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[10-Q] Crinetics Pharmaceuticals, Inc. Quarterly Earnings Report

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10-Q
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)





QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended June 30, 2025



 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 



For the transition period from to

Commission File Number: 001-38583

Crinetics Pharmaceuticals, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

26-3744114

(State or other jurisdiction

of incorporation or organization)

(I.R.S. Employer

Identification No.)

 

 

 

6055 Lusk Boulevard,

San Diego, California

92121

(Address of principal executive offices)

(Zip code)



Registrant’s telephone number, including area code: (858) 450-6464

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common Stock, par value $0.001 per share

 

CRNX

 

Nasdaq Global Select Market

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

 

Accelerated filer

Non-accelerated filer

 

Smaller reporting company

 

 

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No

As of July 29, 2025, the registrant had 94,175,994 shares of common stock ($0.001 per share par value) outstanding.

 

 

 


 

CRINETICS PHARMACEUTICALS, INC. QUARTERLY REPORT ON FORM 10-Q

For the Quarter Ended June 30, 2025

TABLE OF CONTENTS

 

 

 

 

Page

 

PART I – FINANCIAL INFORMATION

 

 

 

 

 

 

Item 1.

 

Condensed Consolidated Financial Statements (unaudited):

 

2

 

 

Condensed Consolidated Balance Sheets

 

2

 

 

Condensed Consolidated Statements of Operations and Comprehensive Loss

 

3

 

 

Condensed Consolidated Statements of Stockholders’ Equity

 

4

 

 

Condensed Consolidated Statements of Cash Flows

 

5

 

 

Notes to Condensed Consolidated Financial Statements

 

6

Item 2.

 

Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

16

Item 3.

 

Quantitative and Qualitative Disclosures About Market Risk

 

24

Item 4.

 

Controls and Procedures

 

24

 

 

 

 

 

PART II — OTHER INFORMATION

 

 

 

 

 

 

Item 1.

 

Legal Proceedings

 

25

Item 1A.

 

Risk Factors

 

25

Item 2.

 

Unregistered Sales of Equity Securities and Use of Proceeds

 

25

Item 3.

 

Defaults Upon Senior Securities

 

25

Item 4.

 

Mine Safety Disclosures

 

25

Item 5.

 

Other Information

 

25

Item 6.

 

Exhibits

 

26

 

1


 

PART I — FINANCIAL INFORMATION

Item 1. Condensed Financial Statements

Crinetics Pharmaceuticals, Inc.

Condensed Consolidated Balance Sheets

(in thousands, except per share data)

 

 

 

June 30,

 

 

December 31,

 

 

 

2025

 

 

2024

 

 

 

(Unaudited)

 

 

 

 

Assets

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

53,726

 

 

$

264,545

 

Restricted cash

 

 

500

 

 

 

500

 

Investment securities, amortized cost of $1,140,985 at June 30, 2025 and $1,088,561 at December 31, 2024

 

 

1,142,634

 

 

 

1,089,524

 

Prepaid expenses and other current assets

 

 

20,404

 

 

 

20,819

 

Total current assets

 

 

1,217,264

 

 

 

1,375,388

 

Property and equipment, net

 

 

14,670

 

 

 

12,068

 

Operating lease right-of-use assets

 

 

41,902

 

 

 

43,507

 

Restricted cash, net of current portion

 

 

800

 

 

 

800

 

Prepaid expenses and other assets, net of current portion

 

 

14,938

 

 

 

2,829

 

Total assets

 

$

1,289,574

 

 

$

1,434,592

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable and accrued expenses

 

$

38,086

 

 

$

21,469

 

Accrued compensation and related expenses

 

 

21,796

 

 

 

28,887

 

Deferred revenue

 

 

1,904

 

 

 

2,176

 

Operating lease liabilities

 

 

6,610

 

 

 

7,152

 

Total current liabilities

 

 

68,396

 

 

 

59,684

 

Operating lease liabilities, non-current

 

 

43,326

 

 

 

44,570

 

Deferred revenue, non-current

 

 

3,992

 

 

 

4,704

 

Other liabilities

 

 

2,334

 

 

 

829

 

Total liabilities

 

 

118,048

 

 

 

109,787

 

Commitments and contingencies (Note 6)

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

Preferred stock, $0.001 par; 10,000 shares authorized; no shares issued or outstanding at June 30, 2025 or December 31, 2024

 

 

 

 

 

 

Common stock and paid-in capital, $0.001 par; 200,000 shares authorized; 94,126 shares issued and outstanding at June 30, 2025; 92,926 shares issued and outstanding at December 31, 2024

 

 

2,334,538

 

 

 

2,275,952

 

Accumulated other comprehensive income

 

 

1,621

 

 

 

963

 

Accumulated deficit

 

 

(1,164,521

)

 

 

(952,110

)

Stock held in trust

 

 

(112

)

 

 

 

Total stockholders’ equity

 

 

1,171,526

 

 

 

1,324,805

 

Total liabilities and stockholders’ equity

 

$

1,289,574

 

 

$

1,434,592

 

 

See the accompanying notes to these unaudited condensed consolidated financial statements.

2


 

Crinetics Pharmaceuticals, Inc.

Condensed Consolidated Statements of Operations and Comprehensive Loss

(in thousands, except per share data)

(unaudited)

 

 

 

Three months ended June 30,

 

 

Six months ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Revenues

 

$

1,031

 

 

$

399

 

 

$

1,392

 

 

$

1,039

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

 

80,301

 

 

 

58,344

 

 

 

156,541

 

 

 

111,685

 

Selling, general and administrative

 

 

49,842

 

 

 

24,838

 

 

 

85,368

 

 

 

45,666

 

Total operating expenses

 

 

130,143

 

 

 

83,182

 

 

 

241,909

 

 

 

157,351

 

Loss from operations

 

 

(129,112

)

 

 

(82,783

)

 

 

(240,517

)

 

 

(156,312

)

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

13,455

 

 

 

8,741

 

 

 

28,289

 

 

 

16,061

 

Other income (expense), net

 

 

20

 

 

 

(13

)

 

 

(183

)

 

 

(264

)

Total other income, net

 

 

13,475

 

 

 

8,728

 

 

 

28,106

 

 

 

15,797

 

Loss before equity method investment

 

 

(115,637

)

 

 

(74,055

)

 

 

(212,411

)

 

 

(140,515

)

Loss on equity method investment

 

 

 

 

 

 

 

 

 

 

 

(470

)

Net loss

 

$

(115,637

)

 

$

(74,055

)

 

$

(212,411

)

 

$

(140,985

)

Net loss per share:

 

 

 

 

 

 

 

 

 

 

 

 

Net loss per share — basic and diluted

 

$

(1.23

)

 

$

(0.94

)

 

$

(2.27

)

 

$

(1.86

)

Weighted average shares — basic and diluted

 

 

93,791

 

 

 

79,008

 

 

 

93,448

 

 

 

75,690

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized gain (loss) on investment securities

 

$

(347

)

 

$

(340

)

 

$

686

 

 

$

(1,167

)

Unrealized loss on foreign currency

 

 

(34

)

 

 

 

 

 

(28

)

 

 

 

Total other comprehensive income (loss)

 

 

(381

)

 

 

(340

)

 

 

658

 

 

 

(1,167

)

Comprehensive loss

 

$

(116,018

)

 

$

(74,395

)

 

$

(211,753

)

 

$

(142,152

)

 

See the accompanying notes to these unaudited condensed consolidated financial statements.

3


 

Crinetics Pharmaceuticals, Inc.

Condensed Consolidated Statements of Stockholders’ Equity

(in thousands)

(unaudited)

 

 

 

Common Stock

 

 

Common Stock
and Paid-In

 

 

Accumulated
Other
Comprehensive

 

 

Accumulated

 

 

Stock Held in

 

 

Total
Stockholders’

 

 

 

Shares

 

 

Capital

 

 

Income (loss)

 

 

Deficit

 

 

Trust

 

 

Equity

 

Balance at April 1, 2025

 

 

93,525

 

 

$

2,300,882

 

 

$

2,002

 

 

$

(1,048,884

)

 

$

 

 

$

1,254,000

 

Exercise of stock options

 

 

463

 

 

 

4,529

 

 

 

 

 

 

 

 

 

 

 

 

4,529

 

Stock issued under Employee Stock Purchase Plan

 

 

115

 

 

 

2,880

 

 

 

 

 

 

 

 

 

 

 

 

2,880

 

Issuance of common stock upon vesting of restricted stock units

 

 

23

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock-based compensation

 

 

 

 

 

26,124

 

 

 

 

 

 

 

 

 

 

 

 

26,124

 

Stock held in trust under deferred compensation plan

 

 

 

 

 

112

 

 

 

 

 

 

 

 

 

(112

)

 

 

 

Other

 

 

 

 

 

11

 

 

 

 

 

 

 

 

 

 

 

 

11

 

Other comprehensive loss

 

 

 

 

 

 

 

 

(381

)

 

 

 

 

 

 

 

 

(381

)

Net loss

 

 

 

 

 

 

 

 

 

 

 

(115,637

)

 

 

 

 

 

(115,637

)

Balance at June 30, 2025

 

 

94,126

 

 

$

2,334,538

 

 

$

1,621

 

 

$

(1,164,521

)

 

$

(112

)

 

$

1,171,526

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at January 1, 2025

 

 

92,926

 

 

$

2,275,952

 

 

$

963

 

 

$

(952,110

)

 

$

 

 

$

1,324,805

 

Exercise of stock options

 

 

678

 

 

 

8,981

 

 

 

 

 

 

 

 

 

 

 

 

8,981

 

Stock issued under Employee Stock Purchase Plan

 

 

115

 

 

 

2,880

 

 

 

 

 

 

 

 

 

 

 

 

2,880

 

Issuance of common stock upon vesting of restricted stock units

 

 

407

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock-based compensation

 

 

 

 

 

46,602

 

 

 

 

 

 

 

 

 

 

 

 

46,602

 

Stock held in trust under deferred compensation plan

 

 

 

 

 

112

 

 

 

 

 

 

 

 

 

(112

)

 

 

 

Other

 

 

 

 

 

11

 

 

 

 

 

 

 

 

 

 

 

 

11

 

Other comprehensive income

 

 

 

 

 

 

 

 

658

 

 

 

 

 

 

 

 

 

658

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

(212,411

)

 

 

 

 

 

(212,411

)

Balance at June 30, 2025

 

 

94,126

 

 

$

2,334,538

 

 

$

1,621

 

 

$

(1,164,521

)

 

$

(112

)

 

$

1,171,526

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at April 1, 2024

 

 

78,539

 

 

$

1,595,415

 

 

$

150

 

 

$

(720,632

)

 

$

 

 

$

874,933

 

Exercise of stock options

 

 

626

 

 

 

9,244

 

 

 

 

 

 

 

 

 

 

 

 

9,244

 

Stock issued under Employee Stock Purchase Plan

 

 

115

 

 

 

2,027

 

 

 

 

 

 

 

 

 

 

 

 

2,027

 

Issuance of common stock upon vesting of restricted stock units

 

 

42

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock-based compensation

 

 

 

 

 

18,940

 

 

 

 

 

 

 

 

 

 

 

 

18,940

 

Other

 

 

 

 

 

14

 

 

 

 

 

 

 

 

 

 

 

 

14

 

Other comprehensive loss

 

 

 

 

 

 

 

 

(340

)

 

 

 

 

 

 

 

 

(340

)

Net loss

 

 

 

 

 

 

 

 

 

 

 

(74,055

)

 

 

 

 

 

(74,055

)

Balance at June 30, 2024

 

 

79,322

 

 

$

1,625,640

 

 

$

(190

)

 

$

(794,687

)

 

$

 

 

$

830,763

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance on January 1, 2024

 

 

68,175

 

 

$

1,191,831

 

 

$

977

 

 

$

(653,702

)

 

$

 

 

$

539,106

 

Issuance of common stock, net of transaction costs

 

 

9,557

 

 

 

378,904

 

 

 

 

 

 

 

 

 

 

 

 

378,904

 

Exercise of stock options

 

 

1,231

 

 

 

20,484

 

 

 

 

 

 

 

 

 

 

 

 

20,484

 

Stock issued under Employee Stock Purchase Plan

 

 

115

 

 

 

2,027

 

 

 

 

 

 

 

 

 

 

 

 

2,027

 

Issuance of common stock upon vesting of restricted stock units

 

 

244

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock-based compensation

 

 

 

 

 

32,394

 

 

 

 

 

 

 

 

 

 

 

 

32,394

 

Other comprehensive loss

 

 

 

 

 

 

 

 

(1,167

)

 

 

 

 

 

 

 

 

(1,167

)

Net loss

 

 

 

 

 

 

 

 

 

 

 

(140,985

)

 

 

 

 

 

(140,985

)

Balance at June 30, 2024

 

 

79,322

 

 

$

1,625,640

 

 

$

(190

)

 

$

(794,687

)

 

$

 

 

$

830,763

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See the accompanying notes to these unaudited condensed consolidated financial statements.

4


 

Crinetics Pharmaceuticals, Inc.

Condensed Consolidated Statements of Cash Flows

(in thousands)

(unaudited)

 

 

Six months ended

 

 

 

June 30,

 

 

 

2025

 

 

2024

 

Operating activities:

 

 

 

 

 

 

Net loss

 

$

(212,411

)

 

$

(140,985

)

Reconciliation of net loss to net cash used in operating activities:

 

 

 

 

 

 

Stock-based compensation

 

 

46,602

 

 

 

32,394

 

Depreciation and amortization

 

 

1,884

 

 

 

1,227

 

Noncash lease expense

 

 

1,605

 

 

 

1,539

 

Accretion of purchase discounts and amortization
   of premiums on investment securities, net

 

 

(9,090

)

 

 

(7,255

)

Loss on disposal of property and equipment

 

 

42

 

 

 

42

 

Loss on equity method investment

 

 

 

 

 

470

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

Prepaid expenses and other assets

 

 

(11,325

)

 

 

3,891

 

Accounts payable and accrued expenses, compensation and related expenses

 

 

11,160

 

 

 

6,513

 

Deferred revenue

 

 

(984

)

 

 

74

 

Operating lease liabilities

 

 

(1,786

)

 

 

1,590

 

Net cash used in operating activities

 

 

(174,303

)

 

 

(100,500

)

Investing activities:

 

 

 

 

 

 

Purchases of investment securities

 

 

(574,081

)

 

 

(291,729

)

Proceeds from sales and maturities of investment securities

 

 

530,514

 

 

 

240,684

 

Purchases of property and equipment

 

 

(4,441

)

 

 

(2,287

)

Net cash used in investing activities

 

 

(48,008

)

 

 

(53,332

)

Financing activities:

 

 

 

 

 

 

Proceeds from issuance of common stock, net of commissions

 

 

 

 

 

393,359

 

Offering costs related to issuance of common stock

 

 

 

 

 

(14,455

)

Proceeds from exercise of stock options and shares issued under Employee Stock Purchase Plan

 

 

11,492

 

 

 

22,193

 

Net cash provided by financing activities

 

 

11,492

 

 

 

401,097

 

Net change in cash, cash equivalents and restricted cash

 

 

(210,819

)

 

 

247,265

 

Cash, cash equivalents and restricted cash at beginning of period

 

 

265,845

 

 

 

56,197

 

Cash, cash equivalents and restricted cash at end of period

 

$

55,026

 

 

$

303,462

 

Components of cash, cash equivalents and restricted cash:

 

 

 

 

 

 

Cash and cash equivalents

 

$

53,726

 

 

$

302,162

 

Restricted cash

 

 

1,300

 

 

 

1,300

 

Cash, cash equivalents and restricted cash at end of period

 

$

55,026

 

 

$

303,462

 

Noncash investing and financing activities:

 

 

 

 

 

 

Stock options exercised receivable

 

$

369

 

 

$

318

 

Amounts accrued for purchases of property and equipment

 

$

87

 

 

$

348

 

Stock held in trust

 

$

112

 

 

$

 

 

 

 

 

 

 

 

 

See the accompanying notes to these unaudited condensed consolidated financial statements.

5


 

Crinetics Pharmaceuticals, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

1. ORGANIZATION AND BASIS OF PRESENTATION

Description of Business

Crinetics Pharmaceuticals, Inc. (the “Company”) is a clinical-stage pharmaceutical company incorporated in Delaware in 2008 and based in San Diego, California. The Company is focused on the discovery, development, and commercialization of novel therapeutics for endocrine diseases and endocrine-related tumors. The Company's lead product candidate is paltusotine, which is under review by the U.S. Food and Drug Administration in the United States for the treatment of acromegaly as PALSONIFYTM, under review by regulatory agencies in Europe for the treatment of acromegaly, and in clinical development for treatment of carcinoid syndrome associated with neuroendocrine tumors. The Company's second product candidate is atumelnant, which is in clinical development for congenital adrenal hyperplasia (“CAH”) and ACTH-Dependent Cushing’s Syndrome (“ADCS”). The Company is advancing additional product candidates through preclinical discovery and development studies.

The Company operates in one international business segment, which is the discovery, development and commercialization of novel therapeutics for endocrine diseases and endocrine-related tumors. Refer to Note 11, Segment Reporting, for further discussion on the Company's segment reporting.

Unaudited Interim Financial Information

The accompanying condensed consolidated financial statements are unaudited, and reflect all adjustments which are, in the opinion of management, of a normal recurring nature and necessary for a fair statement of the results for the interim periods presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”).

The Company's condensed consolidated balance sheet for the year ended December 31, 2024 was derived from audited consolidated financial statements, but does not include all disclosures required by GAAP. The interim results presented herein are not necessarily indicative of the results expected for the full fiscal year or any other interim period. The Company's condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements contained in its Annual Report on Form 10-K for the year ended December 31, 2024, which was filed with the Securities and Exchange Commission ("SEC") on February 27, 2025 ("FY 2024 Form 10-K").

Reclassifications

Certain prior period amounts within the condensed consolidated statements of cash flows have been reclassified to conform to the current period presentation. These reclassifications had no effect on the net change in cash.

Liquidity

From inception, the Company has devoted substantially all of its efforts to drug discovery and development, conducting preclinical studies and clinical trials, and pre-commercial infrastructure build-out and related activities. The Company has a limited operating history and the sales and income potential of the Company’s business and market are unproven. Successful transition to attaining profitable operations is dependent upon achieving a level of revenues adequate to support the Company’s cost structure. The Company has experienced net losses and negative cash flows from operating activities since its inception and has an accumulated deficit of $1.2 billion as of June 30, 2025.

As of June 30, 2025, the Company had $1.2 billion in cash, cash equivalents and investment securities, which the Company believes is sufficient to meet its funding requirements for at least the next 12 months.

The Company expects to continue to incur net losses for the foreseeable future and believes it may need to raise substantial additional capital to accomplish its business objectives over the next several years. The Company plans to continue to fund its losses from operations and capital funding needs through a combination of equity offerings, debt financings or other sources as may be required, including potential collaborations, licenses and other similar arrangements. If the Company is not able to secure adequate additional funding, the Company may be forced to make reductions in spending, extend payment terms with suppliers, liquidate assets where possible, or suspend or curtail planned programs. Any of these actions could materially harm the Company’s business, results of operations and prospects. There can be no assurance as to the availability or terms upon which such financing and capital might be available in the future.

6


 

Significant Accounting Policies

There have been no material changes to the Company's significant accounting policies from the FY 2024 Form 10-K, except as follows:

Deferred Compensation Plan

The Company has a non-qualified deferred compensation plan that provides directors and certain employees the ability to defer receipt of current cash compensation and vested restricted stock units until a later date. The assets are held in a trust (the “Rabbi Trust”) and participants have the option to invest their cash deferrals in a fixed income investment, a defined set of mutual funds, and, with respect to deferrals of restricted stock units, in Company common stock. The Company has made an accounting policy election to assess instruments held in the Rabbi Trust at the instrument level. The assets of the Rabbi Trust are subject to the claims of creditors in the event that the Company becomes insolvent.

The deferred compensation liability related to cash deferrals as of June 30, 2025 and December 31, 2024 was $2.3 million and $0.8 million, respectively, and was included in other liabilities in the Company’s condensed consolidated balance sheets. As of June 30, 2025 and December 31, 2024, the deferred compensation asset related to cash deferrals of $2.3 million and $0.8 million, respectively, was included in prepaid expenses and other assets, net of current portion in the Company’s condensed consolidated balance sheets. Changes in this liabilities balance are recorded to expense and reflected within operating expenses of our condensed consolidated statements of operations and comprehensive loss. Changes in the fair value of these assets are recorded within other income (expense) in the condensed consolidated statements of operations and comprehensive loss.

Investments in shares of the Company's common stock are included as stock held in trust, in the Company’s condensed consolidated balance sheets. The participant's deferred compensation liability attributable to the participants' investments in shares of the Company's common stock are included within common stock and paid-in capital in the Company’s condensed consolidated balance sheets.

Use of Estimates

The preparation of the Company’s condensed consolidated financial statements requires it to make estimates and assumptions that impact the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities in the Company’s condensed consolidated financial statements and accompanying notes. The estimates in the Company’s condensed consolidated financial statements include, but are not limited to, recoverability and useful lives of long-lived assets, accruals, valuation of stock-based awards, fair values of financial instruments, and revenue recognition.

Recent Accounting Pronouncements Not Yet Adopted

ASU 2023-09

In December 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. ASU 2023-09 is effective for public entities for annual periods beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact that this guidance will have on the presentation of its condensed consolidated financial statements and accompanying notes.

ASU 2024-03

In November 2024, the FASB issued ASU No. 2024-03, Income Statement–Reporting Comprehensive Income–Expense disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”), which requires disaggregated disclosure of income statement expenses for public business entities ("PBEs"). ASU 2024-03 does not change the expense captions an entity presents on the face of the income statement; rather, it requires disaggregation of certain expense captions into specified categories in disclosures within the footnotes to the financial statements. ASU 2024-03 is effective for all PBEs for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact that this guidance will have on the presentation of its condensed consolidated financial statements and accompanying notes.

7


 

2. INVESTMENT SECURITIES

The Company reports its available-for-sale investment securities at their estimated fair values. The following is a summary of the available-for-sale investment securities held by the Company as of June 30, 2025 and December 31, 2024 (in thousands):

 

 

 

As of June 30, 2025

 

 

 

 

 

 

Gross

 

 

Gross

 

 

Fair

 

 

 

Amortized

 

 

Unrealized

 

 

Unrealized

 

 

Market

 

 

 

Cost

 

 

Gains

 

 

Losses

 

 

Value

 

Available-for-sale investment securities:

 

 

 

 

 

 

 

 

 

 

 

 

U.S. government obligations

 

$

592,067

 

 

$

588

 

 

$

(40

)

 

$

592,615

 

Agency obligations

 

 

51,496

 

 

 

 

 

 

(46

)

 

 

51,450

 

Corporate debt securities

 

 

497,422

 

 

 

1,196

 

 

 

(49

)

 

 

498,569

 

Total

 

$

1,140,985

 

 

$

1,784

 

 

$

(135

)

 

$

1,142,634

 

 

 

 

As of December 31, 2024

 

 

 

 

 

 

Gross

 

 

Gross

 

 

Fair

 

 

 

Amortized

 

 

Unrealized

 

 

Unrealized

 

 

Market

 

 

 

Cost

 

 

Gains

 

 

Losses

 

 

Value

 

Available-for-sale investment securities:

 

 

 

 

 

 

 

 

 

 

 

 

U.S. government obligations

 

$

542,962

 

 

$

417

 

 

$

(35

)

 

$

543,344

 

Agency obligations

 

 

57,986

 

 

 

2

 

 

 

(57

)

 

 

57,931

 

Corporate debt securities

 

 

487,613

 

 

 

818

 

 

 

(182

)

 

 

488,249

 

Total

 

$

1,088,561

 

 

$

1,237

 

 

$

(274

)

 

$

1,089,524

 

 

As of June 30, 2025 and December 31, 2024, available-for-sale investment securities by contractual maturity were as follows (in thousands):

 

 

As of June 30, 2025

 

 

As of December 31, 2024

 

 

 

Amortized
Cost

 

 

Fair
Market
Value

 

 

Amortized
Cost

 

 

Fair
Market
Value

 

Available-for-sale investment securities:

 

 

 

 

 

 

 

 

 

 

 

 

Due in one year or less

 

$

847,680

 

 

$

848,425

 

 

$

621,499

 

 

$

622,161

 

Due after one year through five years

 

 

293,305

 

 

 

294,209

 

 

 

467,062

 

 

 

467,363

 

Total

 

$

1,140,985

 

 

$

1,142,634

 

 

$

1,088,561

 

 

$

1,089,524

 

 

The following is a summary of the available-for-sale investment securities by length of time in a net loss position as of June 30, 2025 and December 31, 2024 (in thousands):

 

 

As of June 30, 2025

 

 

 

Less Than 12 Months

 

 

More Than 12 Months

 

 

Total

 

 

 

Fair
Market
Value

 

 

Gross
Unrealized
Losses

 

 

Fair
Market
Value

 

 

Gross
Unrealized
Losses

 

 

Fair
Market
Value

 

 

Gross
Unrealized
Losses

 

Available-for-sale investment securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. government obligations

 

$

254,828

 

 

$

(40

)

 

$

 

 

$

 

 

$

254,828

 

 

$

(40

)

Agency obligations

 

 

48,950

 

 

 

(46

)

 

 

 

 

 

 

 

 

48,950

 

 

 

(46

)

Corporate debt securities

 

 

53,972

 

 

 

(49

)

 

 

 

 

 

 

 

 

53,972

 

 

 

(49

)

Total

 

$

357,750

 

 

$

(135

)

 

$

 

 

$

 

 

$

357,750

 

 

$

(135

)

 

 

 

As of December 31, 2024

 

 

 

Less Than 12 Months

 

 

More Than 12 Months

 

 

Total

 

 

 

Fair
Market
Value

 

 

Gross
Unrealized
Losses

 

 

Fair
Market
Value

 

 

Gross
Unrealized
Losses

 

 

Fair
Market
Value

 

 

Gross
Unrealized
Losses

 

Available-for-sale investment securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. government obligations

 

$

19,953

 

 

$

(35

)

 

$

 

 

$

 

 

$

19,953

 

 

$

(35

)

Agency obligations

 

 

47,936

 

 

 

(57

)

 

 

 

 

 

 

 

 

47,936

 

 

 

(57

)

Corporate debt securities

 

 

165,032

 

 

 

(182

)

 

 

 

 

 

 

 

 

165,032

 

 

 

(182

)

Total

 

$

232,921

 

 

$

(274

)

 

$

 

 

$

 

 

$

232,921

 

 

$

(274

)

 

The Company reviewed its investment holdings as of June 30, 2025 and December 31, 2024 and determined that the decrease in fair value is attributable to changes in interest rates and not credit quality, and as the Company does not intend to sell the investments and

8


 

it is not more likely than not that the Company will be required to sell the investments before recovery of their amortized cost basis, which may be maturity. Therefore, there were no allowances for credit losses.

AGÕæÈ˹ٷ½ized gains (losses) were immaterial for the three and six months ended June 30, 2025 and 2024. Accrued interest receivable on available-for-sale securities was $8.4 million and $8.3 million at June 30, 2025 and December 31, 2024, respectively.

3. FAIR VALUE MEASUREMENTS

Fair value measurements may be based on trade prices in active markets for identical assets or liabilities (Level 1 inputs) or valuation models using inputs that are observable either directly or indirectly (Level 2 inputs), such as quoted prices for similar assets or liabilities, yield curves, volatility factors, credit spreads, default rates, loss severity, current market and contractual prices for the underlying instruments or debt, and broker and dealer quotes, as well as other relevant economic measures.

Financial assets measured at fair value on a recurring basis as of June 30, 2025 and December 31, 2024 were as follows (in thousands):

 

 

 

As of June 30, 2025

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Cash equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

45,022

 

 

$

 

 

$

 

 

$

45,022

 

Investment securities:

 

 

 

 

 

 

 

 

 

 

 

 

U.S. government obligations

 

 

592,615

 

 

 

 

 

 

 

 

 

592,615

 

Agency obligations

 

 

 

 

 

51,450

 

 

 

 

 

 

51,450

 

Corporate debt securities

 

 

 

 

 

498,569

 

 

 

 

 

 

498,569

 

Total investment securities

 

 

592,615

 

 

 

550,019

 

 

 

 

 

 

1,142,634

 

Other non-current assets:

 

 

 

 

 

 

 

 

 

 

 

 

Deferred compensation plan (1)

 

 

2,345

 

 

 

 

 

 

 

 

 

2,345

 

Total assets measured at fair value

 

$

639,982

 

 

$

550,019

 

 

$

 

 

$

1,190,001

 

 

 

 

As of December 31, 2024

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Cash equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

249,116

 

 

$

 

 

$

 

 

$

249,116

 

Corporate debt securities

 

 

 

 

 

5,314

 

 

 

 

 

 

5,314

 

Total cash equivalents

 

 

249,116

 

 

 

5,314

 

 

 

 

 

 

254,430

 

Investment securities:

 

 

 

 

 

 

 

 

 

 

 

 

U.S. government obligations

 

 

543,344

 

 

 

 

 

 

 

 

 

543,344

 

Agency obligations

 

 

 

 

 

57,931

 

 

 

 

 

 

57,931

 

Corporate debt securities

 

 

 

 

 

488,249

 

 

 

 

 

 

488,249

 

Total investment securities

 

 

543,344

 

 

 

546,180

 

 

 

 

 

 

1,089,524

 

Other non-current assets:

 

 

 

 

 

 

 

 

 

 

 

 

Deferred compensation plan (1)

 

 

829

 

 

 

 

 

 

 

 

 

829

 

Total assets measured at fair value

 

$

793,289

 

 

$

551,494

 

 

$

 

 

$

1,344,783

 

(1) Consists of mutual fund investments held in the Rabbi Trust related to the Company’s non-qualified deferred compensation plan.

The Company’s policy is to recognize transfers between levels of the fair value hierarchy on the date of the event or change in circumstances that caused the transfer. There were no transfers into or out of Level 3 during the six months ended June 30, 2025 and 2024.

4. BALANCE SHEET DETAILS

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

 

 

 

June 30,
2025

 

 

December 31,
2024

 

Prepaid clinical costs

 

$

12,208

 

 

$

6,842

 

Interest receivable

 

 

8,381

 

 

 

8,310

 

Prepaid subscriptions

 

 

5,043

 

 

 

2,561

 

Deferred compensation plan

 

 

2,345

 

 

 

829

 

Loyal preferred stock (see Note 7)

 

 

2,000

 

 

 

2,000

 

Prepaid research and development costs

 

 

1,671

 

 

 

714

 

Other

 

 

3,694

 

 

 

2,392

 

Total prepaid expenses and other assets

 

 

35,342

 

 

 

23,648

 

Less prepaid expenses and other current assets

 

 

(20,404

)

 

 

(20,819

)

Prepaid expenses and other assets, net of current portion

 

$

14,938

 

 

$

2,829

 

 

9


 

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

 

 

 

June 30,
2025

 

 

December 31,
2024

 

Leasehold improvements

 

$

13,296

 

 

$

11,900

 

Lab equipment

 

 

8,695

 

 

 

5,693

 

Office equipment

 

 

2,205

 

 

 

2,147

 

Computers and software

 

 

60

 

 

 

60

 

Property and equipment at cost

 

 

24,256

 

 

 

19,800

 

Less accumulated depreciation and amortization

 

 

(9,586

)

 

 

(7,732

)

Total

 

$

14,670

 

 

$

12,068

 

 

Accounts payable and accrued expenses consisted of the following (in thousands):

 

 

 

June 30,
2025

 

 

December 31,
2024

 

Accounts payable

 

$

11,325

 

 

$

5,853

 

Accrued outside services and professional fees

 

 

11,615

 

 

 

5,572

 

Accrued clinical trial costs

 

 

7,939

 

 

 

3,076

 

Accrued research and development costs

 

 

5,408

 

 

 

6,067

 

Other accrued expenses

 

 

1,799

 

 

 

901

 

Total

 

$

38,086

 

 

$

21,469

 

 

5. OPERATING LEASES

The Company's lease obligations primarily consist of operating leases for its headquarters in San Diego, California, entered into in 2022 and expiring on the date immediately preceding the one hundred thirty-seventh (137th) month anniversary of the lease payment start date (the "2022 Lease"), and for a facility in San Diego, California, expiring in August 2025 (the "2018 Lease").

Under the terms of the 2018 Lease and 2022 Lease, the Company provided the lessors with irrevocable letters of credit in the amounts of $0.5 million and $0.8 million, respectively, which are included in restricted cash and restricted cash, net of current portion, respectively, in the accompanying condensed consolidated balance sheets. The lessors are entitled to draw on the letters of credit in the event of any default by the Company under the terms of the leases.

As of June 30, 2025, the Company's future minimum payments under non-cancellable operating leases were as follows (in thousands):

 

Year ending December 31,

 

Minimum
Payments

 

2025 (six months)

 

$

3,524

 

2026

 

 

6,795

 

2027

 

 

6,999

 

2028

 

 

7,209

 

2029

 

 

7,425

 

Thereafter

 

 

43,550

 

Total future minimum lease payments

 

 

75,502

 

Less imputed interest

 

 

(25,566

)

Total operating lease liabilities

 

 

49,936

 

Less operating lease liabilities, current

 

 

(6,610

)

Operating lease liabilities, non-current

 

$

43,326

 

 

Operating lease cost was $2.2 million and $4.4 million for the three and six months ended June 30, 2025, respectively. Operating lease cost was $2.1 million and $4.3 million for the three and six months ended June 30, 2024, respectively. Short-term lease expenses for the second quarters of 2025 and 2024 were not significant.

The Company's contracts do not provide readily determinable implicit rates, and as such, the Company used the estimated incremental borrowing rate based on the information available at the adoption, commencement, or remeasurement date. Remaining lease terms and discount rates for the Company's operating leases are as follows:

 

 

 

As of June 30, 2025

 

As of December 31, 2024

 

Weighted-average remaining lease term (years)

 

9.8 years

 

10.1 years

 

Weighted-average discount rate

 

8.6%

 

8.6%

 

 

10


 

Other information related to leases was as follows (in thousands):

 

 

 

Six months ended June 30,

 

 

 

 

2025

 

 

2024

 

 

Supplemental cash flows information

 

 

 

 

 

 

 

Operating cash flow used for operating leases

 

$

3,943

 

 

$

634

 

 

 

6. COMMITMENTS AND CONTINGENCIES

Litigation

From time to time, the Company may be subject to various claims and suits arising in the ordinary course of business. The Company does not expect that the resolution of these matters will have a material adverse effect on its financial position or results of operations.

7. REVENUE RECOGNITION

Sanwa Kagaku Kenkyusho Co., Ltd

On February 25, 2022, the Company and Sanwa Kagaku Kenkyusho Co., Ltd. ("Sanwa"), entered into a license agreement (the “Sanwa License”) whereby the Company granted Sanwa an exclusive license to develop and commercialize paltusotine in Japan.

In exchange, the Company received a $13.0 million nonrefundable, upfront payment and will be eligible to receive up to an additional $25.5 million in milestone payments related to the achievement of certain development, regulatory and commercial goals. In addition, upon market approval of paltusotine in Japan, the Company will be eligible to receive certain sales-based royalties.

Initially, the Company determined that the transaction price amounted to the upfront payment of $ 13.0 million. The Company determined that its performance obligations under the Sanwa License comprised the license and data exchange. The control of the license was transferred to Sanwa at the inception of the contract and the Company does not have an ongoing performance obligation to support or maintain the licensed intellectual property. Revenue allocated to the data exchange obligation is recognized over time using the cost-to-cost measure as this method represents a faithful depiction of progress toward the ongoing paltusotine studies in the U.S. and related data transfer. Revenue is recognized on a gross basis as the Company is the principal. As there have been no sales to date, no sales-based milestones or royalties were recognized to date. Further, using the most-likely-method, the other developmental milestone payments are considered fully constrained.

During the six months ended June 30, 2024, the Company achieved a $1.0 million milestone for the first indication of the development milestones. As of June 30, 2024, the Company updated its estimated transaction price to $14.0 million and recorded a cumulative catch-up adjustment of $0.4 million.

Deferred revenue consisted of the following (in thousands):

 

 

 

Six months ended June 30,

 

 

 

2025

 

 

2024

 

Balance at beginning of period

 

$

6,880

 

 

$

6,806

 

Deferred revenue additions, excluding amounts recognized as revenue during the period

 

 

 

 

 

550

 

Revenue recognized

 

 

(984

)

 

 

(476

)

Balance at end of period

 

 

5,896

 

 

 

6,880

 

Less deferred revenue, current

 

 

(1,904

)

 

 

(2,560

)

Deferred revenue, non-current

 

$

3,992

 

 

$

4,320

 

 

During the three and six months ended June 30, 2025, $0.6 million and $1.0 million, respectively, of the $14.0 million estimated transaction price was recognized as revenues in the accompanying condensed consolidated statements of operations and comprehensive loss, all of which were included in the fiscal year 2024 deferred revenue balance. During the three and six months ended June 30, 2024, $0.3 million and $0.9 million, respectively, of the $14.0 million estimated transaction price was recognized as revenues in the accompanying condensed consolidated statements of operations and comprehensive loss, of which $0.3 million and $0.5 million, respectively, was included in the fiscal year 2023 deferred revenue balance. Deferred revenues are expected to be recognized over the duration of certain paltusotine studies conducted by the Company.

On June 14, 2022, the Company and Sanwa, entered into a clinical supply agreement (the "Sanwa Clinical Supply Agreement") whereby the Company is responsible for manufacturing and supplying certain materials to Sanwa for specified activities under the During each of the three and six months ended June 30, 2025 and each of the three and six months ended June 30, 2024, $0.4 million and $0.1 million, respectively, was recognized as revenues in the accompanying condensed consolidated statements of operations and comprehensive loss related to the Sanwa Clinical Supply Agreement.

11


 

Cellular Longevity, Inc., doing business as Loyal

On March 24, 2023, the Company granted Cellular Longevity Inc., doing business as Loyal ("Loyal") an exclusive license to develop and commercialize CRN01941 for veterinary use. In return, the Company received a $0.1 million upfront payment and Loyal preferred stock valued at $2.0 million. The Company may also earn single-digit sales-based royalties if the product is approved.

No revenue was recognized for the three and six months ended June 30, 2025 and 2024. As of June 30, 2025, the shares of Loyal preferred stock issued and to be issued to the Company valued at $2.0 million is included in prepaid expense and other assets, net of current portion, in the accompanying condensed consolidated balance sheets. The Loyal preferred stock does not have a readily determinable fair value and is recorded at cost less impairment. The Company assesses equity securities without a readily determinable fair value for changes in observable prices each period, noting none for the three and six months ended June 30, 2025.

8. STOCKHOLDERS’ EQUITY

Stock Offerings

On March 1, 2024, the Company completed a private placement of 8,333,334 shares of its common stock at a price of $42.00 per share (the "Private Placement"). Net proceeds from the Private Placement were approximately $335.5 million, after offering costs of approximately $14.5 million. On March 19, 2024, the Company registered for resale the shares issued and sold in the Private Placement, pursuant to the Registration Rights Agreement entered into with the Purchasers, dated February 27, 2024.

On October 10, 2024, the Company completed an underwritten public offering of 11,500,000 shares of its common stock at a price to the public of $50.00 per share, which included 1,500,000 shares of common stock issued pursuant to the underwriters' option to purchase additional shares. Net proceeds from the offering were approximately $542.8 million, after underwriting discounts and commissions and other offering costs of approximately $32.2 million.

ATM Offerings

On August 13, 2019, the Company entered into a Sales Agreement (as amended, the “2019 Sales Agreement”) with SVB Leerink LLC and Cantor Fitzgerald & Co. (collectively, the “Sales Agents”), under which the Company could, from time to time, sell up to $150.0 million of shares of its common stock through the Sales Agents (the “2019 ATM Offering”). The 2019 ATM Offering was terminated upon the filing by the Company of its Registration Statement on Form S-3ASR on June 21, 2024.

On June 21, 2024, the Company entered into a Sales Agreement (the “2024 Sales Agreement”) with the Sales Agents under which the Company may, from time to time, sell up to $350.0 million of shares of its common stock through the Sales Agents (the “2024 ATM Offering”).

During the three and six months ended June 30, 2025, and as of date of this report, no shares of common stock have been issued pursuant to the 2019 ATM Offering or the 2024 ATM Offering.

9. EQUITY INCENTIVE PLANS

2021 Employment Inducement Incentive Award Plan

In December 2024, the Company amended the Company's 2021 Employment Inducement Incentive Award Plan (the "2021 Inducement Plan") to increase the number of shares of the Company’s common stock available for future issuance under the 2021 Inducement Plan to 9,500,000 shares. As of June 30, 2025, 2,379,126 shares of common stock were available for future issuance under the 2021 Inducement Plan.

2018 Incentive Award Plan

As of June 30, 2025, 5,232,485 shares of common stock were available for future issuance under the Company's 2018 Incentive Award Plan (the "2018 Plan").

The 2018 Plan contains a provision that allows annual increases in the number of shares available for issuance on the first day of each calendar year through January 1, 2028, in an amount equal to the lesser of: (i) 5% of the aggregate number of shares of the Company’s common stock outstanding on December 31 of the immediately preceding calendar year, or (ii) such lesser amount determined by the Company. Under this evergreen provision, on January 1, 2025, an additional 4,646,320 shares became available for future issuance under the 2018 Plan.

2018 Employee Stock Purchase Plan

As of June 30, 2025, 2,865,513 shares of common stock were available for issuance under the Company's 2018 Employee Stock Purchase Plan (the "ESPP").

12


 

The ESPP contains a provision that allows annual increases in the number of shares available for issuance on the first day of each calendar year through January 1, 2028, in an amount equal to the lesser of: (i) 1% of the aggregate number of shares of the Company’s common stock outstanding on December 31 of the immediately preceding calendar year, or (ii) such lesser amount determined by the Company. Under this evergreen provision, on January 1, 2025, an additional 929,264 shares became available for future issuance under the ESPP.

Stock Awards

Stock Options

Activity under the Company’s stock option plans during the six months ended June 30, 2025 was as follows:

 

 

 

 

 

 

Weighted-

 

 

Weighted-

 

 

Aggregate

 

 

 

 

 

 

Average

 

 

Average

 

 

Intrinsic

 

 

 

Options

 

 

Exercise

 

 

Remaining

 

 

Value

 

 

 

Outstanding

 

 

Price

 

 

Term

 

 

(000’s)

 

Balance at December 31, 2024

 

 

13,665,771

 

 

$

26.57

 

 

 

 

 

 

 

Granted

 

 

2,584,753

 

 

$

35.82

 

 

 

 

 

 

 

Exercised

 

 

(678,020

)

 

$

13.25

 

 

 

 

 

 

 

Forfeited and expired

 

 

(580,413

)

 

$

33.42

 

 

 

 

 

 

 

Balance at June 30, 2025

 

 

14,992,091

 

 

$

28.56

 

 

 

7.5

 

 

$

81,270

 

Vested and expected to vest at June 30, 2025

 

 

14,992,091

 

 

$

28.56

 

 

 

7.5

 

 

$

81,270

 

Exercisable at June 30, 2025

 

 

7,450,043

 

 

$

22.87

 

 

 

6.4

 

 

$

59,433

 

Restricted Stock Units

The Company’s restricted stock unit ("RSU") activity during the six months ended June 30, 2025, was as follows:

 

 

 

Restricted Stock

 

 

Weighted-

 

 

 

Units

 

 

Average

 

 

Outstanding

 

 

Grant Date

 

Balance at December 31, 2024

 

 

1,334,635

 

 

$

34.30

 

Granted

 

 

1,335,148

 

 

$

35.24

 

Vested

 

 

(407,264

)

 

$

32.66

 

Forfeited

 

 

(78,646

)

 

$

36.77

 

Balance at June 30, 2025

 

 

2,183,873

 

 

$

35.09

 

Employee Stock Purchase Plan

During the six months ended June 30, 2025, the Company issued approximately 115,000 shares of our common stock under the ESPP. The shares were purchased by employees at an average purchase price of $25.14 per share, resulting in proceeds to us of approximately $2.9 million.

Stock-Based Compensation Expense

Stock-based compensation expense for the equity awards issued by the Company to employees and non-employees for the periods presented below was as follows (in thousands):

 

 

 

Three months ended June 30,

 

 

Six months ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Included in research and development

 

$

13,099

 

 

$

11,491

 

 

$

24,918

 

 

$

19,056

 

Included in selling, general and administrative

 

 

13,025

 

 

 

7,449

 

 

 

21,684

 

 

 

13,338

 

Total stock-based compensation expense

 

$

26,124

 

 

$

18,940

 

 

$

46,602

 

 

$

32,394

 

 

A summary of the Company's total unrecognized stock-based compensation expense, as of June 30, 2025, is as follows:

 

 

 

Unrecognized Stock-Based

 

 

Average Remaining

 

 

Compensation Expense

 

 

Vesting Period

 

 

(in thousands)

 

 

(in years)

Stock option awards

 

$

153,517

 

 

2.6

RSU awards

 

$

67,952

 

 

3.1

ESPP

 

$

6,839

 

 

1.7

 

 

13


 

10. INVESTMENT IN RADIONETICS

In October 2021, the Company licensed its radiotherapeutics technology to Radionetics Oncology, Inc. in exchange for 50,500,000 shares of Radionetics' common stock (64% initial stake) and a warrant to maintain up to 22% equity in Radionetics on a fully diluted basis.

In August 2023, the Company participated in a refinancing transaction, exercising the warrant to purchase 3,407,285 shares of Radionetics common stock, exchanging 32,344,371 shares of Radionetics common stock for Radionetics preferred stock, and investing $5.0 million for an additional 14,404,656 shares of Radionetics preferred stock. The Radionetics license was also amended to include up to $15.0 million in new sales milestones.

In June 2024, the Radionetics license was amended to reduce development targets, reverting certain rights to the Company, and the Company is eligible to receive total potential sales milestones in excess of $300.0 million and single-digit royalties on net sales. In July 2024, Radionetics formed a strategic partnership with Eli Lilly and Company ("Lilly"), receiving a $140 million upfront payment and granting Lilly the exclusive right to acquire Radionetics for $1.0 billion.

Although Radionetics is a variable interest entity ("VIE"), the Company determined it is not the primary beneficiary and does not consolidate Radionetics’ results due to lack of control over key decisions, which rest with Radionetics’ independent board and management. As of June 30, 2025, the Company held a 25% ownership in Radionetics consisting of common and preferred stock and accounts for its investment under the equity method. The investment asset was previously written down to zero. No equity method losses were recorded for the three and six months ended June 30, 2025 and $0.5 million in losses were recorded during the same period in 2024.

R. Scott Struthers, Ph.D., the Company’s President and Chief Executive Officer, serves as chairman of the Radionetics board of directors. Pursuant to such arrangement, Dr. Struthers receives consideration in the form of both equity and a $50,000 annual retainer for his service as a board member of Radionetics. As of June 30, 2025, Dr. Struthers has an approximately 1.3% ownership stake in Radionetics, consisting of common stock. Reimbursements from Radionetics were immaterial during the three and six months ended June 30, 2025 and 2024.

11. SEGMENT REPORTING

The Company operates in a single reportable segment. The chief operating decision maker ("CODM"), its founder and chief executive officer, assesses performance based on condensed consolidated net loss as reported on the condensed consolidated statement of operations and comprehensive loss, supplemented by certain additional significant expense details reflected in the table below. There have been no changes in the determination of segmentation or the measurements used to determine reported segment loss or segment total assets discussed in the Company's FY 2024 Form 10-K.

Segment revenue and significant segment expenses which are regularly reported to the CODM are included within the table below and are reconciled to condensed consolidated net loss:

 

 

 

Three months ended June 30,

 

 

Six months ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Revenue

 

$

1,031

 

 

$

399

 

 

$

1,392

 

 

$

1,039

 

Less:

 

 

 

 

 

 

 

 

 

 

 

 

Research and development expenses

 

 

 

 

 

 

 

 

 

 

 

 

  Paltusotine

 

 

(14,047

)

 

 

(12,182

)

 

 

(30,653

)

 

 

(25,419

)

  Atumelnant

 

 

(10,935

)

 

 

(5,029

)

 

 

(18,194

)

 

 

(8,962

)

  Early research and development programs

 

 

(9,595

)

 

 

(6,549

)

 

 

(16,643

)

 

 

(11,873

)

  Research and development personnel expenses

 

 

(26,200

)

 

 

(18,159

)

 

 

(53,673

)

 

 

(36,586

)

  Research and development stock-based compensation

 

 

(13,099

)

 

 

(11,491

)

 

 

(24,918

)

 

 

(19,056

)

  Other research and development (1)

 

 

(6,425

)

 

 

(4,934

)

 

 

(12,460

)

 

 

(9,789

)

Total research and development expenses

 

 

(80,301

)

 

 

(58,344

)

 

 

(156,541

)

 

 

(111,685

)

Selling, general and administrative

 

 

 

 

 

 

 

 

 

 

 

 

  External selling, general and administrative expenses

 

 

(22,606

)

 

 

(9,664

)

 

 

(36,647

)

 

 

(16,849

)

  Selling, general and administrative personnel expenses

 

 

(14,211

)

 

 

(7,725

)

 

 

(27,037

)

 

 

(15,479

)

  Selling, general and administrative stock-based compensation

 

 

(13,025

)

 

 

(7,449

)

 

 

(21,684

)

 

 

(13,338

)

Total selling, general and administrative expenses

 

 

(49,842

)

 

 

(24,838

)

 

 

(85,368

)

 

 

(45,666

)

Total other income, net

 

 

13,475

 

 

 

8,728

 

 

 

28,106

 

 

 

15,797

 

Loss on equity method investment

 

 

 

 

 

 

 

 

 

 

 

(470

)

Segment and consolidated net loss

 

$

(115,637

)

 

$

(74,055

)

 

$

(212,411

)

 

$

(140,985

)

(1) Other research and development is comprised of non-personnel related research and development indirect costs incurred for the benefit of multiple research and development programs, including depreciation, and other facility-based expenses, such as rent expense.

 

14


 

12. NET LOSS PER SHARE

Basic net loss per share is computed by dividing the net loss by the weighted-average number of common shares outstanding for the period, without consideration for potentially dilutive securities. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock and dilutive common stock equivalents outstanding for the period determined using the treasury-stock and if-converted methods. Dilutive common stock equivalents are comprised of common stock subject to repurchase and stock options outstanding under the Company’s stock option plan. For all periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding as inclusion of the potentially dilutive securities on loss per share would be antidilutive.

Potentially dilutive securities (in common stock equivalent shares) not included in the calculation of diluted net loss per share because to do so would be anti-dilutive are as follows (in thousands):

 

 

 

As of June 30,

 

 

2025

 

 

2024

 

Stock option awards

 

 

14,992

 

 

 

14,138

 

Unvested RSU awards

 

 

2,183

 

 

 

1,430

 

Estimated shares of common stock expected to be purchased under the ESPP

 

 

445

 

 

 

231

 

Stock held in trust under deferred compensation plan

 

 

3

 

 

 

 

Total

 

 

17,623

 

 

 

15,799

 

 

15


 

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

You should read the following discussion of our financial condition and results of operations in conjunction with the unaudited condensed consolidated financial statements and the notes thereto included elsewhere in this Quarterly Report on Form 10-Q and with our audited financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2024.

Forward Looking Statements

The following discussion and other parts of this quarterly report contain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. All statements other than statements of historical facts contained in this quarterly report, including statements regarding our future results of operations and financial position, business strategy, the impact of international conflicts, prospective products, product approvals, research and development costs, timing and likelihood of success, plans and objectives of management for future operations and future results of anticipated products, are forward-looking statements. These statements are often identified by the use of words such as “may,” “will,” “expect,” “believe,” “anticipate,” “intend,” “could,” “should,” “estimate,” or “continue,” and similar expressions or variations. The forward-looking statements in this quarterly report are only predictions. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, operating results, business strategy, short-term and long-term business operations and objectives. These forward-looking statements speak only as of the date of this quarterly report and are subject to a number of risks, uncertainties and assumptions, including those described in Part II, Item 1A, “Risk Factors.” The events and circumstances reflected in our forward-looking statements may not be achieved or occur and actual results could differ materially from those projected in the forward-looking statements. Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements contained herein, whether as a result of any new information, future events, changed circumstances or otherwise.

Overview

We are a clinical-stage pharmaceutical company focused on the discovery, development and commercialization of novel therapeutics for endocrine diseases and endocrine-related tumors. We have built a highly productive drug discovery and development organization with extensive expertise in endocrine G protein coupled receptors, or GPCRs. We have discovered a pipeline of nonpeptide (small molecule) new chemical entities that target peptide GPCRs to address unmet needs for people with endocrine diseases and related tumors. Our lead product candidate is paltusotine, which is under review by the U.S. Food and Drug Administration, or FDA, in the United States, or U.S., for the treatment of acromegaly as PALSONIFYTM, under review by regulatory agencies in Europe for the treatment of acromegaly, and in clinical development for treatment of carcinoid syndrome associated with neuroendocrine tumors. Our second product candidate is atumelnant, which is in clinical development for congenital adrenal hyperplasia, or CAH and ACTH-Dependent Cushing’s Syndrome, or ADCS. We are advancing additional product candidates through preclinical discovery and development studies. Our vision is to build the premier, endocrine-rooted global pharmaceutical company dedicated to improving the lives of patients.

Key Pipeline Updates

The following represents a summary of notable business updates and events:

Paltusotine

U.S. Food and Drug Administration review of PALSONIFY for the treatment and maintenance of acromegaly continues as expected.
Shared additional detail on the patient population with acromegaly that could be a candidate for chronic pharmacological intervention with Palsonify. Our research suggests that there are approximately 11,000 addressable patients, approximately 500 newly diagnosed addressable patients each year and at least 17,000 undiagnosed patients in the U.S.
Marketing authorization application, or MAA, validated by the European Medicines Agency, or EMA, for paltusotine for the treatment of acromegaly, consistent with a timeline for a potential EMA decision in the first half of 2026. The EMA also granted Orphan Drug Designation, or ODD, for paltusotine for the treatment of acromegaly, further highlighting the level of unmet need and the potential for paltusotine to offer significant benefit to patients.

Atumelnant

Phase 2 TouCAHn open-label study of atumelnant in CAH reported positive results. Atumelnant administration was shown to result in rapid, substantial and sustained statistically significant reduction in androstenedione, or A4, levels, the key biomarker for disease control. Atumelnant was well-tolerated and demonstrated significant clinical improvements. We have also initiated an open-label extension study.
Phase 3 CALM-CAH study is designed with an uncompromising primary endpoint to demonstrate atumelnant’s potential ability to normalize A4 levels with physiological glucocorticoid, or GC, replacement.

16


 

Continued progress on the development program for atumelnant across multiple trials, including enrollment completion of Cohort 4 of the adult Phase 2 study with data expected early in 2026.
Announced our pediatric trial design in CAH, BALANCE-CAH. BALANCE-CAH is designed as an operationally seamless three-part study (Phase 2/3/OLE). Part A is an open-label, semi-sequential cohort study to evaluate the safety, efficacy, and pharmacokinetics, or PK, of atumelnant treatment in pediatric participants with classic CAH. Part B is a double-blind, placebo controlled confirmatory portion of the study to evaluate the safety and efficacy of atumelnant in pediatric participants with classic CAH. Part C is a single-arm, open-label, long-term safety and efficacy study in pediatric participants that completed participation in either Part A or Part B of this study. We plan to initiate the BALANCE-CAH pediatric study in the second half of 2025.
Announced that we expect to initiate the Phase 2/3 trial of atumelnant in ADCS in the first half of 2026.

Early-Stage Pipeline:

Investigational New Drug, or IND, clearance for CRN09682, the first candidate from the nonpeptide drug conjugate, or NDC, platform. A “Study May Proceed” letter has been received to allow us to begin a Phase 1/2 dose escalation study of CRN09682 with an expansion phase for the treatment of metastatic or locally advanced SST2-positive neuroendocrine tumors and other SST2-expressing solid tumors.
Revealed preclinical data on CRN12755 (a Thyroid Stimulating Hormone, or TSH, antagonist), CRN10329 (an SST3 agonist) and CRN09682 (an SST2+ nonpeptide drug conjugate) at our in-person and virtual Research and Development Day, or R&D Day, on June 26, 2025.
The R&D Day presentation included the following updates on our pre-clinical development pipeline:
CRN12755: We provided preclinical data on our lead candidate, CRN12755, in the TSHR antagonist program for the treatment of Graves’ disease, including the two major manifestations Graves’ hyperthyroidism and Graves’ orbitopathy (Thyroid Eye Disease, or TED). CRN12755 was observed to decrease TSAb-stimulated thyroid hormone (T4) in a rat model, and was observed to decrease hyaluronic acid and IL-6 production in Graves Orbital Fibroblasts, or GOFs from TED patients. We also provided an overview of the clinical development strategy for CRN12755, including key biomarkers and other data to be captured in the Phase 1 trial.
CRN10329: We identified CRN10329 as a preclinical leading development candidate for a selective SST3 nonpeptide agonist for the treatment of autosomal dominant polycystic kidney disease, or ADPKD. CRN10329 was observed to decrease cystic index, cellular proliferation, kidney weight and aberrant expression of renal tubular injury markers in a mouse model of ADPKD. We also shared data highlighting that SST3 is highly and consistently expressed in cyst-lining cells in ADPKD.
CRN09682:
o
We shared data on CRN09682 previously presented at medical conferences that show the potency, selectivity and internalization of CRN09682. CRN09682 in tumor and plasma and free monomethyl auristatin E, or MMAE, in plasma are not observed after 24 hours in a mouse tumor model, while free MMAE cleaved from CRN09682 persists within the tumor for at least 240 hours. We also demonstrated that CRN09682 induced anti-tumor activity in a dose-dependent manner in different mouse tumor growth models without a decrease in body weight.
o
We provided additional details regarding the trial design of BRAVESST2, our Phase 1/2 study of CRN09682 for the treatment of metastatic or locally advanced SST2-positive neuroendocrine tumors and other SST2-expressing solid tumors. In the Phase 1 dose escalation phase, we expect to enroll 3-6 patients per cohort until the minimum tolerated dose is confirmed. Data from the dose escalation will inform the recommended expansion dose for the Phase 2 dose expansion phase and confirm the tumor sub-types that will be enrolled in the expansion cohorts. We expect to enroll up to 150 participants across both Phase 1 and Phase 2 of the trial.

International Expansion:

We continued international expansion activities in parallel with the continuing review of our marketing authorization application, or MAA, for paltusotine by the European Medicines Agency.

 

Financial operations overview

To date, we have devoted substantially all of our resources to drug discovery, conducting preclinical studies and clinical trials, obtaining and maintaining patents related to our product candidates, licensing activities, and the provision of selling, general and administrative support for these operations and commercial preparedness. We have recognized revenues from various research and development grants and license and collaboration agreements, but do not have any products approved for sale and have not generated any product sales. We have funded our operations primarily through our grant and license revenues, and offerings of our preferred and common stock.

17


 

We have incurred cumulative net losses since our inception. Our net losses may fluctuate significantly from quarter-to-quarter and year-to-year, depending on the timing of our clinical trials and preclinical studies and our expenditures on other research and development activities. We expect our expenses and operating losses will increase substantially as we conduct our ongoing and planned clinical trials, continue our research and development activities and conduct preclinical studies, hire additional personnel, protect our intellectual property and incur costs associated with being a public company, including audit, legal, regulatory, and tax-related services associated with maintaining compliance with exchange listing and Securities and Exchange Commission, or SEC, requirements, director and officer insurance premiums, and investor relations costs.

We do not expect to generate any revenues from product sales unless and until we successfully obtain regulatory approval for one or more of our product candidates. If we obtain regulatory approval for any of our product candidates, we expect to incur significant commercialization expenses related to product sales, marketing, manufacturing and distribution. Accordingly, until such time as we can generate significant revenue from sales of our product candidates, if ever, we expect to finance our cash needs through equity offerings, debt financings or other sources as may be required, including potentially, collaborations, licenses and other similar arrangements. However, we may be unable to raise additional funds or enter into such other arrangements when needed on favorable terms or at all. Our failure to raise capital or enter into such other arrangements when needed would have a negative impact on our financial condition and could force us to delay, scale back or discontinue the development of our existing product candidates, our commercialization efforts or our efforts to expand our product pipeline.

Revenues

To date, our revenues have been mainly derived from research grant awards and licenses, including our Collaboration and License Agreement with Radionetics Oncology, Inc., or the Radionetics License, our license agreement with Sanwa Kagaku Kenkyusho Co., Ltd., or the Sanwa License, and our license agreement with Cellular Longevity, Inc. doing business as Loyal, or the Loyal License. We have also entered into a clinical supply agreement, or the Sanwa Clinical Supply Agreement, whereby we are responsible for manufacturing and supplying certain materials to Sanwa Kagaku Kenkyusho Co., Ltd. for specified activities under the Sanwa License. As our data exchange performance obligation under the Sanwa License is fulfilled, we expect to recognize as revenues the deferred revenue amounts included in the accompanying condensed consolidated balance sheets as of June 30, 2025. We will recognize royalty and milestone revenues under our license agreements if and when appropriate under the relevant accounting rules (see Note 7 to our condensed consolidated financial statements). Our revenues of $1.0 million and $0.4 million for the three months ended June 30, 2025 and 2024, respectively, and $1.4 million and $1.0 million for the six months ended June 30, 2025 and 2024, respectively, were derived from the Sanwa License and the Sanwa Clinical Supply Agreement. We have not generated any revenues from the commercial sale of approved products, and we may never generate revenues from the commercial sale of our product candidates for at least the foreseeable future, if ever. However, we submitted a New Drug Application, or NDA, to the FDA, for PALSONIFY for the proposed treatment and long-term maintenance therapy of acromegaly and subsequently received notification of acceptance from the FDA on the status of the NDA submission and were granted a Prescription Drug User Fee Act, or PDUFA, Target Action Date of September 25, 2025.

Research and development

To date, our research and development expenses have related primarily to discovery efforts and preclinical and clinical development of our product candidates. Research and development expenses are recognized as incurred and payments made prior to the receipt of goods or services to be used in research and development are capitalized until the goods or services are received.

Research and development expenses include:

salaries, payroll taxes, employee benefits, and stock-based compensation charges for those individuals involved in research and development efforts;
external research and development expenses incurred under agreements with contract research organizations, or CROs, investigative sites and consultants to conduct our clinical trials and preclinical and nonclinical studies;
costs related to manufacturing our product candidates for clinical trials and preclinical studies, including fees paid to third-party manufacturers;
costs related to compliance with regulatory requirements;
laboratory supplies; and
facilities, depreciation and other allocated expenses for rent, facilities maintenance, insurance, equipment and other supplies.

Our direct research and development expenses consist principally of external costs, such as fees paid to CROs, investigative sites and consultants in connection with our clinical trials, preclinical and non-clinical studies, and costs related to manufacturing clinical trial materials. The majority of our third-party expenses during the three and six months ended June 30, 2025 and 2024 related to the research and development of paltusotine, atumelnant, and discovery. We deploy our personnel and facility related resources across all of our research and development activities.

18


 

Our clinical development costs may vary significantly based on factors such as:

per patient trial costs;
the number of trials required for approval;
the number of sites included in the trials;
the countries in which the trials are conducted;
the length of time required to enroll eligible patients;
the number of patients that participate in the trials;
number of doses that patients receive;
drop-out or discontinuation rates of patients;
potential additional safety monitoring requested by regulatory agencies;
the duration of patient participation in the trials and follow-up;
the cost and timing of manufacturing our product candidates;
the number of product candidates;
the phase of development of our product candidates; and
the efficacy and safety profile of our product candidates.

We plan to increase our research and development expenses for the foreseeable future as we continue the development of our product candidates and the discovery of new product candidates. We cannot determine with certainty the timing of initiation, the duration or the completion costs of current or future preclinical studies and clinical trials of our product candidates due to the inherently unpredictable nature of preclinical and clinical development. Clinical and preclinical development timelines, the probability of success and development costs can differ materially from expectations. We anticipate that we will make determinations as to which product candidates to pursue and how much funding to direct to each product candidate on an ongoing basis in response to the results of ongoing and future preclinical studies and clinical trials, regulatory developments and our ongoing assessments as to each product candidate’s commercial potential. We may need to raise substantial additional capital in the future. In addition, we cannot forecast which product candidates may be subject to future collaborations, when such arrangements will be secured, if at all, and to what degree such arrangements would affect our development plans and capital requirements.

Selling, general and administrative

Selling, general and administrative expenses consist primarily of salaries and employee-related costs, including stock-based compensation, for personnel in executive, finance and other administrative functions. Other significant costs include facility-related costs, legal fees relating to intellectual property and corporate matters, professional fees for accounting and consulting services, insurance costs, and commercial planning expenses. We also incur expenses related to audit, legal, regulatory, and tax-related services associated with maintaining compliance with exchange listing and SEC requirements, director and officer insurance premiums, as well as corporate strategy and business development, corporate communications, and investor relations costs associated with operating as a public company. We anticipate that our selling, general and administrative expenses will increase in the future to support our continued research and development activities and, if any of our product candidates receive marketing approval, commercialization activities.

 

Critical Accounting Estimates

Our management's discussion and analysis of our financial condition and results of operations is based on our condensed consolidated financial statements, which we have prepared in accordance with U.S. generally accepted accounting principles, or GAAP. The preparation of these condensed consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, and expenses and the disclosure of contingent assets and liabilities at the date of our condensed consolidated financial statements. On an ongoing basis, we evaluate our estimates and judgments, including those related to accrued expenses and leases. We base our estimates on historical experience, known trends and events, information received from third parties and various other factors that we believe are reasonable under the circumstances at the time the estimates are made, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. Our critical accounting policies are those accounting principles generally accepted in the United States that require us to make subjective estimates and judgments about matters that are uncertain and are likely to have a material impact on our financial condition and results of operations, as well as the specific manner in which we apply those principles. For a description of our critical accounting policies, please see the section entitled

19


 

“Management’s Discussion and Analysis of Financial Condition and Results of Operations — Critical Accounting Estimates” contained in our Annual Report on Form 10-K for the year ended December 31, 2024. There have been no material changes to our critical accounting estimates discussed therein.

Results of Operations

Comparison of the three and six months ended June 30, 2025 and 2024

The following table summarizes our results of operations for the three and six months ended June 30, 2025 and 2024 (in thousands):

 

 

 

Three months ended June 30,

 

 

$

 

 

%

 

 

 

Six months ended June 30,

 

 

$

 

 

%

 

 

 

 

2025

 

 

2024

 

 

Change

 

 

Change

 

 

 

2025

 

 

2024

 

 

Change

 

 

Change

 

 

Revenues

 

$

1,031

 

 

$

399

 

 

$

632

 

 

 

158

 

%

 

$

1,392

 

 

$

1,039

 

 

$

353

 

 

 

34

 

%

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

 

80,301

 

 

 

58,344

 

 

 

21,957

 

 

 

38

 

%

 

 

156,541

 

 

 

111,685

 

 

 

44,856

 

 

 

40

 

%

Selling, general and administrative

 

 

49,842

 

 

 

24,838

 

 

 

25,004

 

 

 

101

 

%

 

 

85,368

 

 

 

45,666

 

 

 

39,702

 

 

 

87

 

%

Total operating expenses

 

 

130,143

 

 

 

83,182

 

 

 

46,961

 

 

 

56

 

%

 

 

241,909

 

 

 

157,351

 

 

 

84,558

 

 

 

54

 

%

Loss from operations

 

 

(129,112

)

 

 

(82,783

)

 

 

(46,329

)

 

 

56

 

%

 

 

(240,517

)

 

 

(156,312

)

 

 

(84,205

)

 

 

54

 

%

Other income, net

 

 

13,475

 

 

 

8,728

 

 

 

4,747

 

 

 

54

 

%

 

 

28,106

 

 

 

15,797

 

 

 

12,309

 

 

 

78

 

%

Loss before equity method investment

 

 

(115,637

)

 

 

(74,055

)

 

 

(41,582

)

 

 

56

 

%

 

 

(212,411

)

 

 

(140,515

)

 

 

(71,896

)

 

 

51

 

%

Loss on equity method investment

 

 

 

 

 

 

 

 

 

 

 

 

%

 

 

 

 

 

(470

)

 

 

470

 

 

 

(100

)

%

Net loss

 

$

(115,637

)

 

$

(74,055

)

 

$

(41,582

)

 

 

56

 

%

 

$

(212,411

)

 

$

(140,985

)

 

$

(71,426

)

 

 

51

 

%

 

Revenues. Revenues during the three and six months ended June 30, 2025 and the three and six months ended June 30, 2024 related to the Sanwa License and the Sanwa Clinical Supply Agreement.

Research and development expenses. The increase of $22.0 million and $44.9 million in research and development expenses during the three and six months ended June 30, 2025, respectively, compared to the prior year periods was primarily due to an increase in headcount, manufacturing activities and increased clinical costs driven by the advancement of our clinical programs and the expansion of our preclinical portfolio, as outlined below.

20


 

The following table summarizes our primary external and internal research and development expenses for the three and six months ended June 30, 2025 and 2024 (in thousands):

 

 

 

Three months ended June 30,

 

 

$

 

%

 

 

 

Six months ended June 30,

 

 

$

 

%

 

 

 

 

2025

 

 

2024

 

 

Change

 

Change

 

 

 

2025

 

 

2024

 

 

Change

 

Change

 

 

External research and development expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Clinical trials

 

$

15,326

 

 

$

9,153

 

 

$

6,173

 

 

67

 

%

 

$

26,827

 

 

$

19,542

 

 

$

7,285

 

 

37

 

%

Contract manufacturing

 

 

7,422

 

 

 

5,721

 

 

 

1,701

 

 

30

 

%

 

 

16,174

 

 

 

11,974

 

 

 

4,200

 

 

35

 

%

Preclinical studies

 

 

3,318

 

 

 

2,271

 

 

 

1,047

 

 

46

 

%

 

 

5,910

 

 

 

4,116

 

 

 

1,794

 

 

44

 

%

Outside services

 

 

10,180

 

 

 

7,151

 

 

 

3,029

 

 

42

 

%

 

 

19,497

 

 

 

12,371

 

 

 

7,126

 

 

58

 

%

Other external research and development

 

 

15

 

 

 

9

 

 

 

6

 

 

67

 

%

 

 

30

 

 

 

13

 

 

 

17

 

 

131

 

%

Total external research and development expenses

 

 

36,261

 

 

 

24,305

 

 

 

11,956

 

 

49

 

%

 

 

68,438

 

 

 

48,016

 

 

 

20,422

 

 

43

 

%

Internal expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel expenses

 

 

26,200

 

 

 

18,159

 

 

 

8,041

 

 

44

 

%

 

 

53,673

 

 

 

36,586

 

 

 

17,087

 

 

47

 

%

Stock-based compensation

 

 

13,099

 

 

 

11,491

 

 

 

1,608

 

 

14

 

%

 

 

24,918

 

 

 

19,056

 

 

 

5,862

 

 

31

 

%

Facilities and related

 

 

2,992

 

 

 

3,114

 

 

 

(122

)

 

(4

)

%

 

 

6,002

 

 

 

5,671

 

 

 

331

 

 

6

 

%

Other internal research and development

 

 

1,749

 

 

 

1,275

 

 

 

474

 

 

37

 

%

 

 

3,510

 

 

 

2,356

 

 

 

1,154

 

 

49

 

%

Total internal research and development expenses

 

 

44,040

 

 

 

34,039

 

 

 

10,001

 

 

29

 

%

 

 

88,103

 

 

 

63,669

 

 

 

24,434

 

 

38

 

%

Total research and development expenses

 

$

80,301

 

 

$

58,344

 

 

$

21,957

 

 

38

 

%

 

$

156,541

 

 

$

111,685

 

 

$

44,856

 

 

40

 

%

 

The increase in the majority of the categories above for the three and six months ended June 30, 2025 since the corresponding prior period is as a result of the advancement of our clinical programs and the expansion of our preclinical portfolio.

The following table summarizes our research and development expenses by program for the three and six months ended June 30, 2025 and 2024 (in thousands):

 

 

 

Three months ended June 30,

 

 

$

 

%

 

 

 

Six months ended June 30,

 

 

$

 

%

 

 

 

 

2025

 

 

2024

 

 

Change

 

Change

 

 

 

2025

 

 

2024

 

 

Change

 

Change

 

 

Paltusotine

 

$

14,047

 

 

$

12,182

 

 

$

1,865

 

 

15

 

%

 

$

30,653

 

 

$

25,419

 

 

$

5,234

 

 

21

 

%

Atumelnant

 

 

10,935

 

 

 

5,029

 

 

 

5,906

 

 

117

 

%

 

 

18,194

 

 

 

8,962

 

 

 

9,232

 

 

103

 

%

Early research and development programs

 

 

9,595

 

 

 

6,549

 

 

 

3,046

 

 

47

 

%

 

 

16,643

 

 

 

11,873

 

 

 

4,770

 

 

40

 

%

Personnel expenses

 

 

26,200

 

 

 

18,159

 

 

 

8,041

 

 

44

 

%

 

 

53,673

 

 

 

36,586

 

 

 

17,087

 

 

47

 

%

Stock-based compensation

 

 

13,099

 

 

 

11,491

 

 

 

1,608

 

 

14

 

%

 

 

24,918

 

 

 

19,056

 

 

 

5,862

 

 

31

 

%

Other

 

 

6,425

 

 

 

4,934

 

 

 

1,491

 

 

30

 

%

 

 

12,460

 

 

 

9,789

 

 

 

2,671

 

 

27

 

%

Total research and development expenses

 

$

80,301

 

 

$

58,344

 

 

$

21,957

 

 

38

 

%

 

$

156,541

 

 

$

111,685

 

 

$

44,856

 

 

40

 

%

 

The increase in research and development programs for the three and six months ended June 30, 2025 as compared to the prior year periods was primarily due to clinical and manufacturing costs associated with paltusotine for the treatment of carcinoid syndrome and atumelnant, pre-clinical and manufacturing costs for early research and development programs, and increase in headcount and other increases to support the overall increased activities in various programs.

Selling, general and administrative expenses. The increase of $25.0 million and $39.7 million in selling, general and administrative expenses during the three and six months ended June 30, 2025 , respectively, compared to the prior year periods was primarily due to the increase in personnel expenses of $12.0 million (including $5.6 million of stock-based compensation expense) and $20.0 million (including $8.3 million of stock-based compensation expense) for the three and six months ended June 30, 2025, respectively, when compared to the same periods in 2024. The remainder of the increase is primarily attributable to an increase in outside services of $10.3 million and $16.0 million for the three months and six months ended June 30, 2025, respectively, as compared to the prior year periods. These increases are attributable to the increase in headcount and increase in selling and other general and administrative costs to support our overall growth and the planned commercial launch of PALSONIFY.

21


 

Other income, net. The increase of $4.7 million and $12.3 million in other income during the three and six months ended June 30, 2025 since the corresponding periods in the prior year was primarily due to an increase in income generated by our investment securities.

Liquidity and Capital Resources

Our financial condition is summarized as follows:

 

 

 

June 30,
2025

 

 

December 31,
2024

 

 

$ Change

 

 

% Change

 

 

Cash and cash equivalents

 

$

53,726

 

 

$

264,545

 

 

$

(210,819

)

 

 

(80

)

 %

Investment securities

 

 

1,142,634

 

 

 

1,089,524

 

 

 

53,110

 

 

 

5

 

 %

Cash, cash equivalents and investment securities

 

$

1,196,360

 

 

$

1,354,069

 

 

$

(157,709

)

 

 

(12

)

 %

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Working capital

 

$

1,148,868

 

 

$

1,315,704

 

 

$

(166,836

)

 

 

(13

)

 %

Accumulated deficit

 

$

(1,164,521

)

 

$

(952,110

)

 

$

(212,411

)

 

 

22

 

 %

 

Based on our current and anticipated level of operations, we believe that our existing capital resources, together with income generated by our investment securities, will be sufficient to satisfy our current and projected funding requirements for at least the next twelve months. However, our forecast of the period through which our financial resources will be adequate to support our operations is a forward-looking statement that involves risks and uncertainties, and actual results could vary materially. We have based this estimate on assumptions that may prove to be wrong, and we could use our capital resources sooner than we expect. Additionally, the process of testing product candidates in clinical trials is costly, and the timing of progress and expenses in these trials is uncertain.

Our future capital requirements will depend on many factors, including:

the type, number, scope, progress, expansions, results, costs and timing of our preclinical studies and clinical trials of our product candidates which we are pursuing or may choose to pursue in the future;
the costs of and our ability to obtain clinical and commercial supplies for our current product candidates and any other product candidates we may identify and develop;
the costs and timing of manufacturing for our product candidates, including commercial manufacturing if any product candidate is approved;
the costs, timing and outcome of regulatory review of our product candidates;
the costs of obtaining, maintaining and enforcing our patents and other intellectual property rights;
our efforts to enhance operational systems and hire additional personnel to satisfy our obligations as a public company, including enhanced internal controls over financial reporting;
the costs associated with hiring additional personnel and consultants as our preclinical and clinical activities increase;
the costs and timing of establishing or securing sales and marketing capabilities if any product candidate is approved;
our ability to achieve sufficient market acceptance, adequate coverage and reimbursement from third-party payors and adequate market share and revenue for any approved products;
the terms and timing of establishing and maintaining collaborations, licenses and other similar arrangements;
costs associated with any products or technologies that we may in-license or acquire;
our ability to generate revenues through future licensing arrangements and product sales after commercialization;
the funding of any co-development arrangements we enter into; and
our ability to participate in future equity offerings by Radionetics Oncology, Inc.

Until such time, if ever, as we can generate substantial product revenues to support our cost structure, we expect to finance our cash needs through equity offerings, debt financings or other capital sources, including potential collaborations, licenses, and other similar arrangements. To the extent that we raise additional capital through the sale of equity or convertible debt securities, the ownership interest of our stockholders will be or could be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect the rights of our common stockholders. In addition, our ability to access financing on the terms we anticipate, or at all, may be impacted by volatility in global credit and financial markets, including as a result of inflation, rising interest rates, fluctuation in the value of the U.S. dollar and the effects, if any, of evolving international trade policies and government actions relating to tariffs. Debt financing and preferred equity financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures, or declaring dividends.

22


 

If we raise funds through collaborations, licenses, and other similar arrangements with third parties, we may have to relinquish valuable rights to our technologies, future revenue streams, research programs or product candidates or grant licenses on terms that may not be favorable to us and/or may reduce the value of our common stock. If we are unable to raise additional funds through equity or debt financings when needed, we may be required to delay, limit, reduce or terminate our product development or future commercialization efforts or grant rights to develop and market our product candidates even if we would otherwise prefer to develop and market such product candidates ourselves.

ATM Offering

On June 21, 2024, we entered into a Sales Agreement, or the 2024 Sales Agreement, with SVB Leerink LLC and Cantor Fitzgerald & Co., or the Sales Agents, under which we may, from time to time, sell up to $350.0 million of shares of our common stock through the Sales Agents, or the 2024 ATM Offering. We are not obligated to, and we cannot provide any assurances that we will continue to, make any sales of the shares under the 2024 Sales Agreement. The 2024 Sales Agreement may be terminated by either Sales Agent (with respect to itself) or us at any time upon 10 days’ notice to the other parties, or by either Sales Agent, with respect to itself, at any time in certain circumstances, including the occurrence of a material adverse change. We will pay the Sales Agents a commission for their services in acting as agent in the sale of common stock in an amount equal to 3% of the gross sales price per share sold. During the three and six months ended June 30, 2025 and as of date of this report, no shares of common stock had been sold under the 2019 ATM Offering or the 2024 ATM Offering Agreement.

Common Stock and Common Stock Equivalents

As of July 29, 2025, outstanding shares of common stock were 94.2 million, outstanding stock options were 15.0 million, unvested restricted stock units were 2.2 million, and shares expected to be purchased under the 2018 Employee Stock Purchase Plan, or ESPP, were 0.4 million.

Cash Flows

We have incurred cumulative net losses and negative cash flows from operations since our inception and anticipate we will continue to incur net losses for the foreseeable future. As of June 30, 2025, we had unrestricted cash, cash equivalents and investment securities of $1.2 billion and an accumulated deficit of $1.2 billion.

The following table provides information regarding our cash flows for the six months ended June 30, 2025 and 2024 (in thousands):

 

 

 

Six months ended June 30,

 

 

$

 

 

%

 

 

 

 

2025

 

 

2024

 

 

Change

 

 

Change

 

 

Net cash used in operating activities

 

$

(174,303

)

 

$

(100,500

)

 

$

(73,803

)

 

 

73

 

 %

Net cash used in investing activities

 

 

(48,008

)

 

 

(53,332

)

 

 

5,324

 

 

 

(10

)

 %

Net cash provided by financing activities

 

 

11,492

 

 

 

401,097

 

 

 

(389,605

)

 

 

(97

)

 %

Net change in cash, cash equivalents and restricted cash

 

$

(210,819

)

 

$

247,265

 

 

$

(458,084

)

 

 

(185

)

 %

 

Operating Activities. The increase in cash used in operations was primarily attributable to higher net loss due to higher personnel costs to support our growth, increase in research and development expenses to support our pipeline, and increase in pre-commercialization costs to support the commercialization of Palsonify. The net cash used in operating activities during the six months ended June 30, 2025 was primarily due to our net loss of $212.4 million adjusted for $41.0 million of noncash charges and a $2.9 million change in operating assets and liabilities. Net cash used in operating activities during the six months ended June 30, 2024 was primarily due to our net loss of $141.0 million adjusted for $28.4 million of noncash charges, primarily for stock-based compensation, and a $12.1 million change in operating assets and liabilities.

Investing activities. Investing activities consist primarily of purchases of investment securities and, to a lesser extent, the cash outflow associated with purchases of property and equipment, offset by proceeds from maturities and sale of investment securities

Financing activities. The net cash provided by financing activities during 2025 resulted from proceeds received from the exercise of stock options and shares issued under the ESPP, and the net cash provided by financing activities during the same period in 2024 resulted from proceeds received from the sale of common stock and cash received from the exercise of stock options and shares issued under the ESPP.

23


 

Item 3. Quantitative and Qualitative Disclosures about Market Risk

For a discussion of our market risks, refer to Item 7A, “Quantitative and Qualitative Disclosures about Market Risk,” included in our 2024 Annual Report on Form 10-K. There have been no material changes to any of these risks since December 31, 2024.

Item 4. Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the rules of the Securities and Exchange Commission, or SEC, and forms and that such information is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate, to allow for timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. In addition, the design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, control may become inadequate because of changes in conditions, or the degree of compliance with policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

As required by Exchange Act Rule 13a-15(b), we carried out an evaluation, under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report. Based on the foregoing, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures were effective as of June 30, 2025 at the reasonable assurance level.

There has been no change in our internal control over financial reporting during our most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

24


 

PART II — OTHER INFORMATION

We are not currently a party to any material legal proceedings. From time to time, we are involved in legal proceedings or subject to claims incident to the ordinary course of business. Regardless of the outcome, such proceedings or claims can have an adverse impact on us because of defense and settlement costs, diversion of resources and other factors, and there can be no assurances that favorable outcomes will be obtained.

Item 1A. Risk Factors

We do not believe that there have been any material changes to the risk factors set forth in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2024.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

Rule 10b5-1 Trading Plans

The following members of our Board of Directors and/or officers adopted, modified, or terminated a trading arrangement that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c):

 

Name

 

Title of Director or Officer

 

Action

 

Date of Action

 

Duration of Plan

 

Total Shares of Common Stock to be Sold

Dana Pizzuti

 

Chief Medical and Development Officer

 

Termination of 10b5-1 plan

 

May 20, 2025

 

January 3, 2025 - December 31, 2025

 

Up to 70,000 shares

Dana Pizzuti

 

Chief Medical and Development Officer

 

Adoption of 10b5-1 plan

 

May 21, 2025

 

August 20, 2025 - September 2, 2026

 

Up to 96,492 shares

Isabel Kalofonos

 

Chief Commercial Officer

 

Adoption of 10b5-1 plan

 

June 7, 2025

 

January 1, 2026 - December 19, 2026

 

Up to 12,500 shares

 

25


 

Item 6. Exhibits

EXHIBIT INDEX

 

Exhibit

 

Incorporated by Reference

Filed

Number

Exhibit Description

Form

File No.

Exhibit

Filing Date

Herewith

3.1

Amended and Restated Certificate of Incorporation

8-K

001-38583

3.3

7/20/2018

 

3.2

Amended and Restated Bylaws

8-K

001-38583

3.1

12/12/2023

 

4.1

Specimen Stock Certificate Evidencing the Shares of Common Stock

S-1/A

333-225824

4.1

7/9/2018

 

31.1

Certification of Chief Executive Officer pursuant to Rule 13(a)-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes Oxley Act of 2002

 

 

 

 

X

31.2

Certification of Chief Financial Officer pursuant to Rule 13(a)-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes Oxley Act of 2002

 

 

 

 

X

32.1*

Certification of Chief Executive Officer and Chief Financial Officer pursuant 18. U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002

 

 

 

 

X

101.INS

Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the inline XBRL document

 

 

 

 

X

101.SCH

Inline XBRL Taxonomy Extension Schema Document.

 

 

 

 

X

104

Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

 

 

 

 

X

 

 

* The certification attached as Exhibit 32.1 that accompanies this Quarterly Report on Form 10-Q is not deemed filed with the SEC and is not to be incorporated by reference into any filing of Crinetics Pharmaceuticals, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Form 10-Q, irrespective of any general incorporation language contained in such filing.

26


 

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

Crinetics Pharmaceuticals, Inc.

 

 

 

 

 

Date: August 7, 2025

By:

 

/s/ R. Scott Struthers, Ph.D.

 

 

 

R. Scott Struthers, Ph.D.

 

 

 

 

President and Chief Executive Officer

 

 

 

 

(Principal executive officer)

 

 

 

 

 

Date: August 7, 2025

By:

 

/s/ Tobin Schilke

 

 

 

Tobin Schilke

 

 

 

 

Chief Financial Officer

 

 

 

 

(Principal financial and accounting officer)

 

 

27


Crinetics Pharmaceuticals

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Biotechnology
Pharmaceutical Preparations
United States
SAN DIEGO