (145,454)
Stock-based compensation	1,900			1,900
Exercise of stock options	495			495
Exercise of stock options, Shares			134,500
Other comprehensive income (loss)	(478)				$ (478)
Net loss	(16,839)					(16,839)
Ending Balance, Shares at Mar. 31, 2022			36,109,534
Ending Balance at Mar. 31, 2022	192,955		$ 36	355,690	(478)	(162,293)
Beginning Balance, Shares at Dec. 31, 2021			35,975,034
Beginning Balance at Dec. 31, 2021	207,877		$ 36	353,295		(145,454)
Net loss	(54,668)
Ending Balance, Shares at Sep. 30, 2022			36,257,493
Ending Balance at Sep. 30, 2022	158,788		$ 36	360,055	(1,181)	(200,122)
Beginning Balance, Shares at Mar. 31, 2022			36,109,534
Beginning Balance at Mar. 31, 2022	192,955		$ 36	355,690	(478)	(162,293)
Stock-based compensation	1,955			1,955
Exercise of stock options	575			575
Exercise of stock options, Shares			142,443
Other comprehensive income (loss)	(626)				(626)
Net loss	(20,491)					(20,491)
Ending Balance, Shares at Jun. 30, 2022			36,251,977
Ending Balance at Jun. 30, 2022	174,368		$ 36	358,220	(1,104)	(182,784)
Stock-based compensation	1,811			1,811
Exercise of stock options	24			24
Exercise of stock options, Shares			5,516
Other comprehensive income (loss)	(77)				(77)
Net loss	(17,338)					(17,338)
Ending Balance, Shares at Sep. 30, 2022			36,257,493
Ending Balance at Sep. 30, 2022	158,788		$ 36	360,055	(1,181)	(200,122)
Temporary Equity, Beginning Balance, Shares at Dec. 31, 2022		0
Temporary Equity, Beginning Balance at Dec. 31, 2022
Beginning Balance, Shares at Dec. 31, 2022			36,257,493
Beginning Balance at Dec. 31, 2022	146,969		$ 36	361,915	(763)	(214,219)
Stock-based compensation	2,000			2,000
Other comprehensive income (loss)	272				272
Net loss	(14,219)					(14,219)
Ending Balance, Shares at Mar. 31, 2023			36,257,493
Ending Balance at Mar. 31, 2023	135,022		$ 36	363,915	(491)	(228,438)
Temporary Equity, Beginning Balance, Shares at Dec. 31, 2022		0
Temporary Equity, Beginning Balance at Dec. 31, 2022
Beginning Balance, Shares at Dec. 31, 2022			36,257,493
Beginning Balance at Dec. 31, 2022	146,969		$ 36	361,915	(763)	(214,219)
Net loss	(48,677)
Temporary Equity, Ending Balance, Shares at Sep. 30, 2023		4,153,439
Temporary Equity, Ending Balance at Sep. 30, 2023		$ 31,845
Ending Balance, Shares at Sep. 30, 2023			44,104,672
Ending Balance at Sep. 30, 2023	155,344		$ 44	418,486	(290)	(262,896)
Beginning Balance, Shares at Mar. 31, 2023			36,257,493
Beginning Balance at Mar. 31, 2023	135,022		$ 36	363,915	(491)	(228,438)
Issuance of common stock for underwritten registered offering, net of offering costs	37,421		$ 6	37,415
Issuance of common stock for underwritten registered offering, net of offering costs, Shares			6,110,000
Repurchase of common stock	663			663
Repurchase of common stock, Shares			(97,500)
Stock-based compensation	1,879			1,879
Exercise of stock options	121			121
Exercise of stock options, Shares			29,485
Other comprehensive income (loss)	35				35
Net loss	(17,115)					(17,115)
Ending Balance, Shares at Jun. 30, 2023			42,299,478
Ending Balance at Jun. 30, 2023	156,700		$ 42	402,667	(456)	(245,553)
Issuance of preferred stock in connection with the Acquisition, net of issuance costs		$ 32,504
Issuance of preferred stock in connection with the Acquisition, net of issuance costs, Shares		4,153,439
Issuance of common stock in connection with the Acquisition, net of issuance costs	14,093		$ 2	14,091
Issuance of common stock in connection with the Acquisition, net of issuance costs, Shares			1,800,652
Temporary equity, cash consideration paid to settle Pionyr restricted stock units, stock options, and unaccredited stockholders		$ (659)
Cash consideration paid to settle Pionyr restricted stock units, stock options, and unaccredited stockholders	(285)			(285)
Stock-based compensation	1,998			1,998
Exercise of stock options	15			15
Exercise of stock options, Shares			4,542
Other comprehensive income (loss)	166				166
Net loss	(17,343)					(17,343)
Temporary Equity, Ending Balance, Shares at Sep. 30, 2023		4,153,439
Temporary Equity, Ending Balance at Sep. 30, 2023		$ 31,845
Ending Balance, Shares at Sep. 30, 2023			44,104,672
Ending Balance at Sep. 30, 2023	$ 155,344		$ 44	$ 418,486	$ (290)	$ (262,896)

Net Loss per Share Attributable to Common Stockholders

9 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]

Net Loss per Share Attributable to Common Stockholders

13. Net Loss per Share Attributable to Common Stockholders

The Company has generated a net loss in all periods presented, therefore the basic and diluted net loss per share attributable to common stockholders are the same as the inclusion of the potentially dilutive securities would be anti-dilutive.

The following table sets forth the outstanding potentially dilutive securities that have been excluded in the calculation of diluted net loss per share because to do so would be anti-dilutive:


	Nine Months Ended September 30,
	2023		2022
Options to purchase Common Stock		7,417,356		6,701,407
Convertible Preferred Stock		4,153,439		—
Total		11,570,795		6,701,407

Stockholder's Equity - Summary of Stock Option Activity (Details) - 2021 Plan $ / shares in Units, $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2023 USD ($) $ / shares shares	Dec. 31, 2022 USD ($) $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Options, Outstanding \| shares	6,589,479
Number of Options, Granted \| shares	1,597,224
Number of Options, Exercised \| shares	(34,027)
Number of Options, Cancelled or forfeited \| shares	(735,320)
Number of Options, Outstanding \| shares	7,417,356	6,589,479
Number of Options, Vested or expected to vest \| shares	7,417,356
Number of Options, Options exercisable \| shares	3,920,894
Weighted- Average Exercise Price, Outstanding \| $ / shares	$ 7.29
Weighted- Average Exercise Price, Granted \| $ / shares	3.02
Weighted- Average Exercise Price, Exercised \| $ / shares	4.01
Weighted- Average Exercise Price, Cancelled or forfeited \| $ / shares	6.44
Weighted- Average Exercise Price, Outstanding \| $ / shares	6.47	$ 7.29
Weighted- Average Exercise Price, Vested or expected to vest \| $ / shares	6.47
Weighted- Average Exercise Price, Options exercisable \| $ / shares	$ 6.58
Weighted- Average Remaining Contractual Term, Outstanding	7 years 1 month 17 days	7 years 8 months 23 days
Weighted- Average Remaining Contractual Term, Vested or expected to vest	7 years 1 month 17 days
Weighted- Average Remaining Contractual Term, Option exercisable	6 years 2 months 19 days
Aggregate Intrinsic Value, Outstanding \| $	$ 4,062	$ 362
Aggregate Intrinsic Value, Vested or expected to vest \| $	4,062
Aggregate Intrinsic Value, Options exercisable as of June 30, 2023 \| $	$ 1,733

Subsequent Event

9 Months Ended

Sep. 30, 2023

Subsequent Events [Abstract]

Subsequent Event

15. Subsequent Event

On September 25, 2023, the Company filed a Definitive Proxy Statement which included the proposal that the Company’s stockholders approve the conversion of the shares of Series A Preferred Stock issued in the Acquisition into shares of the Company’s common stock. The proposal was approved by the stockholders at a special meeting of stockholders held on October 11, 2023. Pursuant to the Certificate of Designation, the conversion was effective as of October 16, 2023 at 5:00 p.m. Eastern Time.

Acquisition of Pionyr Therapeutics (Tables)

9 Months Ended

Sep. 30, 2023

Business Combinations [Abstract]

Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the Acquisition date (in thousands):


Assets Acquired	As of August 4, 2023
Cash and cash equivalents	$	40,926
Marketable securities		20,362
Prepaid expenses and other current assets		1,359
Right-of-use-asset		3,889
Deposits and other assets		406
Total assets acquired	$	66,942
Liabilities Assumed
Accounts payable		(2,844	)
Accrued expenses and other current liabilities		(8,097	)
Operating lease liability		(1,485	)
Long-term portion of operating lease liability		(5,647	)
Other long term liabilities		(852	)
Total liabilities assumed	$	(18,925	)

Net assets acquired (1)	$	48,017

(1) Net assets acquired does not include the remaining costs to complete the wind down of Pionyr development activities and operations.

Schedule of Fair Value of Equity Issued and Consideration Transferred

Fair value of equity issued and consideration transferred in connection with the Acquisition (in thousands):


	As of August 4, 2023
Issuance of Series A Preferred Stock	$	32,837
Issuance of common stock		14,236
Cash consideration paid to settle Pionyr restricted stock units ("RSUs") and stock options		738
Cash consideration paid to Pionyr unaccredited stockholders		206
Total	$	48,017

Research License Agreements

9 Months Ended

Sep. 30, 2023

Research and Development [Abstract]

Research License Agreements

11. Research License Agreements

During 2015, the Company entered into an exclusive patent license agreement (the “UT Austin License”) to license certain technologies and intellectual property rights from the University of Texas at Austin (the “University”), an entity affiliated with a director of the Company at the time of the agreement. The UT Austin License shall remain in effect until the expiration or abandonment of the last to expire technologies and intellectual property rights. The Company shall pay License Maintenance fees annually of $40 thousand. Additionally, the Company shall make additional milestone payments to the University upon meeting certain development milestones in the aggregate of $4.7 million upon meeting certain development milestones during the term of the UT Austin License. The Company will pay the University royalties as defined in the UT Austin License on any commercialized product sales related to the licensed technology in a percentage in the low single digits. The Company will also be responsible for reimbursing the University for certain patent-related costs incurred on its behalf.

In 2018, the Company acquired IPR&D on an Arrys’ immune-oncology candidate based on the intellectual property associated with Arrys’ AskAt License as part of the acquisition of Arrys. Total consideration allocated to the technology was $28.5 million and was recognized as research and development expense upon the acquisition. The AskAt License was intended to be used by the Company in its future development of therapeutic drug candidates for eventual clinical development and commercialization. The agreement will be terminated as of March 2024 and all assets will be returned to AskAt Inc. as of March 2024, at which point no further costs will be incurred by the Company.

Property and Equipment, Net (Tables)

9 Months Ended

Sep. 30, 2023

Property, Plant and Equipment [Abstract]

Summary of Property and Equipment, Net

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


	As of September 30, 2023			As of December 31, 2022
Property and equipment:
Lab equipment	$	2,980		$	2,858
Leasehold improvements		1,219			1,216
Electronic equipment and software		481			481
Furniture and fixtures		475			475
Total property and equipment		5,155			5,030
Less: accumulated depreciation		(2,522	)		(1,825	)
Property and equipment, net	$	2,633		$	3,205

Acquisition of Pionyr Therapeutics - Additional Information (Details) - Pionyr Immunotherapeutics, Inc - USD ($) $ in Millions	Oct. 11, 2023	Aug. 04, 2023
Business Acquisition [Line Items]
Business acquisition, transaction cost		$ 1.4
Common Stock
Business Acquisition [Line Items]
Business acquisition, shares issued		1,800,652
Non-voting Common Stock
Business Acquisition [Line Items]
Business acquisition, shares issued		153,121
Series A Preferred Stock
Business Acquisition [Line Items]
Business acquisition, shares issued		4,153,439
Subsequent Event
Business Acquisition [Line Items]
Business acquisition, contingent value right received for each share	1
Percentage of net proceeds from potential monetization of legacy programs receivable	50.00%

Accrued Expenses and Other Current Liabilities (Tables)

9 Months Ended

Sep. 30, 2023

Accrued Expenses And Other Current Liabilities [Abstract]

Summary of Accrued Expenses and Other Current Liabilities

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


	As of September 30, 2023		As of December 31, 2022
Employee compensation	$	2,961	$	3,236
Research and development expenses		6,140		4,462
Professional fees		1,633		526
Other current liabilities		459		119
Total	$	11,193	$	8,343

Net Loss per Share Attributable to Common Stockholders - Summary of Outstanding Potentially Dilutive Securities Excluded in Calculation of Diluted Net Loss Per Share (Details) - shares	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount	11,570,795	6,701,407
Convertible Preferred Stock
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount	4,153,439
Options to Purchase Common Stock
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount	7,417,356	6,701,407

Marketable securities - Schedule Of Marketable Securities Unrealized Loss Position Fair Value (Details) $ in Thousands	Sep. 30, 2023 USD ($)
Debt Securities, Available-for-Sale, Unrealized Loss Position [Line Items]
Marketable securities, Less than 12 Months Gross Unrealized Losses	$ (176)
Marketable securities, Less than 12 Months Estimated Fair Value	57,542
Marketable securities, 12 Months or More Gross Unrealized Losses	(116)
Marketable securities, 12 Months or More Estimated Fair Value	13,135
Marketable securities, Total Gross Unrealized Losses	(292)
Marketable securities, Total Estimated Fair Value	70,677
U.S. Treasury Securities
Debt Securities, Available-for-Sale, Unrealized Loss Position [Line Items]
Marketable securities, Less than 12 Months Gross Unrealized Losses	(10)
Marketable securities, Less than 12 Months Estimated Fair Value	29,273
Marketable securities, Total Gross Unrealized Losses	(10)
Marketable securities, Total Estimated Fair Value	29,273
Corporate Debt Securities
Debt Securities, Available-for-Sale, Unrealized Loss Position [Line Items]
Marketable securities, Less than 12 Months Gross Unrealized Losses	(166)
Marketable securities, Less than 12 Months Estimated Fair Value	28,269
Marketable securities, 12 Months or More Gross Unrealized Losses	(116)
Marketable securities, 12 Months or More Estimated Fair Value	13,135
Marketable securities, Total Gross Unrealized Losses	(282)
Marketable securities, Total Estimated Fair Value	$ 41,404

Related Party Transactions - Additional Information (Details) - OrbiMed Advisors LLC - shares	Aug. 04, 2023	Sep. 30, 2023
Voting Common Stock
Related Party Transaction [Line Items]
Equity method investment, ownership percentage		8.90%
Non-voting Common Stock \| Pionyr Immunotherapeutics, Inc
Related Party Transaction [Line Items]
Shares issued	153,121
Series A Preferred Stock \| Pionyr Immunotherapeutics, Inc
Related Party Transaction [Line Items]
Shares issued	353,192

Collaboration Agreement and Stock Purchase Agreement with Bristol Myers Squibb - Additional Information (Details) - USD ($) $ in Thousands		3 Months Ended		9 Months Ended
	Jan. 31, 2019	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Preferred stock, shares issued		0		0		0
Stock Purchase Agreement with Bristol Myers Squibb \| Series A-1 Preferred Stock
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Preferred stock, shares issued	14,545,450
Bristol Myers Squibb Collaboration Agreement and Stock Purchase Agreement \| BMS
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Upfront consideration payment	$ 95,000
Option to exercise additional consideration if clinical trial not completed within research term	250
Milestone payments eligible to receive	450,000
Bristol Myers Squibb Collaboration Agreement and Stock Purchase Agreement \| BMS \| IK-175
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Amount eligible to receive in case of exercise of options	50,000
Bristol Myers Squibb Collaboration Agreement and Stock Purchase Agreement \| BMS \| IK-412
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Amount eligible to receive in case of exercise of options	40,000
Bristol Myers Squibb Collaboration Agreement
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Upfront amount allocated to equity arrangements	1,800
Transaction price allocated to revenue arrangement	78,700
Revenue recognized which were previously included in deferred revenue		$ 1,200	$ 6,400	$ 8,500	$ 10,200
Deferred revenue		$ 700		$ 700
Bristol Myers Squibb Collaboration Agreement \| IK-175
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Transaction price allocated to revenue arrangement	41,200
Bristol Myers Squibb Collaboration Agreement \| IK-412
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Transaction price allocated to revenue arrangement	$ 37,500

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2023

Fair Value Disclosures [Abstract]

Summary of Financial Assets Measured at Fair Value

The following table presents information about the Company’s financial assets measured or disclosed at fair value by level within the fair value hierarchy (in thousands):


	As of September 30, 2023		Quoted Prices in Active Markets (Level 1)		Significant Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets
Cash equivalents:
Money market funds	$	51,061	$	51,061	$	—	$	—
U.S. treasury securities		18,944		—		18,944		—
Marketable securities
U.S. treasury securities		34,252		—		34,252		—
Corporate debt securities		41,404		—		41,404		—
Total assets	$	145,661	$	51,061	$	94,600	$	—


	As of December 31, 2022		Quoted Prices in Active Markets (Level 1)		Significant Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets
Cash equivalents:
Money market funds	$	55,861	$	55,861	$	—	$	—
Marketable securities
U.S. treasury securities		22,606		—		22,606		—
Corporate debt securities		74,422		—		74,422		—
Total assets	$	152,889	$	55,861	$	97,028	$	—

Acquisition of Pionyr Therapeutics - Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed (Details) - Pionyr Immunotherapeutics, Inc
$ in Thousands

Aug. 04, 2023

USD ($)

Assets Acquired

Cash and cash equivalents

$ 40,926

Marketable securities

20,362

Prepaid expenses and other current assets

1,359

Right-of-use-asset

3,889

Deposits and other assets

406

Total assets acquired

66,942

Liabilities Assumed

Accounts payable

(2,844)

Accrued expenses and other current liabilities

(8,097)

Operating lease liability

(1,485)

Long-term portion of operating lease liability

(5,647)

Other long term liabilities

(852)

Total liabilities assumed

(18,925)

Net assets acquired

$ 48,017

^[1]

[1]	(1) Net assets acquired does not include the remaining costs to complete the wind down of Pionyr development activities and operations.

Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Statement [Abstract]
Research and development revenue under collaboration agreement	$ 1,185	$ 6,402	$ 8,501	$ 10,168
Revenue from Contract with Customer, Product and Service [Extensible List]	us-gaap:InProcessResearchAndDevelopmentMember	us-gaap:InProcessResearchAndDevelopmentMember	us-gaap:InProcessResearchAndDevelopmentMember	us-gaap:InProcessResearchAndDevelopmentMember
Operating expenses:
Research and development	$ 14,654	$ 18,850	$ 45,378	$ 48,682
General and administrative	6,034	5,428	16,632	17,276
Total operating expenses	20,688	24,278	62,010	65,958
Loss from operations	(19,503)	(17,876)	(53,509)	(55,790)
Other income (expense):
Investment income	2,162	550	4,840	1,135
Other expense	(2)	(12)	(8)	(13)
Total other income, net	2,160	538	4,832	1,122
Net loss	(17,343)	(17,338)	(48,677)	(54,668)
Other comprehensive loss:
Unrealized gain (loss) on marketable securities	166	(77)	(290)	(1,181)
Total comprehensive loss	$ (17,177)	$ (17,415)	$ (48,967)	$ (55,849)
Net loss per share:
Net loss per share attributable to common stockholders basic	$ (0.4)	$ (0.48)	$ (1.23)	$ (1.51)
Net loss per share attributable to common stockholders diluted	$ (0.4)	$ (0.48)	$ (1.23)	$ (1.51)
Weighted-average common stock outstanding, basic	43,437,844	36,257,074	39,688,984	36,165,143
Weighted-average common stock outstanding, diluted	43,437,844	36,257,074	39,688,984	36,165,143

Property and Equipment, Net - Summary of Property and Equipment (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Property and equipment:
Total property and equipment, gross	$ 5,155	$ 5,030
Less: accumulated depreciation	(2,522)	(1,825)
Property and equipment, net	2,633	3,205
Lab Equipment
Property and equipment:
Total property and equipment, gross	2,980	2,858
Leasehold Improvements
Property and equipment:
Total property and equipment, gross	1,219	1,216
Electronic Equipment and Software
Property and equipment:
Total property and equipment, gross	481	481
Furniture and Fixtures
Property and equipment:
Total property and equipment, gross	$ 475	$ 475

Accrued Expenses and Other Current Liabilities

9 Months Ended

Sep. 30, 2023

Accrued Expenses And Other Current Liabilities [Abstract]

Accrued Expenses and Other Current Liabilities

7. Accrued Expenses and Other Current Liabilities

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


	As of September 30, 2023		As of December 31, 2022
Employee compensation	$	2,961	$	3,236
Research and development expenses		6,140		4,462
Professional fees		1,633		526
Other current liabilities		459		119
Total	$	11,193	$	8,343

Marketable securities - Summary Of Marketable Securities (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Marketable Securities [Line Items]
Amortized Cost	$ 94,890	$ 97,791
Gross Unrealized Gains	2
Gross Unrealized Losses	(292)	(763)
Fair Value	94,600	97,028
U.S. Treasury Securities
Marketable Securities [Line Items]
Amortized Cost	53,198	22,630
Gross Unrealized Gains	2
Gross Unrealized Losses	(4)	(24)
Fair Value	53,196	22,606
Corporate Debt Securities
Marketable Securities [Line Items]
Amortized Cost	41,692	75,161
Gross Unrealized Losses	(288)	(739)
Fair Value	$ 41,404	$ 74,422

Research License Agreements - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2018	Dec. 31, 2015
Research And Development Arrangement Contract To Perform For Others [Line Items]
Research and development	$ 14,654	$ 18,850	$ 45,378	$ 48,682
UT Austin License \| University
Research And Development Arrangement Contract To Perform For Others [Line Items]
License maintenance fees						$ 40
Additional milestone payments payable upon meeting certain development milestones						$ 4,700
Royalties terms			The Company will pay the University royalties as defined in the UT Austin License on any commercialized product sales related to the licensed technology in a percentage in the low single digits.
AskAt License
Research And Development Arrangement Contract To Perform For Others [Line Items]
Research and development					$ 28,500
License agreement, termination month and year			2024-03