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Stockholders' Equity
 6 Months Ended
Jun. 30, 2025
Equity [Abstract]  
Stockholders' Equity

9. STOCKHOLDERS' EQUITY

Series A Non-Voting Convertible Preferred Stock

In October 2024, the Company entered into an Asset Purchase Agreement (the “Bridge Purchase Agreement”) with Bridge Medicines pursuant to which the Company acquired global rights to Bridge Medicines’ BRM-1420 program, a novel dual ENL-YEATS and FLT3 inhibitor for multiple genetic subsets of AML, and assumed certain of Bridge Medicines’ liabilities associated with the Asset Purchase. As consideration to Bridge Medicines for the Asset Purchase, the Company (a) issued to Bridge Medicines (i) 62,594 shares of the Company’s common stock and (ii) 160.562 shares of the Company’s Series A non-voting convertible preferred stock, par value $0.00001 per share (the “Preferred Stock”), and (b) assumed specified liabilities.

The terms of the Preferred Stock are as set forth in the Certificate of Designation of Preferences, Rights and Limitations of Series A Non-Voting Convertible Preferred Stock (the “Certificate of Designation”). Each share of Preferred Stock is convertible into 1,000 shares of common stock at the election of the holder of such Preferred Stock. Except as required by law, the Preferred Stock has no voting rights, provided that the Company shall not, without the affirmative vote or written consent of the holders of majority of then outstanding Preferred Stock, among other things, alter or change adversely the power, preferences or rights given to the Preferred Stock, amend the Certificate of Designation, or issue additional shares of Preferred Stock.

On June 18, 2025, the Company’s stockholders approved, for purposes of the Nasdaq Stock Market Rules, the issuance of the Company’s common stock upon conversion of the Preferred Stock (the “Stockholder Approval”). On the third business day following the Company’s receipt of the Stockholder Approval, certain outstanding shares of Preferred Stock were, subject to certain beneficial ownership limitations, automatically converted into 1,000 shares of common stock upon the conversion terms set forth in the Certificate of Designation. As a result, on June 23, 2025, 2.201 shares of Preferred Stock were automatically converted into 2,201 shares of the Company's common stock.

Employee Equity Plans

 

In March 2020, the Company's Board of Directors and stockholders approved the 2020 Stock Option and Grant Plan (“2020 Plan”). Holders of stock options under the 2020 Plan are entitled to exercise the vested portion of the stock option during the term of the grant.

 

In October 2020, as part of the Company's initial public offering, the Company’s Board of Directors and stockholders approved the 2020 Equity Incentive Plan (“2020 Equity Plan”). Following the adoption of the 2020 Equity Plan, no further options are available to be issued under the 2020 Plan. Stock-based awards granted under the 2020 Equity Plan generally vest over a four-year period and expire ten years from the grant date. Shares available for grant under the 2020 Equity Plan cumulatively increase by 5% of the number of shares of common stock issued and outstanding on January 1st each year until 2030. At June 30, 2025, the Company had 173,363 shares available for future grant under the 2020 Equity Plan.

The following table sets forth the activity for the Company’s stock options during the six months ended June 30, 2025:

 

 

Number of
Options

 

 

Weighted-
average
exercise
price per
share

 

 

Weighted-
average
remaining
contractual
term
(in years)

 

 

Aggregate
intrinsic
value

 

Outstanding at December 31, 2024

 

 

222,079

 

 

$

78.37

 

 

 

7.2

 

 

$

—

 

Granted

 

 

39,440

 

 

 

5.38

 

 

 

—

 

 

 

—

 

Cancelled

 

 

(20,387

)

 

 

137.39

 

 

 

—

 

 

 

—

 

Outstanding at June 30, 2025

 

 

241,132

 

 

$

61.44

 

 

 

7.8

 

 

$

—

 

Vested and expected to vest at June 30, 2025

 

 

241,132

 

 

$

61.44

 

 

 

7.8

 

 

$

—

 

Vested and exercisable at June 30, 2025

 

 

119,914

 

 

$

112.44

 

 

 

6.3

 

 

$

—

 

The weighted-average grant date fair value of all stock-based awards granted for the six months ended June 30, 2025 was $4.24 per share. The intrinsic value at June 30, 2025 and December 31, 2024 was based on the closing price of the Company’s common stock on these dates of $3.41 and $4.65 per share, respectively.

In November 2022, the Company's Board of Directors approved the 2022 Inducement Plan (the “Inducement Plan”), which allows for the grant of equity awards to be made to new employees where the equity award is a material inducement to an employee entering into employment with the Company. The Inducement Plan was adopted by the Company's Board of Directors without stockholder approval pursuant to Nasdaq Listing Rule 5635(c)(4). A total of 10,000 shares of the Company's common stock have been reserved for issuance under the Inducement Plan. As of June 30, 2025, no shares have been issued under the Inducement Plan.

Restricted Stock Units

In January 2024, the Company granted 34,200 restricted stock units (“RSUs”) to its employees under the 2020 Equity Plan. The weighted average grant date fair value of the time-based RSUs was $17.75 for the year ended December 31, 2024. There were no RSUs granted during the three or six months ended June 30, 2025. The RSUs vest 33% after one-year from the grant date and 17% every six-months thereafter, subject to continued service to the Company through the applicable vesting dates. For the three and six months ended June 30, 2025, the Company recognized a $23,000 and $46,000 expense related to the RSUs, respectively. For the three and six months ended June 30, 2024, the Company recognized a $47,000 and $94,000 expense related to the RSUs, respectively.

The following table sets forth the activity for the Company’s RSUs during the six months ended June 30, 2025:

 

 

Restricted
Stock Units

 

 

Weighted-
average
grant date fair value

 

Total nonvested units at December 31, 2024

 

 

15,600

 

 

$

17.75

 

Granted

 

 

—

 

 

 

—

 

Vested

 

 

(5,148

)

 

 

17.75

 

Cancelled

 

 

—

 

 

 

—

 

Total nonvested units at June 30, 2025

 

 

10,452

 

 

$

17.75

 

Stock-Based Compensation

The grant date fair value of stock-based awards vested during the six months ended June 30, 2025 and 2024 was $417,000 and $2,202,000, respectively. Total unrecognized compensation expense related to unvested options granted under the Company’s stock-based compensation plan was $1,069,000 at June 30, 2025, which is expected to be recognized over a weighted average period of 2.4 years. The Company recorded stock-based compensation expense related to the issuance of stock as follows (in thousands):

 

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Research and development

 

$

5

 

 

$

188

 

 

$

10

 

 

$

817

 

General and administrative

 

 

167

 

 

 

703

 

 

 

341

 

 

 

1,433

 

Total stock-based compensation

 

$

172

 

 

$

891

 

 

$

351

 

 

$

2,250

 

 

The Company uses a Black-Scholes option pricing model to determine fair value of its stock options. The Black-Scholes option pricing model includes various assumptions, including the fair value of common stock, expected life of stock options, the expected volatility based on the historical volatility of a publicly traded set of peer companies, and the expected risk-free interest rate based on the implied yield on a U.S. Treasury security.

The fair values of the options granted were estimated using the following assumptions:

 

 

 

Six Months Ended

 

 

 

 

June 30,

 

 

 

 

2025

 

 

2024

 

 

Risk-free interest rate

 

 

4.4

%

 

 

4.2

%

 

Expected term (in years)

 

 

5.9

 

 

 

5.3

 

 

Expected volatility

 

 

95.9

%

 

 

99.3

%

 

Expected dividend yield

 

 

—

 

 

 

—