0000950170-23-038042 | 10-Q | XBRL Viewer

Summary of Significant Accounting Policies - Additional Information (Details)	6 Months Ended
Jun. 30, 2023 USD ($)
Summary Of Significant Accounting Policies [Line Items]
Realized gains or losses on the sale or maturity of available-for-sale securities	$ 0
Lab Equipment
Summary Of Significant Accounting Policies [Line Items]
Assets Held-for-sale	100,000
Money market funds
Summary Of Significant Accounting Policies [Line Items]
Unrealized gains or loss	$ 0

Stock-Based Compensation

6 Months Ended

Jun. 30, 2023

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

Note 7. Stock-Based Compensation

The Company operates three stock plans as of June 30, 2023.

•

2019 Equity Incentive Plan (Quince)

•

2019 Equity Incentive Plan (Novosteo)

•

2022 Inducement Plan (Quince)

2019 Equity Incentive Plan (Quince)

On December 4, 2014, the Company’s stockholders approved the 2014 Stock Plan (“2014 Plan”), and on April 25, 2019 amended, restated and re-named the 2014 Plan as the 2019 Equity Incentive Plan (the “Quince 2019 Plan”), which became effective as of May 7, 2019, the day prior to the effectiveness of the registration statement filed in connection with the IPO. The remaining shares available for issuance under the 2014 Plan were added to the shares reserved for issuance under the Quince 2019 Plan.

The Quince 2019 Plan provides for the grant of stock options (including incentive stock options and non-qualified stock options), stock appreciation rights, restricted stock, RSUs, performance units, and performance shares to the Company’s employees, directors, and consultants. As of June 30, 2023, the maximum aggregate number of shares that remain available for issuance under the Quince 2019 Plan is 10,036,489 shares of the Company’s common stock. In addition, the number of shares available for issuance under the Quince 2019 Plan will be annually increased on the first day of each fiscal years beginning with fiscal 2020, by an amount equal to the least of (i) 2,146,354 shares of common stock; (ii) 4% of the outstanding shares of its common stock as of the last day of its immediately preceding fiscal year; and (iii) such other amount as the Board may determine.

The Quince 2019 Plan may be amended, suspended or terminated by the Board at any time, provided such action does not impair the existing rights of any participant, subject to stockholder approval of any amendment to the Quince 2019 Plan as required by applicable law or listing requirements. Unless sooner terminated by the Board, the Quince 2019 Plan will automatically terminate on April 23, 2029.

As of June 30, 2023, the Company had 5,201,073 shares available for future issuance under the Quince 2019 Plan.

Stock Options

Activity for service-based stock options under the Quince 2019 Plan is as follows:


	Number of Options and Unvested Shares			Weighted Average Exercise Price		Weighted average remaining contractual life (years)		Aggregate intrinsic value
								(In thousands)
Balance at December 31, 2022		3,319,711		$	16.07		4.77	$	65
Options granted		1,559,958			0.95	—		—
Options exercised		(189,799	)		0.43	—			162
Options cancelled / forfeited		(1,549,075	)		15.13	—		—
Balance at June 30, 2023		3,140,795		$	9.97		7.61	$	814
Options vested and expected to vest as of June 30, 2023		3,140,795			9.97		7.61		814
Options exercisable as of June 30, 2023		1,316,814		$	19.77		5.13	$	154

For the three and six months ended June 30, 2023 the Company recognized stock-based compensation expense of $604,000 and $1,378,000, respectively, related to options granted to employees and non-employees. The compensation expense is allocated on a departmental basis, based on the classification of the option holder. No income tax benefits have been recognized in the condensed consolidated statement of operations and comprehensive loss for stock-based compensation arrangements. As of June 30, 2023, total unamortized employee stock-based compensation was $3.9 million, which is expected to be recognized over the remaining estimated vesting period of 2.27 years.

Performance Stock Options (“PSOs”)

There was no activity or balance of any PSOs from the 2019 plan for the six months ended June 30, 2023. For the three and six months ended June 30, 2023, the Company recognized stock-based compensation expense of $0 related to these PSOs. For the three and six months ended June 30, 2022, the Company recognized stock-based compensation expense of $0 and $2,044,000, respectively, related to these PSOs. As of June 30, 2023 and December 31, 2022, there was no remaining unamortized stock-based compensation related to PSOs.

Restricted Stock Units (“RSUs”)

The following table summarizes activity under the Company’s RSUs from the Quince 2019 Plan and related information:


	Quince 2019 Plan
	Restricted Stock Units Outstanding
	Number of Shares			Weighted Average Grant Date Fair Value
Unvested - December 31, 2022		30,876		$	4.30
RSUs granted		—		—
RSUs vested		(7,225	)	$	4.30
RSUs cancelled		(19,188	)	$	4.30
Unvested - June 30, 2023		4,463		$	4.30

The fair value of the RSUs is determined on the grant date based on the fair value of the Company’s common stock. The

fair value of the RSUs is recognized as expense ratably over the vesting period of two years. The total grant date fair value of the RSUs vested during the three and six months ended June 30, 2023 was $6,400 and $31,100, respectively. The aggregate intrinsic value of the shares of the RSUs vested during the three and six months ended June 30, 2023 was $2,200 and $7,900, respectively.

For the three and six months ended June 30, 2023, the Company recognized stock-based compensation expense of

$6,000 and $24,000, respectively, related to these RSUs. As of June 30, 2023, total unamortized stock-based compensation related to RSUs was $17,000, which is expected to be recognized over the remaining estimated vesting period of 0.68 years.

2019 Equity Incentive Plan (Novosteo)

On May 19, 2022, in accordance with the term of the Merger Agreement, the Company assumed the 2019 Novosteo, Inc Equity Incentive Plan (the "2019 Novosteo Plan"). The 2019 Novosteo Plan provides for the grant of stock options (including incentive stock options and non-qualified stock options), stock appreciation rights, restricted stock, RSUs, performance units, and performance shares to the Novosteo legacy employees. On the closing date, each outstanding Novosteo stock option granted under Novosteo’s equity compensation plans was converted into a corresponding stock option with the number of shares underlying such option and the applicable exercise price adjusted based on the exchange ratio of 0.0911. Each such converted stock option continues to be subject to substantially the same terms and conditions as applied to the corresponding Novosteo stock option prior to the Novosteo Acquisition. The maximum aggregate number of shares that may be issued under the 2019 Novosteo Plan is 544,985 shares of the Company’s common stock.

The 2019 Novosteo Plan may be amended, suspended or terminated by the Board at any time, provided such action does not impair the existing rights of any participant, subject to stockholder approval of any amendment to the 2019 Novosteo Plan as required by applicable law or listing requirements. Unless sooner terminated by the Board, the 2019 Novosteo Plan will automatically terminate on May 20, 2029.

As of June 30, 2023, the Company had 88,265 shares available for future issuance under the 2019 Novosteo Plan.

Activity for service-based stock options under the 2019 Novosteo Plan is as follows:


	Number of Options and Unvested Shares			Weighted Average Exercise Price		Weighted average remaining contractual life (years)		Aggregate intrinsic value
								(In thousands)
Balance at December 31, 2022		503,105		$	0.55		9.23	$	44
Options granted		—			—		—		—
Options exercised		(3,027	)		0.55		—		3
Options cancelled / forfeited		(37,848	)		0.55		—		—
Balance at June 30, 2023		462,230		$	0.55		8.73	$	441
Options vested and expected to vest as of June 30, 2023		462,230			0.55		8.73		441
Options exercisable as of June 30, 2023		144,444		$	0.55		8.73	$	138

For the three and six months ended June 30, 2023, the Company recognized stock-based compensation expense of $72,000 and $131,000, respectively, related to options granted to employees and non-employees for the 2019 Novosteo plan. The compensation expense is allocated on a departmental basis, based on the classification of the option holder. No income tax benefits have been recognized in the condensed consolidated statement of operations and comprehensive loss for stock-based compensation arrangements. As of June 30, 2023, total unamortized employee stock-based compensation was $0.8 million, which is expected to be recognized over the remaining estimated vesting period of 2.73 years.

On May 19, 2022, in accordance with the term of the Merger Agreement, the Company assumed a number of restricted stock awards ("RSAs") agreements with certain employees. Each outstanding Novosteo RSA was converted into a corresponding RSA with the number of shares underlying such RSA adjusted based on the exchange ratio of 0.0911. Each such converted RSA will continue to be subject to substantially the same terms and conditions as applied to the corresponding Novosteo RSA prior to the Novosteo Acquisition.

Restricted Stock Awards


	Restricted Stock Awards Outstanding
	Number of Shares			Weighted Average Grant Date Fair Value
Unvested - December 31, 2022		427,401		$	3.30
RSAs granted		—		—
RSAs vested		(76,803	)		3.30
RSAs cancelled		(8,536	)		3.30
Unvested - June 30, 2023		342,062		$	3.30

For the three and six months ended June 30, 2023, the Company recognized stock-based compensation expense of $120,000 and $248,000, respectively, related to restricted stock awards. The compensation expense is allocated on a departmental basis, based on the classification of the option holder. No income tax benefits have been recognized in the condensed consolidated statement of operations and comprehensive loss for stock-based compensation arrangements. As of June 30, 2023, total unamortized employee stock-based compensation was $1.1 million, which is expected to be recognized over the remaining estimated vesting period of 2.29 years.

2022 Inducement Plan

On May 9, 2022, the Board approved 4,000,000 shares of the Company’s common stock that may be offered or issued under the Quince Therapeutics, Inc. 2022 Inducement Plan (the "2022 Inducement Plan"). The 2022 Inducement Plan was adopted by the independent members of the Board without stockholder approval pursuant to Rule 5635(c)(4) of the Nasdaq Listing Rules. In accordance with rule awards under those plans may only be made to an employee who has not previously been an employee or member of the Board or of any board of directors of any parent or subsidiary of the Company, or following a bona fide period of non-employment by the Company or a parent or subsidiary, if he or she is granted such award in connection with his or her commencement of employment with the Company or a subsidiary and such grant is an inducement material to his or her entering into employment with the Company or such subsidiary. The terms and conditions of the 2022 Inducement Plan are substantially similar to those of the Quince 2019 Plan.

As of June 30, 2023, the Company had 301,245 shares available for future issuance under the 2022 Inducement Plan.

Activity for service-based stock options under the 2022 Inducement Plan is as follows:


	Number of Options and Unvested Shares			Weighted Average Exercise Price		Weighted average remaining contractual life (years)		Aggregate intrinsic value
								(In thousands)
Balance at December 31, 2022		3,742,255		$	2.98		9.39	$	—
Options granted		—			—		—		—
Options exercised		—			—		—		—
Options cancelled / forfeited		(43,500	)		2.98		—		—
Balance at June 30, 2023		3,698,755		$	2.98		8.90	$	—
Options vested and expected to vest as of June 30, 2023		3,698,755			2.98		8.90		—
Options exercisable as of June 30, 2023		1,001,745		$	2.98		8.90	$	—

For the three and six months ended June 30, 2023, the Company recognized stock-based compensation expense of $519,000 and $1,022,000, respectively, related to options granted to employees and non-employees for the 2022 Inducement plan. The compensation expense is allocated on a departmental basis, based on the classification of the option holder. No income tax benefits have been recognized in the condensed consolidated statement of operations and comprehensive for stock-based compensation arrangements. As of June 30, 2023, total unamortized employee stock-based compensation was $6.1 million, which is expected to be recognized over the remaining estimated vesting period of 2.90 years.

Stock-Based Compensation Expense

The following table summarizes employee and non-employee stock-based compensation expense for the three and six months ended June 30, 2023 and 2022 and the allocation within the condensed consolidated statements of operations and comprehensive loss (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
General and administrative expense	$	946	$	3,267	$	2,069	$	7,699
Research and development expense		375		1,784		734		6,593
Total stock-based compensation	$	1,321	$	5,051	$	2,803	$	14,292

Employee Stock Purchase Plan

On April 24, 2019, the Board adopted its 2019 Employee Stock Purchase Plan (the “2019 ESPP”), which was subsequently approved by the Company’s stockholders and became effective on May 7, 2019, the day immediately prior to the effectiveness of the registration statement filed in connection with the IPO. The 2019 ESPP is intended to qualify as an “employee stock purchase plan” within the meaning of Section 423 of the Internal Revenue Code (the “Code”) for U.S. employees. In addition, the 2019 ESPP authorizes grants of purchase rights that do not comply with Section 423 of the Code under a separate non-423 component for non-U.S. employees and certain non-U.S. service providers. The Company has reserved 1,494,530 shares of common stock for issuance under the 2019 ESPP. In addition, the number of shares reserved for issuance under the 2019 ESPP will be increased automatically on the first day of each fiscal year for a period of up to ten years, starting with the 2020 fiscal year, by a number equal to the least of: (i) 536,589 shares; (ii) 1% of the shares of common stock outstanding on the last day of the prior fiscal year; or (iii) such lesser number of shares determined by the Board. The 2019 ESPP is expected to be implemented through a series of offerings under which participants are granted purchase rights to purchase shares of the Company’s common stock on specified dates during such offerings. The Company has not yet approved an offering under the 2019 ESPP.

Rights Plan

On April 5, 2023, the Board declared a dividend of one preferred share purchase right (a “Right”) for each outstanding share of the common stock, par value $0.001 per share (the “Common Shares”), of the Company. The dividend is effective as of April 17, 2023 (the “Record Date”) with respect to stockholders of record on that date. The Rights will also attach to new Common Shares issued after the Record Date. Each Right entitles the registered holder to purchase from the Company one one-thousandth of a share of

Series A Junior Participating Preferred Stock, par value $0.001 per share, (the “Preferred Shares”), of the Company at a price of $6.00 per one one-thousandth of a Preferred Share, subject to adjustment. The descriptions and terms of the Rights are set forth in a Rights Agreement, dated as of April 5, 2023 (the “Rights Agreement"), between the Company and American Stock Transfer & Trust Company, LLC. The Rights will expire on April 5, 2024, unless the Rights are earlier redeemed or exchanged by the Company.

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Cash flows from operating activities
Net Loss	$ (17,140)	$ (38,205)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock based compensation	2,803	14,292
Depreciation and amortization	18	122
Impairment loss on operating lease	66	98
Loss on disposal of fixed assets	79	77
Equity investment in Lighthouse, Inc.	(78)	0
Non-cash intangible impairment charge	5,900	0
Amortization of (discount) premium on available for sale investments	(602)	175
Change in deferred tax liabilities	(248)	(284)
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	2,715	1,750
Right of use assets and lease liabilities	126	0
Other assets	0	147
Accounts payable	(216)	(4,664)
Accrued expenses and other current liabilities	(819)	(5,014)
Net cash used in operating activities	(7,396)	(31,506)
Cash flow from investing activities:
Purchase of investments	(50,131)	(36,849)
Proceeds from maturities of investments	35,394	34,388
Cash acquired from Novosteo Inc	0	10,593
Proceeds from disposal of fixed assets	90	35
Purchase of property and equipment	(136)	(5)
Net cash provided by (used in) investing activities	(14,783)	8,162
Cash flows from financing activities:
Payments of finance leases	(6)	(12)
Proceeds from issuance of common stock upon exercise of stock options	82	134
Proceeds from issuance of common stock in connection with open market sales agreement, net of issuance costs	0	608
Net cash provided by financing activities	76	730
Effect of exchange rate changes on cash	174	(182)
Net decrease in cash and cash equivalents	(21,929)	(22,796)
Cash and cash equivalents at beginning of period	44,579	69,724
Cash and cash equivalents at end of period	22,650	46,928
Supplemental disclosures of non-cash information:
Net assets acquired of Novosteo Inc. in exchange for common stock	0	16,210
Right-of-use assets obtained in exchange for new operating lease liabilities	0	256
Right-of-use asset and financing lease liability reduction as a result of lease modification.	(70)	0
Right-of-use asset and operating lease liability reduction as a result of lease modification	$ 0	$ (640)

Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2023

Fair Value Disclosures [Abstract]

Schedule of Financial Assets and Liabilities to Fair Value Measurements on Recurring Basis

Financial assets and liabilities subject to fair value measurements on a recurring basis and the level of inputs used in such measurements by major security type as of June 30, 2023 and December 31, 2022 are presented in the following tables (in thousands):


	Fair Value Measurements at June 30, 2023
	Total		Level 1		Level 2		Level 3
Money market funds	$	9,329	$	9,329	$	—	$	—
Certificates of deposit		4,218		—		4,218		—
Corporate notes		1,575		—		1,575		—
Government and agency notes		70,417		—		70,417		—
Total	$	85,539	$	9,329	$	76,210	$	—


	Fair Value Measurements at December 31, 2022
	Total		Level 1		Level 2		Level 3
Money market funds	$	10,988	$	10,988	$	—	$	—
Certificates of deposit		6,102		—		6,102		—
Repurchase agreements		9,000		—		9,000		—
Corporate notes		12,411		—		12,411		—
Government and agency notes		50,766		—		50,766		—
Municipal notes		506		—		506		—
Total	$	89,773	$	10,988	$	78,785	$	—

Summary of Available-for-Sale Securities

The following table summarizes the available-for-sale securities (in thousands):


	Fair Value Measurements at June 30, 2023
	Amortized Cost		Unrealized Gains		Unrealized Losses			Fair Value
Money market funds	$	9,329	$	—	$	—		$	9,329
Certificates of deposit		4,265		—		(47	)		4,218
Corporate notes		1,587		—		(12	)		1,575
Government and agency notes		70,520		7		(110	)		70,417
Total cash equivalents and investments	$	85,701	$	7	$	(169	)	$	85,539

Classified as:
Cash equivalents (original maturities within 90 days)								$	20,624
Short-term investments (maturities within one year)									64,915
Total cash equivalents and investments								$	85,539


	Fair Value Measurements at December 31, 2022
	Amortized Cost		Unrealized Gains		Unrealized Losses			Fair Value
Money market funds	$	10,988	$	—	$	—		$	10,988
Certificates of deposit		6,237		1		(136	)		6,102
Repurchase agreements		9,000		—		—			9,000
Corporate notes		12,575		—		(164	)		12,411
Government and agency notes		51,020		4		(258	)		50,766
Municipal notes		510		—		(4	)		506
Total cash equivalents and investments	$	90,330	$	5	$	(562	)	$	89,773

Classified as:
Cash equivalents (original maturities within 90 days)								$	40,593
Short-term investments (maturities within one year)									45,602
Long-term investments (maturities beyond 1 year)									3,578
Total cash equivalents and investments								$	89,773

Summary of Unrealized Losses of Company's Investments in Debt Securities Measured at Fair Value

The table below summarizes the unrealized losses of the Company's investments in debt securities measured at fair value as of June 30, 2023 (in thousands):


	Less than twelve months					Twelve months or greater					Total
	Fair value		Gross unrealized loss			Fair value		Gross unrealized loss			Fair value		Gross unrealized loss
Certificates of deposit	$	240	$	—		$	3,978	$	(46	)	$	4,218	$	(46	)
Corporate notes		—		—			1,575		(12	)		1,575		(12	)
Government and agency notes		32,066		(14	)		5,620		(97	)		37,686		(111	)
Total cash equivalents and investments	$	32,306	$	(14	)	$	11,173	$	(155	)	$	43,479	$	(169	)

Schedule of the Ccontractual Maturities of our Investments in Debt Securities Measured at Fair Value

The table below summarizes the contractual maturities of the Company's investments in debt securities measured at fair value as of June 30, 2023 (in thousands):


	Maturities by Period
	Total		Less Than 1 Year		1-5 Years		6-10 Years		More Than 10 Years
Fair value of debt securities	$	64,915	$	64,915	$	—	$	—	$	—

Cash, Cash Equivalents and Investments

6 Months Ended

Jun. 30, 2023

Fair Value Disclosures [Abstract]

Cash, Cash Equivalents and Investments

Note 4. Cash, Cash Equivalents and Investments

The following tables categorize the fair values of cash, cash equivalents, short-term investments and long-term investments measured at fair value on a recurring basis on our balance sheets (in thousands):


	June 30, 2023		December 31, 2022
Cash and cash equivalents:
Cash	$	2,026	$	3,986
Money market funds		9,329		10,988
Repurchase agreements		—		9,000
Government and agency notes		11,295		20,605
Total cash and cash equivalents	$	22,650	$	44,579

Short-term investments:
Certificates of deposit	$	4,218	$	5,390
Municipal notes		—		506
Corporate notes		1,575		12,411
Government and agency notes		59,122		27,295
Total short-term investments	$	64,915	$	45,602

Long-term investments:
Certificates of deposit	$	—		712
Government and agency notes		—		2,866
Total long-term investments	$	—	$	3,578

Equity investments without readily determinable fair values assessed under the measurement alternative

Equity investments without readily determinable fair value include ownership rights that either (i) do not meet the definition of in-substance common stock or (ii) do not provide the Company with control or significant influence and these investments do not have readily determinable fair values.

During the six months ended June 30, 2023, the Company received approximately $78,000 in equity investments without readily determinable fair values of Lighthouse, Inc. in exchange for the Legacy Assets, inclusive of additional equity securities by Lighthouse in the three months ended June 30, 2023$8,000 of additional equity investments issued during the three months ended June 30, 2023. As of June 30, 2023, the Company has not recorded any cumulative upward adjustments or cumulative impairments for its equity investments without readily determinable fair values.

Leases - Supplemental Balance Sheet Information Related to Leases (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Leases [Abstract]
Operating lease right-of-use assets, net	$ 110	$ 291
Short-term operating lease liability	147	377
Finance lease right of use asset	$ 0	$ 124
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Property, Plant and Equipment, Net	Property, Plant and Equipment, Net
Finance lease accumulated amortization	$ 0	$ (50)
Total finance lease right of use asset, net	$ 0	$ 74
Weighted average remaining lease term
Operating leases	7 months 6 days	10 months 24 days
Finance leases		1 year
Weighted average discount rate
Operating leases	6.36%	5.71%
Finance leases		4.45%
Operating Lease, Liability, Payment, Due [Abstract]
Year ended December 31, 2023 (excluding the six months ended June 30, 2023)	$ 149	$ 388
Total lease payments	149	388
Less: imputed interest	(2)	(11)
Operating lease liability	$ 147	$ 377

Fair Value Measurements

6 Months Ended

Jun. 30, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurements

Note 3. Fair Value Measurements

The Company measures and reports its cash equivalents and investments at fair value.

Money market funds are measured at fair value on a recurring basis using quoted prices and are classified as Level 1. Investments are measured at fair value based on inputs other than quoted prices that are derived from observable market data and are classified as Level 2 inputs.


	Fair Value Measurements at June 30, 2023
	Total		Level 1		Level 2		Level 3
Money market funds	$	9,329	$	9,329	$	—	$	—
Certificates of deposit		4,218		—		4,218		—
Corporate notes		1,575		—		1,575		—
Government and agency notes		70,417		—		70,417		—
Total	$	85,539	$	9,329	$	76,210	$	—


	Fair Value Measurements at December 31, 2022
	Total		Level 1		Level 2		Level 3
Money market funds	$	10,988	$	10,988	$	—	$	—
Certificates of deposit		6,102		—		6,102		—
Repurchase agreements		9,000		—		9,000		—
Corporate notes		12,411		—		12,411		—
Government and agency notes		50,766		—		50,766		—
Municipal notes		506		—		506		—
Total	$	89,773	$	10,988	$	78,785	$	—

The following table summarizes the available-for-sale securities (in thousands):


	Fair Value Measurements at June 30, 2023
	Amortized Cost		Unrealized Gains		Unrealized Losses			Fair Value
Money market funds	$	9,329	$	—	$	—		$	9,329
Certificates of deposit		4,265		—		(47	)		4,218
Corporate notes		1,587		—		(12	)		1,575
Government and agency notes		70,520		7		(110	)		70,417
Total cash equivalents and investments	$	85,701	$	7	$	(169	)	$	85,539

Classified as:
Cash equivalents (original maturities within 90 days)								$	20,624
Short-term investments (maturities within one year)									64,915
Total cash equivalents and investments								$	85,539


	Fair Value Measurements at December 31, 2022
	Amortized Cost		Unrealized Gains		Unrealized Losses			Fair Value
Money market funds	$	10,988	$	—	$	—		$	10,988
Certificates of deposit		6,237		1		(136	)		6,102
Repurchase agreements		9,000		—		—			9,000
Corporate notes		12,575		—		(164	)		12,411
Government and agency notes		51,020		4		(258	)		50,766
Municipal notes		510		—		(4	)		506
Total cash equivalents and investments	$	90,330	$	5	$	(562	)	$	89,773

Classified as:
Cash equivalents (original maturities within 90 days)								$	40,593
Short-term investments (maturities within one year)									45,602
Long-term investments (maturities beyond 1 year)									3,578
Total cash equivalents and investments								$	89,773

As of June 30, 2023, the remaining contractual maturities of available-for-sale securities was approximately 2 months. There have been no significant realized gains or losses on available-for-sale securities for the period presented. The Company records its available-for-sale debt securities at fair value, with changes in fair value reported as a component of accumulated other comprehensive income (loss). We periodically assess our investment in available-for-sale securities for impairment losses and credit losses. The amount of credit losses are determined by comparing the difference between the present value of future cash flows expected to be collected on these securities and the amortized cost. Factors considered in assessing credit losses include the position in the capital structure, vintage and amount of collateral, delinquency rates, current credit support, and geographic concentration. There have been no impairment and credit losses related to available-for-sale securities for the three and six months ended June 30, 2023 and 2022.

The table below summarizes the unrealized losses of the Company's investments in debt securities measured at fair value as of June 30, 2023 (in thousands):


	Less than twelve months					Twelve months or greater					Total
	Fair value		Gross unrealized loss			Fair value		Gross unrealized loss			Fair value		Gross unrealized loss
Certificates of deposit	$	240	$	—		$	3,978	$	(46	)	$	4,218	$	(46	)
Corporate notes		—		—			1,575		(12	)		1,575		(12	)
Government and agency notes		32,066		(14	)		5,620		(97	)		37,686		(111	)
Total cash equivalents and investments	$	32,306	$	(14	)	$	11,173	$	(155	)	$	43,479	$	(169	)

The investments are classified as available-for-sale securities. At June 30, 2023 and December 31, 2022, the balance in the Company’s accumulated other comprehensive income was comprised primarily of activity related to the Company’s available-for-sale securities. There were no realized gains or losses recognized on the sale or maturity of available-for-sale securities for the three and six months ended June 30, 2023 and as a result, the Company did not reclassify any amounts out of accumulated other comprehensive income for the quarter.

There were no transfers between Levels 1, 2 or 3 for the period presented.

The table below summarizes the contractual maturities of the Company's investments in debt securities measured at fair value as of June 30, 2023 (in thousands):


	Maturities by Period
	Total		Less Than 1 Year		1-5 Years		6-10 Years		More Than 10 Years
Fair value of debt securities	$	64,915	$	64,915	$	—	$	—	$	—

- Definition

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

+ References + Details

Organization

6 Months Ended

Jun. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization

Note 1. Organization

Description of Business

Effective August 1, 2022, Cortexyme Inc. changed its name to Quince Therapeutics, Inc (the "Company"). The Company was incorporated in the State of Delaware in June 2012 and is headquartered in South San Francisco, California. In April 2021, the Company established a wholly owned subsidiary in Australia, Cortexyme Australia, Pty Ltd. The Company is a preclinical stage biopharmaceutical company focused on acquiring, developing, and commercializing innovative therapeutics for patients suffering from debilitating and rare diseases.

From inception, the Company has been focused on novel therapeutic approaches to improve the lives of patients diagnosed with Alzheimer’s and other degenerative diseases. The Company, previously named Cortexyme, Inc. (“Cortexyme”) was initially founded on the seminal discovery of the presence of Porphyromonas gingivalis ("P. gingivalis"), and its secreted toxic virulence factor proteases, called gingipains, in the relevant brain areas of both Alzheimer's and Parkinson's disease patients.

In May 2022, the Company completed the acquisition of Novosteo, Inc. ("Novosteo"), a Delaware corporation, a privately held biotech focused on targeted therapeutics to treat rare skeletal diseases, bone fractures and injury. The acquisition of Novosteo, in 2022 (the "Novosteo Acquisition"), and the addition of new executive management has allowed us to strategically shift focus and prioritize the internal development of our innovative bone-targeting drug platform and lead compound NOV004 for development for rare skeletal diseases, bone fractures, and injury. Following the Novosteo Acquisition, the Company changed the corporate name to Quince Therapeutics, Inc. The Company is actively seeking compelling clinical-stage assets available for in-licensing and acquisition to expand our development pipeline.

On January 30, 2023, the Company provided an update on its development pipeline and business outlook for 2023. The Company intends to prioritize capital resources toward the expansion of its development pipeline through opportunistic in-licensing and acquisition of clinical-stage assets targeting debilitating and rare diseases. The Company plans to out-license its bone-targeting drug platform and precision bone growth molecule NOV004 designed for accelerated fracture repair in patients with bone fractures and osteogenesis imperfecta.

Novosteo, Inc. Acquisition

On May 9, 2022, the Company entered into an Agreement and Plan of Merger and Reorganization (the “Merger Agreement”) with Novosteo, Quince Merger Sub I, Inc., a Delaware corporation and a wholly owned subsidiary of the Company, Quince Merger Sub II, LLC, a Delaware limited liability company and a wholly owned subsidiary of Company, Novosteo, and Fortis Advisors LLC, a Delaware limited liability company, solely in its capacity as the securityholders’ representative. The transaction closed on May 19, 2022. Pursuant to the terms of the Merger Agreement, at the closing of the Novosteo Acquisition, each share of capital stock of Novosteo that was issued and outstanding immediately prior to the Effective Time was automatically canceled and converted into the right to receive 0.0911 shares of common stock, par value $0.001 per share, of the Company. The Company issued 5,520,000 shares and assumed 507,108 outstanding Novosteo options after conversion with the awards, retaining the same vesting and other terms and conditions as in effect immediately prior to consummation of the Novosteo Acquisition.

Pursuant to the Merger Agreement, upon the terms and subject to the conditions set forth therein, Merger Sub I merged with and into Novosteo (the “First Merger”), with Novosteo as the surviving entity in the First Merger (the “First Step Surviving Corporation”). Immediately following the First Merger, the First Step Surviving Corporation merged with and into Merger Sub II, with Merger Sub II surviving the Novosteo Acquisition. Merger Sub II was renamed Novosteo, LLC and is a wholly-owned single member limited liability corporation. Novosteo, LLC has a wholly owned subsidiary in Australia, Novosteo Pty Ltd.

Sale of Legacy Portfolio

On January 27, 2023, the Company sold its legacy small molecule protease inhibitor portfolio, including COR588, COR388, COR852, and COR803, pursuant to an asset purchase agreement with Lighthouse Pharmaceuticals, Inc., (the "Purchaser") an entity co-founded by Casey Lynch, former chief executive officer of Quince’s predecessor company Cortexyme, Inc.

Upon the consummation of the transaction, the Company received shares of common stock of Purchaser (“Common Stock”) equal to seven and a half percent (7.5%) of the currently issued and outstanding Common Stock. The issuance is governed by a Stock Issuance Agreement entered into by the Company and the Purchaser on January 27, 2023 (the “Stock Agreement”). The Stock

Agreement contains certain anti-dilution rights and certain transfer restrictions on the Common Stock, including a right of first offer in favor of Purchaser and certain restrictions with respect to non-U.S. persons.

Pursuant to the terms of the asset purchase agreement, the Company is eligible to receive milestone payments up to $150 million on a product by product basis for the achievement of certain regulatory approvals and global net sales thresholds. Additionally, the Company is eligible to receive certain sales-based royalty payments on a product by product basis, ranging from high single-digit to mid-teens of annual net sales related to the two existing clinical stage programs, and low single-digit royalties for the preclinical programs, and certain sublicense income on a product by product basis, either in addition to milestone payments and royalties prior to Phase 2 initiation for COR588 or COR388, or in lieu of milestones payments and royalties after initiation of Phase 2 for COR588 or COR388 or for the preclinical programs.

The Company and the Purchaser have made certain covenants in the asset purchase agreement with respect to the transfer of the assets, including requisite filings to be made with regulatory authorities, and the milestone, royalty and sublicense payments and have agreed to indemnify each other for any breaches of such party’s covenants, assumed liabilities (in the case of Purchaser) and retained liabilities, subject to certain customary survival periods and mitigation requirements. In addition, Purchaser granted to the Company an exclusive option until June 30, 2023 to obtain worldwide, royalty-free, fully-paid up, irrevocable and perpetual right and license under the transferred intellectual property related to COR388 to research, develop, manufacture, use, commercialize and otherwise exploit COR388 in any animal health indication.

Liquidity and Capital Resources

The Company has incurred losses and negative cash flows from operations since inception and expects to continue to generate operating losses for the foreseeable future. As of June 30, 2023, the Company had an accumulated deficit of $305.4 million. Since inception through June 30, 2023, the Company has funded operations primarily with the net proceeds from the issuance of convertible promissory notes, from the issuance of redeemable convertible preferred stock, from the net proceeds from the Company’s initial public offering (the “IPO”), a private investment in public equity transaction (“PIPE Financing”), and an at-the-market offering under an open market sales agreement. As of June 30, 2023, the Company had cash, cash equivalents, and short-term investments of $87.6 million, which it believes will be sufficient to fund its planned operations for a period of at least 12 months from the date of the issuance of the accompanying unaudited consolidated financial statements. The Company had no long-term investments as of June 30, 2023.

Management expects to incur additional losses in the future to fund the Company's operations and conduct product research and development and may need to raise additional capital to fully implement its business plan. The Company may raise additional capital through the issuance of equity securities, debt financings or other sources including out-licensing or partnerships, in order to further implement its business plan. However, if such financing is not available when needed and at adequate levels, the Company will need to reevaluate its operating plan and may be required to delay the development of in-licensed or acquired clinical stage assets if successful.

Cash, Cash Equivalents and Investments (Tables)

6 Months Ended

Jun. 30, 2023

Fair Value Disclosures [Abstract]

Summary of Fair Values of Cash, Cash Equivalents, and Short-Term Investments Measured at Fair Value on Recurring Basis


	June 30, 2023		December 31, 2022
Cash and cash equivalents:
Cash	$	2,026	$	3,986
Money market funds		9,329		10,988
Repurchase agreements		—		9,000
Government and agency notes		11,295		20,605
Total cash and cash equivalents	$	22,650	$	44,579

Short-term investments:
Certificates of deposit	$	4,218	$	5,390
Municipal notes		—		506
Corporate notes		1,575		12,411
Government and agency notes		59,122		27,295
Total short-term investments	$	64,915	$	45,602

Long-term investments:
Certificates of deposit	$	—		712
Government and agency notes		—		2,866
Total long-term investments	$	—	$	3,578

Equity investments without readily determinable fair values assessed under the measurement alternative

Balance Sheet Components

6 Months Ended

Jun. 30, 2023

Balance Sheet Components [Abstract]

Balance Sheet Components

Note 5. Balance Sheet Components

Prepaid Expenses and Other Current Assets

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


	June 30, 2023		December 31, 2022
Prepaid expenses	$	278	$	223
Prepaid insurance		300		977
Prepaid research and development expenses		262		1,088
Australia research and development refundable tax credit		—		1,003
Other current assets		143		276
Total prepaid expenses and other current assets	$	983	$	3,567

Cortexyme Australia, Pty, Ltd is eligible to obtain a cash refund from the Australian Taxation Office for eligible R&D

expenditures under the Australian R&D Tax Incentive Program (the “Australian Tax Incentive”). The Australian Tax Incentive is recognized as a reduction to R&D expense when there is reasonable assurance that the relevant expenditure has been incurred, the amount can be reliably measured and the Australian Tax Incentive will be received. The Company received a refundable tax credit of $0.5 million in the second quarter of 2023, which reduced prepaid expenses and other current assets by $0.5 million as of June 30, 2023. The Company recognized reductions to R&D expense of $0 for the three and six months ended June 30, 2023 and $0.4 million and $0.5 million reductions to R&D expense for the three and six months ended June 30, 2022.

Novosteo Pty, Ltd is eligible to obtain a cash refund from the Australian Taxation Office for eligible R&D expenditures under the Australian Tax Incentive as well. The Company received a refundable tax credit of $0.5 million in the first quarter of 2023, which reduced prepaid expenses and other current assets by $0.5 million as of March 31, 2023.

Assets Held for Sale

Assets held for sale consist of the following (in thousands):


	June 30, 2023		December 31, 2022
Assets held for sale		94		—
Total assets held for sale	$	94	$	—

Property and Equipment, Net

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


	June 30, 2023			December 31, 2022
Computer equipment	$	18		$	18
Lab equipment		—			415
Finance lease right of use assets		—			124
Leasehold improvement		—			21
Less: accumulated amortization and depreciation		(12	)		(185	)
Property and equipment, net	$	6		$	393

Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following (in thousands):


	June 30, 2023		December 31, 2022
Personnel expenses	$	736	$	1,130
Professional fees		548		234
Research and development expenses		85		497
Current portion of operating lease liabilities		147		377
Current portion of finance lease liability		—		76
Other		83		185
Total accrued expenses and other current liabilities	$	1,599	$	2,499

Below is the severance accrual activity related to a cost reduction program during the period ended June 30, 2023 (in thousands):


	For the Six Months Ended June 30,
	2023
Beginning accrued severance	$	—
Incurred during the period		268
Severance paid during the period		(268	)
Ending accrued severance	$	—

In response to the reprioritization of the Company's pipeline following the decision to discontinue internal development of NOV004 and to pursue out-licensing opportunities, the Board approved a cost reduction program to reorganize operations and allow continued support for the needs of the business. Under the cost reduction program, the Company lowered headcount through a reduction in workforce. The Company recognized the severance and related expenses over the requisite employment obligation period. The reduction in force was completed in April 2023.

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Operating expenses:
Research and development	$ 1,353	$ 7,199	$ 4,583	$ 19,960
General and administrative	4,231	9,059	8,057	18,116
Intangible asset impairment charge			5,900
Total operating expenses	5,584	16,258	18,540	38,076
Loss from operations	(5,584)	(16,258)	(18,540)	(38,076)
Interest income	805	145	1,505	217
Other expense, net	(107)	(735)	(353)	(630)
Net loss before income tax benefit	(4,886)	(16,848)	(17,388)	(38,489)
Income tax benefit	0	284	248	284
Net loss	(4,886)	(16,564)	(17,140)	(38,205)
Other comprehensive income (loss):
Foreign currency translation adjustments	59	250	152	137
Unrealized gain (loss) on available for sales securities	160	(210)	394	(524)
Total comprehensive loss	$ (4,667)	$ (16,524)	$ (16,594)	$ (38,592)
Net loss per share - basic	$ (0.14)	$ (0.51)	$ (0.48)	$ (1.22)
Net loss per share - diluted	$ (0.14)	$ (0.51)	$ (0.48)	$ (1.22)
Weighted average shares of common stock outstanding - basic	35,917,592	32,467,000	35,886,568	31,307,166
Weighted average shares of common stock outstanding - diluted	35,917,592	32,467,000	35,886,568	31,307,166

Balance Sheet Components (Tables)

6 Months Ended

Jun. 30, 2023

Balance Sheet Components [Abstract]

Schedule of Prepaid Expenses and Other Current Assets

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


	June 30, 2023		December 31, 2022
Prepaid expenses	$	278	$	223
Prepaid insurance		300		977
Prepaid research and development expenses		262		1,088
Australia research and development refundable tax credit		—		1,003
Other current assets		143		276
Total prepaid expenses and other current assets	$	983	$	3,567

Schedule of Assets Held for Sale

Assets held for sale consist of the following (in thousands):


	June 30, 2023		December 31, 2022
Assets held for sale		94		—
Total assets held for sale	$	94	$	—

Schedule of Property and Equipment, Net

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


	June 30, 2023			December 31, 2022
Computer equipment	$	18		$	18
Lab equipment		—			415
Finance lease right of use assets		—			124
Leasehold improvement		—			21
Less: accumulated amortization and depreciation		(12	)		(185	)
Property and equipment, net	$	6		$	393

Schedule of Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following (in thousands):


	June 30, 2023		December 31, 2022
Personnel expenses	$	736	$	1,130
Professional fees		548		234
Research and development expenses		85		497
Current portion of operating lease liabilities		147		377
Current portion of finance lease liability		—		76
Other		83		185
Total accrued expenses and other current liabilities	$	1,599	$	2,499

Summary of Accrued Severance and Related Expenses

Below is the severance accrual activity related to a cost reduction program during the period ended June 30, 2023 (in thousands):


	For the Six Months Ended June 30,
	2023
Beginning accrued severance	$	—
Incurred during the period		268
Severance paid during the period		(268	)
Ending accrued severance	$	—

Stock-Based Compensation - Additional Information (Details)	3 Months Ended		6 Months Ended
	Jun. 30, 2023 USD ($) $ / shares shares	Jun. 30, 2022 USD ($)	Jun. 30, 2023 USD ($) $ / shares shares	Jun. 30, 2022 USD ($)	Apr. 05, 2023 $ / shares	Dec. 31, 2022 USD ($) $ / shares	May 19, 2022 $ / shares shares	May 09, 2022 shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense related to options granted	$ 1,321,000	$ 5,051,000	$ 2,803,000	$ 14,292,000
Income tax benefits recognized			0
Unamortized employee stock-based compensation	$ 3,900,000		$ 3,900,000
Unamortized employee stock-based compensation expected to recognized over remaining estimated vesting period			2 years 3 months 7 days
Common stock, par value \| $ / shares	$ 0.001		$ 0.001			$ 0.001
Novosteo
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unamortized employee stock-based compensation	$ 800,000		$ 800,000
Unamortized employee stock-based compensation expected to recognized over remaining estimated vesting period			2 years 8 months 23 days
Conversion ratio							0.0911
Common stock, par value \| $ / shares							$ 0.001
Performance Stock Options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense related to options granted	0	$ 0	$ 0	$ 2,044,000,000
Unamortized employee stock-based compensation	0		0			$ 0
Restricted stock units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense related to options granted	6,000,000		24,000,000
Unamortized employee stock-based compensation	17,000,000		$ 17,000,000
Unamortized employee stock-based compensation expected to recognized over remaining estimated vesting period			8 months 4 days
Total fair value of shares vested	6,400,000		$ 31,100,000
Aggregate intrinsic value	2,200,000		$ 7,900,000
Restricted stock units \| Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock based awards vesting period			2 years
Restricted Stock Awards (RSAs)
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unamortized employee stock-based compensation	1,100,000		$ 1,100,000
Unamortized employee stock-based compensation expected to recognized over remaining estimated vesting period			2 years 3 months 14 days
Restricted Stock Awards (RSAs) \| Novosteo
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Conversion ratio							0.0911
Employees And Non Employees
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense related to options granted	604,000		$ 1,378,000
Employees And Non Employees \| Novosteo
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense related to options granted	72,000,000		131,000,000
Employees And Non Employees \| Restricted Stock Awards (RSAs)
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense related to options granted	$ 120,000,000		$ 248,000,000
2019 Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Maximum aggregate number of shares that may be issued under the plan \| shares	10,036,489		10,036,489
Increase in number of shares available for issuance as proportion of shares of common stock \| shares	2,146,354		2,146,354
Percentage of common stock outstanding			4.00%
Common stock reserved for issuance \| shares	5,201,073		5,201,073
2019 Plan \| Novosteo
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Maximum aggregate number of shares that may be issued under the plan \| shares							544,985
2019 ESPP
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Increase in number of shares available for issuance as proportion of shares of common stock \| shares	536,589		536,589
Percentage of common stock outstanding			1.00%
Common stock reserved for issuance \| shares	1,494,530		1,494,530
Maximum period for common stock shares reserved for future issuance			10 years
2019 ESPP \| Novosteo
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock reserved for issuance \| shares	88,265		88,265
2022 Inducement Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Increase in number of shares available for issuance as proportion of shares of common stock \| shares								4,000,000
Common stock reserved for issuance \| shares	301,245		301,245
Unamortized employee stock-based compensation	$ 6,100,000		$ 6,100,000
Unamortized employee stock-based compensation expected to recognized over remaining estimated vesting period			2 years 10 months 24 days
2022 Inducement Plan \| Employees And Non Employees
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense related to options granted	$ 519,000,000		$ 1,022,000,000
Rights Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Rights outstanding, maturity date					Apr. 05, 2024
Rights Plan \| Common Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock, par value \| $ / shares					$ 0.001
Rights Plan \| Preferred Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock, par value \| $ / shares					6.00
Rights Plan \| Series A Preferred Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock, par value \| $ / shares					$ 0.001

Organization - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands		6 Months Ended
	Jan. 27, 2023	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022	May 09, 2022
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Entity incorporation date		2012-06
Common stock, par value		$ 0.001		$ 0.001
Common Stock, Shares, Issued		36,327,995		36,136,480
Proceeds from issuance of common stock		$ 0	$ 608
Accumulated deficit		305,399		$ 288,259
Cash, cash equivalents, and short-term investments		87,600
Long term investments		$ 0		$ 3,578
Stock Agreement [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Percentage of issued and outstanding common stock received	7.50%
Milestone payments receivable	$ 150,000
Merger Agreement
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Common stock, par value					$ 0.001
Common Stock, Shares, Issued					5,520,000
Options outstanding assumed					507,108
Automatically Cancelled and Converted Common Stock					0.0911

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 22,650	$ 44,579
Short term investments	64,915	45,602
Prepaid expenses and other current assets	983	3,567
Total current assets	88,548	93,748
Assets held for sale	94	0
Property and equipment, net	6	393
Operating lease right-of-use assets, net	110	291
Long term investments	0	3,578
Intangible asset	0	5,900
Equity Investment in Lighthouse, Inc.	78	0
Total assets	88,836	103,910
Current liabilities:
Accounts payable	353	570
Accrued expenses and other current liabilities	1,599	2,499
Total current liabilities	1,952	3,069
Deferred tax liabilities	0	248
Total liabilities	1,952	3,317
Stockholders’ equity:
Preferred stock, $0.001 par value, 10,000,000 authorized, no shares issued and outstanding as of June 30, 2023 and December 31, 2022	0	0
Common stock, $0.001 par value, 100,000,000 shares authorized, 36,327,995 and 36,136,480 issued and outstanding as of June 30, 2023 and December 31, 2022, respectively	36	36
Additional paid in capital	391,990	389,105
Accumulated other comprehensive loss	257	(289)
Accumulated deficit	(305,399)	(288,259)
Total stockholders’ equity	86,884	100,593
Total liabilities and stockholders’ equity	$ 88,836	$ 103,910

Leases

6 Months Ended

Jun. 30, 2023

Leases [Abstract]

Leases

Note 6. Leases

Real Estate Operating Leases

In May 2020, the Company entered into a lease agreement to rent space in San Diego, California. The lease agreement is for three years, which commenced August 1, 2020. Total payments under the lease will be $337,000. In June 2022, the Company determined the San Diego facility was no longer required and, as a result of this decision, recorded an impairment loss of approximately $136,000 at that date. The Company paid a security deposit of $29,000 which is included in Prepaid Expenses and Other Current Assets on the June 30, 2023 condensed consolidated balance sheets.

In June 2022, the Company entered into a Sublease Agreement to rent office space in South San Francisco, California. The Sublease agreement commenced on June 18, 2022 and ends on November 30, 2023. The total payments under the term of the lease are expected to be approximately $271,000. The Company paid a security deposit of $17,000 which is included in Prepaid Expenses and Other Current Assets on the June 30, 2023 condensed consolidated balance sheets. At the commencement of the lease, the Company recorded an operating lease right of use asset and liability of $256,000.

In October 2022, the Company entered into a lease agreement to rent space in West Lafayette, Indiana. The lease agreement amended the original lease to transfer liability to the Company due to the Novosteo Acquisition. The lease agreement is for 15 months, which commenced on October 1, 2022 and ends on December 31, 2023. The total payments under the term of the lease are expected to be approximately $151,000. At the commencement of the lease, the Company recorded an operating lease right of use asset and liability of $145,000.

In December 2022, the Company entered into an amendment to the lease agreement of the rental space in West Lafayette to rent additional space in the same facility under the same terms as its existing facility lease except the terms of payment. Under the terms of the amendment, the Company will pay rent monthly for the additional space. The Company recorded an operating lease right of use asset and liability of $10,000.

In February 2023, as a result of the decision to discontinue internal development of NOV004 and to pursue out-licensing opportunities, the Company entered into a sublease agreement as the lessor for the majority of the West Lafayette facility. The lease commenced on March 17, 2023 and ends on December 31, 2023. The sublessee paid the Company a security deposit of $6,000 which is included in Accrued expenses and other current liabilities on the June 30, 2023 condensed consolidated balance sheets. Under the terms of the sublease, the Company is entitled to receive a total rental income that is expected to offset rent expense of $57,000. As a result of this decision and the sublease agreement, the Company recorded an impairment loss of approximately $66,000 which is included in other expense, net per statements of operations and comprehensive loss for the six months ended June 30, 2023 condensed consolidated statement of operations and comprehensive loss.

The Company recognizes lease expense on a straight-line basis over the term of its operating lease. As of June 30, 2023, total future rent expense from all real estate operating leases of $112,000 will be recognized over the remaining term of 5 to 6 months on a straight-line basis over the respective lease period.

Clinical Equipment Financing Lease

As part of the Novosteo Acquisition, the Company acquired a financing lease for certain lab equipment. The Company recognizes the depreciation expense in research and development expenses in the condensed consolidated statements of operations and comprehensive loss and recognizes expense on a straight-line basis starting when the equipment is placed into service until the end of the remaining contract term of 18 months. Amortization expense of the financing lease right of use asset for the six months ended June 30, 2023 was $6,000.

In February 2023, as a result of the decision to discontinue internal development of NOV004 and to pursue out-licensing opportunities, the Company exercised its purchase option for the financed equipment in order to resell and this equipment is currently held on consignment and is included in Assets held for sale on the June 30, 2023 condensed consolidated balance sheets. As a result of this action, the Company reduced the Finance lease ROU asset and Finance lease liability by approximately $70,000.

Supplemental balance sheet information related to leases as follows (in thousands except lease terms and discount rates):


	June 30, 2023			December 31, 2022
Operating lease right of use asset, net	$	110		$	291
Short-term operating lease liability	$	147		$	377

Finance lease right of use asset		—			124
Finance lease accumulated amortization		—			(50	)
Total finance lease right of use asset, net	$	—		$	74


Weighted average remaining lease term
Operating leases	0.6 years			0.9 years
Finance leases		—		1.0 year

Weighted average discount rate
Operating leases		6.36	%		5.71	%
Finance leases		—	%		4.45	%

	Operating Lease			Operating Lease
Year ended December 31, 2023 (excluding the six months ended June 30, 2023)	$	149		$	388
Total lease payments		149			388
Less: imputed interest		(2	)		(11	)
Total remaining lease liability	$	147		$	377

Leases - Additional Information (Details) - USD ($)	1 Months Ended			3 Months Ended		6 Months Ended		12 Months Ended
Leases - Additional Information (Details) - USD ($)	Oct. 31, 2022	Jun. 30, 2022	May 31, 2020	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022	Feb. 28, 2023
Lessee Lease Description [Line Items]
Operating lease liability				$ 147,000		$ 147,000		$ 377,000
Operating lease asset				110,000		110,000		291,000
Finance lease amortization of right of use assets						6,000
Future rent expense						$ 112,000,000
Finance lease ROU asset and Finance lease liability									$ 70,000
Finance lease amortized period on equipment service						18 months
Impairment loss				0	$ 0	$ 0	$ 0
Minimum
Lessee Lease Description [Line Items]
Operating lease remaining term on a straight-line basis						5 months
Maximum
Lessee Lease Description [Line Items]
Operating lease remaining term on a straight-line basis						6 months
San Diego, California
Lessee Lease Description [Line Items]
Lease agreement period			3 years
Operating lease payments			$ 337,000
Impairment loss		$ 136,000
San Diego, California \| Prepaid Expenses And Other Current Assets
Lessee Lease Description [Line Items]
Security deposit paid						$ 29,000
South San Francisco, California
Lessee Lease Description [Line Items]
Operating lease payments							$ 271,000,000
Operating lease liability				$ 256,000		256,000
Security deposit paid						17,000,000
West Lafayette
Lessee Lease Description [Line Items]
Lease agreement period	15 months
Operating lease payments	$ 151,000,000
Operating lease liability	$ 145,000,000
Loan proceeds used to offset rent expense, utility costs and mortgage interest expense						57,000
Right-of-use assets obtained in exchange for new operating lease liabilities								$ 10,000
Impairment loss						66,000
West Lafayette \| Accrued Expenses And Other Current Liabilities
Lessee Lease Description [Line Items]
Security deposit paid						$ 6,000

Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2023

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note 2. Summary of Significant Accounting Policies

Basis of Consolidation

The accompanying condensed consolidated financial statements include the accounts of Quince Therapeutics, Inc. and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and pursuant to the instructions of the SEC on Form 10-Q and Article 8 of Regulation S-X of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the management’s opinion, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation of the results of operations and cash flows for the periods presented have been included.

The condensed consolidated balance sheet as of June 30, 2023, the condensed consolidated statements of operations and comprehensive loss for the three and six months ended June 30, 2023 and 2022, the condensed consolidated statements of stockholders’ equity for the three and six months ended June 30, 2023 and 2022, the condensed consolidated statements of cash flows for the six months ended June 30, 2023 and 2022, and the financial data and other financial information disclosed in the notes to the condensed consolidated financial statements are unaudited. These financial statements should be read in conjunction with the audited

financial statements and notes thereto for the year ended December 31, 2022 included in the Company’s Form 10-K filed with the SEC on March 15, 2023. The results of operations for the three and six months ended June 30, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023, or for any other future annual or interim period.

Risks and Uncertainties

The Company’s future results of operations involve a number of risks and uncertainties. Factors that could affect the Company’s future operating results and cause actual results to vary materially from expectations include, but are not limited to, uncertainty of results of clinical trials and reaching milestones, uncertainty of regulatory approval of the Company’s potential drug candidates, uncertainty of market acceptance of the Company’s drug candidates, competition from substitute products and larger companies, securing and protecting proprietary technology, strategic relationships and dependence on key individuals and sole source suppliers. The Company’s drug candidates will require approvals from the U.S. Food and Drug Administration ("FDA") and comparable foreign regulatory agencies prior to commercial sales in their respective jurisdictions. There can be no assurance that any drug candidate will receive the necessary approvals.

Use of Estimates

The preparation of the Company’s consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and expenses, as well as related disclosure of contingent assets and liabilities. The most significant estimates used in the Company’s consolidated financial statements relate to the determination of the fair value of stock-based awards and other issuances, determination of the fair value of identifiable assets and liabilities in connection with the acquisition of Novosteo, Inc., including associated intangible assets and goodwill, accruals for research and development costs, useful lives of long-lived assets, stock-based compensation and related assumptions, the incremental borrowing rate for leases and income tax uncertainties, including a valuation allowance for deferred tax assets, eligibility of expenses for the Australia research and development refundable tax credits, impairment of intangible assets or goodwill; and contingencies. The Company bases its estimates on historical experience and on various other market specific and other relevant assumptions that it believes to be 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. Actual results could differ materially from the Company’s estimates.

Foreign Currency Translation and Transactions

The functional currency of two of the Company’s wholly-owned subsidiaries is the Australian Dollar. Its financial results and financial position are translated into U.S. dollars using exchange rates at balance sheet dates for assets and liabilities and using average exchange rates for income and expenses. The resulting translation differences are presented as a separate component of accumulated other comprehensive income (loss), as a separate component of equity.

Foreign currency transactions are translated into the functional currencies using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses, resulting from the settlement of such transactions and from the re-measurement of monetary assets and liabilities denominated in foreign currencies using exchange rates at balance sheet date and non-monetary assets and liabilities using historical exchange rates, are recognized in the condensed consolidated statements of operations and comprehensive loss.

Significant Accounting Policies

There have been no significant changes to the accounting policies during the six months ended June 30, 2023, as compared to the significant accounting policies described in our Annual Report on Form 10-K.

Business Combinations

The Company accounts for business combinations using the acquisition method pursuant to the Financial Accounting Standards Board (the “FASB”) Accounting Standards Codification (“ASC”) Topic 805. This method requires, among other things, that results of operations of acquired companies are included in the Company's financial results beginning on the respective acquisition dates, and that identifiable assets acquired and liabilities assumed are recognized at fair value as of the acquisition date. Intangible assets acquired in a business combination are recorded at fair value using one of three valuation approaches, the income approach, the market approach or the cost approach. The Company reviewed the three valuation approaches and determined the income approach was the most appropriate model to approximate fair value for the Novosteo Acquisition. The income approach model requires assumptions about the timing and amount of future net cash flows, the cost of capital and terminal values from the perspective of a market participant. Any excess of the fair value of consideration transferred (the “Purchase Price”) over the fair values of the net assets acquired is recognized as goodwill. The fair value of identifiable assets acquired and liabilities assumed in

certain cases may be subject to revision based on the final determination of fair value during a period of time not to exceed 12 months from the acquisition date. Legal costs, due diligence costs, business valuation costs and all other acquisition-related costs are expensed when incurred.

Assets Held for Sale

Assets held for sale represent lab equipment that have met the criteria of “held for sale” accounting, as specified by Accounting Standards Codification (“ASC”) 360, “Long-lived Assets.” As of June 30, 2023, there were $0.1 million of lab equipment that are recorded as assets held for sale. The effect of suspending depreciation on the equipment held for sale is immaterial to the results of operations. The assets held for sale are being marketed for sale and it is the Company’s intention to complete the sales of these assets within the upcoming year.

Intangible Assets

Intangible assets with a definite useful life are amortized on a straight-line basis over the estimated useful life of the related assets. Intangible assets with an indefinite useful life are not amortized. Intangible assets acquired in a business combination or an acquisition that are used in research and development activities (regardless of whether they have an alternative future use) shall be considered indefinite lived until the completion or abandonment of the associated research and development efforts. Intangible assets acquired in a business combination are initially recorded at fair value. During the period that those assets are considered indefinite lived, they shall not be amortized but shall be tested for impairment. Once the research and development efforts are completed or abandoned, the entity shall determine the useful life of the assets. An intangible asset shall be tested for impairment annually and more frequently if events or changes in circumstances indicate that it is more likely than not that the asset is impaired The Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of the intangible asset is less than its carrying amount, If that is the case, the Company performs a quantitative impairment test, and, if the carrying amount of the Company exceeds its fair value, then the Company will recognize an impairment charge for the amount by which its carrying amount exceeds its fair value, not to exceed the carrying amount of the intangible asset. Qualitative factors to be considered include but are not limited to:

•

Cost factors such as increases in raw materials, labor, or other costs that have a negative effect on future expected earnings and cash flows

•

Legal/regulatory factors or progress and results of clinical trials

•

Other relevant entity-specific events such as changes in management, key personnel, strategy, or customers; contemplation of bankruptcy; or litigation that could affect significant inputs used to determine the fair value of the indefinite-lived intangible asset

•

Industry and market considerations such as a deterioration in the environment in which an entity operates, an increased competitive environment

•

Macroeconomic conditions such as deterioration in general economic conditions, limitations on accessing capital, fluctuations in foreign exchange rates, or other developments in equity and credit markets that could affect significant inputs used to determine the fair value of the indefinite-lived intangible asset

Goodwill

Goodwill represents the excess of the purchase price over the fair value of the net assets acquired as of the acquisition date. Goodwill has an indefinite useful life and is not amortized. The Company reviews its goodwill for impairment at least annually or whenever events or changes in circumstances indicate that the carrying amount of the Company may exceed its fair value. The Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of the Company is less than its carrying amount, including goodwill. If that is the case, the Company performs a quantitative impairment test, and, if the carrying amount of the Company exceeds its fair value, then the Company will recognize an impairment charge for the amount by which its carrying amount exceeds its fair value, not to exceed the carrying amount of the goodwill.

Cash and Cash Equivalents

The Company considers all highly liquid investments with original maturities of three months or less at the date of purchase to be cash and cash equivalents. Cash equivalents, which consist of amounts invested in money market funds, are stated at fair value. There are no unrealized gains or losses on the money market funds for the periods presented.

Investments

The Company’s marketable securities primarily consist of U.S. Government and corporate debt securities. The Company classifies its marketable securities as available-for-sale and records such assets at estimated fair value in the condensed balance sheets, with unrealized gains and losses, if any, reported as a component of other comprehensive income (loss) within the condensed statements of operations and comprehensive loss and as a separate component of stockholders’ equity. The Company classifies marketable securities with remaining maturities greater than one year as current assets because such marketable securities are available to fund the Company’s current operations. Realized gains and losses are calculated on the specific identification method and recorded as interest income. There were no realized gains and losses during the periods presented

At each balance sheet date, the Company assesses available-for-sale debt securities in an unrealized loss position to determine whether the unrealized loss or any potential credit losses should be recognized in net income (loss). For available-for-sale debt securities in an unrealized loss position, the Company first assesses whether it intends to sell, or it is more likely than not that it will be required to sell, the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through net income (loss). For available-for-sale securities that do not meet the aforementioned criteria, the Company evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, the Company considers the severity of the impairment, any changes in interest rates, underlying credit ratings and forecasted recovery, among other factors. The credit-related portion of unrealized losses, and any subsequent improvements, are recorded as an allowance in interest income. There have been no impairment or credit losses recognized during the periods presented.

The Company excludes the applicable accrued interest from both the fair value and amortized costs basis of the Company’s available-for-sale securities for the purpose of identifying and measuring an impairment. Accrued interest receivable on available-for-sale securities is recorded within prepaid and other assets on the balance sheets. The Company made an accounting policy election to (1) not measure an allowance for credit loss for accrued interest receivable, and (2) to write-off any uncollectible accrued interest receivable as a reversal of interest income in a timely manner, which the Company considers to be in the period in which it determines the accrued interest will not be collected.

See Note 3 (Fair Value Measurements) for further information.

Fair Value Measurements

The fair value of the Company’s financial instruments reflects the amounts that the Company estimates that it would receive in connection with the sale of an asset or pay in connection with the transfer of a liability in an orderly transaction between market participants at the measurement date (exit price). The Company discloses and recognizes the fair value of its assets and liabilities using a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to valuations based upon unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to valuations based upon unobservable inputs that are significant to the valuation (Level 3 measurements). The guidance establishes three levels of the fair value hierarchy as follows:

Level 1 - Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date;

Level 2 - Inputs other than quoted prices that are observable for the assets or liability either directly or indirectly, including inputs in markets that are not considered to be active;

Level 3 - Inputs that are unobservable. Assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.

The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires management to make judgments and consider factors specific to the asset or liability. The Company recognizes transfers between levels of the fair value hierarchy as of the end of the reporting period.

Equity Investments without Readily Determinable Fair Values

Equity investments without readily determinable fair values include ownership rights that either (i) do not meet the definition of in-substance common stock or (ii) do not provide the Company with control or significant influence and these investments do not have readily determinable fair values. Equity investments without readily determinable fair values are recorded at cost, less any impairment, and adjusted for subsequent observable price changes as of the date that an observable transaction takes place and are recorded in other income (expense), net (See Note 4).

Recent Accounting Pronouncements Adopted

Financial Instruments—Credit Losses: In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments which amends the principles around the recognition of credit losses by mandating entities incorporate an estimate of current expected credit losses when determining the value of certain assets. The guidance also amends reporting around allowances for credit losses on available-for-sale marketable securities. In November 2019, the FASB issued ASU 2019-10, Financial Instruments—Credit Losses (Topic 326), Derivatives and Hedging (Topic 815) and Leases (Topic 842): Effective Dates, which established that a one-time determination of the effective date for ASU 2016-13 would be based on the Company’s SEC reporting status as of November 15, 2019. The Company was a “smaller reporting company” as defined by Item 10 of Regulation S-K, and therefore, ASU 2016-13 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. This guidance helps to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. To achieve this objective, the amendments in Topic 326 replace the incurred loss impairment methodology in current U.S. GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The Company has adopted the new guidance as of January 1, 2023, and it did not have a material impact on its financial statements and related disclosures.

Recent Accounting Pronouncements Not Yet Adopted

The following are new accounting pronouncements that the Company is evaluating for future impacts on its financial statements:

Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (ASC 820); In June 2022, the FASB issued ASU No. 2022-03, "Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions." This ASU clarifies that a contractual restriction on the sale of equity security should not be considered in measuring the fair value. In addition, the ASU requires specific disclosures related to contractual sale restrictions. The ASU is effective in January 2024 under a prospective approach. Early adoption is permitted. Adoption of this ASU is not expected to have a material impact on the Company's condensed consolidated financial statements.

Summary of Significant Accounting Policies (Policies)	6 Months Ended
Summary of Significant Accounting Policies (Policies)	Jun. 30, 2023
Accounting Policies [Abstract]
Basis of Consolidation	Basis of Consolidation The accompanying condensed consolidated financial statements include the accounts of Quince Therapeutics, Inc. and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated.
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and pursuant to the instructions of the SEC on Form 10-Q and Article 8 of Regulation S-X of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the management’s opinion, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation of the results of operations and cash flows for the periods presented have been included. The condensed consolidated balance sheet as of June 30, 2023, the condensed consolidated statements of operations and comprehensive loss for the three and six months ended June 30, 2023 and 2022, the condensed consolidated statements of stockholders’ equity for the three and six months ended June 30, 2023 and 2022, the condensed consolidated statements of cash flows for the six months ended June 30, 2023 and 2022, and the financial data and other financial information disclosed in the notes to the condensed consolidated financial statements are unaudited. These financial statements should be read in conjunction with the audited financial statements and notes thereto for the year ended December 31, 2022 included in the Company’s Form 10-K filed with the SEC on March 15, 2023. The results of operations for the three and six months ended June 30, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023, or for any other future annual or interim period.
Risks and Uncertainties	Risks and Uncertainties The Company’s future results of operations involve a number of risks and uncertainties. Factors that could affect the Company’s future operating results and cause actual results to vary materially from expectations include, but are not limited to, uncertainty of results of clinical trials and reaching milestones, uncertainty of regulatory approval of the Company’s potential drug candidates, uncertainty of market acceptance of the Company’s drug candidates, competition from substitute products and larger companies, securing and protecting proprietary technology, strategic relationships and dependence on key individuals and sole source suppliers. The Company’s drug candidates will require approvals from the U.S. Food and Drug Administration ("FDA") and comparable foreign regulatory agencies prior to commercial sales in their respective jurisdictions. There can be no assurance that any drug candidate will receive the necessary approvals.
Use of Estimates	Use of Estimates The preparation of the Company’s consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and expenses, as well as related disclosure of contingent assets and liabilities. The most significant estimates used in the Company’s consolidated financial statements relate to the determination of the fair value of stock-based awards and other issuances, determination of the fair value of identifiable assets and liabilities in connection with the acquisition of Novosteo, Inc., including associated intangible assets and goodwill, accruals for research and development costs, useful lives of long-lived assets, stock-based compensation and related assumptions, the incremental borrowing rate for leases and income tax uncertainties, including a valuation allowance for deferred tax assets, eligibility of expenses for the Australia research and development refundable tax credits, impairment of intangible assets or goodwill; and contingencies. The Company bases its estimates on historical experience and on various other market specific and other relevant assumptions that it believes to be 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. Actual results could differ materially from the Company’s estimates.
Foreign Currency Translation and Transactions	Foreign Currency Translation and Transactions The functional currency of two of the Company’s wholly-owned subsidiaries is the Australian Dollar. Its financial results and financial position are translated into U.S. dollars using exchange rates at balance sheet dates for assets and liabilities and using average exchange rates for income and expenses. The resulting translation differences are presented as a separate component of accumulated other comprehensive income (loss), as a separate component of equity. Foreign currency transactions are translated into the functional currencies using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses, resulting from the settlement of such transactions and from the re-measurement of monetary assets and liabilities denominated in foreign currencies using exchange rates at balance sheet date and non-monetary assets and liabilities using historical exchange rates, are recognized in the condensed consolidated statements of operations and comprehensive loss.
Significant Accounting Policies	Significant Accounting Policies There have been no significant changes to the accounting policies during the six months ended June 30, 2023, as compared to the significant accounting policies described in our Annual Report on Form 10-K.
Business Combinations	Business Combinations The Company accounts for business combinations using the acquisition method pursuant to the Financial Accounting Standards Board (the “FASB”) Accounting Standards Codification (“ASC”) Topic 805. This method requires, among other things, that results of operations of acquired companies are included in the Company's financial results beginning on the respective acquisition dates, and that identifiable assets acquired and liabilities assumed are recognized at fair value as of the acquisition date. Intangible assets acquired in a business combination are recorded at fair value using one of three valuation approaches, the income approach, the market approach or the cost approach. The Company reviewed the three valuation approaches and determined the income approach was the most appropriate model to approximate fair value for the Novosteo Acquisition. The income approach model requires assumptions about the timing and amount of future net cash flows, the cost of capital and terminal values from the perspective of a market participant. Any excess of the fair value of consideration transferred (the “Purchase Price”) over the fair values of the net assets acquired is recognized as goodwill. The fair value of identifiable assets acquired and liabilities assumed in certain cases may be subject to revision based on the final determination of fair value during a period of time not to exceed 12 months from the acquisition date. Legal costs, due diligence costs, business valuation costs and all other acquisition-related costs are expensed when incurred.
Assets Held for Sale	Assets Held for Sale Assets held for sale represent lab equipment that have met the criteria of “held for sale” accounting, as specified by Accounting Standards Codification (“ASC”) 360, “Long-lived Assets.” As of June 30, 2023, there were $0.1 million of lab equipment that are recorded as assets held for sale. The effect of suspending depreciation on the equipment held for sale is immaterial to the results of operations. The assets held for sale are being marketed for sale and it is the Company’s intention to complete the sales of these assets within the upcoming year.
Intangible Assets	Intangible Assets Intangible assets with a definite useful life are amortized on a straight-line basis over the estimated useful life of the related assets. Intangible assets with an indefinite useful life are not amortized. Intangible assets acquired in a business combination or an acquisition that are used in research and development activities (regardless of whether they have an alternative future use) shall be considered indefinite lived until the completion or abandonment of the associated research and development efforts. Intangible assets acquired in a business combination are initially recorded at fair value. During the period that those assets are considered indefinite lived, they shall not be amortized but shall be tested for impairment. Once the research and development efforts are completed or abandoned, the entity shall determine the useful life of the assets. An intangible asset shall be tested for impairment annually and more frequently if events or changes in circumstances indicate that it is more likely than not that the asset is impaired The Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of the intangible asset is less than its carrying amount, If that is the case, the Company performs a quantitative impairment test, and, if the carrying amount of the Company exceeds its fair value, then the Company will recognize an impairment charge for the amount by which its carrying amount exceeds its fair value, not to exceed the carrying amount of the intangible asset. Qualitative factors to be considered include but are not limited to: • Cost factors such as increases in raw materials, labor, or other costs that have a negative effect on future expected earnings and cash flows • Legal/regulatory factors or progress and results of clinical trials • Other relevant entity-specific events such as changes in management, key personnel, strategy, or customers; contemplation of bankruptcy; or litigation that could affect significant inputs used to determine the fair value of the indefinite-lived intangible asset • Industry and market considerations such as a deterioration in the environment in which an entity operates, an increased competitive environment • Macroeconomic conditions such as deterioration in general economic conditions, limitations on accessing capital, fluctuations in foreign exchange rates, or other developments in equity and credit markets that could affect significant inputs used to determine the fair value of the indefinite-lived intangible asset
Goodwill	Goodwill Goodwill represents the excess of the purchase price over the fair value of the net assets acquired as of the acquisition date. Goodwill has an indefinite useful life and is not amortized. The Company reviews its goodwill for impairment at least annually or whenever events or changes in circumstances indicate that the carrying amount of the Company may exceed its fair value. The Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of the Company is less than its carrying amount, including goodwill. If that is the case, the Company performs a quantitative impairment test, and, if the carrying amount of the Company exceeds its fair value, then the Company will recognize an impairment charge for the amount by which its carrying amount exceeds its fair value, not to exceed the carrying amount of the goodwill.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less at the date of purchase to be cash and cash equivalents. Cash equivalents, which consist of amounts invested in money market funds, are stated at fair value. There are no unrealized gains or losses on the money market funds for the periods presented.
Investments	Investments The Company’s marketable securities primarily consist of U.S. Government and corporate debt securities. The Company classifies its marketable securities as available-for-sale and records such assets at estimated fair value in the condensed balance sheets, with unrealized gains and losses, if any, reported as a component of other comprehensive income (loss) within the condensed statements of operations and comprehensive loss and as a separate component of stockholders’ equity. The Company classifies marketable securities with remaining maturities greater than one year as current assets because such marketable securities are available to fund the Company’s current operations. Realized gains and losses are calculated on the specific identification method and recorded as interest income. There were no realized gains and losses during the periods presented At each balance sheet date, the Company assesses available-for-sale debt securities in an unrealized loss position to determine whether the unrealized loss or any potential credit losses should be recognized in net income (loss). For available-for-sale debt securities in an unrealized loss position, the Company first assesses whether it intends to sell, or it is more likely than not that it will be required to sell, the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through net income (loss). For available-for-sale securities that do not meet the aforementioned criteria, the Company evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, the Company considers the severity of the impairment, any changes in interest rates, underlying credit ratings and forecasted recovery, among other factors. The credit-related portion of unrealized losses, and any subsequent improvements, are recorded as an allowance in interest income. There have been no impairment or credit losses recognized during the periods presented. The Company excludes the applicable accrued interest from both the fair value and amortized costs basis of the Company’s available-for-sale securities for the purpose of identifying and measuring an impairment. Accrued interest receivable on available-for-sale securities is recorded within prepaid and other assets on the balance sheets. The Company made an accounting policy election to (1) not measure an allowance for credit loss for accrued interest receivable, and (2) to write-off any uncollectible accrued interest receivable as a reversal of interest income in a timely manner, which the Company considers to be in the period in which it determines the accrued interest will not be collected. See Note 3 (Fair Value Measurements) for further information.
Fair Value Measurements	Fair Value Measurements The fair value of the Company’s financial instruments reflects the amounts that the Company estimates that it would receive in connection with the sale of an asset or pay in connection with the transfer of a liability in an orderly transaction between market participants at the measurement date (exit price). The Company discloses and recognizes the fair value of its assets and liabilities using a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to valuations based upon unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to valuations based upon unobservable inputs that are significant to the valuation (Level 3 measurements). The guidance establishes three levels of the fair value hierarchy as follows: Level 1 - Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date; Level 2 - Inputs other than quoted prices that are observable for the assets or liability either directly or indirectly, including inputs in markets that are not considered to be active; Level 3 - Inputs that are unobservable. Assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires management to make judgments and consider factors specific to the asset or liability. The Company recognizes transfers between levels of the fair value hierarchy as of the end of the reporting period.
Equity Investments without Readily Determinable Fair Values	Equity Investments without Readily Determinable Fair Values Equity investments without readily determinable fair values include ownership rights that either (i) do not meet the definition of in-substance common stock or (ii) do not provide the Company with control or significant influence and these investments do not have readily determinable fair values. Equity investments without readily determinable fair values are recorded at cost, less any impairment, and adjusted for subsequent observable price changes as of the date that an observable transaction takes place and are recorded in other income (expense), net (See Note 4).
Recent Accounting Pronouncements Not Yet Adopted	Recent Accounting Pronouncements Adopted Financial Instruments—Credit Losses: In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments which amends the principles around the recognition of credit losses by mandating entities incorporate an estimate of current expected credit losses when determining the value of certain assets. The guidance also amends reporting around allowances for credit losses on available-for-sale marketable securities. In November 2019, the FASB issued ASU 2019-10, Financial Instruments—Credit Losses (Topic 326), Derivatives and Hedging (Topic 815) and Leases (Topic 842): Effective Dates, which established that a one-time determination of the effective date for ASU 2016-13 would be based on the Company’s SEC reporting status as of November 15, 2019. The Company was a “smaller reporting company” as defined by Item 10 of Regulation S-K, and therefore, ASU 2016-13 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. This guidance helps to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. To achieve this objective, the amendments in Topic 326 replace the incurred loss impairment methodology in current U.S. GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The Company has adopted the new guidance as of January 1, 2023, and it did not have a material impact on its financial statements and related disclosures. Recent Accounting Pronouncements Not Yet Adopted The following are new accounting pronouncements that the Company is evaluating for future impacts on its financial statements: Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (ASC 820); In June 2022, the FASB issued ASU No. 2022-03, "Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions." This ASU clarifies that a contractual restriction on the sale of equity security should not be considered in measuring the fair value. In addition, the ASU requires specific disclosures related to contractual sale restrictions. The ASU is effective in January 2024 under a prospective approach. Early adoption is permitted. Adoption of this ASU is not expected to have a material impact on the Company's condensed consolidated financial statements.

Fair Value Measurements - Summary of Unrealized Losses of Company's Investments in Debt Securities Measured at Fair Value (Details) $ in Thousands	Jun. 30, 2023 USD ($)
Debt Securities, Available-for-Sale, Unrealized Loss Position [Line Items]
Debt securities, less than 12 months, Fair value	$ 32,306
Debt securities, less than 12 months, Gross unrealized losses	(14)
Debt securities, 12 months or longer, Fair value	11,173
Debt securities, 12 months or longer, Gross unrealized losses	(155)
Debt securities, Total fair value	43,479
Debt securities, Total gross unrealized losses	(169)
Certificates of deposit
Debt Securities, Available-for-Sale, Unrealized Loss Position [Line Items]
Debt securities, less than 12 months, Fair value	240
Debt securities, less than 12 months, Gross unrealized losses	0
Debt securities, 12 months or longer, Fair value	3,978
Debt securities, 12 months or longer, Gross unrealized losses	(46)
Debt securities, Total fair value	4,218
Debt securities, Total gross unrealized losses	(46)
Corporate notes
Debt Securities, Available-for-Sale, Unrealized Loss Position [Line Items]
Debt securities, less than 12 months, Fair value	0
Debt securities, less than 12 months, Gross unrealized losses	0
Debt securities, 12 months or longer, Fair value	1,575
Debt securities, 12 months or longer, Gross unrealized losses	(12)
Debt securities, Total fair value	1,575
Debt securities, Total gross unrealized losses	(12)
Government and agency notes
Debt Securities, Available-for-Sale, Unrealized Loss Position [Line Items]
Debt securities, less than 12 months, Fair value	32,066
Debt securities, less than 12 months, Gross unrealized losses	(14)
Debt securities, 12 months or longer, Fair value	5,620
Debt securities, 12 months or longer, Gross unrealized losses	(97)
Debt securities, Total fair value	37,686
Debt securities, Total gross unrealized losses	$ (111)

Stock-Based Compensation (Tables)

6 Months Ended

Jun. 30, 2023

Summary of Employee and Non-Employee Stock-Based Compensation Expense


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
General and administrative expense	$	946	$	3,267	$	2,069	$	7,699
Research and development expense		375		1,784		734		6,593
Total stock-based compensation	$	1,321	$	5,051	$	2,803	$	14,292

Service Based Stock Options

Summary of Stock Options Activity

Activity for service-based stock options under the Quince 2019 Plan is as follows:


	Number of Options and Unvested Shares			Weighted Average Exercise Price		Weighted average remaining contractual life (years)		Aggregate intrinsic value
								(In thousands)
Balance at December 31, 2022		3,319,711		$	16.07		4.77	$	65
Options granted		1,559,958			0.95	—		—
Options exercised		(189,799	)		0.43	—			162
Options cancelled / forfeited		(1,549,075	)		15.13	—		—
Balance at June 30, 2023		3,140,795		$	9.97		7.61	$	814
Options vested and expected to vest as of June 30, 2023		3,140,795			9.97		7.61		814
Options exercisable as of June 30, 2023		1,316,814		$	19.77		5.13	$	154

Service Based Stock Options | Novosteo

Summary of Stock Options Activity

Activity for service-based stock options under the 2019 Novosteo Plan is as follows:


	Number of Options and Unvested Shares			Weighted Average Exercise Price		Weighted average remaining contractual life (years)		Aggregate intrinsic value
								(In thousands)
Balance at December 31, 2022		503,105		$	0.55		9.23	$	44
Options granted		—			—		—		—
Options exercised		(3,027	)		0.55		—		3
Options cancelled / forfeited		(37,848	)		0.55		—		—
Balance at June 30, 2023		462,230		$	0.55		8.73	$	441
Options vested and expected to vest as of June 30, 2023		462,230			0.55		8.73		441
Options exercisable as of June 30, 2023		144,444		$	0.55		8.73	$	138

Service Based Stock Options | 2022 Inducement Plan

Summary of Stock Options Activity

Activity for service-based stock options under the 2022 Inducement Plan is as follows:


	Number of Options and Unvested Shares			Weighted Average Exercise Price		Weighted average remaining contractual life (years)		Aggregate intrinsic value
								(In thousands)
Balance at December 31, 2022		3,742,255		$	2.98		9.39	$	—
Options granted		—			—		—		—
Options exercised		—			—		—		—
Options cancelled / forfeited		(43,500	)		2.98		—		—
Balance at June 30, 2023		3,698,755		$	2.98		8.90	$	—
Options vested and expected to vest as of June 30, 2023		3,698,755			2.98		8.90		—
Options exercisable as of June 30, 2023		1,001,745		$	2.98		8.90	$	—

Restricted Stock Units (RSUs)

Summary of Stock Options Activity

The following table summarizes activity under the Company’s RSUs from the Quince 2019 Plan and related information:


	Quince 2019 Plan
	Restricted Stock Units Outstanding
	Number of Shares			Weighted Average Grant Date Fair Value
Unvested - December 31, 2022		30,876		$	4.30
RSUs granted		—		—
RSUs vested		(7,225	)	$	4.30
RSUs cancelled		(19,188	)	$	4.30
Unvested - June 30, 2023		4,463		$	4.30

Restricted Stock Awards (RSAs)

Summary of Stock Options Activity

Restricted Stock Awards


	Restricted Stock Awards Outstanding
	Number of Shares			Weighted Average Grant Date Fair Value
Unvested - December 31, 2022		427,401		$	3.30
RSAs granted		—		—
RSAs vested		(76,803	)		3.30
RSAs cancelled		(8,536	)		3.30
Unvested - June 30, 2023		342,062		$	3.30

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands	Total	Common Stock	Additional Paid in Capital	Accumulated Other Comprehensive Income / (Loss)	Accumulated Deficit
Beginning balance at Dec. 31, 2021	$ 118,586	$ 30	$ 355,234	$ (79)	$ (236,599)
Beginning balance, shares at Dec. 31, 2021		30,074,412
Issuance of common stock in connection with open market sales agreement, net of issuance costs	608		608
Issuance of common stock in connection with open market sales agreement, net of issuance costs, shares		51,769
Issuance of common stock on exercise of stock options and vesting of restricted stock units	134		134
Issuance of common stock on exercise of stock options and vesting of restricted stock units, shares		331,507
Stock based compensation	14,292		14,292
Value of share Issued in connection with acquisition of Novosteo	16,504	$ 6	16,498
Share issuance in connection with acquisition of Novosteo Inc.		5,520,000
Foreign currency translation adjustments	137			137
Unrealized gain (loss) on available for sale investments	(524)			(524)
Net loss	(38,205)				(38,205)
Ending balance at Jun. 30, 2022	111,532	$ 36	386,766	(466)	(274,804)
Ending balance, shares at Jun. 30, 2022		35,977,688
Beginning balance at Mar. 31, 2022	106,380	$ 30	365,096	(506)	(258,240)
Beginning balance, shares at Mar. 31, 2022		30,149,570
Issuance of common stock on exercise of stock options and vesting of restricted stock units	121		121
Issuance of common stock on exercise of stock options and vesting of restricted stock units, shares		308,118
Stock based compensation	5,051		5,051
Value of share Issued in connection with acquisition of Novosteo	16,504	$ 6	16,498
Share issuance in connection with acquisition of Novosteo Inc.		5,520,000
Foreign currency translation adjustments	250			250
Unrealized gain (loss) on available for sale investments	(210)			(210)
Net loss	(16,564)				(16,564)
Ending balance at Jun. 30, 2022	111,532	$ 36	386,766	(466)	(274,804)
Ending balance, shares at Jun. 30, 2022		35,977,688
Beginning balance at Dec. 31, 2022	100,593	$ 36	389,105	(289)	(288,259)
Beginning balance, shares at Dec. 31, 2022		36,136,480
Issuance of common stock on exercise of stock options and vesting of restricted stock units	82		82
Issuance of common stock on exercise of stock options and vesting of restricted stock units, shares		200,051
Restricted stock award retirement, shares		(8,536)
Stock based compensation	2,803		2,803
Foreign currency translation adjustments	152			152
Unrealized gain (loss) on available for sale investments	394			394
Net loss	(17,140)				(17,140)
Ending balance at Jun. 30, 2023	86,884	$ 36	391,990	257	(305,399)
Ending balance, shares at Jun. 30, 2023		36,327,995
Beginning balance at Mar. 31, 2023	90,203	$ 36	390,642	38	(300,513)
Beginning balance, shares at Mar. 31, 2023		36,278,433
Issuance of common stock on exercise of stock options and vesting of restricted stock units	27		27
Issuance of common stock on exercise of stock options and vesting of restricted stock units, shares		58,098
Restricted stock award retirement, shares		(8,536)
Stock based compensation	1,321		1,321
Foreign currency translation adjustments	59			59
Unrealized gain (loss) on available for sale investments	160			160
Net loss	(4,886)				(4,886)
Ending balance at Jun. 30, 2023	$ 86,884	$ 36	$ 391,990	$ 257	$ (305,399)
Ending balance, shares at Jun. 30, 2023		36,327,995

Leases (Tables)

6 Months Ended

Jun. 30, 2023

Leases [Abstract]

Supplemental Balance Sheet Information Related to Leases

Supplemental balance sheet information related to leases as follows (in thousands except lease terms and discount rates):


	June 30, 2023			December 31, 2022
Operating lease right of use asset, net	$	110		$	291
Short-term operating lease liability	$	147		$	377

Finance lease right of use asset		—			124
Finance lease accumulated amortization		—			(50	)
Total finance lease right of use asset, net	$	—		$	74


Weighted average remaining lease term
Operating leases	0.6 years			0.9 years
Finance leases		—		1.0 year

Weighted average discount rate
Operating leases		6.36	%		5.71	%
Finance leases		—	%		4.45	%

	Operating Lease			Operating Lease
Year ended December 31, 2023 (excluding the six months ended June 30, 2023)	$	149		$	388
Total lease payments		149			388
Less: imputed interest		(2	)		(11	)
Total remaining lease liability	$	147		$	377

Document and Entity Information - shares	6 Months Ended
Document and Entity Information - shares	Jun. 30, 2023	Jul. 28, 2023
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2
Entity Registrant Name	Quince Therapeutics, Inc.
Entity Central Index Key	0001662774
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Current Reporting Status	Yes
Entity Common Stock, Shares Outstanding		36,382,989
Entity File Number	001-38890
Entity Tax Identification Number	90-1024039
Entity Address, Address Line One	601 Gateway Boulevard, Suite 1250.
Entity Address, City or Town	South San Francisco
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94080
City Area Code	415
Local Phone Number	910-5717
Document Quarterly Report	true
Document Transition Report	false
Entity Incorporation, State or Country Code	DE
Entity Interactive Data Current	Yes
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Common Stock
Trading Symbol	QNCX
Security Exchange Name	NASDAQ
Title of 12(b) Security	Common Stock, par value $0.001 per share
Series A Junior Participating Preferred Purchase Rights
No Trading Symbol Flag	true
Security Exchange Name	NASDAQ
Title of 12(b) Security	Series A Junior Participating Preferred Purchase Rights

Fair Value Measurements - Summary of Available-for-Sale Securities (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Schedule Of Available For Sale Securities [Line Items]
Amortized Cost	$ 85,701	$ 90,330
Unrealized Gains	7	5
Unrealized Losses	(169)	(562)
Financial assets and liabilities	85,539	89,773
Cash equivalents (original maturities within 90 days)	20,624	40,593
Short-term investments (maturities within one year)	64,915	45,602
Long-term investments (maturities beyond 1 year)	0	3,578
Total cash equivalents and investments	85,539	89,773
Money market funds
Schedule Of Available For Sale Securities [Line Items]
Amortized Cost	9,329	10,988
Unrealized Gains	0	0
Unrealized Losses	0	0
Financial assets and liabilities	9,329	10,988
Certificates of deposit
Schedule Of Available For Sale Securities [Line Items]
Amortized Cost	4,265	6,237
Unrealized Gains	0	1
Unrealized Losses	(47)	(136)
Financial assets and liabilities	4,218	6,102
Repurchase agreements
Schedule Of Available For Sale Securities [Line Items]
Amortized Cost		9,000
Unrealized Gains		0
Unrealized Losses		0
Financial assets and liabilities		9,000
Corporate notes
Schedule Of Available For Sale Securities [Line Items]
Amortized Cost	1,587	12,575
Unrealized Gains	0	0
Unrealized Losses	(12)	(164)
Financial assets and liabilities	1,575	12,411
Government and agency notes
Schedule Of Available For Sale Securities [Line Items]
Amortized Cost	70,520	51,020
Unrealized Gains	7	4
Unrealized Losses	(110)	(258)
Financial assets and liabilities	$ 70,417	50,766
Municipal notes
Schedule Of Available For Sale Securities [Line Items]
Amortized Cost		510
Unrealized Gains		0
Unrealized Losses		(4)
Financial assets and liabilities		$ 506

Stock-Based Compensation - Summary of Activity for Service-based Stock Options (Details) - Service Based Stock Options - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
2019 Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Options and Unvested Shares, beginning balance	3,319,711
Number of Options and Unvested Shares, granted	1,559,958
Number of Options and Unvested Shares, exercised	(189,799)
Number of Options and Unvested Shares, cancelled / forfeited	(1,549,075)
Number of Options and Unvested Shares, ending balance	3,140,795	3,319,711
Number of Options and Unvested Shares, vested and expected to vest	3,140,795
Number of Options and Unvested Shares, exercisable	1,316,814
Weighted Average Exercise Price, beginning balance	$ 16.07
Weighted Average Exercise Price, granted	0.95
Weighted Average Exercise Price, exercised	0.43
Weighted Average Exercise Price, exercised, cancelled / forfeited	15.13
Weighted Average Exercise Price, ending balance	9.97	$ 16.07
Weighted Average Exercise Price, vested and expected to vest	9.97
Weighted Average Exercise Price, exercisable	$ 19.77
Weighted average remaining contractual life	7 years 7 months 9 days	4 years 9 months 7 days
Weighted average remaining contractual life, vested and expected to vest	7 years 7 months 9 days
Weighted average remaining contractual life, exercisable	5 years 1 month 17 days
Aggregate intrinsic value	$ 814	$ 65
Aggregate intrinsic value, exercised	162
Aggregate intrinsic value, vested and expected to vest	814
Aggregate intrinsic value, exercisable	$ 154
2022 Inducement Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Options and Unvested Shares, beginning balance	3,742,255
Number of Options and Unvested Shares, cancelled / forfeited	(43,500)
Number of Options and Unvested Shares, ending balance	3,698,755	3,742,255
Number of Options and Unvested Shares, vested and expected to vest	3,698,755
Number of Options and Unvested Shares, exercisable	1,001,745
Weighted Average Exercise Price, beginning balance	$ 2.98
Weighted Average Exercise Price, exercised, cancelled / forfeited	2.98
Weighted Average Exercise Price, ending balance	2.98	$ 2.98
Weighted Average Exercise Price, vested and expected to vest	2.98
Weighted Average Exercise Price, exercisable	$ 2.98
Weighted average remaining contractual life	8 years 10 months 24 days	9 years 4 months 20 days
Weighted average remaining contractual life, vested and expected to vest	8 years 10 months 24 days
Weighted average remaining contractual life, exercisable	8 years 10 months 24 days
Novosteo
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Options and Unvested Shares, beginning balance	503,105
Number of Options and Unvested Shares, exercised	(3,027)
Number of Options and Unvested Shares, cancelled / forfeited	(37,848)
Number of Options and Unvested Shares, ending balance	462,230	503,105
Number of Options and Unvested Shares, vested and expected to vest	462,230
Number of Options and Unvested Shares, exercisable	144,444
Weighted Average Exercise Price, beginning balance	$ 0.55
Weighted Average Exercise Price, exercised	0.55
Weighted Average Exercise Price, exercised, cancelled / forfeited	0.55
Weighted Average Exercise Price, ending balance	0.55	$ 0.55
Weighted Average Exercise Price, vested and expected to vest	0.55
Weighted Average Exercise Price, exercisable	$ 0.55
Weighted average remaining contractual life	8 years 8 months 23 days	9 years 2 months 23 days
Weighted average remaining contractual life, vested and expected to vest	8 years 8 months 23 days
Weighted average remaining contractual life, exercisable	8 years 8 months 23 days
Aggregate intrinsic value	$ 441	$ 44
Aggregate intrinsic value, exercised	3
Aggregate intrinsic value, vested and expected to vest	441
Aggregate intrinsic value, exercisable	$ 138

Subsequent Events - Additional Information (Details) $ in Thousands, € in Millions	Jul. 21, 2023 EUR (€) shares	Jul. 21, 2023 USD ($) shares	Jun. 30, 2023 shares	Dec. 31, 2022 shares
Subsequent Event [Line Items]
Common stock, shares issued \| shares			36,327,995	36,136,480
Percentage of common stock share outstanding owned	16.70%	16.70%
Subsequent Event [Member] \| Ery Del [Member]
Subsequent Event [Line Items]
Common stock, shares issued \| shares	7,250,352	7,250,352
Amount Payable Upon Achievement of Specified Milestone		$ 5,000,000
Aggregate potential cash payments under contigent rights		485,000,000
NDA acceptance under contigent consideration		25,000,000
Milestone achievement related to market and sales		395,000,000
Transaction cost	€ 10	13,000
Subsequent Event [Member] \| Ery Del [Member] \| Approval Milestones [Member]
Subsequent Event [Line Items]
Milestone payment		$ 60,000,000

Intangible Assets - Schedule of Carrying Amount of Indefinite-Lived Intangible Asset (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	May 19, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
In-process research and development	$ 5,900	$ 5,900
Impairment charge	(5,900)
Indefinite-Lived Intangible Assets (Excluding Goodwill), Ending Balance	$ 0

Stock-Based Compensation - Summary of Restricted Stock Options (Details)	6 Months Ended
	Jun. 30, 2023 $ / shares shares
Restricted stock units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Outstanding, Number of Shares, Unvested, Beginning Balance \| shares	30,876
Number of Shares, vested \| shares	(7,225)
Number of Shares, Cancelled \| shares	(19,188)
Outstanding, Number of Shares, Unvested, Ending Balance \| shares	4,463
Outstanding, Weighted-Average Grant Date Fair Value, Unvested, Beginning Balance \| $ / shares	$ 4.30
Weighted-Average Grant Date Fair Value, vested \| $ / shares	4.30
Weighted-Average Grant Date Fair Value, cancelled \| $ / shares	4.30
Outstanding, Weighted-Average Grant Date Fair Value, Unvested, Ending Balance \| $ / shares	$ 4.30
Restricted Stock Awards (RSAs)
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Outstanding, Number of Shares, Unvested, Beginning Balance \| shares	427,401
Number of Shares, vested \| shares	(76,803)
Number of Shares, Cancelled \| shares	(8,536)
Outstanding, Number of Shares, Unvested, Ending Balance \| shares	342,062
Outstanding, Weighted-Average Grant Date Fair Value, Unvested, Beginning Balance \| $ / shares	$ 3.30
Weighted-Average Grant Date Fair Value, vested \| $ / shares	3.30
Weighted-Average Grant Date Fair Value, cancelled \| $ / shares	3.30
Outstanding, Weighted-Average Grant Date Fair Value, Unvested, Ending Balance \| $ / shares	$ 3.30

Income Taxes - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Mar. 31, 2023	Jun. 30, 2023
IPR&D
Income Taxes [Line Items]
Net discrete tax adjustments	$ 0.2	$ 0.2

Related Party Transactions - Additional Information (Details) - Morphimmune Inc.	6 Months Ended
	Jun. 30, 2023 USD ($)
Related Party Transaction [Line Items]
Operating lease payments	$ 57,000
Lab Equipment
Related Party Transaction [Line Items]
Proceeds from sale of lab equipment	$ 80,000

Business Combination - Schedule of fair values of assets acquired and liabilities assumed (Details) - USD ($)	Jun. 30, 2023	Dec. 31, 2022	May 19, 2022
Business Combinations [Abstract]
Cash and cash equivalents			$ 10,593,000
Prepaid expenses and other current assets			1,040,000
ROU asset			124,000
Property and equipment			279,000
Intangible assets	$ 5,900,000		5,900,000
Accounts payable and accrued liabilities			(1,726,000)
Deferred tax liabilities			(532,000)
Net assets acquired			15,678,000
Goodwill	$ 0	$ 0	$ 825,000

Balance Sheet Components - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Property Plant And Equipment [Line Items]
Less: accumulated amortization and depreciation	$ (12)	$ (185)
Property and equipment, net	6	393
Computer Equipment
Property Plant And Equipment [Line Items]
Property and equipment	18	18
Lab Equipment
Property Plant And Equipment [Line Items]
Property and equipment	0	415
Finance Lease Right of Use Assets
Property Plant And Equipment [Line Items]
Property and equipment	0	124
Leasehold Improvement
Property Plant And Equipment [Line Items]
Property and equipment	$ 0	$ 21

Fair Value Measurements - Schedule of Financial Assets and Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities	$ 85,539	$ 89,773
Money market funds
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities	9,329	10,988
Certificates of deposit
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities	4,218	6,102
Repurchase agreements
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities		9,000
Corporate notes
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities	1,575	12,411
Government and agency notes
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities	70,417	50,766
Municipal notes
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities		506
Level 1
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities	9,329	10,988
Level 1 \| Money market funds
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities	9,329	10,988
Level 1 \| Certificates of deposit
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities	0	0
Level 1 \| Repurchase agreements
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities		0
Level 1 \| Corporate notes
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities	0	0
Level 1 \| Government and agency notes
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities	0	0
Level 1 \| Municipal notes
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities		0
Level 2
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities	76,210	78,785
Level 2 \| Money market funds
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities	0	0
Level 2 \| Certificates of deposit
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities	4,218	6,102
Level 2 \| Repurchase agreements
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities		9,000
Level 2 \| Corporate notes
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities	1,575	12,411
Level 2 \| Government and agency notes
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities	70,417	50,766
Level 2 \| Municipal notes
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities		506
Level 3
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities	0	0
Level 3 \| Money market funds
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities	0	0
Level 3 \| Certificates of deposit
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities	0	0
Level 3 \| Repurchase agreements
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities		0
Level 3 \| Corporate notes
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities	0	0
Level 3 \| Government and agency notes
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities	$ 0	0
Level 3 \| Municipal notes
Schedule Of Available For Sale Securities [Line Items]
Financial assets and liabilities		$ 0

Cash, Cash Equivalents and Investments - Summary of Fair Values of Cash, Cash Equivalents, and Short-Term Investments Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total cash and cash equivalents	$ 22,650	$ 44,579
Short term investments	64,915	45,602
Long term investments	0	3,578
Fair Value on Recurring \| Cash
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total cash and cash equivalents	2,026	3,986
Fair Value on Recurring \| Money market funds
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total cash and cash equivalents	9,329	10,988
Fair Value on Recurring \| Repurchase agreements
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total cash and cash equivalents	0	9,000
Fair Value on Recurring \| Certificates of deposit
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Short term investments	4,218	5,390
Long term investments	0	712
Fair Value on Recurring \| Municipal notes
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Short term investments	0	506
Fair Value on Recurring \| Corporate notes
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Short term investments	1,575	12,411
Fair Value on Recurring \| Government and agency notes
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total cash and cash equivalents	11,295	20,605
Short term investments	59,122	27,295
Long term investments	$ 0	$ 2,866

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) (Parenthetical) $ in Thousands	6 Months Ended
	Jun. 30, 2022 USD ($)
Private Placement
Stock issuance costs	$ 19

Business Combination - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands	May 19, 2022	Jun. 30, 2023	Dec. 31, 2022
Business Acquisition [Line Items]
Common stock, par value		$ 0.001	$ 0.001
Novosteo
Business Acquisition [Line Items]
Number of shares, Cancelled and converted	0.0911
Common stock, par value	$ 0.001
Aggregate purchase of common stock shares	507,108
Unvested restricted shares	519,216
Business acquisition, transaction costs	$ 1,100
Payment to acquire business	$ 16,502,587
Shares issued for acquisition	5,000,784
Share price	$ 3.30

Balance Sheet Components - Schedule of Assets Held for Sale (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Restructuring Cost and Reserve [Line Items]
Assets held for sale	$ 94	$ 0
Novosteo [Member]
Restructuring Cost and Reserve [Line Items]
Assets held for sale	$ 94	$ 0

Cash, Cash Equivalents and Investments - Additional Information (Details)	Jun. 30, 2023 USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Additional equity investments without readily determinable fair values	$ 8,000,000
Cumulative upward adjustments	0
Cumulative impairments	0
Lighthouse Inc
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Equity investments without readily determinable fair values	$ 78,000

Balance Sheet Components - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Prepaid Expense and Other Assets, Current [Abstract]
Prepaid expenses	$ 278	$ 223
Prepaid insurance	300	977
Prepaid research and development expenses	262	1,088
Australia research and development refundable tax credit	0	1,003
Other current assets	143	276
Total prepaid expenses and other current assets	$ 983	$ 3,567

Business Combination - Schedule of Revenue and Net Loss of the Combined Entity (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2022
Business Acquisition, Pro Forma Information [Abstract]
Revenue	$ 262	$ 262
Net loss	$ (20,665)	$ (41,621)

Balance Sheet Components - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Accrued Liabilities, Current [Abstract]
Personnel expenses	$ 736	$ 1,130
Professional fees	548	234
Research and development expenses	85	497
Current portion of operating lease liabilities	147	377
Current portion of finance lease liability	0	76
Other	83	185
Total accrued expenses and other current liabilities	$ 1,599	$ 2,499

Fair Value Measurements - Schedule of the Contractual Maturities of our Investments in Debt Securities Measured at Fair Value (Details) $ in Thousands	Jun. 30, 2023 USD ($)
Fair Value Disclosures [Abstract]
Total	$ 64,915
Less Than 1 Year	64,915
1-5 Years	0
6-10 Years	0
More Than 10 Years	$ 0

Condensed Consolidated Balance Sheets (Parenthetical) (Unaudited) - $ / shares	Jun. 30, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	36,327,995	36,136,480
Common stock, shares outstanding	36,327,995	36,136,480

Net Loss Per Share - Schedule of Outstanding Potentially Dilutive Shares Excluded from Calculation of Diluted Net Loss Per Share (Details) - shares	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from calculation of earnings per share, amount	7,648,305	10,418,041
Stock Options Issued and Outstanding
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from calculation of earnings per share, amount	7,301,780	9,378,276
Restricted stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from calculation of earnings per share, amount	4,463	533,665
Restricted Stock Awards
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from calculation of earnings per share, amount	342,062	506,100