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Pay vs Performance Disclosure - USD ($)
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Pay vs Performance Disclosure      
Pay vs Performance Disclosure, Table

Pay Versus Performance

The following table reports the compensation of our Principal Executive Officer ("PEO") and our other highest paid executive officers as reported in the Summary Compensation Table, as well as compensation actually paid ("CAP") for fiscal year 2024, 2023 and 2022:

 

Year(1)

 

Summary
Compensation
Table Total for
PEO ($)

 

 

Compensation
Actually Paid to
PEO ($)
(2)

 

 

Average
Summary
Compensation
Table Total for
Non-PEO NEOs
($)

 

 

Average
Compensation
Actually Paid to
Non-PEO NEOs
($)
(2)

 

 

Value of Initial
Fixed $100
Investment
Based on Total
Shareholder
Return ($)

 

 

Net Loss ($ in thousands)

 

2024

 

 

2,401,376

 

 

 

4,708,410

 

 

 

1,269,631

 

 

 

2,212,850

 

 

 

72

 

 

 

(45,431

)

2023

 

 

1,547,772

 

 

 

1,440,564

 

 

 

1,087,586

 

 

 

993,531

 

 

 

25

 

 

 

(41,441

)

2022

 

 

1,590,347

 

 

 

91,869

 

 

 

1,523,156

 

 

 

222,550

 

 

 

23

 

 

 

(38,704

)

   
Named Executive Officers, Footnote
(1)
Mr. Erlander served as our PEO during each year shown. The Non-PEO NEO's presented in the table during the respective years are as follows:
2024: Fairooz Kabbinavar and James Levine
2023: Fairooz Kabbinavar and James Levine
2022: James Levine and Tod Smeal
   
PEO Total Compensation Amount $ 2,401,376 $ 1,547,772 $ 1,590,347
PEO Actually Paid Compensation Amount $ 4,708,410 1,440,564 91,869
Adjustment To PEO Compensation, Footnote
(2)
The Summary Compensation Table totals reported for the PEO and the average of the Other NEOs for each year were subject to the following adjustments per Item 402(v)(2)(iii) of Regulation S-K to calculate “compensation actually paid”:

 

 

2024

 

 

2023

 

 

2022

 

 

PEO ($)

 

 

Average for
Other
NEO's ($)

 

 

PEO ($)

 

 

Average for
Other
NEO's ($)

 

 

PEO ($)

 

 

Average for
Other
NEO's ($)

 

Summary Compensation Table

 

 

2,401,376

 

 

 

1,269,631

 

 

 

1,547,772

 

 

 

1,087,586

 

 

 

1,590,347

 

 

 

1,523,156

 

Adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deduction for amounts reported under the “Stock Awards” and “Option Awards” columns of the Summary Compensation Table(i)

 

 

(1,471,762

)

 

 

(591,614

)

 

 

(672,978

)

 

 

(438,573

)

 

 

(753,272

)

 

 

(919,022

)

Increase/(decrease) for the Inclusion of "Rule 402(v) Equity Values" (i)

 

 

3,778,796

 

 

 

1,534,833

 

 

 

565,770

 

 

 

344,518

 

 

 

(745,206

)

 

 

(381,584

)

Compensation Actually Paid

 

 

4,708,410

 

 

 

2,212,850

 

 

 

1,440,564

 

 

 

993,531

 

 

 

91,869

 

 

 

222,550

 

 

 

(i)
Compensation Actually Paid excludes the Stock Awards and Option Awards columns from the relevant fiscal year’s Summary Compensation Table total. The Rule 402(v) Equity Values instead reflect the aggregate of the following components, as applicable: (i) the fair value as of the end of the listed fiscal year of unvested equity awards granted in that year; (ii) the change in fair value during the listed fiscal year of equity awards granted in prior years that remained outstanding and unvested at the end of the listed fiscal year; and (iii) the change in fair value during the listed fiscal year through the vesting date of equity awards granted in prior years that vested during the listed fiscal year, less the fair value at the end of the prior year of awards granted prior to the listed fiscal year that failed to meet applicable vesting conditions during the listed fiscal year. Equity values are calculated in accordance with FASB ASC Topic 718, calculated as follows:

 

 

2024

 

 

2023

 

 

2022

 

“Inclusion of Rule 402(v) Equity Values”

 

PEO ($)

 

 

 

Average
for Other
NEO's ($)

 

 

PEO ($)

 

 

Average
for Other
NEO's ($)

 

 

PEO ($)

 

 

Average for
Other
NEO's ($)

 

Add: Year-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year

 

 

1,883,634

 

 

 

 

757,177

 

 

 

528,548

 

 

 

334,957

 

 

 

446,788

 

 

 

253,637

 

Add: Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards

 

 

1,120,775

 

 

 

 

505,406

 

 

 

12,311

 

 

 

620

 

 

 

(288,112

)

 

 

(457,723

)

Add: Awards that are granted and vest in the same year, the fair value as of the vesting date

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change in Fair Value of Prior Years’ Equity Awards that Vested During the Year

 

 

774,387

 

 

 

 

272,250

 

 

 

24,911

 

 

 

8,941

 

 

 

(903,882

)

 

 

(177,498

)

Subtract: Awards Granted in any prior fiscal year that failed to vest Change in Value of Prior Years’ Equity Awards that Forfeited During the Year

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Increase/(decrease) for the “Inclusion of Rule 402(v) Equity Values” (i)

 

 

3,778,796

 

 

 

 

1,534,833

 

 

 

565,770

 

 

 

344,518

 

 

 

(745,206

)

 

 

(381,584

)

   
Non-PEO NEO Average Total Compensation Amount $ 1,269,631 1,087,586 1,523,156
Non-PEO NEO Average Compensation Actually Paid Amount $ 2,212,850 993,531 222,550
Adjustment to Non-PEO NEO Compensation Footnote
(2)
The Summary Compensation Table totals reported for the PEO and the average of the Other NEOs for each year were subject to the following adjustments per Item 402(v)(2)(iii) of Regulation S-K to calculate “compensation actually paid”:

 

 

2024

 

 

2023

 

 

2022

 

 

PEO ($)

 

 

Average for
Other
NEO's ($)

 

 

PEO ($)

 

 

Average for
Other
NEO's ($)

 

 

PEO ($)

 

 

Average for
Other
NEO's ($)

 

Summary Compensation Table

 

 

2,401,376

 

 

 

1,269,631

 

 

 

1,547,772

 

 

 

1,087,586

 

 

 

1,590,347

 

 

 

1,523,156

 

Adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deduction for amounts reported under the “Stock Awards” and “Option Awards” columns of the Summary Compensation Table(i)

 

 

(1,471,762

)

 

 

(591,614

)

 

 

(672,978

)

 

 

(438,573

)

 

 

(753,272

)

 

 

(919,022

)

Increase/(decrease) for the Inclusion of "Rule 402(v) Equity Values" (i)

 

 

3,778,796

 

 

 

1,534,833

 

 

 

565,770

 

 

 

344,518

 

 

 

(745,206

)

 

 

(381,584

)

Compensation Actually Paid

 

 

4,708,410

 

 

 

2,212,850

 

 

 

1,440,564

 

 

 

993,531

 

 

 

91,869

 

 

 

222,550

 

 

 

(i)
Compensation Actually Paid excludes the Stock Awards and Option Awards columns from the relevant fiscal year’s Summary Compensation Table total. The Rule 402(v) Equity Values instead reflect the aggregate of the following components, as applicable: (i) the fair value as of the end of the listed fiscal year of unvested equity awards granted in that year; (ii) the change in fair value during the listed fiscal year of equity awards granted in prior years that remained outstanding and unvested at the end of the listed fiscal year; and (iii) the change in fair value during the listed fiscal year through the vesting date of equity awards granted in prior years that vested during the listed fiscal year, less the fair value at the end of the prior year of awards granted prior to the listed fiscal year that failed to meet applicable vesting conditions during the listed fiscal year. Equity values are calculated in accordance with FASB ASC Topic 718, calculated as follows:

 

 

2024

 

 

2023

 

 

2022

 

“Inclusion of Rule 402(v) Equity Values”

 

PEO ($)

 

 

 

Average
for Other
NEO's ($)

 

 

PEO ($)

 

 

Average
for Other
NEO's ($)

 

 

PEO ($)

 

 

Average for
Other
NEO's ($)

 

Add: Year-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year

 

 

1,883,634

 

 

 

 

757,177

 

 

 

528,548

 

 

 

334,957

 

 

 

446,788

 

 

 

253,637

 

Add: Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards

 

 

1,120,775

 

 

 

 

505,406

 

 

 

12,311

 

 

 

620

 

 

 

(288,112

)

 

 

(457,723

)

Add: Awards that are granted and vest in the same year, the fair value as of the vesting date

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change in Fair Value of Prior Years’ Equity Awards that Vested During the Year

 

 

774,387

 

 

 

 

272,250

 

 

 

24,911

 

 

 

8,941

 

 

 

(903,882

)

 

 

(177,498

)

Subtract: Awards Granted in any prior fiscal year that failed to vest Change in Value of Prior Years’ Equity Awards that Forfeited During the Year

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Increase/(decrease) for the “Inclusion of Rule 402(v) Equity Values” (i)

 

 

3,778,796

 

 

 

 

1,534,833

 

 

 

565,770

 

 

 

344,518

 

 

 

(745,206

)

 

 

(381,584

)

   
Compensation Actually Paid vs. Total Shareholder Return

 

img98646248_1.jpg

   
Compensation Actually Paid vs. Net Income

img98646248_2.jpg

   
Total Shareholder Return Amount $ 72 25 23
Net Income (Loss) $ (45,431) $ (41,441) $ (38,704)
PEO Name Mr. Erlander Mr. Erlander Mr. Erlander
PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount $ (1,471,762) $ (672,978) $ (753,272)
PEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 3,778,796 565,770 (745,206)
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 1,883,634 528,548 446,788
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 1,120,775 12,311 (288,112)
PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0 0 0
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 774,387 24,911 (903,882)
PEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0 0 0
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 (591,614) (438,573) (919,022)
Non-PEO NEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 1,534,833 344,518 (381,584)
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 757,177 334,957 253,637
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 505,406 620 (457,723)
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0 0 0
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 272,250 8,941 (177,498)
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount $ 0 $ 0 $ 0