The following discussion and analysis of our financial condition and results of
operations should be read in conjunction with the unaudited condensed financial
statements and the notes thereto included in this Quarterly Report and the
audited financial information and related notes, as well as Management's
Discussion and Analysis of Financial Condition and Results of Operations and
other disclosures, included in our Annual Report on Form 10-K for the fiscal
year ended December 31, 2020, or our 2020 Annual Report. Some of the statements
contained in this discussion and analysis or set forth elsewhere in this
Quarterly Report are forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Any statements contained
herein that are not statements of historical fact may be deemed to be
forward-looking statements. In some cases, you can identify forward-looking
statements by terminology such as "aim," "anticipate," "assume," "believe,"
"continue," "could," "should," "due," "estimate," "expect," "intend," "hope,"
"may," "objective," "plan," "predict," "potential," "positioned," "seek,"
"target," "towards," "forward," "later," "will," "would" and other similar
expressions that are predictions of or indicate future events and future trends,
or the negative of these terms or similar language. Forward-looking statements
include, but are not limited to, statements about:

our expectations regarding the timing, progress and results of preclinical

studies and clinical trials for NC318, NC410, NC762 and any other product

? candidates we develop, including statements regarding the timing of initiation

and completion of studies or trials and related preparatory work, the period

during which the results of the trials will become available and our research


   and development programs;


   the impact of the COVID-19 pandemic (including the emergence of variant

strains) on the initiation, progress or expected timing of our clinical trials

? and the timing of related data, our efforts to adjust trial-related activities

to address the impact of the COVID-19 pandemic, and other future impacts of the

COVID-19 pandemic on the economy, our industry and our financial condition and

results of operations;

the timing or likelihood of regulatory filings for NC318, NC410, NC762 and any

? other product candidates we develop and our ability to obtain and maintain

regulatory approvals for such product candidates for any indication;

? the identification, analysis and use of biomarkers and biomarker data;

? development of patient selection assays and companion or complementary

diagnostic for NC318, NC410, NC762 or any other product candidates we develop;

? our manufacturing capabilities and strategy, including the scalability of our

manufacturing methods and processes;

? our expectations regarding the potential benefits, activity, effectiveness and

safety of NC318, NC410, NC762 and any other product candidates we develop;

? our intentions and ability to successfully commercialize our product

candidates;

? our expectations regarding the nature of the biological pathways we are

targeting;

? our expectations for our FIND-IO platform, including our ability to discover

and advance product candidates using our FIND-IO platform;

? the potential benefits of and our ability to maintain our relationships and


   collaborations with Yale University and Dr. Lieping Chen;


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our estimates regarding our expenses, future revenues, capital requirements,

? our needs for or ability to obtain additional financing and the period over

which we expect our current cash, cash equivalents and marketable securities to

be sufficient to fund our operations;

? our intended reliance on and the performance of third parties, including

collaborators, contract research organizations and third-party manufacturers;

? our ability to protect and enforce our intellectual property protection and the

scope and duration of such protection;

? any failure of our information technology systems such as security breaches,

loss of data and other disruptions;

? developments and projections relating to our competitors and our industry,

including competing therapies; and

? the impact of current and future laws and regulations.


Forward-looking statements involve substantial risks and uncertainties that
could cause actual results to differ materially from those projected in any
forward-looking statement. Such risks and uncertainties include, among others:
the impacts of the COVID-19 pandemic (including the emergence of variant
strains) on our business, including our clinical trials, third parties on which
we rely and our operations; positive results in preclinical studies may not be
predictive of the results of clinical trials; our limited operating history and
no products approved for commercial sale; our history of significant losses; our
need to obtain additional financing; risks related to clinical development,
marketing approval and commercialization; the unproven approach to the discovery
and development of product candidates based on our FIND-IO platform; and
dependence on key personnel. More detailed information on these and additional
factors that could affect our actual results are described under the heading
"Risk Factors" in our 2020 Annual Report and in our other filings with the
Securities and Exchange Commission. You should not place undue reliance on any
forward-looking statements. Forward-looking statements speak only as of the date
of this report, and we assume no obligation to update any forward-looking
statements, even if expectations change.

Overview


We are a clinical-stage biopharmaceutical company committed to discovering and
developing novel, first-in-class immunomedicines to treat cancer and other
immune-related diseases by restoring normal immune function. We view the immune
system holistically and, rather than target one specific immune cell type, we
focus on understanding biological pathways, the interactions of cells and the
role each interaction plays in an immune response. Through our proprietary
Functional, Integrated, NextCure Discovery in Immuno-Oncology, or "FIND-IO",
platform, we study various immune cells to discover and understand targets and
structural components of immune cells and their functional impact in order to
develop immunomedicines. We are focused on patients who do not respond to
current therapies, patients whose cancer progresses despite treatment and
patients with cancer types not adequately addressed by available therapies. We
are committed to discovering and developing first-in-class immunomedicines,
which are immunomedicines that use new or unique mechanisms of action to treat a
medical condition, for these patients.

Our lead product candidate NC318 is a first-in-class immunomedicine against a
novel immunomodulatory receptor called Siglec-15, or "S15". In October 2018, we
initiated a Phase 1/2 clinical trial of NC318 in patients with advanced or
metastatic solid tumors. We completed enrollment of the Phase 1 portion of this
trial in August 2019, and preliminary data from the Phase 1 portion were
presented at the Society for Immunotherapy of Cancer annual meeting, or the SITC
Meeting, in November 2019 and updated data were announced in December 2020.

We began enrolling patients in the Phase 2 portion of the Phase 1/2 clinical
trial of NC318 trial in October 2019. In this portion, we planned to enroll up
to 100 patients with tumor types that have been shown to have elevated S15
expression, including non-small cell lung cancer, or "NSCLC", ovarian cancer,
head and neck squamous cell carcinoma, or "HNSCC", and triple-negative breast
cancer, or "TNBC". In July 2020, we reported a confirmed partial response in a
head and neck squamous cell carcinoma patient. In addition, we reported at the
time that we would not progress the NSCLC and ovarian cancer cohorts to the
second stage of the Simon 2-stage trial. In December 2020, we completed a
retrospective

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analysis of S15 expression in biopsy samples collected from the Phase 2 patients
at their initial screening. At that time, inclusion criterion was based on a TPS
PD-L1 score <50%. Of the evaluable biopsies collected, 13% of the patients
enrolled had S15-positive tumors. These biopsies showed that the selection
criterion did not result in enough S15-positive patients for us to effectively
evaluate the activity of NC318 in S15-positive tumors. We have modified the
Phase 2 portion of the trial for S15 selection, and clinical sites can select
for S15-positive patients through screening biopsies in a Clinical Laboratory
Improvement Amendments ("CLIA")-certified laboratory. In the second quarter of
2021, we resumed enrolling a NSCLC adenocarcinoma cohort in the Phase 2 trial,
and we revised the dosing regimen to 800 mg weekly to increase overall drug
exposure to NC318. We will provide a data update from our ongoing Phase 2
monotherapy trial of NC318 at the SITC Meeting in November 2021.

In April 2021, Yale University commenced a Phase 2 investigator-initiated clinical trial of NC318 in combination with pembrolizumab in patients with NSCLC. Initial data are anticipated in the first half of 2022.


Our second product candidate, NC410, is a novel immunomedicine designed to block
immune suppression mediated by an immune modulator called Leukocyte-Associated
Immunoglobulin-like Receptor 1. In June 2020, we initiated a Phase 1/2 clinical
trial of NC410 in patients with advanced or metastatic solid tumors after a
temporary delay due to the COVID-19 pandemic. The Phase 1 dose-escalation
portion of this open-label trial is designed to evaluate the safety and
tolerability of NC410 in patients with advanced or metastatic solid tumors and
determine its pharmacologically active and/or maximum tolerated dose. After a
recommended dose for the Phase 2 portion of the trial is determined, the
efficacy of NC410 will be evaluated in select tumor types. In May 2021, at the
2021 Virtual American Society of Clinical Oncology annual meeting, or the ASCO
Meeting, we reported pre-clinical data demonstrating that NC410 promoted T-cell
mediated anti-tumor immunity, enhanced infiltration and increased localized
activity of T-cells in the tumor microenvironment. We will provide a data update
from the Phase 1 portion of this trial at the SITC Meeting in November 2021.

Our third product candidate, NC762, is an immunomedicine targeting an
immunomodulatory molecule called human B7 homolog 4 protein, or B7-H4. We
submitted our investigational new drug application, or IND, to the FDA in the
first quarter of 2021, which has been cleared. In July 2021, we initiated a
Phase 1/2 clinical trial of NC762 in patients with lung cancer, HER2+ breast
cancer, ovarian cancer, or potentially other tumor types. The Phase 1
dose-escalation portion of this open-label trial is being designed to evaluate
the safety and tolerability of NC762 and determine its pharmacologically active
and/or maximum tolerated dose. After a recommended dose for the Phase 2 portion
of the trial is determined, the efficacy of NC762 will be evaluated in select
tumor types. We expect to announce initial data from the Phase 1 portion of

this
trial in mid-2022.

COVID-19

In March 2020, the World Health Organization declared the novel coronavirus
disease 2019 ("COVID-19"), outbreak a pandemic. In order to mitigate the spread
of COVID-19, governments have imposed unprecedented restrictions on business
operations, travel, and gatherings, resulting in a global economic downturn and
other adverse economic and societal impacts. The COVID-19 pandemic has also
overwhelmed or otherwise led to changes in the operations of many healthcare
facilities, including clinical trial sites. However, our laboratories have
continued operations throughout the pandemic mostly without interruption.

The impact of the COVID-19 pandemic (including the impact of emerging variant
strains of the COVID-19 virus) on our business and financial performance is
uncertain and depends on various factors, including the scope and duration of
the pandemic, the efficacy and global distribution of vaccines, government
restrictions and other actions, including relief measures, implemented to
address the impact of the pandemic, and resulting impacts on the financial
markets and overall economy. The imposition of "lockdown," "social distancing"
and "shelter in place" directives and other restrictions on business operations,
travel and gatherings by state and federal governments in the United States as
well as governments in other regions of the world in response to the COVID-19
pandemic has placed significant strain on our clinical trial sites, has raised
concerns around monitoring patient safety, and has caused enrollment to slow in
our clinical trials. Any rise of COVID-19 infection rates, especially in the
United States, could continue to negatively affect enrollment going forward. We
continue to closely monitor the COVID-19 situation and any potential impact

to
our planned activities.



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Financial Overview

Since commencing operations in 2015, we have devoted substantially all our
efforts and financial resources to organizing and staffing our company,
identifying business development opportunities, raising capital, securing
intellectual property rights related to our product candidates, building and
optimizing our manufacturing capabilities, and conducting discovery, research
and development activities for our product candidates, discovery programs and
FIND-IO platform.

We have not generated any revenue from product sales and only limited revenue
from other sources. As a result, with the exception of the three months ended
March 31, 2020, for which we reported a profit due to recognition of deferred
revenue in connection with the termination of our former research and
development collaboration agreement with Eli Lilly and Company, or "Lilly", we
have never been profitable and have incurred net losses since the commencement
of our operations. Our net loss for the three months ended September 30, 2021
and 2020, was $17.9 million and $16.4 million, respectively, and our net loss
for the nine months ended September 30, 2021 and 2020, was $52.5 million and
$21.1 million, respectively. As of September 30, 2021, we had an accumulated
deficit of $170.1 million, primarily as a result of research and development and
general and administrative expenses. We do not expect to generate product
revenue unless and until we obtain marketing approval and commercialize a
product candidate, and we cannot assure you that we will ever generate
significant revenue or profits.

We have funded our operations to date primarily with proceeds from public offerings of our common stock, with private placements of our preferred stock and with upfront fees received under our former research and development collaboration agreement with Lilly, or the "Lilly Agreement," which was terminated in March 2020. From our inception through September 30, 2021, we received gross proceeds of $164.4 million through private placements of preferred stock.



In November 2018, we entered into the Lilly Agreement to use our FIND-IO
platform to identify novel oncology targets for additional collaborative
research and drug discovery by us and Lilly. We received an upfront payment of
$25.0 million in cash and an equity investment of $15.0 million from Lilly upon
entering into the Lilly Agreement, and we were eligible for quarterly research
and development support payments during a portion of the term of the Lilly
Agreement. Effective March 3, 2020, Lilly terminated the Lilly Agreement without
cause.

On May 13, 2019, we closed our initial public offering, or "IPO", in which we
sold 5,750,000 shares of common stock at a public offering price of $15.00 per
share, for aggregate gross proceeds of $86.3 million. The net offering proceeds
to us were approximately $77.0 million after deducting underwriting discounts
and commissions of $6.0 million and offering expenses of $3.4 million.

On November 19, 2019, we completed an underwritten public offering, in which we
issued and sold 4,077,192 shares of common stock at a public offering price of
$36.75 per share. On December 2, 2019, the underwriters exercised in full their
option to purchase an additional 611,578 shares of common stock at the public
offering price of $36.75, for total net proceeds to us of approximately $160.9
million, after deducting underwriting discounts and commissions of approximately
$10.3 million and offering expenses of approximately $1.0 million.

As of September 30, 2021, we had cash, cash equivalents and marketable
securities, excluding restricted cash, of $235.3 million. We believe that our
existing cash, cash equivalents and marketable securities will be sufficient to
fund our planned operations into the second half of 2023. We have based this
estimate on assumptions that may prove to be incorrect, and we could use our
available capital resources sooner than we currently expect.

We expect to incur substantial expenditures in the foreseeable future as we
advance our product candidates through clinical development, the regulatory
approval process and, if approved, commercialization, and as we expand our
pipeline through research and development activities related to our FIND-IO
platform and discovery programs. Specifically, in the near term, we expect to
incur substantial expenses relating to our ongoing Phase 1/2 clinical trial and
planned Phase 2 clinical trial of NC318, our ongoing Phase 1/2 clinical trial of
NC410, and our ongoing Phase 1/2 clinical trial for NC762, and other research
and development activities. We expect to continue to incur significantly
increased costs as a result of operating as a public company, including
significant legal, accounting, investor relations and other expenses that we did
not incur as a private company.

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We will need substantial additional funding to support our continuing operations
and to pursue our development strategy. Until such time as we can generate
significant revenue from sales of our product candidates, if ever, we expect to
finance our operations through a combination of public and private equity
offerings, debt financings, marketing and distribution arrangements, other
collaborations, strategic alliances, and licensing arrangements. Adequate
funding may not be available to us on acceptable terms, or at all. If we fail to
raise capital or enter into such agreements as and when needed, we may be
required to delay, limit, reduce or terminate preclinical studies, clinical
trials, or other research and development activities or one or more of our
development programs.



Components of Our Results of Operations

Revenue

Through September 30, 2021, we have not generated any revenue from product sales.

For additional information about our revenue recognition policy, see Note 2 of the Notes to Financial Statements in our 2020 Annual Report.

Operating Expenses

Research and Development Expenses



Research and development expenses consist primarily of costs incurred for our
discovery efforts, research activities, development and testing of our product
candidates as well as for clinical trials, including:

? salaries, benefits, and other related costs, including stock-based

compensation, for personnel engaged in research and development functions;

expenses incurred under agreements with third parties, including agreements

? with third parties that conduct research, preclinical activities or clinical

trials on our behalf, such as our corporate sponsored research agreement, or

"SRA," and our license agreement with Yale University, or "Yale";

? costs of outside consultants, including their fees, stock-based compensation

and related travel expenses;

? the costs of laboratory supplies and acquiring, developing, and manufacturing

preclinical study and clinical trial materials; and

facility-related expenses, which include direct depreciation costs and

? allocated expenses for rent and maintenance of facilities and other operating

costs.


We expense research and development costs as incurred. Our expenses related to
clinical trials are based on actual costs incurred and estimates of other
incurred costs. These estimated costs are based on several factors, including
patient enrollment and related expenses at clinical investigator sites, contract
services received, consulting agreement costs and efforts expended under
contracts with research institutions and third-party contract research
organizations that conduct and manage clinical trials on our behalf. We
generally accrue estimated costs related to clinical trials based on contracted
amounts applied to the level of patient enrollment and other activity according
to the protocol. If future timelines or contracts are modified based on changes
in the clinical trial protocol or scope of work to be performed, we would modify
our estimates of accrued expenses accordingly on a prospective basis.
Historically, any such modifications have not been material.

Research and development activities are central to our business model. We expect
that our research and development expenses will continue to increase
substantially for the foreseeable future as we advance our product candidates
through development and expand the number of trials we are conducting and the
patients enrolled in those trials, as we utilize our current good manufacturing
practice, or "cGMP", manufacturing capacity, including to provide

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drug supply of NC318, NC410 and NC762 for future clinical trials, and as we expand our pipeline through research and development activities related to our FIND-IO platform and discovery programs.



We cannot determine with certainty the duration and costs of future clinical
trials of NC318, NC410, NC762 or any other product candidate we may develop or
if, when or to what extent we will generate revenue from the commercialization
and sale of any product candidate for which we may obtain marketing approval. We
may never succeed in obtaining marketing approval for any product candidate. The
duration, costs and timing of clinical trials and development of NC318, NC410,
NC762 and any other product candidate we may develop will depend on a variety of
factors, including:

the scope, progress, results, and costs of clinical trials of NC318 and NC410

? and NC762, as well as of any future clinical trials of other product candidates

and other research and development activities that we may conduct;

? the impact of the COVID-19 pandemic, including delays and slowdowns as a result

of strain on our clinical trial sites and concerns about patient safety;

? uncertainties in selection of indications, clinical trial design and patient

enrollment rates;

the probability of success for our product candidates, including safety and

? efficacy, early clinical data, competition, ease, and ability of manufacturing

and commercial viability;

? significant and changing government regulation and regulatory guidance;

? the timing and receipt of any development or marketing approvals; and

? the expense of filing, prosecuting, defending and enforcing any patent claims

and other intellectual property rights.




A change in the outcome of any of these variables with respect to the
development of a product candidate could lead to a significant change in the
costs and timing associated with the development of that product candidate. For
example, if the FDA or another regulatory authority were to require us to
conduct clinical trials beyond those that we anticipate will be required for the
completion of clinical development of a product candidate, or if we experience
significant delays in our clinical trials due to patient enrollment or other
reasons, we would be required to expend significant additional financial
resources and time to complete clinical development for any such product
candidate.

General and Administrative Expenses

General and administrative expenses consist primarily of personnel related costs, including payroll and stock-based compensation, for personnel in executive, finance, human resources, business and corporate development and other administrative functions, professional fees for legal, intellectual property, consulting, and accounting services, rent and other facility-related costs, depreciation and other general operating expenses not otherwise classified as research and development expenses. General and administrative expenses also include all patent-related costs incurred in connection with filing and prosecuting patent applications, which are expensed as incurred.

We anticipate that our general and administrative expenses will increase substantially during the next few years as a result of staff expansion and additional occupancy costs, higher legal and accounting fees, investor relations costs, higher insurance premiums and other compliance costs.

Other Income, Net



Other income, net consists primarily of interest income earned on marketable
securities and interest expense on our term loan with a commercial bank, or the
"Term Loan", which was paid in full and closed in August 2021.

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Results of Operations

Comparison of the Three and Nine Months Ended September 30, 2021 and 2020



The following table summarizes our results of operations for the periods
indicated (in thousands):




                                      Three Months Ended                       Nine Months Ended
                                        September 30,                            September 30,
                                      2021          2020        Change         2021          2020         Change
Revenue:
Revenue from former research
and development arrangement        $        -    $        -    $       -   

$        -    $   22,378    $ (22,378)

Operating expenses:
Research and development               13,597        12,740          857        37,928        34,448         3,480

General and administrative              4,911         4,659          252        15,766        12,918         2,848
Loss from operations                 (18,508)      (17,399)      (1,109)      (53,694)      (24,988)      (28,706)
Other income, net                         578         1,032        (454)   

     1,244         3,846       (2,602)
Net loss                           $ (17,930)    $ (16,367)    $ (1,563)    $ (52,450)    $ (21,142)    $ (31,308)

Revenue from Research and Development Arrangement


No revenue was recognized for the three months ended September 30, 2021 and
2020. Revenue was $0 and $22.4 million for the nine months ended September 30,
2021 and 2020, respectively. The decrease in revenue for the nine months ended
September 30, 2021, compared to the same period in 2020 is related to the
recognition of all deferred revenue under the Lilly Agreement as of the Lilly
Termination Date. Effective with the termination of the agreement, no further
quarterly research and development support payments are payable to the Company.

Research and Development Expenses

The following table summarizes our research and development expenses by product candidate for the periods indicated (in thousands):




                                                       Three Months Ended                   Nine Months Ended
                                                         September 30,                       September 30,
                                                        2021         2020      Change       2021         2020       Change
External research and development expenses:
NC318                                                $    1,490    $  1,955    $ (465)    $   3,791    $  7,483    $ (3,692)
NC410                                                     1,160         630        530        2,999       1,506        1,493
NC762                                                     1,043         545        498        2,881       1,813        1,068

Programs in discovery and preclinical development         4,289       4,006        283       11,421       8,913        2,508
Total external research and development expenses          7,982       7,136        846       21,092      19,715        1,377
Total internal research and development expenses          5,615       5,604         11       16,836      14,733        2,103
Total research and development expenses              $   13,597    $ 12,740
$   857    $  37,928    $ 34,448    $   3,480




We do not allocate personnel-related costs, including stock-based compensation
costs, or other indirect costs to specific programs, as they are deployed across
multiple projects under development and discovery and, as such are separately
classified as internal research and development expenses in the table above.

Research and development expenses for the three months ended September 30, 2021
increased by $0.9 million to $13.6 million compared to $12.7 million for the
three months ended September 30, 2020. The increase was driven by $0.8 million
in clinical-related costs, partially offset by timing of research and
manufacturing supply costs.

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Research and development expenses for the nine months ended September 30, 2021
increased by $3.4 million to $37.9 million compared to $34.5 million for the
nine months ended September 30, 2020. The increase was driven by $1.3 million in
personnel-related costs and costs related to advancing our development programs.

General and Administrative Expenses



General and administrative expenses for the three months ended September 30,
2021 increased by $0.2 million to $4.9 million as compared to $4.7 million for
the three months ended September 30, 2020. The increase was primarily due to
personnel-related costs.

General and administrative expenses for the nine months ended September 30, 2021
increased by $2.9 million to $15.8 million as compared to $12.9 million for the
nine months ended September 30, 2020. The increase was driven by $2.3 million in
personnel-related costs, primarily in stock compensation expense.

Other Income, Net



Other income, net for the three months ended September 30, 2021 decreased by
$0.4 million to $0.6 million from $1.0 million for the three months ended
September 30, 2020 due to lower investment balances and a reduction in interest
rates.

Other income, net for the nine months ended September 30, 2021, decreased by
$2.6 million to $1.2 million from $3.8 million for the nine months ended
September 30, 2020 due to lower investment balances and a reduction in interest
rates.

Liquidity and Capital Resources



We have financed our operations primarily with proceeds from public offerings of
our common stock, private placements of our preferred stock and upfront fees
received under the Lilly Agreement. On May 13, 2019, we closed our IPO, in which
we sold 5,750,000 shares of common stock at a public offering price of $15.00
per share, for net offering proceeds to us of approximately $77.0 million after
deducting underwriting discounts and commissions and offering expenses. On
November 19, 2019, we completed an underwritten public offering in which we sold
4,077,192 shares of common stock at a public offering price of $36.75 per share.
On December 2, 2019, the underwriters exercised in full their option to purchase
an additional 611,578 shares of common stock at a public offering price of
$36.75. Net offering proceeds to us were approximately $160.9 million after
deducting underwriting discounts and commissions and offering expenses. Since
inception, we have received aggregate gross proceeds of $164.4 million from the
sale and issuance of shares of our preferred stock. In addition, in November
2018, we received an upfront payment of $25.0 million in cash from Lilly
pursuant to the Lilly Agreement. Our cash and cash equivalents are held in money
market funds.

On May 6, 2021, the Company entered into a sales agreement (the "Sales
Agreement") with SVB Leerink LLC (the "Agent"), pursuant to which the Company
may sell, from time to time, up to an aggregate sales price of $75 million of
its common stock through the Agent in negotiated transactions that are deemed to
be an "at the market offering." The Agent will be entitled to compensation equal
to 3.0% of the gross proceeds from the sale of all shares of common stock sold
through it as Agent under the Sales Agreement. Actual sales will depend on a
variety of factors to be determined by the Company from time to time, including,
among other things, market conditions, the trading price of the common stock,
capital needs and determinations by the Company of the appropriate sources of
funding for the Company. We have not yet sold any shares of our common stock
pursuant to the Sales Agreement.

As of September 30, 2021, we had cash, cash equivalents, and marketable
securities, excluding restricted cash, of $235.3 million. We believe that our
existing cash, cash equivalents, and marketable securities will be sufficient to
fund our planned operations into the second half of 2023.

In April 2016, we entered into the Term Loan to finance laboratory equipment
purchases. In January 2019, we amended the Term Loan to increase our borrowing
capacity from $1.0 million to $5.0 million. In August 2021, we fully paid the
remaining principal on the Term Loan, and there are no outstanding payments

due
from us.

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We will continue to require additional capital to develop our product candidates
and fund operations for the foreseeable future. We may seek to raise capital
through sale of equity, debt financings, strategic alliances, and licensing
arrangements. Adequate additional funding may not be available to us on
acceptable terms or at all, including as a result of the impact of the COVID-19
pandemic. If we fail to raise capital or enter into such arrangements as and
when needed, we may have to significantly delay, scale back or discontinue the
development of our product candidates or delay our efforts to expand our
pipeline of product candidates.

Cash Flows

The following table sets forth the primary sources and uses of cash and cash equivalents for each of the periods presented below (in thousands):






                                                           Nine Months Ended
                                                             September 30,
                                                           2021          2020
Net cash provided by (used in):
Operating activities                                    $ (43,795)    $ (38,676)
Investing activities                                        47,602        27,025
Financing activities                                       (3,388)       (1,017)

Net increase (decrease) in cash and cash equivalents $ 419 $ (12,668)

Cash Used in Operating Activities


Net cash used in operating activities was $43.8 million for the nine months
ended September 30, 2021, which was primarily due to our net loss of $52.5
million. Net cash used in operating activities was $38.7 million for the nine
months ended September 30, 2020, which was primarily due to our net loss of
$21.1 million, inclusive of our recognition of deferred revenue related to the
terminated Lilly Agreement of $22.4 million.

Cash Provided by Investing Activities



Cash provided by investing activities for the nine months ended September 30,
2021 was $47.6 million, which was primarily due to net proceeds from marketable
securities of $49.1 million, partially offset by purchases of property and
equipment of $1.5 million. Cash provided by investing activities for the nine
months ended September 30, 2020 was $27.0 million, which was primarily due to
net proceeds from marketable securities of $33.2 million, partially offset by
purchases of property and equipment of $6.2 million.

Cash Used in Financing Activities



Cash used in financing activities was $3.4 million for the nine months ended
September 30, 2021, which consisted primarily of payments related to the closure
of the Term Loan. Cash used in financing activities was $1.0 million for the
nine months ended September 30, 2020, which consisted primarily of payments
related to the Term Loan.

Contractual Obligations and Commitments



There have been no material changes to our contractual obligations during the
nine months ended September 30, 2021, as compared to those disclosed in our 2020
Annual Report.

Critical Accounting Policies, Significant Judgments and Use of Estimates



Our condensed financial statements have been prepared in accordance with U.S.
generally accepted accounting principles, or "GAAP". The preparation of our
financial statements requires us to make estimates and assumptions that affect
the reported amounts of assets and liabilities and the disclosure of contingent
assets and liabilities at the date of the financial statements, as well as the
reported expenses incurred during the reporting periods. The most significant
assumptions used in the financial statements are the underlying assumptions used
in revenue recognition and valuing share-based compensation, including the fair
value of our common stock in periods before our IPO. Our estimates are based on

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our historical experience and on various other factors that we believe are
reasonable under the circumstances, the results of which form the basis for
making judgments about the carrying value of assets and liabilities that are not
readily apparent from other sources. We evaluate our estimates and assumptions
on an ongoing basis. Actual results may differ from these estimates under
different assumptions or conditions.

During the nine months ended September 30, 2021, there were no material changes to our critical accounting policies reported in our 2020 Annual Report.

Off-Balance Sheet Arrangements

Since our inception, we have not engaged in any off-balance sheet arrangements, as defined in the rules and regulations of the Securities and Exchange Commission.

Recent Accounting Pronouncements



See Note 2 to our unaudited condensed financial statements included elsewhere in
this Quarterly Report for a discussion of recent accounting pronouncements that
may impact our financial position and results of operations.

Emerging Growth Company Status



As an emerging growth company, or "EGC", under the Jumpstart Our Business
Startups Act of 2012, or the "JOBS Act", we are eligible to take advantage of
certain exemptions from various reporting requirements that are applicable to
other public companies that are not EGCs. We have elected to take advantage of
the extended transition period for adopting new or revised accounting standards
that have different effective dates for public and private companies until such
time as those standards apply to private companies.

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