You should read the following discussion and analysis of our financial condition and results of operations together with the unaudited condensed consolidated financial statements and related notes that are included elsewhere in this Quarterly Report on Form 10-Q and the audited financial statements and related notes that are included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021 filed with the U.S. Securities and Exchange Commission, or the SEC, on February 28, 2022, or our Annual Report on Form 10-K.

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. Forward-looking statements are identified by words such as "believe," "will," "may," "estimate," "continue," "anticipate," "intend," "should," "plan," "expect," "predict," "could," "potentially" or the negative of these terms or similar expressions. You should read these statements carefully because they discuss future expectations, contain projections of future results of operations or financial condition, or state other "forward-looking" information. These statements relate to our future plans, objectives, expectations, intentions and financial performance and the assumptions that underlie these statements. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those anticipated in the forward-looking statements. Factors that might cause such a difference include, but are not limited to, those discussed in this report in Part II, Item 1A - "Risk Factors," and elsewhere in this report. Forward-looking statements are based on our management's beliefs and assumptions and on information currently available to our management. These statements, like all statements in this report, speak only as of their date, and we undertake no obligation to update or revise these statements in light of future developments. We caution investors that our business and financial performance are subject to substantial risks and uncertainties. In addition, statements that "we believe" and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based on information available to us as of the date of this Quarterly Report on Form 10-Q. While we believe that information provides a reasonable basis for these statements, that information may be limited or incomplete. Our statements should not be read to indicate that we have conducted an exhaustive inquiry into or review of, all relevant information. These statements are inherently uncertain and investors are cautioned not to unduly rely on these statements.

Overview

We are a clinical-stage biopharmaceutical company focused on the discovery, development and commercialization of next generation targeted therapies for women's cancers. Our team has spent the past decade characterizing the structure and function of the estrogen receptor, or ER, a key driver of breast cancer in approximately 75% of patients, in order to develop more potent, oral therapies that completely inactivate this signaling pathway. Our lead product candidate, OP-1250, is a novel oral therapy with combined activity as both a complete ER antagonist, or CERAN, and a selective ER degrader, or SERD, which we believe will drive deeper, more durable responses than existing therapies. OP-1250, both as a monotherapy and in combination with inhibitors of cyclin-dependent kinase 4 and 6, or CDK4/6, demonstrated robust anti-tumor activity in a range of preclinical xenograft models of breast cancer, including in ESR1 and PIK3CA mutations and central nervous system (CNS) metastasis. In August 2020, we initiated an ongoing Phase 1/2 dose escalation and expansion trial evaluating OP-1250 for the treatment of recurrent, locally advanced or metastatic ER-positive, or ER+, human epidermal growth factor receptor 2-negative, or HER2-, breast cancer. We reported initial data from the Phase 1 dose escalation portion of this trial in November 2021, which provide proof-of-concept for OP-1250 as a monotherapy treatment for ER+/HER2- breast cancer. In June 2022, we selected 120 mg as the Recommended Phase 2 dose ("RP2D") for OP-1250 to advance into Phase 2 evaluation. Following the selection of RP2D based on pharmacokinetics, safety and tolerability, and encouraging early anti-tumor activity, the Phase 2 monotherapy study is rapidly advancing with primary cohorts fully enrolled: patients with measurable disease (N=50) and patients with non-measurable disease (N=15). In October 2022, we reported preliminary results from the Phase 1b dose expansion of OP-1250 at doses of 60 and 120 mg. Based on our clinical results to date, we are actively planning to initiate a pivotal Phase 3 monotherapy study in second- and third-line patients in mid-2023 and intend to request an End of Phase 2 meeting with FDA prior to initiating such



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trial. In January 2022, we initiated a Phase 1b dose escalation trial evaluating OP-1250 in combination with palbociclib for the treatment of recurrent, locally advanced or metastatic ER+/HER2 breast cancer. We anticipate reporting preliminary results from this study in the fourth quarter of 2022. Concurrently, in the third quarter of 2022 we initiated a Phase 1b dose escalation trial of OP-1250 in combination with ribociclib and apelisib. In July 2022 we were granted Fast Track designation from FDA for OP-1250 for ER+/HER2- metastatic breast cancer that has progressed following one or more lines of endocrine therapy with at least one line given in combination with a CDK 4/6 inhibitor. We own worldwide development and commercialization rights to OP-1250. We believe OP-1250's oral formulation and dual mechanism of action directly address the limitations of current endocrine therapies, such as fulvestrant and tamoxifen, and position OP-1250 as a differentiated ER antagonist and potential endocrine therapy of choice for the treatment of ER+ breast cancers. Our goal is to transform the standard of care for women living with cancers by developing more effective therapies that apply our deep understanding and collective expertise in endocrine-driven cancers, nuclear receptor activities and mechanisms of acquired resistance.

Since our inception, we have devoted substantially all of our resources to organizing and staffing our company, research and development activities, business planning, raising capital, establishing and maintaining our intellectual property portfolio, conducting nonclinical studies and clinical trials and providing general and administrative support for these operations.

We do not have any product candidates approved for commercial sale, and we have not generated any revenue from product sales. Our ability to generate product revenue sufficient to achieve profitability, if ever, will depend on the successful development and eventual commercialization of one or more of our product candidates which we expect, if it ever occurs, will take a number of years. We also do not own or operate, and currently have no plans to establish, any manufacturing facilities. We rely, and expect to continue to rely, on third parties for the manufacture of our product candidates for nonclinical and clinical testing, as well as for commercial manufacturing if any of our product candidates obtain marketing approval. We believe that this strategy allows us to maintain a more efficient infrastructure by eliminating the need for us to invest in our own manufacturing facilities, equipment and personnel while also enabling us to focus our expertise and resources on the development of our product candidates.

As of September 30, 2022, we had cash, cash equivalents, and marketable securities of $222.6 million. Based on our current operating plan, we believe that our cash, cash equivalents, and marketable securities at September 30, 2022 will be sufficient to fund our planned operating expenses and capital expenditure requirements into the second half of 2024.

We have incurred significant operating losses since the commencement of our operations. Our net losses were $22.7 million and $17.7 million for the three months ended September 30, 2022 and 2021, respectively, and $78.6 million and $49.5 million for the nine months ended September 30, 2022 and 2021, respectively. We expect to incur significant and increasing losses for the foreseeable future as we continue to advance our product candidate, and as we continue to operate as a public company. Our net losses may fluctuate significantly from period to period, depending on the timing of expenditures on our research and development activities. As of September 30, 2022, we had an accumulated deficit of $182.8 million. Our primary use of cash is to fund operating expenses, which consist primarily of research and development expenditures and general and administrative expenditures. Cash used to fund operating expenses is impacted by the timing of when we pay these expenses, as reflected in the change in our outstanding accounts payable and other current liabilities.

We expect to continue to incur net operating losses for at least the next several years, and we expect our research and development expenses, general and administrative expenses, and capital expenditures will continue to increase. We expect our expenses and capital requirements will increase significantly in connection with our ongoing activities as we:

? continue our ongoing and planned research and development of our lead product

candidate OP-1250 for the treatment of ER+ positive breast cancer;




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? initiate nonclinical studies and clinical trials for any additional product

candidates that we may pursue in the future;

? seek to discover and develop additional product candidates and further expand

our clinical product pipeline;

? seek regulatory approvals for any product candidates that successfully complete

clinical trials;

continue to scale up external manufacturing capacity with the aim of securing

? sufficient quantities to meet our capacity requirements for clinical trials and

potential commercialization;

establish a sales, marketing and distribution infrastructure to commercialize

? any approved product candidates and related additional commercial manufacturing

costs;

? develop, maintain, expand, protect and enforce our intellectual property

portfolio, including patents, trade secrets and know how;

? acquire or in-license other product candidates and technologies;

? attract, hire and retain additional clinical, scientific, quality control, and

manufacturing management and administrative personnel;

add clinical, operational, financial and management information systems and

? personnel, including personnel to support our product development and planned

future commercialization efforts;

? expand our operations in the United States and to other geographies; and

? incur additional legal, accounting, investor relations and other expenses

associated with operating as a public company.

We also expect to increase the size of our administrative function to support the growth of our business. Our net losses may fluctuate significantly from quarter-to-quarter and year-to-year, depending on the timing of our clinical trials and our expenditures on other research and development activities.

We will require substantial additional funding to develop our product candidates and support our continuing operations. Until such time that we can generate significant revenue from product sales or other sources, if ever, we expect to finance our operations through the sale of equity, debt financings or other capital sources, which could include income from collaborations, strategic partnerships or marketing, distribution, licensing or other strategic arrangements with third parties, or from grants. We may be unable to raise additional funds or to enter into such agreements or arrangements on favorable terms, or at all. Our ability to raise additional funds may be adversely impacted by potential worsening global economic conditions and the recent disruptions to, and volatility in, the credit and financial markets in the United States and worldwide resulting from the ongoing COVID-19 pandemic and other geopolitical and macroeconomic conditions. Our failure to obtain sufficient funds on acceptable terms when needed could have a material adverse effect on our business, results of operations or financial condition, including requiring us to have to delay, reduce or eliminate our product development or future commercialization efforts. Insufficient liquidity may also require us to relinquish rights to product candidates at an earlier stage of development or on less favorable terms than we would otherwise choose. The amount and timing of our future funding requirements will depend on many factors, including the pace and results of our development efforts. We cannot provide assurance that we will ever be profitable or generate positive cash flow from operating activities.

The COVID-19 pandemic continues to evolve. As a result of the COVID-19 pandemic, we experienced some delays in setting up our current Phase 1/2 clinical trial and in clinical site initiation, including delays in recruiting



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clinical site investigators and clinical site staff, which we may experience again in the future for clinical trials, including ongoing clinical trials involving OP-1250 in combination with other therapies. The extent of the impact of the COVID-19 pandemic on our business, operations and development timelines and plans, including the resulting impact on our expenditures and capital needs, remains uncertain, and will depend on certain developments, including the duration of the COVID-19 pandemic, frequency of outbreaks and its impact on our development activities, planned clinical trial enrollment, future trial sites, contract research organizations, or CROs, third-party manufacturers, and other third parties with whom we do business, as well as its impact on regulatory authorities and our key scientific and management personnel. We continue to actively monitor the evolving situation related to the COVID-19 pandemic and may take further actions that alter our operations, including those that may be required by federal, state or local authorities, or that we determine are in the best interests of our employees and other third parties with whom we do business. During 2021 and 2022, although we modified our operations and practices due to the COVID-19 pandemic and to comply with federal, state and local requirements, our business, operations and development timelines were not materially adversely affected. In March 2022, we fully re-opened our offices to all employees and continue to comply with protocols implemented by respective health authorities. We continue to monitor developments related to COVID-19 and may close our offices again in the future. The extent to which the COVID-19 pandemic may affect our business, operations and development timelines and plans in the future, including the resulting impact on our expenditures and capital needs, remains uncertain.

In addition to the ongoing COVID-19 pandemic, global economic and business activities continue to face widespread macroeconomic uncertainties, including labor shortages, inflation and monetary supply shifts, recession risks and potential disruptions from the Russia-Ukraine conflict, all of which have resulted in volatility in the U.S. and global financial markets, and disruptions to trade, commerce, pricing stability, credit availability and supply chain continuity globally. The extent of the impact of these factors on our operational and financial performance, including our ability to execute our business strategies and initiatives in the expected time frame, will depend on future developments, which are uncertain and cannot be predicted. Any continued or renewed disruption resulting from these factors could negatively impact our business. We continue to monitor the impact of these macroeconomic factors on our results of operations, financial condition and cash flows.

Components of our results of operations

Revenue

To date, we have not generated any revenue from product sales and do not expect to generate any revenue from the sale of products for the foreseeable future.

Operating expenses

Research and development

Research and development expenses account for a significant portion of our operating expenses and consist primarily of external and internal expenses incurred in connection with the discovery and development of our product candidates. To date, our research and development expenses have related primarily to discovery efforts and nonclinical and clinical development of our product candidate OP-1250. Research and development expenses are recognized as incurred and payments made prior to the receipt of goods or services to be used in research and development are capitalized until the goods or services are received.

External expenses include:

expenses incurred in connection with the discovery and nonclinical development

? of our product candidates, including under agreements with third parties, such

as consultants and CROs;

costs of manufacturing products for use in our nonclinical studies and clinical

? trials, including payments to contract manufacturing organizations, or CMOs,


   and consultants;


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? costs of funding research performed by third parties;

? costs of purchasing lab supplies and non-capital equipment used in designing,

developing and manufacturing nonclinical study and clinical trial materials;

? costs associated with consultants for chemistry, manufacturing and controls

development, regulatory, statistics and other services;

? expenses related to regulatory activities, including filing fees paid to

regulatory agencies; and

? facility costs including rent, depreciation and maintenance expenses.

Internal expenses include employee and personnel-related costs and expenses, including salaries, benefits and stock-based compensation expense for employees and personnel engaged in research and development functions.

We expense research and development expenses in the periods in which they are incurred. Costs for certain activities, such as manufacturing and nonclinical studies and clinical trials, are generally recognized based on an evaluation of the progress to completion of specific tasks using information and data provided to us by our vendors and collaborators.

We typically use our employee, consultant and infrastructure resources across our development programs. We track outsourced development costs by product candidate or nonclinical program, but we do not allocate personnel costs, other internal costs or external consultant costs to specific product candidates or nonclinical programs.

Research and development expenses to advance the development of our lead product candidate and nonclinical program were $17.6 million and $12.5 million for the three months ended September 30, 2022 and 2021, respectively, and $60.7 million and $35.1 million for the nine months ended September 30, 2022 and 2021, respectively.

We expect our research and development expenses to increase substantially in absolute dollars for the foreseeable future as we advance OP-1250 or any other future product candidates we may develop into and through nonclinical studies and clinical trials and pursue regulatory approval of our product candidates. The process of conducting the necessary clinical research to obtain regulatory approval is costly and time-consuming. The actual probability of success for OP-1250 or any other future product candidates we may develop may be affected by a variety of factors including but not limited to: the safety and efficacy of our product candidates, early clinical data, investment in our clinical program, the ability of collaborators to successfully develop our licensed product candidates, competition, manufacturing capability and commercial viability. We may never succeed in achieving regulatory approval for our product candidates. As a result of the uncertainties discussed above, we are unable to determine the duration and completion costs of our research and development projects or when and to what extent we will generate revenue from the commercialization and sale of our OP-1250 or any other future product candidates we may develop. Clinical and nonclinical development timelines, the probability of success and development costs can differ materially from expectations. We anticipate that we will make determinations as to which product candidates to pursue and how much funding to direct to each product candidate on an ongoing basis in response to the results of ongoing and future nonclinical studies and clinical trials, regulatory developments and our ongoing assessments as to each product candidate's commercial potential. In addition, we cannot forecast whether OP-1250 or any other future product candidates we may develop may be subject to future collaborations, when such arrangements will be secured, if at all, and to what degree such arrangements would affect our development plans and capital requirements. We are also unable to predict when, if ever, we will generate revenue from our product candidates to offset these expenses. Our expenditures on current and future nonclinical and clinical development programs are subject to numerous uncertainties in timing and cost to completion. The duration, costs and timing of



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nonclinical studies and clinical trials and development of our product candidates will depend on a variety of factors, including:

? the timing and progress of nonclinical and clinical development activities;

? the number and scope of nonclinical and clinical programs we decide to pursue;

? our ability to maintain our current research and development programs and to

establish new ones;

? establishing an appropriate safety profile with investigational new

drug-enabling toxicology studies;

? successful patient enrollment in, and the initiation and completion of,

clinical trials;

the successful completion of clinical trials with safety, tolerability and

? efficacy profiles that are satisfactory to the FDA or any comparable foreign

regulatory authority;

? establishing commercial manufacturing capabilities or making arrangements with

third-party manufacturers;

? receipt of regulatory approvals from applicable regulatory authorities;

? the timing, receipt and terms of any marketing approvals from applicable

regulatory authorities;

? our ability to establish licensing or collaboration arrangements;

? the performance of our future collaborators, if any;

? development and timely delivery of commercial-grade product formulations that

can be used in our planned clinical trials and for commercial launch;

? commercializing the product candidate, if approved, whether alone or in

collaboration with others;

? obtaining and maintaining patent and trade secret protection and regulatory

exclusivity for our product candidates;

? obtaining, maintaining, defending and enforcing patent claims and other

intellectual property rights;

? maintaining a continued acceptable safety profiles of our products following

approval; and

? obtaining and retaining key research and development personnel.

Any changes in the outcome of any of these factors could significantly impact the costs, timing and viability associated with the development of our product candidates.

General and administrative

General and administrative expenses consist primarily of personnel expenses, including salaries, benefits and stock-based compensation expense, for personnel in executive, finance, accounting, business development, legal, human resources, information technology, and administrative functions. General and administrative expenses also include costs not otherwise included in research and development expenses, including corporate facility costs, depreciation and other expenses, which include direct or allocated expenses for rent and maintenance of facilities and insurance, and professional fees for legal, patent and consulting services.



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We expect that our general and administrative expenses will increase in the foreseeable future as we increase our headcount to support the continued research and development of our programs and the growth of our business. We also anticipate incurring additional expenses associated with operating as a public company, including increased expenses related to the building and improving of our IT infrastructure, including cyber security monitoring, legal, other regulatory and compliance, director and officer insurance, investor and public relations and tax-related services associated with maintaining compliance with the rules and regulations of the SEC and standards applicable to companies listed on a national securities exchange, additional insurance expenses, investor relations activities and other administrative and professional services.

Total other income

Total other income consists of interest income and other expense. Interest income primarily consists of interest income on our cash equivalents and marketable securities. Other expense primarily consists of unrealized foreign currency remeasurement gain (loss) and miscellaneous income (expense) not related to operating activities.

Results of operations

Comparison of the three months ended September 30, 2022 and 2021

The following table summarizes our results of operations for the three months ended September 30, 2022 and 2021:



                              Three Months Ended September 30,
                                 2022                   2021           $ Change
                                               (in thousands)
Operating expenses:
Research and development    $         17,627       $         12,523  $    5,104
General and administrative             5,595                  5,239         356
Total operating expenses              23,222                 17,762       5,460
Loss from operations                (23,222)               (17,762)     (5,460)
Other income (expense):
Interest income                          622                    105         517
Other income (expense):                (120)                   (56)        (64)
Total other income                       502                     49         453
Net loss                    $       (22,720)       $       (17,713)  $  (5,007)

Research and development expenses

Research and development expenses for the three months ended September 30, 2022 were $17.6 million, compared to $12.5 million for the three months ended September 30, 2021. The increase of $5.1 million was primarily due to increased spending in (i) advancing the clinical study for our lead product candidate OP-1250 and the associated contract manufacturing costs, (ii) other nonclinical research and discovery program costs, and (iii) personnel-related costs due to increased headcount, including non-cash stock-based compensation expenses increase of $0.4 million.

General and administrative expenses

General and administrative expenses for the three months ended September 30, 2022 were $5.6 million compared to $5.2 million for the three months ended September 30, 2021. The increase of $0.4 million was primarily due to increased spending in (i) personnel-related expenses, which was offset by non-cash stock-based compensation expenses decrease of $0.3 million, and (ii) public entity related costs, including legal compliance and other corporate costs.



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Other income

Other income for the three months ended September 30, 2022 was $0.5 million, which primarily consisted of interest income from our marketable securities of $0.6 million, partially offset by unrealized foreign currency remeasurement loss on our foreign-currency denominated monetary accounts.

Comparison of the nine months ended September 30, 2022 and 2021

The following table summarizes our results of operations for the nine months ended September 30, 2022 and 2021:



                                 Nine Months Ended September 30,
                                    2022                  2021          $ Change
                                                 (in thousands)
Operating expenses:
Research and development       $        60,690       $        35,125  $   25,565
General and administrative              19,079                14,609       4,470
Total operating expenses                79,769                49,734      30,035
Loss from operations                  (79,769)              (49,734)    (30,035)
Other income (expense):
Interest income                          1,255                   333         922
Other income (expense):                   (94)                  (57)        (37)
Total other income                       1,161                   276         885
Net loss                       $      (78,608)       $      (49,458)  $ (29,150)

Research and development expenses

Research and development expenses for the nine months ended September 30, 2022 were $60.7 million, compared to $35.1 million for the nine months ended September 30, 2021. The increase of $25.6 million was primarily due to increased spending in (i) advancing the clinical study for our lead product candidate OP-1250 and the associated contract manufacturing costs, (ii) other nonclinical research and discovery program costs, including the $8.0 million upfront payment in connection with the Aurigene Agreement, and (iii) personnel-related costs due to increased headcount, including non-cash stock-based compensation expenses increase of $2.7 million.

General and administrative expenses

General and administrative expenses for the nine months ended September 30, 2022 were $19.1 million compared to $14.6 million for the nine months ended September 30, 2021. The increase of $4.5 million was primarily due to increased spending in (i) personnel-related expenses, including non-cash stock-based compensation expenses increase of less than $0.1 million, and (ii) public entity related costs, including legal compliance and other corporate costs.

Other income

Other income for the nine months ended September 30, 2022 was $1.2 million, which primarily consisted of interest income from our marketable securities of $1.3 million, partially offset by unrealized foreign currency remeasurement loss on our foreign-currency denominated monetary accounts.



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Liquidity and capital resources

Sources of liquidity

Since our inception, we have not generated any revenue from product sales and have incurred significant operating losses and negative cash flows from our operations. Our net losses were $22.7 million and $17.7 million for the three months ended September 30, 2022 and 2021, respectively, and $78.6 million and $49.5 million for the nine months ended September 30, 2022 and 2021, respectively. Through September 30, 2022, we had received aggregate gross proceeds of $392.8 million from sales of our common stock, convertible preferred stock and issuance of convertible promissory notes, stock option exercises, and the sale of stock through the ESPP.

As of September 30, 2022, we had $222.6 million in cash, cash equivalents and marketable securities. As of September 30, 2022, we had accumulated deficit of $182.8 million. We had no debt outstanding as of September 30, 2022.

We expect to incur significant expenses and operating losses for the foreseeable future as we advance the nonclinical and clinical development of OP-1250. We expect that our research and development and general and administrative costs will increase in connection with conducting additional nonclinical studies and clinical trials for our current and future research programs and product candidates, contracting with CMOs to support nonclinical studies and clinical trials, expanding our intellectual property portfolio, and providing general and administrative support for our operations. As a result, we will need additional capital to fund our operations, which we may obtain from additional equity or debt financings, collaborations, licensing arrangements or other sources.

Our primary uses of cash are to fund our research and development activities, including with respect to OP-1250 and other nonclinical programs, business planning, establishing and maintaining our intellectual property portfolio, hiring personnel, raising capital and providing general and administrative support for these operations.

We currently have no financing commitments, such as lines of credit or guarantees, that are expected to affect our liquidity over the next five years.

Future funding requirements

To date, we have not generated any revenue from product sales. We do not expect to generate any meaningful revenue unless and until we obtain regulatory approval of and commercialize any of our product candidates, and we do not know when, or if at all, that will occur. We expect our expenses to increase in connection with our ongoing activities, particularly as we continue the research and development of, continue or initiate clinical trials of, and seek marketing approval for, our product candidates. In addition, if we obtain marketing approval for our product candidates, we expect to incur significant commercialization expenses related to program sales, marketing, manufacturing and distribution to the extent that such sales, marketing and distribution are not the responsibility of potential collaborators. Furthermore, we have incurred and expect to continue to incur additional costs associated with operating as a public company. The amount and timing of our future funding requirements will depend on many factors, including the pace and results of our development efforts.

We expect our cash, cash equivalents, and marketable securities at September 30, 2022 will enable us to fund our operating expenses and capital expenditure requirements into the second half of 2024 at which point we would need to obtain substantial additional funding in connection with our continuing operations. If we are unable to raise capital when needed or on attractive terms, we would be forced to delay, reduce or eliminate our research and development programs or future commercialization efforts. Our future capital requirements will depend on many factors, including:

? the scope, progress, results and costs of product discovery, nonclinical

studies and clinical trials;




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? the scope, prioritization and number of our research and development programs;

? the costs, timing and outcome of regulatory review of our product candidate;

? our ability to establish and maintain collaborations on favorable terms, if at

all;

? the achievement of milestones or occurrence of other developments that trigger

payments under any collaboration agreements we enter into;

? the extent to which we are obligated to reimburse, or entitled to reimbursement

of, clinical trial costs under collaboration agreements, if any;

the costs of preparing, filing and prosecuting patent applications, maintaining

? and enforcing our intellectual property rights and defending intellectual

property-related claims;

? the extent to which we acquire or in-license other product candidates and

technologies;

? the costs of securing manufacturing arrangements for commercial production; and

? the costs of establishing or contracting for sales and marketing capabilities

if we obtain regulatory approvals to market our product candidates.

Identifying potential product candidates and conducting nonclinical studies and clinical trials is a time- consuming, expensive and uncertain process that takes many years to complete, and we may never generate the necessary data or results required to obtain marketing approval and achieve product sales. In addition, our product candidate, if approved, may not achieve commercial success. Our commercial revenues, if any, will be derived from sales of a product candidate that we do not expect to be commercially available for many years, if at all. Accordingly, we will need to continue to rely on additional financing to achieve our business objectives. Adequate additional financing may not be available to us on acceptable terms, or at all.

Until such time, if ever, as we can generate substantial product revenues, we expect to finance our cash needs through a combination of equity offerings, debt financings, collaborations, strategic alliances and licensing arrangements. To the extent that we raise additional capital through the sale of equity or convertible debt securities, your ownership interest will be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect your rights as a shareholder. Debt financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures or declaring dividends.

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



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Cash flows

The following table shows a summary of our cash flows for each of the periods presented:



                                                             Nine Months Ended September 30,
(in thousands)                                                  2022                  2021
Net cash used in operating activities                      $      (62,354)       $       (32,087)
Net cash provided by (used in) investing activities                 75,143              (281,438)
Net cash provided by financing activities                              203                    573

Net increase (decrease) in cash and cash equivalents $ 12,992 $ (312,952)

Operating activities

Net cash used in operating activities in the nine months ended September 30, 2022 consisted primarily of our net loss of $78.6 million, partially offset by non-cash charges of $14.0 million and a net increase in operating assets and liabilities of $2.2 million. The net loss consisted primarily of $60.7 million in research and development expenses and $19.1 million in general and administrative expenses. The non-cash charges consisted primarily of stock-based compensation of $14.0 million and depreciation and amortization expenses of less than $0.1 million, including premium amortization on our marketable securities, and non-cash lease expense of less than $0.1 million, net of cash payments of $1.0 million. The net increase in operating assets and liabilities was primarily due to (i) an increase of $3.3 million in other current liabilities and (ii) a decrease of $0.1 million in prepaid expenses and other current assets. The changes are partially offset by (i) a net increase of $1.1 million in other assets and (ii) an increase of less than $0.1 million in accounts payable, which is primarily a result of timing of invoice payment.

Net cash used in operating activities in the nine months ended September 30, 2021 consisted primarily of our net loss of $49.5 million, partially offset by non-cash charges of $11.6 million and a net change of $5.8 million in net operating assets and liabilities. The net loss consisted primarily of $35.1 million in research and development expenses and $14.6 million in general and administrative expenses. The non-cash charges consisted primarily of stock-based compensation of $11.3 million and depreciation and amortization expenses of $0.3 million, primarily related to premium amortization on our marketable securities. The change in operating assets and liabilities was primarily due to an increase of $5.1 million in other current liabilities, primarily related to the increased spending in (i) research and development related costs, including contract manufacturing and CRO expenses as a result of our continued advancement of our lead product program, and (ii) personnel related expenses, including employee bonuses, due to increased headcount, and a decrease in prepaid expenses and other current assets of $1.2 million, offset by a decrease in accounts payable of $0.5 million.

Investing Activities

Net cash provided by investing activities in the nine months ended September 30, 2022 was predominately due to maturities of marketable securities which was partially offset by purchase of marketable securities.

Net cash used in investing activities in the nine months ended September 30, 2021 was predominately due to purchases of marketable securities which was financed through the proceeds from the IPO and convertible preferred stock sale, and purchases of equipment, partially offset by the maturities of marketable securities.

Financing activities

Net cash provided by financing activities during the nine months ended September 30, 2022 consists of $0.1 million and $0.1 million in net proceeds from the sale of our common stock under the 2020 ESPP and the exercise of stock options, respectively.



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Net cash provided by financing activities in the nine months ended September 30, 2021 consisted of $0.4 million and $0.2 million in net proceeds from the sale of our common stock under the 2020 ESPP and the exercise of stock options, respectively.

Critical accounting policies and significant judgements and estimates

Our management's discussion and analysis of our financial condition and results of operations are based on our condensed consolidated financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles, or U.S. GAAP. The preparation of our condensed consolidated financial statements and related disclosures requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, expenses and the disclosure of our contingent liabilities in our condensed consolidated financial statements. We base our estimates on historical experience, known trends and events and various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. We evaluate our estimates and assumptions on an ongoing basis. Our actual results may differ from these estimates under different assumptions or conditions.

During the nine months ended September 30, 2022, there were no material changes to our critical accounting policies and estimates as reported in our Annual Report on Form 10-K.

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