0001558370-22-012641 | 10-Q | XBRL Viewer | Scholar Rock Holding Corp

Print Document View Excel Document

Document and Entity Information - shares	6 Months Ended
Document and Entity Information - shares	Jun. 30, 2022	Aug. 03, 2022
Document and Entity Information
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2022
Document Transition Report	false
Entity File Number	001-38501
Entity Registrant Name	SCHOLAR ROCK HOLDING CORP
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	82-3750435
Entity Address, Address Line One	301 Binney Street, 3rd Floor
Entity Address, City or Town	Cambridge
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02142
City Area Code	857
Local Phone Number	259 3860
Title of 12(b) Security	Common Stock
Trading Symbol	SRRK
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		51,640,650
Entity Central Index Key	0001727196
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q2
Amendment Flag	false

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 305,730	$ 212,835
Marketable securities	64,958	40,159
Prepaid expenses and other current assets	18,451	12,325
Total current assets	389,139	265,319
Property and equipment, net	8,747	9,564
Operating lease right-of-use asset	22,060	25,442
Restricted cash	2,498	2,498
Other long-term assets	1,684	1,622
Total assets	424,128	304,445
Current liabilities:
Accounts payable	2,851	4,434
Accrued expenses	17,894	17,456
Operating lease liability	7,840	7,407
Short-term debt	11,577	1,577
Deferred revenue		33,193
Other current liabilities		230
Total current liabilities	40,162	64,297
Long-term portion of operating lease liability	15,648	19,652
Long-term debt	38,811	48,422
Total liabilities	94,621	132,371
Commitments and contingencies (Note 8)
Stockholders' equity:
Preferred stock, $0.001 par value; 10,000,000 shares authorized at June 30, 2022 and December 31, 2021; no shares issued and outstanding at June 30, 2022 and December 31, 2021
Common stock, $0.001 par value; 150,000,000 shares authorized; 51,638,247 and 35,209,099 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively	52	35
Additional paid-in capital	757,614	548,204
Accumulated other comprehensive loss	(79)	(35)
Accumulated deficit	(428,080)	(376,130)
Total stockholders' equity	329,507	172,074
Total liabilities and stockholders' equity	$ 424,128	$ 304,445

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2022	Dec. 31, 2021
CONSOLIDATED BALANCE SHEETS
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	51,638,247	35,209,099
Common stock, shares outstanding	51,638,247	35,209,099

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
Revenue		$ 4,595	$ 33,193	$ 9,303
Operating expenses:
Research and development	$ 32,073	25,603	61,439	48,152
General and administrative	11,074	9,265	21,834	18,631
Total operating expenses	43,147	34,868	83,273	66,783
Loss from operations	(43,147)	(30,273)	(50,080)	(57,480)
Other income (expense), net	(853)	(434)	(1,870)	(898)
Net loss	$ (44,000)	$ (30,707)	$ (51,950)	$ (58,378)
Net loss per share, basic (in dollars per share)	$ (1.06)	$ (0.84)	$ (1.31)	$ (1.60)
Net loss per share, diluted (in dollars per share)	$ (1.06)	$ (0.84)	$ (1.31)	$ (1.60)
Weighted average common shares outstanding, basic (in shares)	41,622,392	36,582,708	39,550,991	36,482,132
Weighted average common shares outstanding, diluted (in shares)	41,622,392	36,582,708	39,550,991	36,482,132
Comprehensive loss:
Net loss	$ (44,000)	$ (30,707)	$ (51,950)	$ (58,378)
Other comprehensive income (loss):
Unrealized gain (loss) on marketable securities	73	(14)	(44)	11
Total other comprehensive income (loss)	73	(14)	(44)	11
Comprehensive loss	$ (43,927)	$ (30,721)	$ (51,994)	$ (58,367)

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Common Stock	Additional Paid-in Capital	Accumulated Other Comprehensive Income (Loss)	Accumulated Deficit	Total
Balance at beginning at Dec. 31, 2020	$ 34	$ 505,069	$ (2)	$ (244,331)	$ 260,770
Balance at beginning (in shares) at Dec. 31, 2020	34,152,470
Increase (decrease) in Stockholders' Equity
Unrealized gain (loss) on marketable securities			25		25
Exercise of stock options		2,743			2,743
Exercise of stock options (in shares)	245,920
Equity-based compensation expense		4,673			4,673
Net Loss				(27,671)	(27,671)
Balance at end at Mar. 31, 2021	$ 34	512,485	23	(272,002)	240,540
Balance at end (in shares) at Mar. 31, 2021	34,398,390
Balance at beginning at Dec. 31, 2020	$ 34	505,069	(2)	(244,331)	260,770
Balance at beginning (in shares) at Dec. 31, 2020	34,152,470
Increase (decrease) in Stockholders' Equity
Unrealized gain (loss) on marketable securities					11
Net Loss					(58,378)
Balance at end at Jun. 30, 2021	$ 34	519,322	9	(302,709)	216,656
Balance at end (in shares) at Jun. 30, 2021	34,459,787
Balance at beginning at Mar. 31, 2021	$ 34	512,485	23	(272,002)	240,540
Balance at beginning (in shares) at Mar. 31, 2021	34,398,390
Increase (decrease) in Stockholders' Equity
Unrealized gain (loss) on marketable securities			(14)		(14)
Exercise of stock options		611			611
Exercise of stock options (in shares)	61,397
Equity-based compensation expense		6,226			6,226
Net Loss				(30,707)	(30,707)
Balance at end at Jun. 30, 2021	$ 34	519,322	9	(302,709)	216,656
Balance at end (in shares) at Jun. 30, 2021	34,459,787
Balance at beginning at Dec. 31, 2021	$ 35	548,204	(35)	(376,130)	172,074
Balance at beginning (in shares) at Dec. 31, 2021	35,209,099
Increase (decrease) in Stockholders' Equity
Unrealized gain (loss) on marketable securities			(117)		(117)
Exercise of stock options		481			481
Exercise of stock options (in shares)	42,129
Issuance of common shares upon RSU vesting (in shares)	49,595
Equity-based compensation expense		6,828			6,828
Net Loss				(7,950)	(7,950)
Balance at end at Mar. 31, 2022	$ 35	555,513	(152)	(384,080)	171,316
Balance at end (in shares) at Mar. 31, 2022	35,300,823
Balance at beginning at Dec. 31, 2021	$ 35	548,204	(35)	(376,130)	172,074
Balance at beginning (in shares) at Dec. 31, 2021	35,209,099
Increase (decrease) in Stockholders' Equity
Unrealized gain (loss) on marketable securities					(44)
Net Loss					(51,950)
Balance at end at Jun. 30, 2022	$ 52	757,614	(79)	(428,080)	329,507
Balance at end (in shares) at Jun. 30, 2022	51,638,247
Balance at beginning at Mar. 31, 2022	$ 35	555,513	(152)	(384,080)	171,316
Balance at beginning (in shares) at Mar. 31, 2022	35,300,823
Increase (decrease) in Stockholders' Equity
Unrealized gain (loss) on marketable securities			73		73
Exercise of stock options	$ 1	1			2
Exercise of stock options (in shares)	263
Sale of common shares, pre-funded warrants and warrants to purchase common shares, net of issuance costs	$ 16	195,309			195,325
Sale of common shares, pre-funded warrants and warrants to purchase common shares, net of issuance costs (in shares)	16,326,530
Issuance of common shares upon RSU vesting (in shares)	10,631
Equity-based compensation expense		6,791			6,791
Net Loss				(44,000)	(44,000)
Balance at end at Jun. 30, 2022	$ 52	$ 757,614	$ (79)	$ (428,080)	$ 329,507
Balance at end (in shares) at Jun. 30, 2022	51,638,247

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Cash flows from operating activities:
Net loss	$ (51,950)	$ (58,378)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	1,493	1,227
Amortization of debt discount and debt issuance costs	389	167
Loss on disposal of property and equipment	32	24
Equity-based compensation	13,619	10,899
Amortization/accretion of investment securities	291	517
Non-cash operating lease expense	3,382	3,107
Change in operating assets and liabilities:
Prepaid expenses and other current assets	(6,126)	(4,355)
Other assets	(62)
Accounts payable	(1,394)	(1,779)
Accrued expenses	17	1,227
Operating lease liabilities	(3,571)	(1,937)
Deferred revenue	(33,193)	(9,303)
Other liabilities	(231)	227
Net cash used in operating activities	(77,304)	(58,357)
Cash flows from investing activities:
Purchases of property and equipment	(920)	(3,295)
Purchases of marketable securities	(80,134)	(30,131)
Maturities of marketable securities	55,000	135,000
Net cash (used in) provided by investing activities	(26,054)	101,574
Cash flows from financing activities:
Proceeds from sale of common shares, pre-funded warrants and warrants to purchase common shares, net of issuance costs	195,770
Proceeds from stock option exercises	483	3,354
Other		(10)
Net cash provided by financing activities	196,253	3,344
Net increase in cash, cash equivalents and restricted cash	92,895	46,561
Cash, cash equivalents and restricted cash, beginning of period	215,333	162,856
Cash, cash equivalents and restricted cash, end of period	308,228	209,417
Supplemental disclosure of non-cash items:
Property and equipment purchases in accounts payable and accrued expenses		635
Offering costs in accrued expenses	445
Supplemental cash flow information:
Cash paid for interest	$ 1,836	$ 992

Nature of the Business

6 Months Ended

Jun. 30, 2022

Nature of the Business

Nature of the Business

1. Nature of the Business

Scholar Rock Holding Corporation (the “Company”) is a biopharmaceutical company focused on the discovery and development of innovative medicines for the treatment of serious diseases in which signaling by protein growth factors plays a fundamental role. The Company’s novel understanding of the molecular mechanisms of growth factor activation enabled the development of a proprietary platform for the discovery and development of monoclonal antibodies that locally and selectively target the precursor, or latent, forms of growth factors. The Company’s first product candidate, apitegromab, is a highly selective, fully human, monoclonal antibody, with a unique mechanism of action that results in inhibition of the activation of the growth factor, myostatin, in skeletal muscle. Apitegromab is being developed as a potential first muscle-directed therapy for the treatment of spinal muscular atrophy (“SMA”). The Company is conducting SAPPHIRE, a pivotal Phase 3 clinical trial to evaluate the efficacy and safety of apitegromab in patients with non-ambulatory Type 2 and Type 3 SMA. In June 2022, the Company announced 24-month efficacy and safety extension data of apitegromab in patients with Type 2 and Type 3 SMA from the Phase 2 TOPAZ proof-of-concept clinical trial. The Company’s second product candidate, SRK-181, is being developed for the treatment of cancers that are resistant to checkpoint inhibitor (“CPI”) therapies, such as anti-PD-1 or anti-PD-L1 antibody therapies. SRK-181 is a highly selective inhibitor of the activation of latent transforming growth factor beta-1 (“TGFβ1”) that is being investigated in the Company’s Phase 1 DRAGON proof-of-concept clinical trial in patients with locally advanced or metastatic solid tumors that exhibit primary resistance to anti-PD-(L)1 antibodies. The DRAGON trial consists of two parts: Part A (dose escalation of SRK-181 as a single-agent or in combination with an approved anti-PD-(L)1 therapy) and Part B (dose expansion evaluating SRK-181 in combination with an approved anti-PD- (L)1 antibody therapy). Part B encompasses five cohorts, including urothelial carcinoma, cutaneous melanoma, non-small cell lung cancer, clear cell renal cell carcinoma and other solid tumors and commenced in 2021. Additionally, the Company continues to create a pipeline of product candidates to deliver novel therapies to underserved patients suffering from a wide range of serious diseases, including neuromuscular disorders, cancer, and fibrosis. The Company was originally formed in May 2012. Its principal offices are in Cambridge, Massachusetts.

Since its inception, the Company’s operations have focused on research and development of monoclonal antibodies that selectively inhibit activation of growth factors for therapeutic effect, as well as establishing the Company’s intellectual property portfolio and performing research and development activities. The Company has primarily financed its operations through various equity financings, including the sale of common stock, common warrants and pre-funded warrants in June 2022 (Note 6), as well as research and development collaboration agreements and the Company’s debt facility (Note 9).

Revenue generation activities have been limited to two collaborations, both containing research services and the issuance of a license. The first agreement, executed in 2013, was with Janssen Biotech, Inc. (“Janssen”), a subsidiary of Johnson & Johnson and was terminated in July 2022. The second agreement, the Gilead Collaboration Agreement with Gilead Sciences, Inc. (“Gilead”), was in effect between December 2018 and January 2022. No revenues have been recorded from the sale of any commercial product.

The Company is subject to a number of risks similar to other life science companies, including, but not limited to, successful discovery and development of its drug candidates, raising additional capital, development by its competitors of new technological innovations, protection of proprietary technology and regulatory approval and market acceptance of the Company’s product candidates. The Company anticipates that it will continue to incur significant operating losses for the next several years as it continues to develop its product candidates. The Company believes that its existing cash, cash equivalents, and marketable securities at June 30, 2022 will be sufficient to allow the Company to fund its current operations through at least a period of one year after the date these financial statements are issued.

Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2022

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

The significant accounting policies used in preparation of the unaudited consolidated financial statements are described in the Company’s audited consolidated financial statements as of and for the year ended December 31, 2021, and the notes thereto, which are included in the Company’s Annual Report on Form 10-K. There have been no material changes to the significant accounting policies previously disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

Cash, Cash Equivalents and Restricted Cash

The following table reconciles cash, cash equivalents and restricted cash per the balance sheet to the statement of cash flows (in thousands):


	As of June 30,
	2022		2021
Cash and cash equivalents	$	305,730	$	206,919
Restricted cash		2,498		2,498
	$	308,228	$	209,417

Unaudited Interim Financial Information

The consolidated financial statements of the Company included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). The unaudited consolidated financial statements include the accounts of Scholar Rock Holding Corporation and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. In the opinion of management, the information furnished reflects all adjustments, all of which are of a normal and recurring nature, necessary for a fair presentation of the results for the reported interim periods. The Company considers events or transactions that occur after the balance sheet date but before the financial statements are issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure. The results of operations for interim periods are not necessarily indicative of results to be expected for the full year or any other interim period.

Use of Estimates

The preparation of financial statements in accordance with GAAP requires management to make estimates and judgments that may affect the reported amounts of assets and liabilities and related disclosures of contingent assets and liabilities at the date of the financial statements and the related reporting of revenues and expenses during the reporting period. Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances. Actual results could differ from those estimates.

Recently Issued Accounting Pronouncements

In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The standard requires that a financial asset or a group of financial assets measured at amortized cost basis to be presented at the net amount expected to be collected. Under current GAAP, a company only considered past events and current conditions in measuring an incurred loss. Under ASU 2016-13, the information that a company must consider is broadened in developing an expected credit loss estimate for assets measured either collectively or individually. The use of forecasted information incorporates more timely information in the estimate of expected credit loss. The guidance is applied using a modified retrospective, or prospective approach, depending on a specific amendment. In November 2019, the FASB deferred the effective date for smaller reporting companies to fiscal years beginning after December 15, 2022. The Company does not anticipate a material impact to its net financial position or disclosures as a result of the adoption of ASU 2016-13.

Fair Value of Financial Assets and Liabilities

6 Months Ended

Jun. 30, 2022

Fair Value of Financial Assets and Liabilities

Fair Value of Financial Assets and Liabilities

3. Fair Value of Financial Assets and Liabilities

The following tables summarize the assets and liabilities measured at fair value on a recurring basis at June 30, 2022 and December 31, 2021 (in thousands):


	Fair Value Measurements at June 30, 2022
	Total		Level 1		Level 2		Level 3
Assets:
Money market funds, included in cash and cash equivalents	$	101,816	$	101,816	$	—	$	—
Marketable securities:
U.S. Treasury obligations		64,958		64,958		—		—
Total assets	$	166,774	$	166,774	$	—	$	—


	Fair Value Measurements at December 31, 2021
	Total		Level 1		Level 2		Level 3
Assets:
Money market funds, included in cash and cash equivalents	$	188,493	$	188,493	$	—	$	—
Marketable securities:
U.S. Treasury obligations		40,159		40,159		—		—
Total assets	$	228,652	$	228,652	$	—	$	—

Cash, cash equivalents and marketable securities are Level 1 assets and include investments in money market funds and U.S. government securities that are valued using quoted market prices. Accordingly, money market funds and government funds are categorized as Level 1 as of June30, 2022 and December 31, 2021. There were no transfers of assets between fair value measurement levels during the three and six months ended June 30, 2022 or 2021.

The carrying amounts reflected in the balance sheets for prepaid expenses and other current assets, accounts payable, and accrued expenses approximate their fair values at June 30, 2022 and December 31, 2021, due to their short-term nature.

The Company believes the terms of its debt reflect current market conditions for an instrument with similar terms and maturity, therefore the carrying value of the Company's debt approximates its fair value based on Level 3 of the fair value hierarchy.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Marketable Securities

6 Months Ended

Jun. 30, 2022

Marketable Securities

Marketable Securities

4. Marketable Securities

The following table summarizes the Company’s investments as of June 30, 2022 (in thousands):


			Gross
	Amortized		Unrealized				Estimated
	Cost		Gains		Losses		Fair Value
Marketable securities available-for-sale:
U.S. Treasury obligations	$	65,037		—		(79)	$	64,958
Total available-for-sale securities	$	65,037	$	—	$	(79)	$	64,958

The following table summarizes the Company’s investments as of December 31, 2021 (in thousands):


			Gross
	Amortized		Unrealized				Estimated
	Cost		Gains		Losses		Fair Value
Marketable securities available-for-sale:
U.S. Treasury obligations	$	40,194	$	—	$	(35)	$	40,159
Total available-for-sale securities	$	40,194	$	—	$	(35)	$	40,159

The aggregate fair value of marketable securities with unrealized losses was $65.0 million and $30.2 million at June 30, 2022 and December 31, 2021, respectively. At June 30, 2022 and December 31, 2021, five investments

and three investments, respectively, were in an unrealized loss position. All such investments have been in an unrealized loss position for less than a year and these losses are considered temporary. The Company has the ability and intent to hold these investments until a recovery of their amortized cost, which may not occur until maturity.

Accrued Expenses

6 Months Ended

Jun. 30, 2022

Accrued Expenses

Accrued Expenses

5. Accrued Expenses

As of June 30, 2022 and December 31, 2021, accrued expenses consist of the following (in thousands):


	As of
	June 30,		December 31,
	2022		2021
Accrued external research and development expense	$	8,978	$	8,428
Accrued payroll and related expenses		4,982		7,147
Accrued professional and consulting expense		1,988		1,421
Accrued restructuring expense		1,363		—
Accrued other		583		460
	$	17,894	$	17,456

Common Stock

6 Months Ended

Jun. 30, 2022

Common Stock.

Common Stock

6. Common Stock

On June 17, 2022, the Company entered into a securities purchase agreement relating to the issuance and sale of an aggregate of 16,326,530 shares of its common stock, pre-funded warrants to purchase 25,510,205 shares of its common stock and associated common warrants to purchase 10,459,181 shares of its common stock. The offering price per share and associated common warrant was $4.90 and the offering price per pre-funded warrant and associated common warrant is $4.8999, which equals the per share public offering price for the common shares less the $0.0001 exercise price for each such pre-funded warrant. The pre-funded warrants are exercisable at any time and only expire when exercised in full. Each common warrant has an exercise price per share of $7.35 (150% of the offering price per share of the common stock), is immediately exercisable and will expire on December 31, 2025. Total gross proceeds of the transaction was approximately $205.0 million. The offering was made pursuant to a registration statement on Form S-3. The offering closed on June 22, 2022 and the Company received approximately $195.3 million in net proceeds, after deducting placement agent fees and estimated offering expenses. The pre-funded warrants and warrants meet the condition for equity classification and were therefore recorded as a component of stockholders’ equity within additional paid-in capital. No pre-funded warrants or warrants have been exercised as of June 30, 2022.

Equity-Based Compensation

6 Months Ended

Jun. 30, 2022

Equity-Based Compensation

Equity-Based Compensation

7. Equity-Based Compensation

The Company recorded equity-based compensation expense related to all equity-based awards, which was allocated as follows in the consolidated statements of operations and comprehensive loss for the three and six months ended June 30, 2022 and 2021 (in thousands):


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2022		2021		2022		2021
Research and development expense	$	3,116	$	2,847	$	6,523	$	4,958
General and administrative expense		3,675		3,379		7,096		5,941
	$	6,791	$	6,226	$	13,619	$	10,899

The following table summarizes the Company’s unrecognized equity-based compensation expense as of June 30, 2022:



	As of June 30, 2022
		Unrecognized Expense (in thousands)	Weighted Average Remaining Period of Recognition (years)
Restricted Stock Units		23,719	3.1
Stock Options		43,158	2.5
	$	66,877

Restricted Stock Units

The following table summarizes the Company’s restricted stock unit activity for the current year:


		Weighted
		Average Grant
	Number of Units	Date Fair Value
Restricted stock units as of December 31, 2021	314,901	$	47.38
Granted	1,704,282	$	11.03
Vested	(60,226)	$	52.39
Forfeited	(144,330)	$	25.67
Restricted stock units as of June 30, 2022	1,814,627	$	14.81

The total fair value of restricted stock units vested during the six months ended June 30, 2022 was $1.0 million.

Stock Options

The following table summarizes the Company’s stock option activity for the current year:


				Weighted
		Weighted		Average
	Number of	Average		Remaining	Aggregate
	Shares	Exercise Price		Contractual Term	Intrinsic Value
				(in years)	(in thousands)
Outstanding as of December 31, 2021	3,743,400	$	25.55	8.06	$	26,272
Granted	2,081,968	$	10.71
Exercised	(42,392)	$	11.37
Cancelled	(383,749)	$	30.01
Outstanding as of June 30, 2022	5,399,227	$	19.62	8.06	$	748
Options exercisable as of June 30, 2022	2,050,517	$	20.17	6.28	$	—

Using the Black-Scholes option pricing model, the weighted average fair value of options granted during the six months ended June 30, 2022 was $7.74.

The following weighted average assumptions were used in determining the fair value of options granted in the six months ended June 30, 2022 and 2021:


	Six Months Ended
	June 30,
	2022		2021
Risk-free interest rate	2.63	%	0.74	%
Expected dividend yield	0.0	%	0.0	%
Expected term (years to liquidity)	5.83		6.21
Expected volatility	87.51	%	87.89	%

2022 Inducement Plan

In June 2022, the Board of Directors of the Company approved the Scholar Rock Holding Corporation 2022 Inducement Equity Plan (the “2022 Inducement Plan”). Pursuant to the terms of the 2022 Inducement Plan, the Company may grant non-qualified stock options, stock appreciation rights, restricted stock awards, restricted stock units, unrestricted stock awards and dividend equivalent rights for up to a total of 1,000,000 shares of common stock to individuals that were not previously an employee or director of the Company or individuals returning to employment after a bona fide period of non-employment with the Company. As of June 30, 2022, no awards have been granted from the 2022 Inducement Plan.

Commitments and Contingencies

6 Months Ended

Jun. 30, 2022

Commitments and Contingencies

Commitments and Contingencies

8. Commitments and Contingencies

Operating Leases

620 Memorial Facility Lease

In March 2015, the Company entered into a 5-year lease of office and laboratory space for its corporate headquarters (the “Lease”) at 620 Memorial Drive in Cambridge, Massachusetts. The Lease was amended in February 2018, to add an additional space (the “Expansion Space”) at the current location and to extend the Lease term (the “Amended Lease”). The Amended Lease expires in September 2023. Annual rent payments, including the Expansion Space, increase from $1.4 million to $1.7 million over the term of the Amended Lease. Variable lease payments include the Company’s allocated share of costs incurred and expenditures made by the landlord in the operation and management of the building. The Company has the option to extend the term of the Amended Lease for one additional term of 5 years commencing after the Amended Lease expires.

On October 5, 2020, the Company entered into a Sublease Agreement (the “Sublease”) with Orna Therapeutics, Inc. (the “Subtenant”) to sublease the space covered by the Amended Lease at 620 Memorial Drive, Cambridge, Massachusetts. The Sublease term commenced on February 1, 2021 and ends on August 31, 2023, unless terminated earlier. The Sublease provides for initial annual base rent of approximately $1.9 million. The Subtenant is obligated to pay for certain costs, taxes and operating expenses, subject to certain exclusions. The Sublease is subordinate to that certain Indenture of Lease, dated March 5, 2015, by and between 620 Memorial Leasehold LLC and Scholar Rock, Inc., as amended.

301 Binney Facility Lease

In November 2019, the Company entered into a lease of office and laboratory space at 301 Binney Street in Cambridge, Massachusetts to be used as its new corporate headquarters. The expiration date of the lease is in August 2025 and the Company has the option to extend the term by two years. The base rent is $6.9 million per year, subject to an annual increase of 3.5%, and the Company was subject to a free-rent period through mid-August 2020. Variable lease payments include the Company’s allocated share of costs incurred and expenditures made by the landlord in the operation and management of the building. The lease included incentives of $14.1 million in the form of an allowance for tenant improvements related to the design and build out of the space. In connection with the lease, the Company has secured a letter of credit for $2.3 million which renews automatically each year. The lease commencement date, for accounting purposes, was reached in September 2020.

Other information related to the Company’s leases (excluding the Company’s sublease income of $0.7 million and $1.4 million for the three and six months ended June 30, 2022, respectively) is as follows (in thousands, except lease term and discount rate):


	For Three Months Ended		For Six Months Ended
	June 30,		June 30,
	2022		2022
Lease Cost:
Operating lease cost	$	2,169	$	4,337
Variable lease cost		528		903
Total lease cost	$	2,697	$	5,240


	For Six Months Ended
	June 30,
	2022
Other information:
Operating cash flows used for operating leases	$	4,527
Weighted average remaining lease term		3.0
Weighted average incremental borrowing rate		7.5	%

Legal Proceedings

The Company, from time to time, may be party to litigation arising in the ordinary course of its business. The Company was not subject to any material legal proceedings during the six months ended June 30, 2022 and 2021.

Debt

6 Months Ended

Jun. 30, 2022

Debt

Debt

9. Debt

On October 16, 2020 (the “Closing Date”) the Company entered into a Loan and Security Agreement with Oxford Finance LLC and Silicon Valley Bank (“SVB”) for $50.0 million (the “Loan and Security Agreement”). Tranche 1 of $25.0 million was funded on the Closing Date. The Company had an additional $25.0 million in loan proceeds available through December 31, 2021 if certain criteria were met under Tranche 2. On November 16, 2021, the Company entered into Amendment No. 1 (the “Amendment”) to the Loan and Security Agreement to revise the Tranche 2 milestones to be when the Company has: (i) publicly announced the Phase 3 SAPPHIRE clinical trial design for apitegromab and registered such clinical trial with clinicaltrials.gov; and (ii) initiated Part B of the Phase 1 DRAGON clinical trial for SRK-181. Pursuant to the Amendment, Tranche 2 of $25.0 million was funded in December 2021. The Loan and Security Agreement will mature on May 1, 2025 and requires interest only payments through November 2022, with principal payments commencing in December 2022. The interest rate on the unpaid principal will be the greater of the Wall Street Journal prime rate plus 4.60% or 7.85% per annum. Prepayment is permitted and may include either a 2% or 3% fee (of the principal amount being prepaid), depending on when the prepayment is made. The Company is also required to make a final payment equal to 4% of the original principal amount. The Company shall maintain cash in an SVB account equal to the lesser of 100% of the Company’s consolidated cash or 105% of the dollar amount of the outstanding debt.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-URI https://asc.fasb.org/topic&trid=2208564

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1E
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (i)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

+ Details

Agreements

6 Months Ended

Jun. 30, 2022

Agreements

Agreements

10. Agreements

Collaboration with Gilead

On December 19, 2018 (the “Effective Date”), the Company entered into a three-year Master Collaboration Agreement (the “Gilead Collaboration Agreement”) with Gilead to discover and develop specific inhibitors of transforming growth factor beta (“TGFβ”) activation focused on the treatment of fibrotic diseases. Under the collaboration, Gilead had exclusive options to license worldwide rights to product candidates that emerge from three of the Company’s TGFβ programs (each a “Gilead Program”). Pursuant to the Gilead Collaboration Agreement, the Company was responsible for antibody discovery and preclinical research through product candidate nomination, after which, upon exercising the option for a Gilead Program, Gilead would be responsible for the program’s preclinical and clinical development and commercialization. Such option could have been exercised by Gilead at any time from the Effective Date through a date that is 90 days following the expiration of the Research Collaboration Term for a given Gilead Program (no later than March 19, 2022), or until termination of the Gilead Program, whichever is earlier (the “Option Exercise Period”). On January 6, 2022, Gilead agreed to terminate its option exercise period for all programs.

Revenue associated with the research and development and license performance obligations relating to the Gilead Programs was recognized as revenue as the research and development services were provided using an input method, according to the costs that were incurred on each Gilead Program and the costs that were expected to be incurred to satisfy the performance obligation. The transfer of control occurred over time. In management’s judgment, this input method was the best measure of progress towards satisfying the performance obligation. The amounts allocated to the

three material rights provided by the options (“Material Rights”) was to be deferred on the Company’s consolidated balance sheet until either exercise or termination of the respective options.

A $25.0 million preclinical milestone was achieved in December 2019 for the successful demonstration of efficacy in preclinical in vivo proof-of-concept studies. As a result, the associated $25.0 million was included in the consideration transferred and proportionally allocated to the performance obligations, as it was probable that a future material reversal would not occur.

The Company recognized the revenue related to the research and development services based on a cost input method over the research term for each respective Gilead Program, which spanned from January 2019 through December 2021. In January 2022, upon Gilead’s termination of its option exercise period for all programs, the Company recognized revenue of $33.2 million attributable to the Material Rights in the Company’s consolidated statements of operations and comprehensive loss, after which all revenue related to the Gilead Collaboration Agreement had been fully recoginzed.

Net Loss per Share

6 Months Ended

Jun. 30, 2022

Net Loss per Share

Net Loss per Share

11. Net Loss per Share

The Company calculates basic net loss per share by dividing net loss by the weighted average number of common shares outstanding, excluding restricted common stock. The weighted average number of common shares used in the basic and diluted net loss per share calculation include the pre-funded warrants issued in connection with the Company’s November 2020 and June 2022 follow-on offerings as the pre-funded warrants are exercisable at any time for nominal cash consideration. As of June 30, 2022 no pre-funded warrants have been exercised and 27,689,692 pre-funded warrants are outstanding. The Company has generated a net loss in all periods presented, so the basic and diluted net loss per share are the same, as the inclusion of the potentially dilutive securities would be anti-dilutive.

The following table sets forth the outstanding common stock equivalents, presented based on amounts outstanding at each period end, that have been excluded from the calculation of diluted net loss per share for the periods indicated because their inclusion would have been anti-dilutive:


	Six Months Ended June 30,
	2022	2021
Restricted stock awards	—	9,387
Restricted stock units	1,814,627	267,481
Stock options	5,399,227	4,323,010
Warrants	10,459,181	—
	17,673,035	4,599,878

Restructuring

6 Months Ended

Jun. 30, 2022

Restructuring

Restructuring

12. Restructuring

On May 16, 2022, the Company announced a reduction in workforce in connection with the restructuring of its business to prioritize and focus on its clinical stage assets. The restructuring resulted in a reduction of the Company’s workforce by 39 positions, or approximately 25%, and occurred during the second quarter of 2022. As a result, the Company recorded restructuring costs of $1.9 million related to severance benefits for the affected employees, including salary continuation, coverage of medical insurance premiums and outplacement services, of which $1.4 million was recorded to research and development expense and $0.5 million was recorded to general and administrative expenses in the three and six months ended June 30, 2022. As of June 30, 2022, $1.4 million of the total $1.9 million remains accrued, the majority of which is expected to be paid by the end of 2022. The Company also incurred $0.1 million of non-cash expense related to equity modifications associated with the extension of the post-termination option exercise period for the vested portion of the affected employees’ outstanding stock options, as well as modifications of certain restricted stock units.

Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2022

Summary of Significant Accounting Policies

Cash, Cash Equivalents and Restricted Cash

The following table reconciles cash, cash equivalents and restricted cash per the balance sheet to the statement of cash flows (in thousands):


	As of June 30,
	2022		2021
Cash and cash equivalents	$	305,730	$	206,919
Restricted cash		2,498		2,498
	$	308,228	$	209,417

Unaudited Interim Financial Information

Use of Estimates

Recently Issued Accounting Pronouncements

Summary of Significant Accounting Policies (Tables)

6 Months Ended

Jun. 30, 2022

Summary of Significant Accounting Policies

Schedule of reconciles of cash, cash equivalents and restricted cash

The following table reconciles cash, cash equivalents and restricted cash per the balance sheet to the statement of cash flows (in thousands):


	As of June 30,
	2022		2021
Cash and cash equivalents	$	305,730	$	206,919
Restricted cash		2,498		2,498
	$	308,228	$	209,417

Fair Value of Financial Assets and Liabilities (Tables)

6 Months Ended

Jun. 30, 2022

Fair Value of Financial Assets and Liabilities

Schedule of summary of the assets and liabilities measured at fair value on a recurring basis

The following tables summarize the assets and liabilities measured at fair value on a recurring basis at June 30, 2022 and December 31, 2021 (in thousands):


	Fair Value Measurements at June 30, 2022
	Total		Level 1		Level 2		Level 3
Assets:
Money market funds, included in cash and cash equivalents	$	101,816	$	101,816	$	—	$	—
Marketable securities:
U.S. Treasury obligations		64,958		64,958		—		—
Total assets	$	166,774	$	166,774	$	—	$	—


	Fair Value Measurements at December 31, 2021
	Total		Level 1		Level 2		Level 3
Assets:
Money market funds, included in cash and cash equivalents	$	188,493	$	188,493	$	—	$	—
Marketable securities:
U.S. Treasury obligations		40,159		40,159		—		—
Total assets	$	228,652	$	228,652	$	—	$	—

Marketable Securities (Tables)

6 Months Ended

Jun. 30, 2022

Marketable Securities

Summary of investments

The following table summarizes the Company’s investments as of June 30, 2022 (in thousands):


			Gross
	Amortized		Unrealized				Estimated
	Cost		Gains		Losses		Fair Value
Marketable securities available-for-sale:
U.S. Treasury obligations	$	65,037		—		(79)	$	64,958
Total available-for-sale securities	$	65,037	$	—	$	(79)	$	64,958

The following table summarizes the Company’s investments as of December 31, 2021 (in thousands):


			Gross
	Amortized		Unrealized				Estimated
	Cost		Gains		Losses		Fair Value
Marketable securities available-for-sale:
U.S. Treasury obligations	$	40,194	$	—	$	(35)	$	40,159
Total available-for-sale securities	$	40,194	$	—	$	(35)	$	40,159

Accrued Expenses (Tables)

6 Months Ended

Jun. 30, 2022

Accrued Expenses

Summary of accrued expenses

As of June 30, 2022 and December 31, 2021, accrued expenses consist of the following (in thousands):


	As of
	June 30,		December 31,
	2022		2021
Accrued external research and development expense	$	8,978	$	8,428
Accrued payroll and related expenses		4,982		7,147
Accrued professional and consulting expense		1,988		1,421
Accrued restructuring expense		1,363		—
Accrued other		583		460
	$	17,894	$	17,456

Equity-Based Compensation (Tables)

6 Months Ended

Jun. 30, 2022

Equity-Based Compensation

Summary of allocation of equity-based compensation


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2022		2021		2022		2021
Research and development expense	$	3,116	$	2,847	$	6,523	$	4,958
General and administrative expense		3,675		3,379		7,096		5,941
	$	6,791	$	6,226	$	13,619	$	10,899

Summary of unrecognized equity-based compensation expense



	As of June 30, 2022
		Unrecognized Expense (in thousands)	Weighted Average Remaining Period of Recognition (years)
Restricted Stock Units		23,719	3.1
Stock Options		43,158	2.5
	$	66,877

Summary of stock activity


		Weighted
		Average Grant
	Number of Units	Date Fair Value
Restricted stock units as of December 31, 2021	314,901	$	47.38
Granted	1,704,282	$	11.03
Vested	(60,226)	$	52.39
Forfeited	(144,330)	$	25.67
Restricted stock units as of June 30, 2022	1,814,627	$	14.81

Summary of stock option activity


				Weighted
		Weighted		Average
	Number of	Average		Remaining	Aggregate
	Shares	Exercise Price		Contractual Term	Intrinsic Value
				(in years)	(in thousands)
Outstanding as of December 31, 2021	3,743,400	$	25.55	8.06	$	26,272
Granted	2,081,968	$	10.71
Exercised	(42,392)	$	11.37
Cancelled	(383,749)	$	30.01
Outstanding as of June 30, 2022	5,399,227	$	19.62	8.06	$	748
Options exercisable as of June 30, 2022	2,050,517	$	20.17	6.28	$	—

Schedule of weighted average assumptions in fair value


	Six Months Ended
	June 30,
	2022		2021
Risk-free interest rate	2.63	%	0.74	%
Expected dividend yield	0.0	%	0.0	%
Expected term (years to liquidity)	5.83		6.21
Expected volatility	87.51	%	87.89	%

Commitments and Contingencies (Tables)

6 Months Ended

Jun. 30, 2022

Commitments and Contingencies

Summary of lease costs


	For Three Months Ended		For Six Months Ended
	June 30,		June 30,
	2022		2022
Lease Cost:
Operating lease cost	$	2,169	$	4,337
Variable lease cost		528		903
Total lease cost	$	2,697	$	5,240


	For Six Months Ended
	June 30,
	2022
Other information:
Operating cash flows used for operating leases	$	4,527
Weighted average remaining lease term		3.0
Weighted average incremental borrowing rate		7.5	%

Net Loss per Share (Tables)

6 Months Ended

Jun. 30, 2022

Net Loss per Share

Summary of anti-dilutive securities


	Six Months Ended June 30,
	2022	2021
Restricted stock awards	—	9,387
Restricted stock units	1,814,627	267,481
Stock options	5,399,227	4,323,010
Warrants	10,459,181	—
	17,673,035	4,599,878

Nature of the Business (Details)	6 Months Ended
Nature of the Business (Details)	Jun. 30, 2022 item
Nature of the Business
Number of collaborations	2

Summary of Significant Accounting Policies - Cash (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021	Jun. 30, 2021	Dec. 31, 2020
Cash and cash equivalents and restricted cash
Cash and cash equivalents	$ 305,730	$ 212,835	$ 206,919
Restricted cash	2,498	2,498	2,498
Total	$ 308,228	$ 215,333	$ 209,417	$ 162,856

Fair Value of Financial Assets and Liabilities - (Details) - Recurring - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Assets:
Cash and cash equivalents	$ 101,816	$ 188,493
Marketable securities:
U.S. Treasury obligations	64,958	40,159
Total assets	166,774	228,652
Level 1
Assets:
Cash and cash equivalents	101,816	188,493
Marketable securities:
U.S. Treasury obligations	64,958	40,159
Total assets	$ 166,774	$ 228,652

Marketable Securities - Summary of Investments (Details) $ in Thousands	Jun. 30, 2022 USD ($) security	Dec. 31, 2021 USD ($) security
Marketable securities available-for-sale
Amortized Cost	$ 65,037	$ 40,194
Gross Unrealized Losses	(79)	(35)
Estimated Fair Value	64,958	40,159
Aggregate fair value of marketable securities with unrealized gains (losses) position for less than a year	$ 65,000	$ 30,200
Number of investments in an unrealized loss position for less than a year \| security	5	3
U.S. Treasury obligations
Marketable securities available-for-sale
Amortized Cost	$ 65,037	$ 40,194
Gross Unrealized Losses	(79)	(35)
Estimated Fair Value	$ 64,958	$ 40,159

Accrued Expenses (Details) - USD ($) $ in Thousands	Jun. 30, 2022	Dec. 31, 2021
Accrued Expenses
Accrued external research and development expense	$ 8,978	$ 8,428
Accrued payroll and related expenses	4,982	7,147
Accrued professional and consulting expense	1,988	1,421
Accrued restructuring expense	1,363
Accrued other	583	460
Accrued expenses	$ 17,894	$ 17,456

Common Stock - (Details) - USD ($) $ / shares in Units, $ in Thousands		6 Months Ended
	Jun. 17, 2022	Jun. 30, 2022
Subsidiary, Sale of Stock [Line Items]
Sale of common shares, net of issuance costs (in shares)	16,326,530
Proceeds from stock before issuance costs	$ 205,000
Proceeds from sale of common shares, pre-funded warrants and warrants to purchase common shares, net of issuance costs	$ 195,300	$ 195,770
Pre-Funded Warrant
Subsidiary, Sale of Stock [Line Items]
Warrant to purchase	25,510,205
Purchase price (in dollars per share)	$ 4.8999
Warrant purchase price (in dollars per share)	$ 0.0001
Common Warrant
Subsidiary, Sale of Stock [Line Items]
Warrant to purchase	10,459,181
Purchase price (in dollars per share)	$ 4.90
Warrant purchase price (in dollars per share)	$ 7.35
Common stock offering price percentage	150.00%

Equity-Based Compensation - Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Equity-based compensation
Equity-based compensation expense	$ 6,791	$ 6,226	$ 13,619	$ 10,899
Research and development expense
Equity-based compensation
Equity-based compensation expense	3,116	2,847	6,523	4,958
General and administrative expense
Equity-based compensation
Equity-based compensation expense	$ 3,675	$ 3,379	$ 7,096	$ 5,941

Equity-Based Compensation - Unrecognized Expense (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2022 USD ($)
Equity-based compensation
Unrecognized Expense	$ 66,877
Restricted Stock Units
Equity-based compensation
Unrecognized Expense	$ 23,719
Weighted Average Remaining Period of Recognition	3 years 1 month 6 days
Stock Options
Equity-based compensation
Unrecognized Expense	$ 43,158
Weighted Average Remaining Period of Recognition	2 years 6 months

Equity-Based Compensation - Restricted stock (Details) - Restricted Stock Units $ / shares in Units, $ in Millions	6 Months Ended
	Jun. 30, 2022 USD ($) $ / shares shares
Number of Shares/Units
Outstanding, beginning (in shares) \| shares	314,901
Granted (in shares) \| shares	1,704,282
Vested (in shares) \| shares	(60,226)
Forfeited (in shares) \| shares	(144,330)
Outstanding, end (in shares) \| shares	1,814,627
Weighted Average Grant Date Fair Value
Outstanding, beginning (in dollars per share) \| $ / shares	$ 47.38
Granted (in dollars per share) \| $ / shares	11.03
Vested (in dollars per share) \| $ / shares	52.39
Forfeited (in dollars per share) \| $ / shares	25.67
Outstanding, end (in dollars per share) \| $ / shares	$ 14.81
Fair value of non-option awards vested \| $	$ 1.0

Equity-Based Compensation - Stock Options (Details) - Stock Options $ / shares in Units, $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2022 USD ($) $ / shares shares	Dec. 31, 2021 USD ($) $ / shares shares
Number of Units
Outstanding, beginning (in shares) \| shares	3,743,400
Granted (in shares) \| shares	2,081,968
Exercised (in shares) \| shares	(42,392)
Cancelled (in shares) \| shares	(383,749)
Outstanding, end (in shares) \| shares	5,399,227	3,743,400
Options exercisable, end (in shares) \| shares	2,050,517
Weighted Average Exercise Price
Outstanding, beginning (in dollars per share)	$ 25.55
Granted (in dollars per share)	10.71
Exercised (in dollars per share)	11.37
Cancelled (in dollars per share)	30.01
Outstanding, end (in dollars per share)	19.62	$ 25.55
Options exercisable, end (in dollars per share)	$ 20.17
Stock options
Weighted average remaining contractual term	8 years 21 days	8 years 21 days
Weighted average remaining contractual term, exercisable	6 years 3 months 10 days
Aggregate intrinsic value, beginning \| $	$ 26,272
Aggregate intrinsic value, end \| $	$ 748	$ 26,272
Weighted average grant date fair value (in dollars per share)	$ 7.74

Equity-Based Compensation - Assumptions (Details) - Stock Options	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Assumptions used in determining the fair value of options
Risk-free interest rate	2.63%	0.74%
Expected dividend yield	0.00%	0.00%
Expected term (years to liquidity)	5 years 9 months 29 days	6 years 2 months 15 days
Expected volatility	87.51%	87.89%

Equity-Based Compensation - 2022 Plan (Details)	Jun. 30, 2022 shares
Inducement Plan 2022 [Member]
Equity-Based Compensation
Shares authorized for issuance	1,000,000

Commitments and Contingencies (Details) - USD ($) $ in Thousands		1 Months Ended		3 Months Ended	6 Months Ended
	Oct. 05, 2020	Nov. 30, 2019	Feb. 28, 2018	Jun. 30, 2022	Jun. 30, 2022	Mar. 31, 2015
Leased assets
Sublease income				$ 700	$ 1,400
Lease Cost:
Operating lease cost				2,169	4,337
Variable lease cost				528	903
Total lease cost				$ 2,697	5,240
Operating cash flows used for operating leases					$ 4,527
Weighted average remaining lease term				3 years	3 years
Weighted average incremental borrowing rate				7.50%	7.50%
620 Memorial Drive, Cambridge MA
Leased assets
Term of lease						5 years
Option to extend the term			true
Renewal term			5 years
Sublease annual base rent	$ 1,900
620 Memorial Drive, Cambridge MA \| Minimum
Leased assets
Rent for facility lease			$ 1,400
620 Memorial Drive, Cambridge MA \| Maximum
Leased assets
Rent for facility lease			$ 1,700
301 Binney St, Cambridge MA
Leased assets
Option to extend the term		true
Renewal term		2 years
Base rent		$ 6,900
Annual upward adjustment (as a percent)		3.50%
Incentive to lease		$ 14,100
Letter of credit		$ 2,300

Debt (Details) - Loan and Security Agreement - USD ($) $ in Millions			1 Months Ended
	Nov. 16, 2021	Oct. 16, 2020	Dec. 31, 2021
Debt
Line of credit maximum		$ 50.0
Proceeds from credit facility		$ 25.0	$ 25.0
Remaining borrowing capacity			$ 25.0
Variable rate (as a percent)	7.85%
Final payment fee (as a percent)	4.00%
Percentage of dollar value of company's consolidated cash	100.00%
Amount of cash required in a lender's account as a percentage of outstanding obligation (as a percent)	105.00%
Minimum
Debt
Prepayment penalty (as a percent)	2.00%
Maximum
Debt
Prepayment penalty (as a percent)	3.00%
Wall Street Journal prime rate
Debt
Variable rate (as a percent)	4.60%

Agreements - Gilead (Details) - USD ($) $ in Thousands		1 Months Ended		3 Months Ended	6 Months Ended
Agreements - Gilead (Details) - USD ($) $ in Thousands	Dec. 19, 2018	Jan. 31, 2022	Dec. 31, 2019	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Agreements
Revenue earned				$ 4,595	$ 33,193	$ 9,303
Gilead
Agreements
Revenue proceeds			$ 25,000
Revenue earned		$ 33,200
Master collaboration agreement, term	3 years

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 4
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130543-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 5
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130545-203045

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 924
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-URI https://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Net Loss per Share (Details) - shares	6 Months Ended
Net Loss per Share (Details) - shares	Jun. 30, 2022	Jun. 30, 2021
Anti-dilutive securities
Outstanding warrants	27,689,692
Anti-dilutive securities excluded from the calculation of net loss per share	17,673,035	4,599,878
Restricted stock awards
Anti-dilutive securities
Anti-dilutive securities excluded from the calculation of net loss per share		9,387
Restricted Stock Units
Anti-dilutive securities
Anti-dilutive securities excluded from the calculation of net loss per share	1,814,627	267,481
Stock Options
Anti-dilutive securities
Anti-dilutive securities excluded from the calculation of net loss per share	5,399,227	4,323,010
Warrant
Anti-dilutive securities
Anti-dilutive securities excluded from the calculation of net loss per share	10,459,181

Restructuring (Details) $ in Thousands		3 Months Ended	6 Months Ended
Restructuring (Details) $ in Thousands	May 16, 2022 position	Jun. 30, 2022 USD ($)	Jun. 30, 2022 USD ($)
Restructuring
Number of positions eliminated \| position	39
Expected number of positions eliminated (as a percent)	25.00%
Restructuring charges		$ 1,900	$ 1,900
Accrued restructuring expense		1,363	1,363
Non-cash equity modifications expense			100
Research and development expense
Restructuring
Restructuring charges		1,400	1,400
General and administrative expense
Restructuring
Restructuring charges		$ 500	$ 500