The following discussion and analysis of our financial condition and results of operations should be read together with the unaudited condensed consolidated financial statements and related notes included in Item 1 of Part I of this Quarterly Report on Form 10-Q and with the audited consolidated financial statements and the related notes included in our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission (the "SEC") on March 10, 2022. This discussion includes forward-looking statements based upon current beliefs, plans and expectations that involve risk, uncertainties and assumptions, such as statements regarding our plans, objectives, expectations, intentions and projections. Our actual results may differ materially from management's expectations as a result of various factors, including, but not limited to, those discussed in the section titled "Risk Factors" in this report.

Overview

We are a clinical-stage immunology-based biopharmaceutical company focused on discovering, developing and commercializing oral small molecule therapies for patients with significant unmet needs in inflammatory diseases and oncology. Utilizing our proprietary drug discovery and development engine, we are developing highly selective small molecules designed to modulate the critical immune responses underlying these diseases. Our two lead drug candidates each target C-C motif chemokine receptor 4 ("CCR4"), a drug target that potentially has broad applicability in inflammatory diseases and oncology.

In June 2021, we announced positive topline results from our randomized placebo-controlled Phase 1b clinical trial of RPT193 as monotherapy in 31 patients with moderate-to-severe atopic dermatitis (AD). After four weeks of treatment, patients with moderate-to-severe AD who received RPT193 showed a 36.3% improvement from baseline in the Eczema Area and Severity Index (EASI) score, a standard measure of disease severity, compared to 17.0% in the placebo group. In the two-week period following the end of treatment, the RPT193 group showed continued improvement and further separation from placebo with a 53.2% improvement in the EASI score at the six-week time point compared to 9.6% in the placebo group. RPT193 was well tolerated in the Phase 1b study. No serious adverse events were reported and all adverse events reported were mild or moderate in intensity.

In May 2022, we announced the initiation of our 16-week randomized, double-blind, placebo-controlled Phase 2b clinical trial to further evaluate the efficacy and safety of RPT193 as monotherapy in patients with moderate-to-severe AD.

Financial Overview

Since commencing operations in 2015, we have devoted substantially all of our efforts and financial resources to building our research and development capabilities and establishing our corporate infrastructure. As a result, we have incurred net losses since inception. As of June 30, 2022, we had an accumulated deficit of $323.7 million. We have incurred net losses of $19.2 million and $16.1 million for the three months ended June 30, 2022 and 2021, respectively, and $39.7 million and $32.6 million for the six months ended June 30, 2022 and 2021, respectively. We do not expect to generate product revenue unless and until we obtain approval for the commercialization of a drug candidate and we cannot assure you that we will ever generate significant revenue or profits.

Since inception, we have financed our operations primarily through the sale of equity securities. In May 2022, we completed a sale of pre-funded warrants to purchase 4,000,000 shares of our common stock at a price per pre-funded warrant of $12.4999, which was done as private investment in public equity ("PIPE") financing. Net proceeds from the PIPE financing totaled approximately $49.8 million, after deducting offering expenses. As of June 30, 2022, we had cash and cash equivalents and marketable securities of $207.3 million and working capital of $196.8 million. We believe our current cash and cash equivalents and marketable securities will be sufficient to fund our planned operations for at least 12 months following the filing date of this report.

We expect to incur substantial expenditures in the foreseeable future as we expand our pipeline and advance our drug candidates through clinical development, undergo the regulatory approval process and, if our drug candidates are approved, launch commercial activities. Specifically, in the near term, we expect to incur substantial expenses relating to our ongoing and planned clinical trials, the development and validation of our manufacturing processes and other development activities.

We will need substantial additional funding to support our continuing operations and pursue our development strategy. Until we can generate significant revenue from sales of our drug candidates, if ever, we expect to finance our operations through equity or debt financings or other capital sources, including potential collaborations with other companies, or other strategic transactions. 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 have to significantly delay, scale back or discontinue the development and commercialization of our drug candidates or delay our efforts to expand our product pipeline. We may also be required to sell or license to other parties rights to develop or commercialize our drug candidates that we would prefer to retain.



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Impact of COVID-19 Pandemic

We have been impacted and may continue to be impacted by the ongoing global pandemic of the disease referred to as COVID-19 and the responses by government entities to combat the pandemic. We continue to monitor the impact of the COVID­19 pandemic on all aspects of our business and operations. Both the outbreak of the disease and the actions to slow its spread have had an adverse impact on our operations by, among other things, slowing recruitment in our clinical trials, limiting some of our employees from coming to work at our facility and delaying services from third-party service providers. We have instituted flexible work hours and protocols to protect the health of our employees, which has limited some of our operations. Depending on how long the pandemic continues or if it intensifies, it is possible that these or other challenges may have a larger impact on our operations. Additionally, concerns over the economic impact of the COVID-19 pandemic (along with the effects of the war in Ukraine, inflation, rising interest rates and other economic uncertainty) have caused extreme volatility in financial and other capital markets, which has adversely impacted, and may continue to adversely impact, our stock price and our ability to access capital markets. The situation surrounding COVID-19 remains fluid and we are actively managing our response and assessing potential impacts to our employees and operations, as well as to our financial condition, results of operations and our ability to access capital. The magnitude of any such adverse impact cannot currently be determined (refer to Item 1A. Risk Factors for related risks).

Components of Operating Results

Revenue

Revenue recognized during the periods presented relate to our Collaboration and License Agreement (the "Hanmi Agreement") with Hanmi Pharmaceutical Ltd. ("Hanmi") that we entered into in December 2019. Pursuant to the Hanmi Agreement we granted Hanmi an exclusive license to develop, manufacture and commercialize FLX475 and related compounds and products with respect to human cancers in the Republic of Korea, the Republic of China (Taiwan) and the People's Republic of China, including the special administrative regions of Macau and Hong Kong (the "Hanmi Territory"), and certain sublicense rights.

Research and Development Expenses

We expense both internal and external research and development costs as such expenses are incurred. We track the external research and development costs incurred for each of our drug candidates. However, we do not track our internal research and development costs by drug candidate as the related efforts and their costs are typically spread across multiple drug candidates.

We account for non-refundable advance payments for goods or services that will be used in future research and development activities as expenses when the goods have been received or when the services have been performed rather than when the payment is made.

Clinical trial costs are a component of research and development expenses. We expense costs for our clinical trial activities performed by third parties, including clinical research organizations ("CROs") and other service providers, as they are incurred, based upon estimates of the work completed over the life of the individual study in accordance with the associated agreements. We use information received from internal personnel and outside service providers to estimate the clinical trial costs incurred.

External research and development expenses consist primarily of costs incurred for the development of our drug candidates and include:

costs incurred under agreements with CROs, investigative sites and consultants to conduct our clinical trials and preclinical and non-clinical studies;

costs to acquire, develop and manufacture supplies for clinical trials and other studies, including fees paid to contract manufacturing organizations ("CMOs"); and

costs related to compliance with drug development regulatory requirements.

Internal research and development expenses include:

salaries and related costs, including stock-based compensation and travel expenses, for personnel in our research and development functions; and

depreciation and other allocated facility-related and overhead expenses.



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We expect our research and development expenses to increase substantially over the next few years as we seek to complete existing and initiate additional clinical trials, pursue regulatory approval of RPT193 and FLX475 and advance other programs into clinical development. Over the next few years, we expect our preclinical, clinical and contract manufacturing expenses to increase significantly relative to what we have incurred to date. Predicting the time or the final cost to complete our clinical programs or validation of our manufacturing and supply processes is difficult and delays may occur because of many factors.

General and Administrative Expenses

General and administrative expenses consist principally of personnel-related costs, including payroll and stock­based compensation for personnel in executive, finance, human resources, business and corporate development and other administrative functions; professional fees for legal, consulting and accounting services; allocated rent and facilities costs, depreciation and other general operating expenses not otherwise classified as research and development expenses.

We anticipate that our general and administrative expenses will increase substantially over the next few years as a result of staff expansion and additional occupancy costs, as well as costs associated with being a public company, including higher professional fees for legal, consulting and accounting services, higher investor relations costs, higher insurance premiums and other compliance costs.

Other Income, Net

Our cash and cash equivalents and marketable securities are invested in money market funds, corporate debt securities, commercial paper and U.S. government agency securities. Other income, net, consists primarily of interest earned on our cash and cash equivalents and marketable securities and remeasurement gains and losses on foreign currency transactions.

Critical Accounting Policies, Significant Judgments and Use of Estimates

Our condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles ("U.S. GAAP"). The preparation of these condensed consolidated 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 consolidated financial statements, as well as the reported expenses incurred during the reporting periods. Our estimates are based on 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. Actual results may differ from these estimates under different assumptions or conditions. We believe that the accounting policies related to revenue, clinical trial accruals and stock-based compensation reflect the more significant estimates and assumptions used in the preparation of our condensed consolidated financial statements.

Except for the change to our accounting policy for leases as a result of adopting ASC Topic 842, there have been no significant changes in our critical accounting policies and estimates during the three and six months ended June 30, 2022, as compared to the critical accounting policies and estimates disclosed in "Management's Discussion and Analysis of Financial Condition and Results of Operations" included in our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on March 10, 2022. Our significant accounting policies are also described in Note 2 of the accompanying condensed consolidated financial statements.



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Results of Operations

Comparison of the Three Months Ended June 30, 2022 and 2021

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



                             Three Months Ended
                                  June 30,
                             2022          2021        $ Change      % Change
Revenue                    $     886     $     869     $      17             2 %
Operating expenses:
Research and development      14,359        13,190         1,169             9 %
General and administrative     5,436         3,760         1,676            45 %
Total operating expenses      19,795        16,950         2,845            17 %
Loss from operations         (18,909 )     (16,081 )      (2,828 )          18 %
Other expense, net              (275 )         (29 )        (246 )         848 %
Net loss                   $ (19,184 )   $ (16,110 )   $  (3,074 )          19 %


Revenue

Revenue for the three months ended June 30, 2022 and 2021 was $0.9 million and $0.9 million, respectively, and was entirely related to revenue recognized pursuant to the Hanmi Agreement. Revenue pursuant to the Hanmi Agreement is recognized by applying the cost-based input method for the performance obligation over the estimated service period, as it reflects the progress made towards providing Hanmi with the necessary know-how to continue developing FLX475 in the Hanmi Territory.

Research and Development Expenses

Research and development expenses increased $1.2 million, or 9%, to $14.4 million for the three months ended June 30, 2022 from $13.2 million for the three months ended June 30, 2021. The increase in research and development expenses was primarily due to increases of $1.4 million in development costs related to RPT193 and of $1.1 million in personnel costs, partially offset by decreases of $0.9 million in development costs related to FLX 475 and $0.4 million in stock-based compensation expense.

The following is a comparison of research and development expenses for the three months ended June 30, 2022 and 2021 (in thousands):



                                             Three Months Ended
                                                  June 30,
                                              2022          2021
External development expenses:
RPT193                                     $    2,430     $    998
FLX475                                          2,924        3,870
Other programs                                    547          502

Internal research and development expenses 8,457 7,820 Total research and development expenses $ 14,359 $ 13,190

As previously noted, we do not track our internal research and development expenses by drug candidate, as the related efforts and their costs are typically spread across multiple drug candidates.

General and Administrative Expenses

General and administrative expenses increased $1.6 million, or 45%, to $5.4 million for the three months ended June 30, 2022 from $3.8 million for the three months ended June 30, 2021. The increase in general and administrative expenses was primarily due to increases of $0.7 million in professional services, $0.1 million in stock-based compensation expense, $0.6 million in personnel costs and $0.2 million in facilities.



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Other Expense, Net

Other expense, net increased to $0.3 million for the three months ended June 30, 2022 from $29,000 for the three months ended June 30, 2021. The increase was driven primarily by remeasurement losses related to foreign currency transactions for the three months ended June 30, 2022.

Comparison of the Six Months Ended June 30, 2022 and 2021

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



                                 Six Months
                                  June 30,
                             2022          2021        $ Change      % Change
Revenue                    $   1,527     $   2,091     $    (564 )         (27 )%
Operating expenses:
Research and development      31,029        26,961         4,068            15 %
General and administrative    10,184         7,772         2,412            31 %
Total operating expenses      41,213        34,733         6,480            19 %
Loss from operations         (39,686 )     (32,642 )      (7,044 )          22 %
Other income, net                 34            18            16            89 %
Net loss                   $ (39,652 )   $ (32,624 )   $  (7,028 )          22 %


Revenue

Revenue for the six months ended June 30, 2022 and 2021 was $1.5 million and $2.1 million, respectively, and was entirely related to revenue recognized pursuant to the Hanmi Agreement. Revenue pursuant to the Hanmi Agreement is recognized by applying the cost-based input method for the performance obligation over the estimated service period, as it reflects the progress made towards providing Hanmi with the necessary know-how to continue developing FLX475 in the Hanmi Territory.

Research and Development Expenses

Research and development expenses increased $4.0 million, or 15%, to $31.0 million for the six months ended June 30, 2022 from $27.0 million for the six months ended June 30, 2021. The increase in research and development expenses was primarily due to increases of $3.8 million in development costs related to RPT193, increases in expenses of $0.2 million related to early-stage programs and $1.6 million in personnel costs, partially offset by decreases of $0.7 million in development costs related to FLX475, $0.7 million in stock-based compensation expense and $0.2 million in consulting expenses.

The following is a comparison of research and development expenses for the six months ended June 30, 2022 and 2021 (in thousands):



                                                Six Months
                                                 June 30,
                                             2022         2021
External development expenses:
RPT193                                     $  7,034     $  3,213
FLX475                                        6,457        7,200
Other Programs                                1,187          936

Internal research and development expenses 16,351 15,612 Total research and development expenses $ 31,029 $ 26,961

As previously noted, we do not track our internal research and development expenses by drug candidate, as the related efforts and their costs are typically spread across multiple drug candidates.



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General and Administrative Expenses

General and administrative expenses increased $2.4 million, or 31%, to $10.2 million for the six months ended June 30, 2022 from $7.8 million for the six months ended June 30, 2021. The increase in general and administrative expenses was primarily due to increases of $0.6 million in professional services, $0.4 million in stock-based compensation expense, $1.0 million in personnel costs and $0.4 million in facilities costs.

Liquidity and Capital Resources; Plan of Operations

In May 2022, we completed the sale of pre-funded warrants to purchase 4,000,000 shares of our common stock at a price per pre-funded warrant of $12.4999, which was done as a PIPE financing. Net proceeds from the PIPE financing totaled approximately $49.8 million, after deducting offering expenses. As of June 30, 2022, there was up to $90.9 million available for future issuance of shares of common stock under the ATM Sales Agreement. We had cash and cash equivalents and marketable securities of $207.3 million and working capital of $196.8 million as of June 30, 2022. Our cash equivalents were held primarily in money market funds. Since inception, we have incurred net losses and negative cash flows from operations. At June 30, 2022, we had an accumulated deficit of $323.7 million. In addition, we expect to incur substantial costs in order to conduct research and development activities necessary to develop and commercialize our drug candidates. Additional capital will be needed to undertake these activities and we intend to raise such capital through the issuance of additional equity or debt, strategic alliances with other companies or other sources of financing. The effects of the ongoing COVID-19 pandemic, war in Ukraine, inflation, rising interest rates and economic uncertainty and volatility has resulted and may continue to result in significant disruption of global financial markets, which could impair our ability to access capital and negatively affect our liquidity. If such capital is not available at adequate levels or on acceptable terms, we could be required to significantly reduce operating expenses and delay or reduce the scope of, or eliminate, some of our development programs. We believe our current cash and cash equivalents and marketable securities will be sufficient to fund our anticipated level of operations through at least the next 12 months following the filing date of this report.

We will continue to require additional capital to develop our drug candidates and fund operations for the foreseeable future. We may seek to raise capital through private or public equity or debt financings, collaborative or other arrangements with other companies or through other sources of financing. Adequate additional funding may not be available to us on acceptable terms or at all. Our failure to raise capital as and when needed could have a negative impact on our financial condition and our ability to pursue our business strategies. We anticipate that we will need to raise substantial additional capital, the requirements of which will depend on many factors, including:

the scope, rate of progress and costs of our drug discovery, preclinical development activities, laboratory testing and clinical trials for our drug candidates;

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

the scope and costs of manufacturing development and commercial manufacturing activities;

the extent to which we acquire or in-license other drug candidates and technologies;

the costs, timing and outcome of regulatory review of our drug candidates;

the costs and timing of establishing sales and marketing capabilities, if any of our drug candidates receive marketing approval;

the costs of preparing, filing and prosecuting patent applications, obtaining, maintaining and enforcing our intellectual property rights and defending intellectual property-related claims;

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

our efforts to enhance operational systems and our ability to attract, hire and retain qualified personnel, including personnel to support the development of our drug candidates;

the costs associated with being a public company; and

the cost associated with commercializing our drug candidates, if they receive marketing approval.

See "Risk Factors" for additional risks associated with our substantial capital requirements.



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If we raise additional funds by issuing equity securities, our stockholders may experience dilution. Any future debt financing may impose upon us covenants that restrict our operations, including limitations on our ability to incur liens or additional debt, pay dividends, repurchase our common stock, make certain investments and engage in certain merger, consolidation or asset sale transactions. Any equity or debt financing may contain terms that are not favorable to us or our stockholders. If we are unable to raise additional funds when needed, we may be required to delay, reduce or terminate some or all of our development programs and clinical trials. We may also be required to sell or license to other parties rights to develop or commercialize our drug candidates that we would prefer to retain.

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