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Pay vs Performance Disclosure - USD ($)

12 Months Ended

Dec. 31, 2024

Sep. 30, 2024

Dec. 31, 2023

Sep. 30, 2023

Sep. 30, 2023

Dec. 31, 2022

Dec. 31, 2021

Pay vs Performance Disclosure

Pay vs Performance Disclosure, Table

In accordance with rules adopted by the SEC pursuant to the Dodd-Frank Act, we are required to provide the following disclosure for the fiscal years listed below regarding (i) the “compensation actually paid”, as determined under SEC rules, for Jay R. Luly, Ph.D., our principal executive officer (“PEO”) and our Named Executive Officers other than our PEO (our “Non-PEO NEOs”), and (ii) our Company performance. We did not use any financial performance measure to link “compensation actually paid” to our NEOs to our Company performance in the most recently completed fiscal year; accordingly, this disclosure does not present a company-selected measure in the table below nor a tabular list of our most important financial metrics. In making its compensation decisions for any of the years shown, our Compensation Committee did not consider the specific pay-versus-performance information disclosed below; however, our Compensation Committee did consider the year-end retention value of unvested outstanding equity awards held by our NEOs.


																	Value of initial fixed $100 investment(4) based on:
Year		Summary Compensation Table Total for PEO(1) ($)				Compensation Actually Paid to PEO (1)(2)(3)($)				Average Summary Compensation Table Total for Non-PEO NEOs(1) ($)				Average Compensation Actually Paid to Non-PEO NEOs ($)			Total Stockholder Return ($)			NBI Total Stockholder Return ($)			Net Income (Loss) ($) (in thousands)
2024			2,695,276				2,193,308				1,272,395				1,054,828			23			112			(116,045	)
2023			7,856,698				(2,465,479	)			2,813,550				(445,252	)		24			93			(133,816	)
2022			7,272,656				5,374,445				2,906,002				2,198,850			113			89			(121,755	)
2021			5,293,709				6,331,662				2,106,751				2,517,642			124			119			(78,996	)

(1)

Jay R. Luly, Ph.D. was our PEO for each year presented. The individuals comprising our Non-PEO NEOs for each fiscal year are as follows:


2024		2023		2022		2021
Scott T. Rottinghaus, M.D.		Yat Sun Or, Ph.D.		Scott T. Rottinghaus, M.D.		Brendan Luu
Matthew P. Kowalsky, J.D.		Nathaniel S. Gardiner, J.D.		Yat Sun Or, Ph.D.		Tara Kieffer, Ph.D.
Yat Sun Or, Ph.D.		Paul J. Mellett		Nathaniel S. Gardiner, J.D.		Yat Sun Or, Ph.D.
Paul J. Mellett		Brendan Luu		Paul J. Mellett		Paul J. Mellett

(2) The amounts shown for “Compensation Actually Paid” have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect compensation actually earned, realized, or received by the Company’s NEOs. These amounts reflect certain adjustments to the “Total ($)” column in the Summary Compensation Table, as described in note (3) below.

(3) “Compensation Actually Paid” reflects the exclusion and inclusion of certain specified items for the PEO and the Non-PEO NEOs, as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718. Amounts in the “Exclusion of Stock Awards and Option Awards” column in the tables below are the totals from the “Stock Awards” and “Option Awards” columns set forth in the Summary Compensation Table. When these totals are excluded from the Summary Compensation Table Totals, the remainder is the cash compensation “actually paid” in the corresponding fiscal year. Amounts in the “Inclusion of Equity Values” column in the tables below, which are explained further in those tables, are then added to the cash compensation to determine the “Compensation Actually Paid” in a given fiscal year.

Named Executive Officers, Footnote

(1)

Jay R. Luly, Ph.D. was our PEO for each year presented. The individuals comprising our Non-PEO NEOs for each fiscal year are as follows:


2024		2023		2022		2021
Scott T. Rottinghaus, M.D.		Yat Sun Or, Ph.D.		Scott T. Rottinghaus, M.D.		Brendan Luu
Matthew P. Kowalsky, J.D.		Nathaniel S. Gardiner, J.D.		Yat Sun Or, Ph.D.		Tara Kieffer, Ph.D.
Yat Sun Or, Ph.D.		Paul J. Mellett		Nathaniel S. Gardiner, J.D.		Yat Sun Or, Ph.D.
Paul J. Mellett		Brendan Luu		Paul J. Mellett		Paul J. Mellett

Peer Group Issuers, Footnote

The Peer Group TSR set forth in this table utilizes the TSR of the Nasdaq Biotechnology Index, which we also utilize in the stock performance graph required by Item 201(e) of Regulation S-K included in our Annual Report for the year ended September 30, 2024. The comparison assumes $100 was invested in the Company and in the Nasdaq Biotechnology Index, respectively, for the period starting September 30, 2021, through the end of the listed year. Historical stock performance is not necessarily indicative of future stock performance.

PEO Total Compensation Amount

$ 2,695,276

$ 7,856,698

$ 5,293,709

$ 7,272,656

$ 5,293,709

PEO Actually Paid Compensation Amount

$ 2,193,308

(2,465,479)

5,374,445

6,331,662

Adjustment To PEO Compensation, Footnote


Year		Summary Compensation Table Total for PEO ($)				Exclusion of Stock Awards and Option Awards for PEO ($)				Inclusion of Equity Values for PEO ($)				Compensation Actually Paid to PEO ($)
2024			2,695,276				(1,463,848	)			961,880				2,193,308
2023			7,856,698				(6,604,839	)			(3,717,338	)			(2,465,479	)
2022			7,272,656				(6,045,150	)			4,146,939				5,374,445
2021			5,293,709				(4,062,488	)			5,100,441				6,331,662


Year		(A) Year End Fair Value of Equity Awards Granted During the Year for Unvested Equity Awards as of the End of the Year for PEO ($)				(B) Change in Fair Value from Last Day of Prior Year to Last Day of Year for Unvested Equity Awards for PEO ($)				(C) Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During the Year for PEO ($)				Total - Inclusion of Equity Values for PEO ($)
2024			1,273,998				(225,162	)			(86,956	)			961,880
2023			864,459				(3,440,963	)			(1,140,834	)			(3,717,338	)
2022			3,824,613				(393,050	)			715,376				4,146,939
2021			4,925,055				712,784				(537,398	)			5,100,441

Non-PEO NEO Average Total Compensation Amount

$ 1,272,395

2,813,550

2,906,002

2,106,751

Non-PEO NEO Average Compensation Actually Paid Amount

$ 1,054,828

(445,252)

2,198,850

2,517,642

Adjustment to Non-PEO NEO Compensation Footnote


Year		Average Summary Compensation Table Total for Non-PEO NEOs ($)				Average Exclusion of Stock Awards and Option Awards for Non-PEO NEOs ($)				Average Inclusion of Equity Values for Non-PEO NEOs ($)				Average Compensation Actually Paid to Non-PEO NEOs ($)
2024			1,272,395				(648,302	)			430,735				1,054,828
2023			2,813,550				(2,140,629	)			(1,118,173	)			(445,252	)
2022			2,906,002				(2,356,317	)			1,649,166				2,198,850
2021			2,106,751				(1,539,520	)			1,950,411				2,517,642


Year		(A) Average Year End Fair Value of Equity Awards Granted During the Year for Unvested Equity Awards as of the End of the Year for Non-PEO NEOs ($)				(B) Average Change in Fair Value from Last Day of Prior Year to Last Day of Year for Unvested Equity Awards for Non-PEO NEOs ($)				(C) Average Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During the Year for Non-PEO NEOs ($)				Average Total - Inclusion of Equity Values for Non-PEO NEOs ($)
2024			509,582				(66,791	)	*		(12,056	)	*		430,735
2023			280,232				(1,031,435	)	*		(366,970	)	*		(1,118,173	)
2022			1,568,955				(77,517	)	*		157,728		*		1,649,166
2021			1,933,997				83,538		**		(67,124	)	**		1,950,411

*These averages for 2024, 2023 and 2022 only include the unvested equity awards for three Non-PEO NEOs, as the other NEO did not have any prior year equity awards, which would have skewed the average.

**These averages for 2021 only includes the unvested equity awards for two Non-PEO NEOs, as the other two NEOs did not have any prior year equity awards, which would have skewed the average.

Compensation Actually Paid vs. Total Shareholder Return

The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our Non-PEO NEOs, and the Company’s cumulative TSR at the end of each of the four most recent fiscal years.

Compensation Actually Paid vs. Net Income

The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our Non-PEO NEOs, and our Net Loss during the four most recently completed fiscal years.

Total Shareholder Return Vs Peer Group

The following chart compares our cumulative TSR at each of the four most recently completed fiscal years to that of the Nasdaq Biotechnology Index TSR for the same years. The TSRs are indexed to $100 invested as of the end of the 2020 fiscal year.

Total Shareholder Return Amount

$ 23

24

113

124

Peer Group Total Shareholder Return Amount

112

93

89

119

Net Income (Loss)

$ (116,045,000)

(133,816,000)

(121,755,000)

(78,996,000)

Jay R. Luly, Ph.D

Declined Percentage of Stock Price

7.00%

78.00%

PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

$ (1,463,848)

(6,604,839)

(6,045,150)

(4,062,488)

PEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

961,880

(3,717,338)

4,146,939

5,100,441

PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

1,273,998

864,459

3,824,613

4,925,055

PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(225,162)

(3,440,963)

(393,050)

712,784

PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(86,956)

(1,140,834)

715,376

(537,398)

Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(648,302)

(2,140,629)

(2,356,317)

(1,539,520)

Non-PEO NEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

430,735

(1,118,173)

1,649,166

1,950,411

Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

509,582

280,232

1,568,955

1,933,997

Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(66,791)

(1,031,435)

(77,517)

83,538

Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

$ (12,056)

$ (366,970)

$ 157,728

$ (67,124)