10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________ to ____________

Commission File Number: 001-40522

Monte Rosa Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

Delaware	84-3766197
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
321 Harrison Avenue, Suite 900 Boston, Massachusetts	02118
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (617) 949-2643

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.0001 per share	GLUE	The Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of August 5, 2024 the registrant had 61,372,824 shares of common stock, $0.0001 per share, outstanding.

Special note regarding forward-looking statements

This Quarterly Report on Form 10-Q, or Quarterly Report, contains forward-looking statements which are made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended, or the or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. All statements other than statements of historical facts contained in this Quarterly Report are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may”, “will”, “should”, “expects”, “intends”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential”, “continue” or the negative of these terms or other comparable terminology. These statements are not guarantees of future results or performance and involve substantial risks and uncertainties. Forward-looking statements in this Quarterly Report include, but are not limited to, statements about:

•the initiation, timing, progress, results, costs, and any expectations and/or predictions of success of our current and future research and development programs and preclinical studies, including our expectations for our molecular glue degraders, or MGDs, molecules, including our GSPT1-directed MGD MRT-2359, VAV1-directed MGD MRT-6160 and NEK7-directed MGD, MRT-8102;

•the initiation, timing, progress, results, costs, and any expectations and/or predictions of success of our current and any future clinical trials, including statements regarding the nature of or the timing for when any results of any clinical trials will become available;

•our ability to continue to develop our proprietary platform, called QuEENTM, and to expand our proteomics and translational medicine capabilities;

•the potential advantages of our platform technology and product candidates;

•the extent to which our scientific approach and platform technology may target proteins that have been considered undruggable or inadequately drugged;

•our plans to submit Investigational New Drug, or IND applications to the U.S. Food and Drug Administration, or the FDA for current and future product candidates;

•the potential benefits of strategic collaborations and our ability to enter into strategic collaborations with third parties who have the expertise to enable us to further develop our biological targets, product candidates and platform technologies;

•our ability to obtain and maintain regulatory approval of our product candidates;

•our ability to maintain and expand, including through third-party vendors, our library of MGDs

•our ability to manufacture, including through third-party manufacturers, our product candidates for preclinical use, future clinical trials and commercial use, if approved;

•our ability to commercialize our product candidates, including our ability to establish sales, marketing and distribution capabilities for our product candidates;

•the rate and degree of market acceptance of our product candidates;

•the size and growth potential of the markets for our product candidates, and our ability to serve those markets;

•our ability to establish and maintain intellectual property rights covering our current and future product candidates and technologies;

•the implementation of our business model and strategic plans for our business, product candidates, and technology;

•estimates of our future expenses, revenues, capital requirements, and our needs for additional financing;

•our expected use of proceeds from sales of our common stock in "at-the-market" offerings and other offerings, and the period over which such proceeds, together with existing cash, will be sufficient to meet our operating needs;

•our ability to obtain funding for our operations necessary to complete further development and commercialization of our product candidates;

•our financial performance;

•developments in laws and regulations in the United States, or the U.S., and foreign countries;

•the success of competing therapies that are or may become available;

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•our ability to attract and retain key scientific or management personnel;

•the effect of global economic uncertainty and financial market volatility caused by economic effects of rising inflation and interest rates, global health crises, geopolitical events, elections, changes in international trade relationships and military conflicts on any of the foregoing or other aspects of our business or operations; and

•other risks and uncertainties, including those listed under the section entitled “Risk factors" and those included in "Part 1, Item 1A, Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2023, or our 2023 Annual Report, filed with the Securities and Exchange Commission, or the SEC, on March 14, 2024.

Any forward-looking statements in this Quarterly Report reflect our current views with respect to future events and with respect to our future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. Factors that may cause actual results to differ materially from current expectations include, among other things, those described under Part II, Item 1A, “Risk Factors” and elsewhere in this Quarterly Report. Given these uncertainties, you should not place undue reliance on these forward-looking statements.

All of our forward-looking statements are as of the date of this Quarterly Report only. In each case, actual results may differ materially from such forward-looking information. We can give no assurance that such expectations or forward-looking statements will prove to be correct. An occurrence of or any material adverse change in one or more of the risk factors or risks and uncertainties referred to in this Quarterly Report or included in our other public disclosures or our other periodic reports or other documents or filings filed with or furnished to the SEC could materially and adversely affect our business, prospects, financial condition and results of operations. Except as required by law, we do not undertake or plan to update or revise any such forward-looking statements to reflect actual results, changes in plans, assumptions, estimates or projections or other circumstances affecting such forward-looking statements occurring after the date of this Quarterly Report, even if new information becomes available in the future or if such results, changes or circumstances make it clear that any forward-looking information will not be realized. Any public statements or disclosures by us following this Quarterly Report that modify or impact any of the forward-looking statements contained in this Quarterly Report will be deemed to modify or supersede such statements in this Quarterly Report.

We may from time to time provide estimates, projections and other information concerning our industry, the general business environment, and the markets for certain diseases, including estimates regarding the potential size of those markets and the estimated incidence and prevalence of certain medical conditions. Information that is based on estimates, forecasts, projections, market research or similar methodologies is inherently subject to uncertainties, and actual events, circumstances or numbers, including actual disease prevalence rates and market size, may differ materially from the information reflected in this Quarterly Report. Unless otherwise expressly stated, we obtained this industry, business information, market data, prevalence information and other data from reports, research surveys, studies and similar data prepared by market research firms and other third parties, industry, medical and general publications, government data, and similar sources, in some cases applying our own assumptions and analysis that may, in the future, prove not to have been accurate.

TRADEMARKS

Solely for convenience, our trademarks and trade names in this report are sometimes referred to without the ® and ™ symbols, but such references should not be construed as any indicator that we will not assert, to the fullest extent under applicable law, our rights thereto.

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Table of Contents

		Page
PART I.	FINANCIAL INFORMATION	1
Item 1.	Financial Statements (Unaudited)	1
	Condensed Consolidated Balance Sheets (Unaudited)	1
	Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited)	2
	Condensed Consolidated Statements of Stockholders’ Equity (Unaudited)	3
	Condensed Consolidated Statements of Cash Flows (Unaudited)	4
	Notes to the Condensed Consolidated Financial Statements (Unaudited)	5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	24
Item 4.	Controls and Procedures	24
PART II.	OTHER INFORMATION	25
Item 1.	Legal Proceedings	25
Item 1A.	Risk Factors	25
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	27
Item 3.	Defaults Upon Senior Securities	27
Item 4.	Mine Safety Disclosures	27
Item 5	Other Information	27
Item 6.	Exhibits	28
Signatures		29

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Part I ─ Financial Information

Item 1. Financial Statements

Monte Rosa Therapeutics, Inc.

Condensed consolidated balance sheets (unaudited)

(in thousands, except share and per share amounts)	June 30,			December 31,
(unaudited)	2024			2023
Assets
Current assets:
Cash and cash equivalents	$	108,847		$	128,101
Marketable securities		153,358			104,312
Accounts receivable		9,000			—
Other receivables		842			505
Prepaid expenses and other current assets		5,849			3,294
Total current assets		277,896			236,212
Property and equipment, net		33,250			33,803
Operating lease right-of-use assets		27,893			28,808
Restricted cash		4,866			4,580
Other long-term assets		209			352
Total assets	$	344,114		$	303,755
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	6,473		$	11,152
Accrued expenses and other current liabilities		12,759			14,600
Current deferred revenue		19,645			17,678
Current portion of operating lease liability		3,471			3,162
Total current liabilities		42,348			46,592
Deferred revenue, net of current		33,596			32,323
Defined benefit plan liability		2,614			2,713
Operating lease liability		40,885			42,877
Total liabilities		119,443			124,505
Commitments and contingencies (Note 8)
Stockholders’ equity
Preferred stock, $0.0001 par value, 10,000,000 shares authorized		—			—
Common stock, $0.0001 par value; 500,000,000 shares authorized, 61,333,597 shares issued and 61,328,282 shares outstanding as of June 30, 2024; and 50,154,929 shares issued and 50,140,233 shares outstanding as of December 31, 2023		6			5
Additional paid-in capital		655,501			547,857
Accumulated other comprehensive loss		(2,670	)		(2,724	)
Accumulated deficit		(428,166	)		(365,888	)
Total stockholders’ equity		224,671			179,250
Total liabilities and stockholders’ equity	$	344,114		$	303,755

See accompanying notes to the condensed consolidated financial statements.

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Monte Rosa Therapeutics, Inc.

Condensed consolidated statements of operations and comprehensive loss (unaudited)

(in thousands, except share and per share amounts)	Three months ended June 30,						Six months ended June 30,
(unaudited)	2024			2023			2024			2023
Collaboration revenue	$	4,695		$	—		$	5,759		$	—
Operating expenses:
Research and development		28,055			29,076			55,081			55,831
General and administrative		9,282			8,145			18,267			15,649
Total operating expenses		37,337			37,221			73,348			71,480
Loss from operations		(32,642	)		(37,221	)		(67,589	)		(71,480	)
Other income (expense):
Interest income		2,637			2,302			5,079			4,739
Foreign currency exchange gain (loss), net		(53	)		(93	)		567			(178	)
Gain on disposal of fixed assets		—			24			—			24
Loss on sale of marketable securities		—			—			—			(131	)
Total other income		2,584			2,233			5,646			4,454
Net loss before income taxes		(30,058	)		(34,988	)		(61,943	)		(67,026	)
Provision for income taxes		(252	)		(190	)		(335	)		(190	)
Net loss	$	(30,310	)	$	(35,178	)	$	(62,278	)	$	(67,216	)
Net loss per share—basic and diluted	$	(0.43	)	$	(0.71	)	$	(0.95	)	$	(1.36	)
Weighted-average number of shares outstanding used in computing    net loss per common share—basic and diluted		71,233,992			49,431,922			65,695,095			49,389,931
Comprehensive loss:
Net loss	$	(30,310	)	$	(35,178	)	$	(62,278	)	$	(67,216	)
Other comprehensive income (loss):
Provision for pension benefit obligation		35			14			70			28
Unrealized gain (loss) on available-for-sale securities		(12	)		(261	)		(16	)		84
Comprehensive loss	$	(30,287	)	$	(35,425	)	$	(62,224	)	$	(67,104	)

See accompanying notes to the condensed consolidated financial statements.

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Monte Rosa Therapeutics, Inc.

Condensed consolidated statements of stockholders’ equity (unaudited)

	Common stock
(in thousands, except share amounts) (unaudited)	Shares		Amount		Additional paid-in capital		Accumulated other comprehensive loss			Accumulated deficit			Total Stockholders’ equity
Balance—January 1, 2023		49,323,531	$	5	$	503,696	$	(1,752	)	$	(230,536	)	$	271,413
Restricted common stock vesting		33,192		—		—		—			—			—
Exercise of common stock options		4,261		—		18		—			—			18
Provision for pension benefit obligation		—		—		—		14			—			14
Stock-based compensation expense		—		—		3,974		—			—			3,974
Unrealized gain on available-for-sale securities		—		—		—		345			—			345
Net Loss		—		—		—		—			(32,038	)		(32,038	)
Balance—March 31, 2023		49,360,984	$	5	$	507,688	$	(1,393	)	$	(262,574	)	$	243,726
Restricted common stock vesting		32,185		—		—		—			—			—
Exercise of common stock options		147,333		—		897		—			—			897
Provision for pension benefit obligation		—		—		—		14			—			14
Stock-based compensation expense		—		—		4,153		—			—			4,153
Unrealized loss on available-for-sale securities		—		—		—		(261	)		—			(261	)
Issuance of shares under employee stock purchase plan		51,977		—		303		—			—			303
Net Loss		—		—		—		—			(35,178	)		(35,178	)
Balance—June 30, 2023		49,592,479	$	5	$	513,041	$	(1,640	)	$	(297,752	)	$	213,654
Balance—January 1, 2024		50,140,233	$	5	$	547,857	$	(2,724	)	$	(365,888	)	$	179,250
Restricted common stock vesting		4,691		—		—		—			—			—
Exercise of common stock options		45,108		—		246		—			—			246
Provision for pension benefit obligation		—		—		—		35			—			35
Stock-based compensation expense		—		—		4,873		—			—			4,873
Unrealized loss on available-for-sale securities		—		—		—		(4	)		—			(4	)
Issuance of common stock pursuant to the at-the-market sales agreement		10,272		—		87		—			—			87
Net Loss		—		—		—		—			(31,968	)		(31,968	)
Balance—March 31, 2024		50,200,304	$	5	$	553,063	$	(2,693	)	$	(397,856	)	$	152,519
Restricted common stock vesting		85,249		—		—		—			—			—
Exercise of common stock options		190,160		—		422		—			—			422
Provision for pension benefit obligation		—		—		—		35			—			35
Stock-based compensation expense		—		—		4,502		—			—			4,502
Unrealized loss on available-for-sale securities		—		—		—		(12	)		—			(12	)
Issuance of shares under employee stock purchase plan		93,859		—		298		—			—			298
Issuance of common stock pursuant to the at-the-market sales agreement, net of issuance costs of $89		120,234		—		797		—			—			797
Issuance of common stock pursuant to the Underwritten Public Offering, net of issuance cost of $3,290		10,638,476		1		46,709		—			—			46,710
Issuance of pre-funded warrant, net of issuance costs of $290		—		—		49,710		—			—			49,710
Net Loss		—		—		—		—			(30,310	)		(30,310	)
Balance—June 30, 2024		61,328,282	$	6	$	655,501	$	(2,670	)	$	(428,166	)	$	224,671

See accompanying notes to the condensed consolidated financial statements

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Monte Rosa Therapeutics, Inc.

Condensed consolidated statements of cash flows (unaudited)

(in thousands)	Six months ended June 30,
(unaudited)	2024			2023
Cash flows from operating activities:
Net loss	$	(62,278	)	$	(67,216	)
Adjustments to reconcile net loss to net cash used in operating activities
Stock-based compensation expense		9,375			8,127
Depreciation		3,957			2,542
Net accretion of discounts/premiums on marketable securities		(1,163	)		(2,680	)
Loss on sale of marketable securities		—			131
Gain on disposal of property and equipment		—			(24	)
Changes in operating assets and liabilities
Accounts receivable		(9,000	)		—
Other receivables		(337	)		1,858
Prepaid expenses and other current assets		(2,412	)		547
Accounts payable		(4,676	)		(696	)
Accrued expenses and other current liabilities		(1,842	)		(520	)
Defined benefit plan liability		(29	)		—
Right-of-use assets and operating lease liabilities		(768	)		9,201
Deferred revenue		3,241			—
Net cash used in operating activities	$	(65,932	)	$	(48,730	)
Cash flows from investing activities:
Purchases of property and equipment		(3,406	)		(15,693	)
Proceeds from the sale of property and equipment		—			62
Purchases of marketable securities		(130,027	)		(67,824	)
Proceeds from sale of marketable securities		—			45,631
Proceeds from maturities of marketable securities		82,128			76,700
Net cash provided by (used in) investing activities	$	(51,305	)	$	38,876
Cash flows from financing activities:
Proceeds from sale of common stock pursuant to the at-the-market sales agreement, net of underwriter's discount of $29		944			—
Proceeds from underwritten public offering cost, net of underwriter's discount of $3,000		47,001			—
Proceeds from the issuance of pre-funded warrants		50,000			—
Payment of common stock and pre-funded warrant issuance costs		(641	)		—
Proceeds from exercise of employee stock options		667			915
Proceeds from employee stock purchase plan		298			303
Net cash provided by financing activities	$	98,269		$	1,218
Net decrease in cash, cash equivalents and restricted cash	$	(18,968	)	$	(8,636	)
Cash, cash equivalents and restricted cash—beginning of period		132,681			60,190
Cash, cash equivalents and restricted cash—end of period	$	113,713		$	51,554
Reconciliation of cash, cash equivalents and restricted cash
Cash and cash equivalents	$	108,847		$	47,027
Restricted cash		4,866			4,527
Total cash, cash equivalents and restricted cash	$	113,713		$	51,554
Supplemental disclosure of noncash items
Reduction of right-of-use assets for lease incentives receivable	$	—		$	4,644
Purchases of property and equipment in accounts payable and accrued expenses	$	235		$	1,438

See accompanying notes to the condensed consolidated financial statements.

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Monte Rosa Therapeutics, Inc.

Notes to the condensed consolidated financial statements

(unaudited)

1. Description of business and liquidity

Business

Monte Rosa Therapeutics, Inc. is a biotechnology company developing a portfolio of novel small molecule precision medicines that employ the body’s natural mechanisms to selectively degrade therapeutically-relevant proteins. As used in these condensed consolidated financial statements, unless the context otherwise requires, references to the Company or Monte Rosa refer to Monte Rosa Therapeutics, Inc. and its wholly owned subsidiaries Monte Rosa Therapeutics AG, or Monte Rosa AG, and Monte Rosa Therapeutics Securities Corp. Monte Rosa Therapeutics AG, a Swiss operating company, was incorporated under the laws of Switzerland in April 2018. Monte Rosa Therapeutics, Inc. was incorporated in Delaware in November 2019. The Company is headquartered in Boston, Massachusetts with research operations in both Boston and Basel, Switzerland.

Liquidity considerations

Since inception, the Company has devoted substantially all its efforts to business planning, research and development, recruiting management and technical staff, and raising capital and has financed its operations primarily through issuance and sale of convertible promissory notes, convertible preferred stock, public offerings of common stock, registered direct offerings, and through a collaboration with Roche.

The Company’s continued discovery and development of its product candidates will require significant additional research and development efforts, including extensive preclinical and clinical testing and regulatory approval prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel and infrastructure and extensive compliance-reporting capabilities. Even if product development efforts are successful, it is uncertain when, if ever, the Company will realize significant revenue from product sales.

As of June 30, 2024, the Company had an accumulated deficit of $428.2 million. The Company has incurred losses and negative cash flows from operations since inception, including net losses of $62.3 million and $67.2 million for the six months ended June 30, 2024 and 2023, respectively. The Company expects that its operating losses and negative cash flows will continue for the foreseeable future as the Company continues to develop its product candidates. The Company currently expects that its cash, cash equivalents, and marketable securities of $262.2 million as of June 30, 2024 will be sufficient to fund operating expenses and capital requirements for at least 12 months from the date the second quarter interim condensed consolidated financial statements are issued. However, additional funding will be necessary to fund future discovery research, pre-clinical and clinical activities. The Company will seek additional funding through public financings, debt financings, collaboration agreements, strategic alliances and licensing arrangements. Although it has been successful in raising capital in the past, there is no assurance that the Company will be successful in obtaining such additional financing on terms acceptable to it, if at all, and the Company may not be able to enter into collaborations or other arrangements. If the Company is unable to obtain funding, it could be forced to delay, reduce or eliminate its research and development programs, product portfolio expansion or commercialization efforts, which could adversely affect the Company’s business prospects, even the ability to continue operations.

2. Summary of significant accounting policies

Basis of presentation

The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the U.S., or GAAP, and are stated in U.S. dollars. Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification and Accounting Standards Updates, or ASUs, of the Financial Accounting Standards Board, or FASB. All intercompany balances and transactions have been eliminated in consolidation.

Unaudited Financial Information

The Company’s condensed consolidated financial statements included herein have been prepared in conformity with GAAP and pursuant to the rules and regulations of the Securities and Exchange Commission, or the SEC. In the Company’s opinion, the information furnished reflects all adjustments, all of which are of a normal and recurring nature, necessary for a fair presentation of the financial position and results of operations for the reported interim periods. The Company considers events or transactions that occur after the balance sheet date but before the financial statements are

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issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure. The results of operations for interim periods are not necessarily indicative of results to be expected for the full year or any other interim period.

Recently issued accounting pronouncements

The Company has elected to use the extended transition period for complying with new or revised accounting standards as available under the Jumpstart Our Business Startups Act, or the JOBS Act.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which is intended to provide enhanced segment disclosures. The standard will require disclosures about significant segment expenses and other segment items and identifying the Chief Operating Decision Maker and how they use the reported segment profitability measures to assess segment performance and allocate resources. These enhanced disclosures are required for all entities on an interim and annual basis, even if they have only a single reportable segment. The standard is effective for years beginning after December 15, 2023, and interim periods within annual periods beginning after December 15, 2024 and early adoption is permitted. The Company is currently in the process of evaluating the impact of this pronouncement on our related disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which is intended to provide enhancements to annual income tax disclosures. The standard will require more detailed information in the rate reconciliation table and for income taxes paid, among other enhancements. The standard is effective for years beginning after December 15, 2024 and early adoption is permitted. The impact of the adoption of this standard will be immaterial to the accompanying condensed consolidated financial statements.

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3. Fair value measurements

The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values (in thousands):

	As of June 30, 2024
	Level 1		Level 2		Level 3		Total
Current assets
Money market funds	$	108,209	$	—	$	—	$	108,209
Pension plan assets		—		8,977		—		8,977
Corporate debt securities		—		73,618		—		73,618
U.S Treasury securities		—		79,740		—		79,740
Total assets measured at fair value	$	108,209	$	162,335	$	—	$	270,544

	As of December 31, 2023
	Level 1		Level 2		Level 3		Total
Current assets
Money market funds	$	122,791	$	—	$	—	$	122,791
Pension plan assets		—		9,317		—		9,317
Corporate debt securities		—		79,816		—		79,816
U.S Treasury securities		—		24,496		—		24,496
Total assets measured at fair value	$	122,791	$	113,629	$	—	$	236,420

Money market funds are highly liquid investments and are actively traded. The pricing information on the Company’s money market funds are based on quoted prices in active markets for identical securities. This approach results in the classification of these securities as Level 1 of the fair value hierarchy.

The fair value of pension plan assets has been determined as the surrender value of the portfolio of active insured members held within the Columna Collective Foundation Group investment fund and are classified within Level 2 of the fair value hierarchy.

Marketable securities consist of corporate debt securities and U.S. Treasury securities which are classified as available-for-sale pursuant to ASC 320, Investments—Debt and Equity Securities. Marketable securities are classified within Level 2 of the fair value hierarchy because pricing inputs are other than quoted prices in active markets. The fair values of these investments are estimated by taking into consideration valuations obtained from third-party pricing services. The pricing services utilize industry standard valuation models, including both income- and market-based approaches, for which all significant inputs are observable, either directly or indirectly, to estimate fair value. These inputs include reported trades of and broker/dealer quotes on the same or similar securities, issuer credit spreads, benchmark securities based on historical data and other observable inputs.

There were no transfers among Level 1, Level 2 or Level 3 categories in the six months ended June 30, 2024 and 2023.

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4. Marketable Securities

Marketable securities as of June 30, 2024 consisted of the following (in thousands):

	Amortized		Unrealized		Unrealized			Fair
	Cost		Gains		Losses			Value
Description
Corporate debt securities	$	73,655	$	6	$	(43	)		73,618
U.S Treasury securities		79,771		1		(32	)		79,740
Total	$	153,426	$	7	$	(75	)	$	153,358

Market securities as of December 31, 2023 consisted of the following (in thousands):

	Amortized		Unrealized		Unrealized			Fair
	Cost		Gains		Losses			Value
Description
Corporate debt securities	$	79,870	$	4	$	(58	)		79,816
U.S Treasury securities		24,495		11		(10	)		24,496
Total	$	104,365	$	15	$	(68	)	$	104,312

The Company evaluates securities for other-than-temporary impairments based on quantitative and qualitative factors, and considers the decline in market value as of June 30, 2024 to be primarily attributable to the then current economic and market conditions. The Company neither intends to sell these investments nor concludes that it is more-likely-than-not that the Company will have to sell them before recovery of their carrying values. The Company also believes that it will be able to collect both principal and interest amounts due to it at maturity.

5. Property and Equipment, net

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

	June 30, 2024			December 31, 2023
Laboratory equipment	$	24,581		$	22,079
Computer hardware and software		1,192			1,052
Furniture and fixtures		1,099			1,099
Leasehold improvements		22,216			20,893
Construction in process		362			924
Total property and equipment, at cost	$	49,450		$	46,047
Less: accumulated depreciation		(16,200	)		(12,244	)
Property and equipment, net	$	33,250		$	33,803

The following table summarizes depreciation expense incurred (in thousands):

	Three months ended June 30,				Six months ended June 30,
	2024		2023		2024		2023
Depreciation expense	$	2,060	$	1,391	$	3,957	$	2,542

6. Accrued expenses and other current liabilities

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

	June 30,		December 31,
	2024		2023
Compensation and benefits	$	5,143	$	7,593
Accrued research and development		5,665		5,336
Other		1,951		1,671
Total other current liabilities	$	12,759	$	14,600

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7. Leases

The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use, or ROU, assets and operating lease liabilities in the condensed consolidated balance sheets. The Company has no finance leases as of June 30, 2024.

ROU assets represent the right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As the Company’s leases do not provide an implicit rate, management estimated the incremental borrowing rate based on the rate of interest the Company would have to pay to borrow a similar amount on a collateralized basis over a similar term. The Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments.

Klybeckstrasse Lease

In March 2021, the Company entered into an operating lease agreement for office and lab space with Wincasa AG, or the landlord, that occupies approximately 21,422 square feet located at Klybeckstrasse 191, 4057 Basel, Basel-City, Switzerland. In April 2023, the Company and the Landlord amended the Klybeckstrasse Lease which increased the office and lab space square footage from 21,422 square feet to 44,685 square feet and extended the term of the lease through June 30, 2027. The amendment was accounted for as a lease modification and resulted in an increases to the related ROU asset and operating lease liability of $1.8 million.

Harrison Avenue Lease

In December 2021, the Company entered into a non-cancelable lease agreement for 63,327 square feet of office and laboratory space to support its expanding operations, or the Harrison Avenue Lease. The term of the lease commenced on April 1, 2022 and the Company’s obligation to pay rent began on December 21, 2022. The initial term of the lease is 128 months following the commencement date at which point the Company has the option to extend the lease an additional 5 years. As of the lease commencement date, the Company has determined that it is not reasonably certain to exercise the option to extend the lease and has not included the extension period in the lease term. The annual base rent under the Harrison Avenue Lease is $95.00 per square foot for the first year, which is subject to scheduled annual increases of 3%, plus certain costs, operating expenses and property management fees.

Pursuant to the terms of the Harrison Avenue Lease, the landlord reimbursed the Company for $13 million of tenant improvements. The Company reduced the related ROU asset by the amounts reimbursed by the landlord and capitalized the leasehold improvements as fixed assets on the consolidated balance sheet.

The components of lease expense for the six months ended June 30, 2024 are as follows (in thousands):

	Six months ended June 30,
	2024		2023
Operating lease expense	$	3,249	$	3,983
Variable lease expense		2,131		1,128
Total lease expense	$	5,380	$	5,111

The variable lease expenses generally include common area maintenance and property taxes. For the six months ended June 30, 2024, $4.5 million lease expense was recorded within research and development and $0.9 million lease expense was recorded within general and administrative in the condensed consolidated statements of operations and comprehensive loss. For the three months ended June 30, 2023, $4.3 million lease expense was recorded within research and development and $0.8 million was recorded within general and administrative expense. Short-term lease costs for the six months ended June 30, 2024 and 2023 were immaterial.

The weighted average remaining lease term and discount rate related to the Company's leases are as follows:

	June 30, 2024			December 31, 2023
Weighted average remaining lease term (years)		8.2			8.6
Weighted average discount rate		9.8	%		9.8	%

Supplemental cash flow information relating to the Company's leases for the six months ended June 30, 2024 are as follows (in thousands):

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	Six months ended June 30,
	2024		2023
Right-of-use assets obtained in exchange for operating lease obligations	$	108	$	1,871
Cash paid for amounts included in the measurement of lease liabilities	$	1,372	$	1,790

The amortization of the ROU assets for the six months ended June 30, 2024 and 2023 was $1.0 million and $1.5 million, respectively.

Future minimum lease payments under non-cancelable leases as of June 30, 2024 for each of the years ending December 31 are as follows (in thousands):

Undiscounted lease payments
2024	$	3,751
2025		7,685
2026		7,881
2027		7,620
2028		7,356
Thereafter		31,010
Total undiscounted minimum lease payments		65,303
Less: Imputed interest		(20,947	)
Total operating lease liability	$	44,356

8. Commitments and contingencies

Legal Proceedings

From time to time, the Company may be subject to legal proceedings, claims and disputes that arise in the ordinary course of business. The Company accrues a liability for such matters when it is probable that future expenditures will be made and that such expenditures can be reasonably estimated. As of June 30, 2024, the Company is not a party to any litigation and does not have a contingency reserve established for any litigation liabilities.

9. Collaboration and license agreements

Roche Collaboration and License Agreement

Description

In October 2023, Monte Rose Therapeutics AG, a wholly-owned subsidiary of Monte Rosa Therapeutics, Inc, or the Company, entered into a collaboration and license agreement with Roche. Pursuant to the agreement, the parties will seek to identify and develop molecular glue degraders, or MGDs, against cancer or neurological disease targets using the Company’s proprietary drug discovery platform for an initial set of targets in oncology and neuroscience selected by Roche, with Roche having an option to expand the collaboration to include additional option targets, wherein a certain number of targets selected by Roche are subject to replacement rights owned by Roche. The Company will lead pre-clinical discovery and research activities with Roche leading late pre-clinical and clinical development activities.

Under the Agreement, Roche will have a worldwide, exclusive license under patents and know-how controlled by the Company to develop and commercialize products directed to applicable targets. The license exclusivity is subject to the Company’s retained rights solely to fulfill its obligations under the arrangement.

The research collaboration activities governed by the Agreement will be overseen by a joint research committee.

Unless earlier terminated, the Agreement will remain in effect for each product licensed under the Agreement until expiration of the royalty term for the applicable product. The parties have included termination provisions in the agreement, allowing termination of the Agreement in its entirety, on a country-by-country or a target-by-target basis.

Pricing

In November 2023, the Company received a $50.0 million non-refundable upfront payment for the initial set of targets. Pursuant to the terms of the agreement, the Company expects to be entitled to receive from Roche certain variable consideration including potential pre-clinical milestones up to $172 million, and potential clinical, commercial and sales milestones exceeding $2 billion. For the additional option targets, upon Roche’s exercise of their option, the Company is entitled to receive an upfront payment of up to $28 million and potential pre-clinical, clinical, commercial and sales milestones exceeding $1 billion. The Company is also eligible to receive tiered royalties ranging from high-single-digits to low-teens on any products that are commercialized by Roche as a result of the collaboration.

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As of June 30, 2024, the Company is due $9.0 million related to Roche's decision to exercise its option rights for continued research and development services. The related payments due are classified as accounts receivable and deferred revenue in the accompanying condensed consolidated balance sheet.

Accounting

This agreement represents a transaction with a customer and therefore is accounted for under ASC 606 Revenue From Contracts With Customers.

The Company determined that the development and commercialization licenses for each of the collaboration targets is neither capable of being distinct nor distinct within the context from the promised initial research services. In addition, the Company has determined that each target in the agreement is distinct from other targets because: (i) Roche can benefit from the license and research services for a given target on their own since the results related thereto can be evaluated discretely and (ii) the results of the research and development of each target does not affect either the Company’s ability to perform or Roche’s ability to assess the results for any other target. As such, the Company has identified certain performance obligations within the agreement as follows:

•Performance obligations for the research and development of initial targets

•Performance obligations for the research and development services related to Roche’s option to replace certain targets

The total transaction price of the Roche Agreement is allocated to the performance obligations based on their relative standalone selling price. The Company developed the standalone selling price for the performance obligations included in the Roche Agreement by determining the total estimated costs to fulfill each performance obligation identified with the objective of determining the price at which it would sell such an item if it were to be sold regularly on a standalone basis. The allocated transaction price is recognized as revenue from collaboration agreements in one of two ways:

•Research and development of the initial targets: The Company recognizes the portion of the transaction price allocated to each of the research and development performance obligations as the research and development services are provided, using an input method, in proportion to costs incurred to date for each research development target as compared to total costs incurred and expected to be incurred in the future to satisfy the underlying obligation related to said research and development target. The transfer of control occurs over this period and, in management’s judgment, is the best measure of progress towards satisfying the performance obligation.

•Option rights: The transaction price allocated to the options rights, which are considered material rights, is deferred until the period that Roche elects to exercise or elects to not exercise its option right to license and commercialize the underlying research and development target. Upon Roche's exercise of an option right, the Company will recognize the portion of the transaction price allocated using the input method described above. Any payments made to exercise option rights will be added to the allocated value and recognized as the related services are performed.

As of June 30, 2024, $5.8 million has been recognized as collaboration revenue in the condensed consolidated statements of operations and comprehensive loss and the remaining $53.2 million of the upfront payment and subsequent milestone payments related to customer options are recorded as deferred revenue in the liabilities section of the condensed consolidated balance sheets.

10. Equity

Undesignated Preferred Stock

The Company had 10,000,000 shares authorized of undesignated preferred stock, par value of $0.0001, of which no shares were issued and outstanding as of June 30, 2024.

Common Stock

The Company had 500,000,000 shares of common stock authorized, of which 61,333,597 shares were issued and 61,328,282 shares were outstanding as of June 30, 2024.

Additionally, the Company has issued pre-funded warrants to purchase 20,638,924 shares of the Company's common stock to an accredited investor. The pre-funded warrants are immediately exercisable at an exercise price of $0.0001 per share. The Pre-Funded Warrants are exercisable at any time after the date of issuance. A holder of a Pre-Funded Warrant may not exercise such Pre-Funded Warrant if the holder, together with its affiliates, would beneficially own more than 4.99% (or, at the election of the holder, up to 19.99%) of the number of shares of the Company’s common

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stock outstanding immediately after giving effect to such exercise. No pre-funded warrants have been exercised as of June 30, 2024.

The holders of common stock are entitled to dividends when and if declared by the board of directors, subject to the preferences applicable to any outstanding shares of preferred stock. The board of directors has not declared any dividends and the Company has not paid any dividends.

The holders of common stock are entitled to one vote per share on all matters to be voted upon by the stockholders.

The Company has issued restricted stock to founders, employees and consultants, and expense for this restricted stock is recognized on a straight-line basis (see Note 11). The restricted stock generally vests monthly over 4 years.

As of June 30, 2024, and December 31, 2023, the Company has reserved the following shares of common stock for the vesting of restricted stock and exercise of stock options:

	June 30, 2024		December 31, 2023
Options to purchase common stock		11,535,569		9,394,930
Unvested restricted common stock awards		5,315		14,696
Unvested restricted common stock units		153,634		236,519
Pre-funded warrants		20,638,924		10,000,400
		32,333,442		19,646,545

At-the-Market Offering

In July 2022, the Company entered into a sales agreement, or the Sales Agreement, with Jefferies LLC, or Jefferies, pursuant to which the Company may offer and sell shares of its common stock having aggregate gross proceeds of up to $100 million from time to time in “at-the-market” offerings through Jefferies, as the Company’s sales agent. The Company agreed to pay Jefferies a commission of up to 3.0% of the gross proceeds of any shares sold by Jefferies under the Sales Agreement. During the six months ended June 30, 2024, the Company sold 130,506 shares of common stock under the Sales Agreement for aggregate gross proceeds of $1.0 million, or aggregate net proceeds of $0.9 million after deducting sales agent discounts, commissions, and other offering costs. During the six months ended June 30, 2023, the Company did not sell shares of its common stock under the Sales Agreement.

Underwritten Public Offering

In May 2024, the Company entered into an underwriting agreement with TD Securities (USA) LLC, as representative of the several underwriters, related to an underwritten public offering, or the Offering, of 10,638,476 shares of common stock at a price of $4.70 per share, and, in lieu of Common Stock to certain investors, pre-funded warrants to purchase 10,638,524 shares of Common Stock at a price of $4.6999 per pre-funded warrant, which represents the price per share at which shares of Common Stock were sold in this Offering, minus $0.0001, which is the exercise price of each pre-funded warrant. The pre-funded warrants are immediately exercisable and may be exercised at any time until the pre-funded warrants are exercised in full. Aggregate gross proceeds from the Offering were $100 million, or aggregate net proceeds of $96.4 million after deducting the underwriter discounts, commissions, and other offering costs.

Registered Direct Offering

In October 2023, the Company sold in a registered direct offering pursuant to a securities purchase agreement pre-funded warrants to purchase 10,000,400 shares of the Company’s common stock to an accredited investor at a purchase price of $2.4999 per pre-funded warrant for aggregate gross proceeds of $25.0 million. The pre-funded warrants are immediately exercisable at an exercise price of $0.0001 per share.

11. Stock-based compensation

2020 Stock incentive plan

The Company’s 2020 Stock Option and Grant Plan, or the 2020 Plan, provided for the Company to grant stock options, restricted stock and other stock awards, to employees, non-employee directors, and consultants. Upon the effectiveness of the 2021 Plan (as defined below), no further issuances were made under the 2020 Plan.

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2021 Stock incentive plan

The Company’s 2021 Stock Option and Incentive Plan, or the 2021 Plan, was approved by the Company’s board of directors on May 28, 2021 and the Company’s stockholders on June 17, 2021 and became effective on the date immediately prior to the date on which the registration statement for the Company’s IPO was declared effective. The 2021 Plan provides for the grant of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock units, restricted stock awards, unrestricted stock awards, cash-based awards and dividend equivalent rights to the Company’s officers, employees, directors and consultants. The number of shares initially reserved for issuance under the 2021 Plan was 4,903,145. Under the evergreen provision of the 2021 Plan, the shares available for issuance under the 2021 Plan will be automatically increased each January 1st by 5% of the outstanding number of shares of the Company’s common stock on the immediately preceding December 31st or such lesser number of shares as may be determined by the Company’s compensation, nomination and corporate governance committee. Effective January 1, 2024 the number of shares available under the 2021 Plan automatically increased by 2,507,011 shares pursuant to the evergreen provision of the 2021 Plan. As of June 30, 2024, 3,359,639 shares were available for issuance under the 2021 Plan.

2021 Employee stock purchase plan

The Company’s 2021 Employee Stock Purchase Plan, or the 2021 ESPP, was approved by the Company’s board of directors on May 28, 2021 and the Company’s stockholders on June 17, 2021 and became effective on the date immediately prior to the date on which the registration statement for the Company’s IPO was declared effective. A total of 439,849 shares of the Company’s common stock were initially reserved for issuance under the 2021 ESPP. The shares available for issuance under the 2021 ESPP will be automatically increased on each January 1st, through January 1, 2031, by the least of (i) 439,849 shares of the Company’s common stock, (ii) 1% of the outstanding number of shares of the Company’s common stock on the immediately preceding December 31st or (iii) such lesser number of shares of the Company’s common stock as determined by the plan administrator of the 2021 ESPP. Effective January 1, 2024 the number of shares available under the 2021 ESPP automatically increased by 439,849 shares pursuant to the evergreen provision of the 2021 ESPP. As of June 30, 2024, 1,064,399 shares were available for issuance under the 2021 ESPP.

Stock option activity

The following summarizes stock option activity:

	Number of options			Weighted average exercise price		Weighted average remaining contractual term (years)		Aggregate intrinsic value (in thousands)
Outstanding—December 31, 2023		9,394,930		$	8.78		8.0	$	4,741
Granted		2,828,540			5.53		—		—
Exercised		(235,268	)		2.84		—		—
Forfeited		(452,633	)		7.99		—		—
Outstanding—June 30, 2024		11,535,569		$	8.14		8.0	$	1,836
Vested or expected to vest—June 30, 2024		11,535,569		$	8.14		8.0	$	1,836
Exercisable—June 30, 2024		5,353,616		$	9.00		7.1	$	1,598

The aggregate intrinsic value of options granted is calculated as the difference between the exercise price of the options and the estimated fair value of the Company’s common stock.

Restricted stock award activity

Unvested restricted stock awards were granted to employees under the 2020 Plan. Restricted stock awards generally vest over a four year period provided the individual remains in continuous service of the Company.

The following summarizes restricted stock award activity:

	Number of shares			Weighted average grant date fair value
Unvested restricted stock awards as of December 31, 2023		14,696		$	2.19
Vested		(9,381	)	$	2.19
Unvested restricted stock awards as of June 30, 2024		5,315		$	2.19

The aggregate fair value of restricted stock awards that vested during the six months ended June 30, 2024 was immaterial and $0.5 million for the six months ended June 30, 2023. The weighted average grant date fair value of

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restricted stock awards that vested during the six months ended June 30, 2024 and 2023 was $2.19 and $0.76, respectively.

Restricted stock unit activity

Starting in 2022, the Company granted restricted stock units, or RSUs, to employees under the 2021 Plan. Each of the RSUs represents the right to receive one share of the Company’s common stock upon vesting. The RSUs will vest over two years provided the individual remains in continuous service of the Company. Accordingly, stock-based compensation expense for each RSU is recognized on a straight-line basis over the vesting term. The fair value of each RSU is based on the closing price of the Company’s common stock on the date of grant.

The following summarizes restricted stock unit activity:

	Number of shares			Weighted average grant date fair value
Unvested restricted stock units as of December 31, 2023		236,519		$	8.00
Granted		—		$	—
Vested		(80,559	)	$	7.55
Forfeited		(2,326	)	$	7.55
Unvested restricted stock units as of June 30, 2024		153,634		$	8.24

The aggregate fair value of restricted stock units that vested during the six months ended June 30, 2024 was $0.3 million. The weighted average grant date fair value of restricted stock units that vested during six months ended June 30, 2024 was $7.55. No restricted stock units vested during the six months ended June 30, 2023.

Stock-based compensation expense

Stock-based compensation expense is classified as follows (in thousands):

	Six months ended June 30,
	2024		2023
Research and development	$	5,315	$	4,411
General and administrative		4,060		3,716
Total stock-based compensation expense	$	9,375	$	8,127

As of June 30, 2024 total unrecognized stock–based compensation cost related to unvested stock options and restricted stock units was $30.7 million and $0.9 million, respectively. The Company expects to recognize this remaining cost over a weighted average period of 2.6 years and 0.9 years, respectively. Unrecognized stock based compensation expense related to restricted stock awards was immaterial as of June 30, 2024.

12. Income taxes

During the six months ended June 30, 2024, the Company recorded an income tax provision of $0.3 million. The income tax provision is primarily related to interest income on marketable securities in Massachusetts and the US taxable income generated from the capitalization of research and development expenses. The Company did not record a provision or benefit for income taxes during the six months ended June 30, 2023.

The Company continues to maintain a full valuation allowance against all of its deferred tax assets. The Company has evaluated the positive and negative evidence involving its ability to realize our deferred tax assets. The Company has considered its history of cumulative net losses incurred since inception and its lack of any commercial products. The Company has concluded that it is more likely than not that it will not realize the benefits of its deferred tax assets. The Company reevaluates the positive and negative evidence at each reporting period.

13. Net loss per common share

Basic and diluted net loss per share is calculated based upon the weighted-average number of shares of common stock outstanding during the period. Shares of the Company's common stock underlying pre-funded warrants are included in the

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calculation of the basic and diluted earnings per share. Basic and diluted net loss per share are as follows (in thousands except share and per share amounts):

	Three months ended June 30,						Six months ended June 30,
	2024			2023			2024			2023
Net loss	$	(30,310	)	$	(35,178	)	$	(62,278	)	$	(67,216	)
Net loss per share attributable to common stockholders—basic and diluted	$	(0.43	)	$	(0.71	)	$	(0.95	)	$	(1.36	)
Weighted-average number of common shares used in computing net loss    per share—basic and diluted		71,233,992			49,431,922			65,695,095			49,389,931

The following outstanding potentially dilutive securities have been excluded from the calculation of diluted net loss per common share, as their effect is anti-dilutive:

	June 30		June 30
	2024		2023
Stock options to purchase common stock		11,535,569		9,908,375
Restricted common stock		5,315		51,574
Restricted stock units		153,634		293,865

14. Employee retirement plans

The Company, in compliance with Swiss Law, is contracted with the AXA Leben AG for the provision of pension benefits in a defined benefit plan. All benefits are organized in a semi-autonomous collective foundation within the framework of the contract with AXA. Insurance benefits due are paid directly to the entitled persons by AXA in the name of and for the account of the collective foundation. The pension plan is financed by contributions of both employees and employer. The contract between the Company and the collective foundation can be terminated by either side. In the event of a termination, the Company would have an obligation to find alternative pension arrangements for its employees. Because there is no guarantee that the employee pension arrangements would be continued under the same conditions, there is a risk, albeit remote, that a pension obligation may fall on the Company. The pension assets are pooled for all affiliated companies; the investment of assets is done by the governing bodies of the collective foundation.

The following table summarizes pension expense incurred (in thousands):

	Three months ended June 30,				Six months ended June 30,
	2024		2023		2024		2023
Pension expense	$	261	$	235	$	543	$	451

In February 2021, the Company adopted a defined contribution plan intended to qualify under Section 401(k) of the Internal Revenue Code covering all eligible U.S. based employees of the Company. All employees are eligible to become participants of the plan immediately upon hire. Each active employee may elect, voluntarily, to contribute a percentage of their compensation to the plan each year, subject to certain limitations. The Company reserves the right, but is not obligated, to make additional contributions to this plan. The Company makes safe-harbor match contributions of 100% of the first 4% of each participant’s eligible compensation. In January 2024, the Company adopted a defined contribution supplemental pension plan for eligible Swiss based employees defined by Swiss Law Art.1e BVV 2, or the 1e Plan. Employees earning above a defined threshold are eligible and automatically enrolled in the 1e Plan and required contributions are determined by age and salary under Swiss Law. The Company and the employee share the costs of the 1e Plan.

The following table summarizes defined contribution expenses incurred (in thousands):

	Three months ended June 30,				Six months ended June 30,
	2024		2023		2024		2023
Defined contribution expense	$	181	$	114	$	537	$	389

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Item 2. Management’s discussion and analysis of financial condition and results of operations

The following discussion and analysis should be read in conjunction with the unaudited condensed consolidated financial statements and related notes included elsewhere in this Quarterly Report. This discussion and analysis and other parts of this Quarterly Report contain forward-looking statements based upon current beliefs, plans and expectations that involve risks, uncertainties and assumptions, such as statements regarding our plans, objectives, expectations, intentions and projections. Our actual results and the timing of selected events could differ materially from those anticipated in these forward-looking statements as a result of several factors, including those set forth in “Part I, Item 1A, Risk Factors” in our 2023 Annual Report and under Part II, Item 1A, “Risk Factors” and elsewhere in this Quarterly Report. You should carefully read the “Risk Factors” section of this Quarterly Report to gain an understanding of the important factors that could cause actual results to differ materially from our forward-looking statements. Please also see the section entitled “Special note regarding forward-looking statements.”

Overview

We are a biotechnology company developing a portfolio of novel and proprietary MGDs. MGDs are small molecule drugs that employ the body’s natural protein destruction mechanisms to selectively degrade therapeutically-relevant proteins. MGDs work by inducing the engagement of defined surfaces identified on target proteins by an E3 ligase, such as cereblon. We have developed a proprietary and industry-leading protein degradation platform, called QuEENTM to enable our unique, target-centric, MGD discovery and development and our rational design of MGD products. We believe our small molecule MGDs may give us significant advantages over existing therapeutic modalities, including other protein degradation approaches. We prioritize our product development on therapeutic targets backed by strong biological and genetic rationale with the goal of discovering and developing novel medicines. On May 9, 2024, we announced a new discovery program for CCNE1 (Cyclin E1)-directed MGDs for the treatment of CCNE1-amplified tumors. CCNE1, a key component of the cell cycle and a known driver of many cancers, is generally considered an undruggable target by conventional modalities.

Monte Rosa Therapeutics AG, a Swiss operating company, was incorporated under the laws of Switzerland in April 2018. Monte Rosa Therapeutics, Inc was incorporated in Delaware in November 2019. We are headquartered in Boston, Massachusetts with research operations in both Boston and Basel, Switzerland.

Liquidity

To date, we have financed our operations primarily through the issuance and sale of convertible promissory notes, convertible preferred stock, public offerings of our common stock, registered direct offerings, and through our collaboration with Roche. From our inception through the date hereof, we raised an aggregate of $625.8 million of gross proceeds from such transactions. Since inception, we have had significant operating losses. Our primary use of cash is to fund operating expenses, which consist primarily of research and development expenditures and, to a lesser extent, general and administrative expenditures. Our net loss was $135.4 million and $108.5 million for the years ended December 31, 2023 and 2022, respectively, and our net loss was $62.3 million and $67.2 million for the six months ended June 30, 2024 and 2023, respectively. As of June 30, 2024, we had an accumulated deficit of $428.2 million and $267.1 million in cash, cash equivalents, restricted cash and marketable securities.

Impact of global economic and political developments

The development of our product candidates could be disrupted and materially adversely affected in the future by global economic or political developments. In addition, economic uncertainty in global markets caused by political instability and conflict, and economic challenges caused by global pandemics or other public health events, may lead to market disruptions, including significant volatility in commodity prices, credit and capital market instability and supply chain interruptions. Our business, financial condition and results of operations could be materially and adversely affected by negative impacts on the global economy and capital markets resulting from these global economic conditions, particularly if such conditions are prolonged or worsen.

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Components of operating results

Collaboration Revenue

Collaboration revenue represents amounts earned from our Collaboration and License Agreement with Roche.

Research and development expenses

Our research and development expenses include:

•expenses incurred under agreements with consultants, third-party service providers that conduct research and development activities on our behalf;

•personnel costs, which include salaries, benefits, pension and stock-based compensation;

•laboratory and vendor expenses related to the execution of preclinical and clinical studies;

•laboratory supplies and materials used for internal research and development activities; and

•facilities and equipment costs.

Most of our research and development expenses have been related to the development of our QuEENTM platform and advancement of our GSPT1 program, advancement of our disclosed and undisclosed programs including for CDK2, NEK7, VAV1, and CCNE1. With the exception of costs incurred for research and development on behalf of third parties, we have not reported program costs since our inception because we have not historically tracked or recorded our research and development expenses on a program-by-program basis. We use our personnel and infrastructure resources across the breadth of our research and development activities, which are directed toward identifying and developing product candidates.

We expense all research and development costs in the periods in which they are incurred. Costs for certain research and development activities are recognized based on an evaluation of the progress to completion of specific tasks using information and data provided to us by our vendors and third-party service providers.

We expect our research and development expenses to increase substantially for the foreseeable future as we continue to invest in research and development activities related to developing our product candidates, including investments in manufacturing, as we advance our programs and conduct clinical trials. The process of conducting the necessary clinical research to obtain regulatory approval is costly and time-consuming, and the successful development of our product candidates is highly uncertain. As a result, we are unable to determine the duration and completion costs of our research and development projects, the costs of related clinical development costs or when and to what extent we will generate revenue from the commercialization and sale of any of our product candidates.

General and administrative expenses

Our general and administrative expenses consist primarily of personnel costs and other expenses for outside professional services, including legal fees relating to patent and corporate matters, professional fees for accounting, auditing, tax and administrative consulting services, insurance costs and other operating costs. We expect our general and administrative expenses to increase over the next several years to support our continued research and development activities, manufacturing activities, and the potential commercialization of our product candidates and development of commercial infrastructure. We also anticipate our general and administrative costs will increase and with respect to the hiring of additional personnel, fees to outside consultants, lawyers and accountants, and costs associated with being a public company, such as expenses related to services associated with maintaining compliance with Nasdaq listing rules and SEC reporting requirements, insurance and investor relations costs.

Non-operating income and (expense)

Our non-operating income and (expense) includes (i) interest earned on our investments, including principally U.S. government-backed money-market funds and marketable securities; (ii) gains and losses on transactions of our Swiss subsidiary denominated in currencies other than the U.S. Dollar; and (iii) realized losses on the sale of marketable securities.

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Results of operations for the three months ended June 30, 2024 and 2023

The following sets forth our results of operations:

	Three months ended June 30,
(in thousands)	2024			2023			Dollar change
Collaboration revenue	$	4,695		$	—		$	4,695
Operating expenses:
Research and development	$	28,055		$	29,076		$	(1,021	)
General and administrative		9,282			8,145			1,137
Total operating expenses		37,337			37,221			116
Loss from operations		(32,642	)		(37,221	)		4,579
Other expense		2,584			2,233			351
Net loss before income taxes		(30,058	)		(34,988	)		4,930
Provision for income taxes		(252	)		(190	)		(62	)
Net loss	$	(30,310	)	$	(35,178	)	$	4,868

Collaboration revenue

Collaboration revenue of $4.7 million for the three months ended June 30, 2024 represents revenue recorded under the Roche License and Collaboration Agreement. As of June 30, 2024, $19.6 million was classified as current deferred revenue on the condensed consolidated balance sheet.

Research and development expenses

Research and development expenses were comprised of:

	Three months ended June 30,
(in thousands)	2024		2023		Dollar change
External research and development services	$	10,520	$	12,717	$	(2,197	)
Personnel costs		9,914		9,407		507
Laboratory and related expenses		2,118		2,422		(304	)
Facility costs and other expenses		5,503		4,530		973
Research and development expenses	$	28,055	$	29,076	$	(1,021	)

As of June 30, 2024, we had 103 employees engaged in research and development activities in our facilities in the U.S. and Switzerland. As of June 30, 2023, we had 107 research and development employees in our facilities in the U.S. and Switzerland.

Most of our research and development expenses were driven by the successful achievement of key milestones in our research and development organization, including the continuation of the MRT-2359 clinical study, the preparation of MRT-6160 to enter the clinic, the progression of our preclinical pipeline, and the continued development of the Company’s QuEEN™ discovery engine. Research and development expenses for the three months ended June 30, 2024 and 2023 included non-cash stock-based compensation expense of $2.6 million and $2.3 million, respectively.

General and administrative expenses

General and administrative expenses to support our business activities were comprised of:

	Three months ended June 30,
(in thousands)	2024		2023		Dollar change
Personnel costs	$	5,326	$	4,715	$	611
Professional services		1,356		1,132		224
Facility costs and other expenses		2,600		2,298		302
General and administrative expenses	$	9,282	$	8,145	$	1,137

As of June 30, 2024 and 2023 we had 26 employees engaged in general and administrative activities, principally in our U.S. facility. Personnel and professional service costs increased in the year ended June 30, 2024 as compared to June 30, 2023 as a result of stock-based compensation expense and fees paid to consultants in order to support our growth and operations. General and administrative expenses for the three months ended June 30, 2024 and 2023 included non-cash stock-based compensation expense of $1.9 million and $1.9 million, respectively.

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Other income (expense)

Other income (expense), net was comprised of:

	Three months ended June 30,
(in thousands)	2024			2023
Interest income, net	$	2,637		$	2,302
Foreign currency exchange gain (loss), net		(53	)		(93	)
Gain on disposal of fixed assets		—			24
Other income	$	2,584		$	2,233

Other income and expense for the three months ended June 30, 2024 and 2023 is primarily attributable to interest earned on marketable securities.

Results of operations for the six months ended June 30, 2024 and 2023

The following sets forth our results of operations:

	Six months ended June 30,
(in thousands)	2024			2023			Dollar change
Collaboration revenue	$	5,759		$	—		$	5,759
Operating expenses:
Research and development		55,081			55,831			(750	)
General and administrative		18,267			15,649			2,618
Total operating expenses		73,348			71,480			1,868
Loss from operations		(67,589	)		(71,480	)		3,891
Other expense		5,646			4,454			1,192
Net loss before income taxes	$	(61,943	)	$	(67,026	)	$	5,083
Provision for income taxes		(335	)		(190	)		(145	)
Net loss	$	(62,278	)	$	(67,216	)	$	4,938

Collaboration revenue

Collaboration revenue of $5.8 million for the six months ended June 30, 2024 represents revenue recorded under the Roche License and Collaboration Agreement. As of June 30, 2024, $19.6 million was classified as current deferred revenue on the condensed consolidated balance sheet.

Research and development expenses

Research and development expenses were comprised of:

	Six months ended June 30,
(in thousands)	2024		2023		Dollar change
External research and development services	$	20,928	$	23,471	$	(2,543	)
Personnel costs		19,723		18,918		805
Laboratory and related expenses		3,823		4,528		(705	)
Facility costs and other expenses		10,607		8,914		1,693
Research and development expenses	$	55,081	$	55,831	$	(750	)

As of June 30, 2024, we had 103 employees engaged in research and development activities in our facilities in the U.S. and Switzerland. As of June 30, 2023, we had 107 research and development employees in our facilities in the U.S. and Switzerland.

Most of our research and development expenses were driven by the successful achievement of key milestones in our research and development organization, including the continuation of the MRT-2359 clinical study, the preparation of MRT-6160 to enter the clinic, the progression of our preclinical pipeline, and the continued development of the Company’s QuEEN™ discovery engine. Research and development expenses for the six months ended June 30, 2024 and 2023 included non-cash stock-based compensation expense of $5.3 million and $4.4 million, respectively.

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General and administrative expenses

General and administrative expenses to support our business activities were comprised of:

	Six months ended June 30,
(in thousands)	2024		2023		Dollar change
Personnel costs	$	10,741	$	9,330	$	1,411
Professional services		3,278		2,173		1,105
Facility costs and other expenses		4,248		4,146		102
General and administrative expenses	$	18,267	$	15,649	$	2,618

As of June 30, 2024 and 2023 we had 26 employees engaged in general and administrative activities, principally in our U.S. facility. Personnel and professional service costs increased in the year ended June 30, 2024 as compared to June 30, 2023 as a result of increased stock-based compensation expense and fees paid to consultants in order to support our growth and operations. General and administrative expenses for the six months ended June 30, 2024 and 2023 included non-cash stock-based compensation expense of $4.1 million and $3.7 million, respectively.

Other income (expense)

Other income (expense), net was comprised of:

	Six months ended June 30,
(in thousands)	2024		2023
Interest income, net	$	5,079	$	4,739
Foreign currency exchange gain (loss), net		567		(178	)
Gain on disposal of fixed assets		—		24
Loss on sale of marketable securities		—		(131	)
Other income	$	5,646	$	4,454

The increase in interest and other income for the six months ended June 30, 2024, is due to the strengthening of the U.S. Dollar with respect to, principally, the Swiss Franc.

Liquidity and capital resources

Overview

Due to our significant research and development expenditures, we have generated operating losses since our inception. We have funded our operations primarily through the sale of convertible promissory notes, convertible preferred stock, public offerings of our common stock and through our collaboration with Roche. As of June 30, 2024, we had $267.1 million in cash, cash equivalents, restricted cash and marketable securities. We have incurred losses since our inception and, as of June 30, 2024, we had an accumulated deficit of $428.2 million. Our primary use of cash is to fund operating expenses, which consist primarily of research and development expenditures, and to a lesser extent, general and administrative expenditures. Cash used to fund operating expenses is impacted by the timing of when we pay these expenses, as reflected in the change in our outstanding accounts payable and accrued expenses.

At-the-Market Offering

On July 1, 2022, we filed a registration statement on Form S-3 (File No. 333-266003) with the SEC, which was declared effective on July 13, 2022, or the Shelf Registration Statement, in relation to the registration of common stock, preferred stock, debt securities, warrants and/or units of any combination thereof for the purposes of selling, from time to time, our common stock, debt securities or other equity securities in one or more offerings. We also simultaneously entered into a Sales Agreement, or the Sales Agreement, with Jefferies LLC, or Jefferies, to provide for the offering, issuance and sale of up to an aggregate amount of $100.0 million of our common stock from time to time in “at-the-market” offerings, or the ATM Program, under the Shelf Registration Statement and subject to the limitations thereof. We will pay to the Jefferies cash commissions of up to 3.0 percent of the aggregate gross proceeds of sales of common stock under the Sales Agreement. As of the date of this Quarterly Report on Form 10-Q, 2,612,514 shares have been sold pursuant to the ATM Program.

Underwritten Public Offering

In May 2024, we entered into an underwriting agreement with TD Securities (USA) LLC, as representative of the several underwriters, related to an underwritten public offering, or the Offering, of 10,638,476 shares of common stock at a price of $4.70 per share, and, in lieu of Common Stock to certain investors, pre-funded warrants to purchase 10,638,524 shares of Common Stock at a price of $4.6999 per pre-funded warrant The purchase price per share of each pre-funded warrant represents the per share public offering price for the common stock, minus the $0.0001 per share exercise price of such

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pre-funded warrant.. The pre-funded warrants are immediately exercisable and may be exercised at any time until the pre-funded warrants are exercised in full. Aggregate gross proceeds from the Offering were $100 million, or aggregate net proceeds of $96.4 million after deducting the underwriter discounts, commissions, and other offering costs.

Registered Direct Offering

In October 2023, we sold in a registered direct offering pursuant to a securities purchase agreement pre-funded warrants to purchase 10,000,400 shares of the our common stock to an accredited investor at a purchase price of $2.4999 per pre-funded warrant for aggregate gross proceeds of $25.0 million. The pre-funded warrants are immediately exercisable at an exercise price of $0.0001 per share.

Cash flows

The following table summarizes our cash flows for the periods indicated:

	Six months ended June 30,
(in thousands)	2024			2023
Net cash provided by (used in):
Operating activities	$	(65,932	)	$	(48,730	)
Investing activities		(51,305	)		38,876
Financing activities		98,269			1,218
Net decrease in cash, cash equivalents and restricted cash	$	(18,968	)	$	(8,636	)

Operating activities

Net cash used in operating activities of $65.9 million during the six months ended June 30, 2024, was attributable to our net loss of $62.3 million and decreases in our working capital of $6.8 million, partially off-set by non-cash charges of $12.2 million principally with respect to depreciation expense and stock-based compensation.

Net cash used in operating activities of $48.7 million during the six months ended June 30, 2023, was attributable to our net loss of $67.2 million off-set by an increase in our working capital of $10.4 million and non-cash charges of $8.1 million principally with respect to depreciation expense and stock-based compensation.

Investing activities

Cash used in investing activities of $51.3 million during the six months ended June 30, 2024 was primarily attributable to proceeds from the maturity of marketable securities of $82.1 million, offset by purchases of marketable securities of $130.0 million and purchases of property and equipment of $3.4 million.

Cash provided by investing activities of $38.9 million during the six months ended June 30, 2023 was primarily attributable to proceeds from the maturity of marketable securities of $76.7 million and proceeds from the sale of marketable securities of $45.6 million, offset by purchases of marketable securities of $67.8 million and purchases of property and equipment of $15.7 million.

Financing activities

Net cash provided by financing activities of $98.3 million for six months ended June 30, 2024 was primarily due the net proceeds from our Offering of $96.4 million.

Funding requirements

Any product candidates we may develop may never achieve commercialization and we anticipate that we will continue to incur losses for the foreseeable future. We expect that our research and development expenses, general and administrative expenses and capital expenditures will continue to increase. As a result, until such time, if ever, as we can generate substantial product revenue, we expect to finance our cash needs through a combination of equity offerings, debt financings or other capital sources, including potential collaborations, licenses and other similar arrangements. Our primary uses of capital are, and we expect will continue to be, compensation and related expenses, third-party clinical research, manufacturing and development services, costs relating to the build-out of our headquarters, laboratories and manufacturing facility, license payments or milestone obligations that may arise, laboratory and related supplies, clinical costs, manufacturing costs, legal and other regulatory expenses and general overhead costs.

Based upon our current operating plan, we believe that our existing cash, cash equivalents and marketable securities will enable us to fund our operating expenses and capital expenditure requirements for at least the next twelve months. We

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base this estimate on assumptions that may prove to be wrong, and we could utilize our available capital resources sooner than we currently expect.

We will continue to require additional financing to advance our current product candidates through clinical development, to develop, acquire or in-license other potential product candidates and to fund operations for the foreseeable future. We will continue to seek funds through equity offerings, debt financings or other capital sources, including potential collaborations, licenses and other similar arrangements. However, we may be unable to raise additional funds or enter into such other arrangements when needed on favorable terms or at all. If we do raise additional capital through public or private equity offerings, the ownership interest of our existing stockholders will be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect our stockholders’ rights. If we raise additional capital through debt financing, we may be subject to covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures or declaring dividends. Any failure to raise capital as and when needed could have a negative impact on our financial condition and on our ability to pursue our business plans and strategies. If we are unable to raise capital, we will need to delay, reduce or terminate planned activities to reduce costs.

Because of the numerous risks and uncertainties associated with research, development and commercialization of pharmaceutical products, we are unable to estimate the exact amount of our operating capital requirements. Our future funding requirements will depend on many factors, including, but not limited to:

•the scope, progress, results and costs of researching, developing and manufacturing our current product candidates or any future product candidates, and conducting preclinical studies and clinical trials;

•the timing of, and the costs involved in, obtaining regulatory approvals or clearances for our lead product candidates or any future product candidates;

•the number and characteristics of any additional product candidates we develop or acquire;

•the cost of manufacturing our lead product candidate or any future product candidates and any products we successfully commercialize, including costs associated with building-out our manufacturing capabilities;

•our ability to establish and maintain strategic collaborations, licensing or other arrangements and the financial terms of any such agreements that we may enter into;

•the expenses needed to attract and retain skilled personnel;

•the costs associated with being a public company;

•the timing, receipt and amount of sales of any future approved or cleared products, if any; and

•the impact of global economic and political developments, future public health events and the corresponding responses of businesses and governments.

Further, our operating plans may change, and we may need additional funds to meet operational needs and capital requirements for clinical trials and other research and development activities. We currently have no credit facility or committed sources of capital. Because of the numerous risks and uncertainties associated with the development and commercialization of our product candidates, we are unable to estimate the amounts of increased capital outlays and operating expenditures associated with our current and anticipated product development programs.

Critical accounting policies and significant judgments and estimates

Our unaudited interim condensed consolidated financial statements are prepared in accordance with generally accepted accounting principles in the U.S. The preparation of our unaudited interim condensed consolidated financial statements and related disclosures requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, costs and expenses, and the disclosure of contingent assets and liabilities in our condensed financial statements. We base our estimates on historical experience, known trends and events and various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. We evaluate our estimates and assumptions on an ongoing basis. However, even though we believe we have used reasonable estimates and assumptions in preparing our interim condensed consolidated financial statements, the future effects of global economic and political developments and any future public health events on our results of operations, cash flows, and financial position are unclear. Our actual results may differ from these estimates under different assumptions or conditions.

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Revenue Recognition

To date, our revenues have primarily consisted of consideration related to the Roche License and Collaboration Agreement, which we are accounting for under ASC 606. In accordance with ASC 606, we recognize revenue when our customers obtain control of promised goods or services, in an amount that reflects the consideration which we expect to receive in exchange for those goods or services.

To determine the appropriate amount of revenue to be recognized for arrangements determined to be within the scope of ASC 606, we perform the following five steps: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the assessment of the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when, or as we satisfy each performance obligation.

As part of the accounting for arrangements under ASC 606, we must use significant judgment to determine the performance obligations based on the determination under step (ii) above. We also use judgment to determine whether milestones or other variable consideration, except for royalties and sales-based milestones, should be included in the transaction price as described below. We recognize revenue based on those amounts when, or as, the performance obligations under the contract are satisfied.

The transaction price is determined based on the consideration to which we will be entitled in exchange for transferring goods and services to the customer. To the extent the transaction price includes variable consideration, we estimate the amount of variable consideration that should be included in the transaction price utilizing either the expected value method or the most likely amount method, depending on the nature of the variable consideration. Variable consideration is included in the transaction price if, in management’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. Any estimates, including the effect of the constraint on variable consideration, are evaluated at each reporting period for any changes.

If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation on a relative standalone selling price basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation or to a distinct service that forms part of a single performance obligation. The consideration to be received is allocated among the separate performance obligations based on relative standalone selling prices. Determining the standalone selling price of each performance obligation requires significant judgment and is discussed in further detail in Note 9.

We utilize judgment to assess the nature of the performance obligation to determine whether the performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress. We evaluate the measure of progress each reporting period and, if necessary, adjust the measure of performance and related revenue recognition. The measure of progress, and the resulting periods over which revenue should be recognized, are subject to estimates by management and may change over the course of the arrangement, which are subject to review by the joint research committee, or JRC. Such a change could have a material impact on the amount of revenue we record in future periods. We concluded that the transfer of control to the customer for the performance obligation occurs over the time period that the research and development services are provided by us. We recognize revenue for the performance obligation as those services are provided using an input method, based on the cumulative costs incurred compared to the total estimated costs expected to be incurred to satisfy the performance obligation. The percentage of completion method is, in management’s judgment, the best measure of progress towards satisfying the performance condition.

At the inception of each arrangement that includes research, development or regulatory milestone payments, we evaluate whether the milestones are considered likely to be met and estimate the amount to be considered for inclusion in the transaction price using the most-likely-amount method. If it is probable that a significant reversal in the amount of cumulative revenue recognized would not occur, the associated milestone value is included in the transaction price. For milestone payments due upon events that are not within our control, such as regulatory approvals, we are not able to assert that it is likely that the regulatory approval will be granted and that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur until those approvals are received. In making this assessment, we evaluate factors such as the scientific, clinical, regulatory, commercial, and other risks that must be overcome to achieve the particular milestone. There is considerable judgment involved in determining whether it is probable that a significant reversal in the amount of cumulative revenue recognized would not occur.

We reevaluate the transaction price and our total estimated costs expected to be incurred at the end of each reporting period and as uncertain events, such as changes to the expected timing and cost of certain research, development and manufacturing activities that we are responsible for, are resolved or other changes in circumstances occur. If necessary,

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we will adjust our estimate of the transaction price or our estimates of the total costs expected to be incurred. To date, we have not had any significant changes in our estimates.

Other than the Company's revenue recognition policy described above, there have been no significant changes to our critical accounting policies from those described in “Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our 2023 Annual Report.

For a complete discussion of our significant accounting policies and recent accounting pronouncements, see Note 2 to our condensed consolidated financial statements appearing elsewhere in this Quarterly Report and Note 2 to our 2023 Annual Report.

Recently issued and adopted accounting pronouncements

Refer to Note 2, “Summary of Significant Accounting Policies,” in the accompanying notes to our and consolidated financial statements appearing elsewhere in this Quarterly Report on Form 10-Q for a discussion of recent accounting pronouncements.

Contractual obligations and commitments

During the three months ended June 30, 2024, there have been no material changes to our contractual obligations and commitments from those described under “Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission on March 14, 2024.

Off-balance sheet arrangements

During the periods presented, we did not have, nor do we currently have, any off-balance sheet arrangements as defined under SEC rules.

Emerging growth company status

In April 2012, the Jumpstart Our Business Startups Act of 2012, or the JOBS Act, was enacted. Section 107 of the JOBS Act provides that an “emerging growth company” may take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. Therefore, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to avail ourselves of this extended transition period and, as a result, we may adopt new or revised accounting standards on the relevant dates on which adoption of such standards is required for non-public companies instead of the dates required for other public companies. However, we may early adopt these standards.

We will cease to be an emerging growth company on the date that is the earliest of (i) the last day of the fiscal year in which we have total annual gross revenues of $1.235 billion or more, (ii) the last day of our fiscal year following the fifth anniversary of the date of the closing of our initial public offering, or our IPO, (iii) the date on which we have issued more than $1.0 billion in nonconvertible debt during the previous three years or (iv) the date on which we are deemed to be a large, accelerated filer under the rules of the SEC.

We are also a “smaller reporting company,” meaning that the market value of our stock held by non-affiliates plus the aggregate amount of gross proceeds to us as a result of our IPO is less than $700 million and our annual revenue was less than $100 million during the most recently completed fiscal year. We may continue to be a smaller reporting company after our IPO if either (i) the market value of our stock held by non-affiliates is less than $250 million or (ii) our annual revenue was less than $100 million during the most recently completed fiscal year and the market value of our stock held by non-affiliates is less than $700 million. If we are a smaller reporting company at the time we cease to be an emerging growth company, we may continue to rely on exemptions from certain disclosure requirements that are available to smaller reporting companies. Specifically, as a smaller reporting company we may choose to present only the two most recent fiscal years of audited financial statements in our annual reports on Form 10-K and, similar to emerging growth companies, smaller reporting companies have reduced disclosure obligations regarding executive compensation.

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Item 3. Quantitative and qualitative disclosures about market risk

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information required under this Item 3.

Item 4. Controls and procedures

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our principal executive officer and our principal financial officer have evaluated the effectiveness of our disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, or the Exchange Act, as of June 30, 2024. The term “disclosure controls and procedures,” as defined in the Exchange Act, means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

Based on the evaluation of our disclosure controls and procedures as of June 30, 2024, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures as of such date are effective at the reasonable assurance level.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during three months ended June 30, 2024 that materially affected, or were reasonably likely to materially affect, our internal control over financial reporting.

Inherent Limitations on Effectiveness of Controls

Our disclosure controls and procedures and internal control over financial reporting are designed to provide reasonable assurance of achieving the desired control objectives. Our management recognizes that any control system, no matter how well designed and operated, is based upon certain judgments and assumptions and cannot provide absolute assurance that its objectives will be met. Similarly, an evaluation of controls cannot provide absolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud, if any, have been detected.

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Part II ─ Other Information

Item 1. Legal proceedings

From time to time, we may become subject to various legal proceedings and claims that arise in the ordinary course of our business activities. Although the results of litigation and claims cannot be predicted with certainty, as of June 30, 2024, we do not believe we are party to any claim or litigation the outcome of which, if determined adversely to us, would individually or in the aggregate be reasonably expected to have a material adverse effect on our business. Regardless of the outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources and other factors.

Item 1A. Risk factors

Investing in our common stock involves a high degree of risk. You should carefully consider the following risks and uncertainties, those risks and uncertainties discussed in “Part I, Item 1A, Risk Factors” in our 2023 Annual Report, as amended and supplemented by the information in our subsequent Quarterly Reports on Form 10-Q, together with all of the other information contained in this Quarterly Report, including our unaudited condensed consolidated financial statements and the related notes appearing elsewhere in this Quarterly Report. The risk factor disclosure in our 2023 Annual Report and subsequent Quarterly Reports on Form 10-Q is qualified by the information that is described in this Quarterly Report. If any of the risks described below or in our 2023 Annual Report actually occur, our business, prospects, operating results and financial condition could suffer materially. In such event, the trading price of our common stock could decline and you might lose all or part of your investment.

Other than as set forth below, there have been no material changes to the risk factors set forth in our 2023 Annual Report.

Risks related to our financial position and capital needs

We have incurred significant operating losses since our inception and anticipate that we will incur continued losses for the foreseeable future.

Since our inception, we have focused substantially all of our efforts and financial resources on developing our proprietary QuEENTM platform, our proprietary MGD library and our initial pipeline of product candidates. To date, we have financed our operations primarily through the issuance and sale of convertible promissory notes, convertible preferred stock, public offerings of our common stock, registered direct offerings, and through our collaboration with Roche. From our inception through the date hereof, we raised an aggregate of $625.8 million of gross proceeds from such transactions. As of June 30, 2024, our cash, cash equivalents, restricted cash and marketable securities were $267.1 million. We have incurred net losses in each year since our inception, and we had an accumulated deficit of $428.2 million as of June 30, 2024. For the years ended December 31, 2023 and 2022, we reported net losses of $135.4 million and $108.5 million, respectively. For the six months ended June 30, 2024 and 2023, we reported a net loss of $62.3 million and $67.2 million, respectively. Substantially all of our operating losses have resulted from costs incurred in connection with our research and initial pipeline programs and from general and administrative costs associated with our operations. We expect to continue to incur significant expenses and increasing operating losses over the next several years and for the foreseeable future. Our prior losses, combined with expected future losses, have had and will continue to have an adverse effect on our stockholders’ deficit and working capital. We expect our expenses to significantly increase in connection with our ongoing activities, as we:

•conduct our clinical trial for MRT-2359, our MGD product candidate targeting GSPT1, and MRT-6160, our MGD product candidate targeting VAV1;

•continue preclinical activities for our VAV1, NEK7, CDK2, CCNE1, and other currently undisclosed programs;

•prepare and submit IND applications with the FDA for other current and future product candidates, including for MRT-8102, our MGD product candidate targeting NEK7; complete preclinical studies for current or future product candidates;

•progress MGD molecules from our initial programs through lead optimization to development candidates;

•initiate and complete clinical trials for current or future product candidates;

•expand and improve the capabilities of our QuEENTM platform;

•continue to build our proprietary library of MGDs;

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•contract to manufacture our product candidates;

•advance research and development related activities to expand our product pipeline;

•seek regulatory approval for our product candidates that successfully complete clinical development;

•develop and scale up our capabilities to support our ongoing preclinical activities and future clinical trials for our product candidates and commercialization of any of our product candidates for which we may obtain marketing approval; maintain, expand, and protect our intellectual property portfolio;

•hire additional staff, including clinical, scientific and management personnel; and

•secure facilities to support continued growth in our research, development and commercialization efforts.

In addition, if we obtain marketing approval for our current or future product candidates, we will incur significant expenses relating to our commercialization of such product candidates via our sales, marketing, product manufacturing and distribution efforts. Because of the numerous risks and uncertainties associated with developing pharmaceutical drugs, including in light of economic slowdowns, we are unable to predict the extent of any future losses or when we will become profitable, if at all.

Even if we achieve profitability, we may not be able to sustain or increase our profitability on a quarterly or annual basis. Our failure to become and remain profitable would depress the value of our company and could impair our ability to raise capital, expand our business, maintain our development efforts, obtain product approvals, diversify our offerings or continue our operations. A decline in the value of our company could also cause you to lose all or part of your investment.

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Item 2. Unregistered sales of equity securities and use of proceeds

Recent sales of unregistered equity securities

None.

Item 3. Defaults upon senior securities

None.

Item 4. Mine safety disclosures

Not Applicable.

Item 5. Other information

Development Progress Update for MRT-6160

On May 9, 2024, we announced additional results from completed preclinical 28-day GLP toxicology studies of MRT-6160 in rats and non-human primates, or cynomolgus monkeys. The data demonstrated a highly favorable safety profile for MRT-6160 with no observable adverse effect level, or NOAEL, in cynomolgus monkeys of approximately 600-fold over predicted human efficacious exposure and in rat of approximately 1000-fold over predicted human efficacious exposure, including with no significant changes in peripheral immune cell compartments in cynomolgus monkeys, no impact on bone marrow, peripheral hematopoietic cells counts, GI tract, and no off-targets identified in in-vitro safety profiling, no genotoxicity, phototoxicity, or hERG activity. Studies also demonstrated robust VAV1 degradation and recovery in both low dose (0.5mg per kg per day) and high dose (30mg per kg per day) groups in cynomolgus monkeys.

Rule 10b5-1 Trading Plans

During the fiscal quarter ended on June 30, 2024, none of our directors and officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted, modified or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Item 408(a) of Regulation S-K.

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Item 6. Exhibits

Exhibit Number	Description
3.1	Fourth Amended and Restated Certificate of Incorporation of Registrant, as currently in effect (incorporated by reference to Exhibit 3.1 of the Registrant's Current Report on Form 8-K (File No. 001-40522) filed on June 28, 2021).
3.2	Certificate of Amendment to the Fourth Amended and Restated Certificate of Incorporation of Registrant (incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report on Form 8-K (File No. 001-40522) filed on June 14, 2023).
3.3	Second Amended and Restated By-laws of the Registrant, as currently in effect (incorporated by reference to Exhibit 3.3 of the Registrant's Quarterly Report on Form 10-Q (File No. 001-40522) filed on May 9, 2024)
10.1*#	Second Amended and Restated Employment Agreement between the Registrant and Jennifer Champoux, effective May 28, 2024.
31.1*	Certification of Principal Executive Officer and Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**	Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*	Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.
101.SCH*	Inline XBRL Taxonomy Extension Schema Document
104*	Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Filed herewith.

** Deemed to be furnished with this Quarterly Report on Form 10-Q and will not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, except to the extent that the registrant specifically incorporates it by reference.

# Management contract or compensatory plan, contract, or arrangement.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	Monte Rosa Therapeutics, Inc.
Date: August 8, 2024	By:	/s/ Markus Warmuth
		Markus Warmuth
		Chief Executive Officer
		(Principal Executive Officer and Principal Financial Officer)

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EX-10.1

Exhibit 10.1

SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT

This Amended and Restated Employment Agreement (this “Agreement”) is made between Monte Rosa Therapeutics, Inc., a Delaware corporation (the “Company”), and Jennifer Champoux (the “Executive”) and is effective as of May 28, 2024 (the “Effective Date”).

WHEREAS, the Company and the Executive are parties to prior Employment Agreements that became effective on June 28, 2021, and May 11, 2023 (the “Prior Employment Agreements”); and

WHEREAS, Executive and the Company (the “Parties”) desire to hereby amend and, in its entirety, restate the Prior Amended Employment Agreement to revise and/or to clarify certain terms set forth therein; and

NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:

1.Employment.

(a)Term. The Company shall employ the Executive and the Executive shall be employed by the Company pursuant to this Agreement commencing as of the Effective Date and continuing until such employment is terminated in accordance with the provisions hereof (the “Term”). The Executive’s employment with the Company shall continue to be “at will,”

meaning that the Executive’s employment may be terminated by the Company or the Executive at any time and for any reason subject to the terms of this Agreement.

(b)Position and Duties. The Executive shall serve as the Chief Operations Officer of the Company and shall have such powers and duties as may from time to time be prescribed by the Chief Executive Officer (the “CEO”) or other duly authorized executive. The Executive shall devote the Executive’s full working time and efforts to the business and affairs of the Company. Notwithstanding the foregoing, the Executive may serve on other boards of directors, with the approval of the CEO, or engage in religious, charitable or other community activities as long as such services and activities do not interfere with the Executive’s performance of the Executive’s duties to the Company.

(c)Location. The Executive’s primary work location will be in the Company’s U.S. office, currently located in Boston, Massachusetts, provided that the Executive may be required to travel regularly for business, including international travel, consistent with

the Company’s business needs.

2.Compensation and Related Matters.

(a)Base Salary. The Executive’s initial base salary shall be paid at the rate of

$450,000 per year. The Executive’s base salary shall be subject to periodic review by the Company. The base salary in effect at any given time is referred to herein as “Base Salary.” The Base Salary shall be payable in a manner that is consistent with the Company’s usual payroll practices for its executives.

(b)Incentive Compensation. The Executive shall be eligible to receive cash incentive compensation as determined by the Company from time to time. The Executive’s initial target annual incentive compensation shall be 40 percent of the Executive’s Base Salary. The target annual incentive compensation in effect at any given time is referred to herein as the “Target Bonus.” The actual amount of the Executive’s annual incentive compensation, if any, shall be determined in the sole discretion of the Company. Any annual bonus will be paid no later than March 15th of the calendar year following the calendar year to which such bonus relates. Except as otherwise provided herein or as may be provided by the Company, the Executive must be employed by the Company on the date such incentive compensation is paid in order to earn or receive any annual incentive compensation.

(c)Expenses. The Executive shall be entitled to receive prompt reimbursement for all reasonable expenses incurred by the Executive during the Term in performing services hereunder, in accordance with the policies and procedures then in effect and established by the Company for its executives.

(d)Other Benefits. The Executive shall be eligible to participate in or receive benefits under the Company’s employee benefit plans in effect from time to time, subject to the terms of such plans.

(e)Paid Time Off. The Executive shall be entitled to take paid time off in accordance with the Company’s applicable paid time off policy for executives, as may be in effect from time to time.

(f)Equity. The equity awards held by the Executive shall continue to be governed by the terms and conditions of the Company’s applicable equity incentive plan(s) and the applicable award agreement(s) governing the terms of such equity awards (collectively, the “Equity Documents”); provided, however, and notwithstanding anything to the contrary in the Equity Documents, in the event of a termination by the Company without Cause or by the Executive for Good Reason, in either event within the Change in Control Period (as such terms are defined below), all stock options and other stock-based awards held by the Executive shall immediately accelerate and become fully vested and exercisable or nonforfeitable as of the Date of Termination (as defined below). In addition, subject to approval by the Board, the Company will recommend to the Board that Executive be granted an additional option to purchase an additional 40,000 shares of the Company’s common stock at a price per share equal to the stock’s fair market value at the time of the grant (the “Equity Award”). The Equity Award shall be subject to the terms of Equity Documents and shall vest as follows: 25% of the shares underlying the options shall vest on May 28, 2025, and the remaining shares underlying the options shall vest in 36 equal monthly installments thereafter.

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3.Termination. The Executive’s employment hereunder may be terminated without any breach of this Agreement under the following circumstances:

(a)Death. The Executive’s employment hereunder shall terminate upon

death.

(b)Disability. The Company may terminate the Executive’s employment if

the Executive is disabled and unable to perform or expected to be unable to perform the essential functions of the Executive’s then existing position or positions under this Agreement with or without reasonable accommodation for a period of 180 days (which need not be consecutive) in any 12-month period. If any question shall arise as to whether during any period the Executive is disabled so as to be unable to perform the essential functions of the Executive’s then existing position or positions with or without reasonable accommodation, the Executive may, and at the request of the Company shall, submit to the Company a certification in reasonable detail by a physician selected by the Company to whom the Executive or the Executive’s guardian has no reasonable objection as to whether the Executive is so disabled or how long such disability is expected to continue, and such certification shall for the purposes of this Agreement be conclusive of the issue. The Executive shall cooperate with any reasonable request of the physician in connection with such certification. If such question shall arise and the Executive shall fail to submit such certification, the Company’s determination of such issue shall be binding on the Executive. Nothing in this Section 3(b) shall be construed to waive the

Executive’s rights, if any, under existing law including, without limitation, the Family and Medical Leave Act of 1993, 29 U.S.C. §2601 et seq. and the Americans with Disabilities Act, 42

U.S.C. §12101 et seq.

(c)Termination by the Company for Cause. The Company may terminate the Executive’s employment hereunder for Cause. For purposes of this Agreement, “Cause” shall mean, as determined by the Company in good faith, any of the following:

(i)the Executive’s willful misconduct in connection with the performance of the Executive’s duties, including, without limitation, misappropriation of funds or property of the Company other than the occasional, customary and de minimis use of Company property for personal purposes;

(ii)the Executive’s commission of acts satisfying the elements of (A) any felony or (B) a misdemeanor involving moral turpitude, deceit, dishonesty, fraud or conduct by the Executive that would reasonably be expected to result in material injury or reputational harm to the Company if the Executive was retained in the Executive’s position;

(iii)the Executive’s continued non-performance of the Executive’s duties that has continued for more than 15 days following written notice of such non- performance;

(iv)a material breach by the Executive of the Restrictive Covenants Agreement or any other confidentiality, assignment, noncompetition and/or nonsolicitation obligations;

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(v)a material violation by the Executive of the Company’s lawful written employment policies;

(vi)the Executive’s diversion of any business or business opportunity of the Company for the benefit of any party other than the Company without the consent of the Company; or

(vii)the Executive’s failure to cooperate with an internal investigation or an investigation by regulatory or law enforcement authorities, after being instructed by the Company to cooperate, or the willful destruction or failure to preserve documents or other materials known to be relevant to such investigation or the inducement of others to fail to cooperate or to produce documents or other materials in connection with such investigation.

(d)Termination by the Company without Cause. The Company may

terminate the Executive’s employment hereunder at any time without Cause. Any termination by the Company of the Executive’s employment under this Agreement which does not constitute a termination for Cause under Section 3(c) and does not result from the death or disability of the Executive under Section 3(a) or (b) shall be deemed a termination without Cause.

(e)Termination by the Executive. The Executive may terminate employment hereunder at any time for any reason, including but not limited to, Good Reason. For purposes of this Agreement, “Good Reason” shall mean that the Executive has completed all steps of the Good Reason Process (hereinafter defined) following the occurrence of any of the following events without the Executive’s consent (each, a “Good Reason Condition”):

(i)a material diminution in the Executive’s responsibilities, authority

or duties;

(ii)a material diminution in the Executive’s Base Salary except for

across-the-board salary reductions based on the Company’s financial performance similarly affecting all or substantially all senior management employees of the Company;

(iii)a material change in the geographic location of the principal office of the Company to which the Executive is assigned, such that there is an increase of at least fifty (50) miles of driving distance to such location from the Executive’s principal residence as of such change; or

(iv)a material breach of this Agreement by the Company. The “Good Reason Process” consists of the following steps:

(i)the Executive reasonably determines in good faith that a Good Reason Condition has occurred;

(ii)the Executive notifies the Company in writing of the first occurrence of the Good Reason Condition within 60 days of the first occurrence of such condition;

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(iii)the Executive cooperates in good faith with the Company’s efforts, for a period of not less than 30 days following such notice (the “Cure Period”), to remedy the Good Reason Condition;

(iv)notwithstanding such efforts, the Good Reason Condition continues to exist at the end of the Cure Period; and

(v)the Executive terminates employment within 60 days after the end of the Cure Period.

If the Company cures the Good Reason Condition during the Cure Period, Good Reason shall be deemed not to have occurred.

4.Matters related to Termination.

(a)Notice of Termination. Except for termination as specified in Section 3(a), any termination of the Executive’s employment by the Company or any such termination by the Executive shall be communicated by written Notice of Termination to the other party hereto. For purposes of this Agreement, a “Notice of Termination” shall mean a notice which shall indicate the specific termination provision in this Agreement relied upon.

(b)Date of Termination. “Date of Termination” shall mean: (i) if the Executive’s employment is terminated by death, the date of death; (ii) if the Executive’s

employment is terminated on account of disability under Section 3(b) or by the Company for Cause under Section 3(c), the date on which Notice of Termination is given; (iii) if the

Executive’s employment is terminated by the Company without Cause under Section 3(d), the date on which a Notice of Termination is given or the date otherwise specified by the Company in the Notice of Termination; (iv) if the Executive’s employment is terminated by the Executive under Section 3(e) other than for Good Reason, 30 days after the date on which a Notice of

Termination is given, and (v) if the Executive’s employment is terminated by the Executive under Section 3(e) for Good Reason, the date on which a Notice of Termination is given after the end of the Cure Period. Notwithstanding the foregoing, in the event that the Executive gives a Notice of Termination to the Company, the Company may unilaterally accelerate the Date of Termination and such acceleration shall not result in a termination by the Company for purposes of this Agreement.

(c)Accrued Obligations. If the Executive’s employment with the Company is terminated for any reason, the Company shall pay or provide to the Executive (or to the

Executive’s authorized representative or estate) (i) any Base Salary earned through the Date of Termination; (ii) unpaid expense reimbursements (subject to, and in accordance with, Section 2(c) of this Agreement); and (iii) any vested benefits the Executive may have under any employee benefit plan of the Company through the Date of Termination, which vested benefits shall be paid and/or provided in accordance with the terms of such employee benefit plans (collectively, the “Accrued Obligations”).

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(d)Resignation of All Other Positions. To the extent applicable, the Executive shall be deemed to have resigned from all officer and board member positions that the Executive holds with the Company or any of its respective subsidiaries and affiliates upon the termination of the Executive’s employment for any reason. The Executive shall execute any documents in reasonable form as may be requested to confirm or effectuate any such resignations.

5.Severance Pay and Benefits Upon Termination by the Company without Cause orby the Executive for Good Reason Outside the Change in Control Period. If the Executive’s employment is terminated by the Company without Cause as provided in Section 3(d), or the Executive terminates employment for Good Reason as provided in Section 3(e), in each case outside of the Change in Control Period (as defined below), then, in addition to the Accrued Obligations, and subject to (i) the Executive signing a separation agreement and release in a form and manner satisfactory to the Company, which shall include, without limitation, a general release of claims against the Company and all related persons and entities that shall not release

the Executive’s rights under this Agreement, a reaffirmation of all of the Executive’s Continuing Obligations (as defined below), and, in the Company’s sole discretion, a one-year post- employment noncompetition agreement, and shall provide that if the Executive breaches any of the Continuing Obligations, all payments of the Severance Amount shall immediately cease (the “Separation Agreement”), and (ii) the Separation Agreement becoming irrevocable, all within 60 days after the Date of Termination (or such shorter period as set forth in the Separation Agreement), which shall include a seven (7) business day revocation period:

(a)the Company shall pay the Executive an amount equal to twelve (12) months of the Executive’s Base Salary (the “Severance Amount”); provided that in the event the Executive is entitled to any payments pursuant to the Restrictive Covenants Agreement, the Severance Amount received in any calendar year will be reduced by the amount the Executive is paid in the same such calendar year pursuant to the Restrictive Covenants Agreement (the “RestrictiveCovenants Agreement Setoff”); and

(b)subject to the Executive’s copayment of premium amounts at the applicable active employees’ rate and the Executive’s proper election to receive benefits under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), the

Company shall pay to the group health plan provider or the COBRA provider a monthly payment equal to the monthly employer contribution that the Company would have made to provide health insurance to the Executive if the Executive had remained employed by the Company until the earliest of (A) the twelve (12) month anniversary of the Date of Termination; (B) the date that the Executive becomes eligible for group medical plan benefits under any other employer’s group medical plan; or (C) the cessation of the Executive’s health continuation rights under COBRA; provided, however, that if the Company determines that it cannot pay such amounts to the group health plan provider or the COBRA provider (if applicable) without potentially violating applicable law (including, without limitation, Section 2716 of the Public Health Service Act), then the Company shall convert such payments to payroll payments directly to the Executive for the time period specified above. Such payments to the Executive shall be subject to tax-related deductions and withholdings and paid on the Company’s regular payroll dates.

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(c)notwithstanding anything to the contrary in any of the Equity Documents: the portion of all time-based stock options and other stock-based awards subject solely to time-based vesting held by the Executive as of the Effective Date (the “Time-Based Equity Awards”) scheduled to vest in the 12 month period following the Date of Termination shall immediately accelerate and become fully vested and exercisable or nonforfeitable as of the later of (A) the Date of Termination or (B) the effective date of the Separation Agreement (the “Accelerated Vesting Date”); provided that in order to effectuate the accelerated vesting contemplated by this subsection, the unvested portion of the Executive’s Time-Based Equity Awards that are subject to acceleration pursuant to this subsection that would otherwise be forfeited on the Date of Termination will be delayed until the earlier of (A) the effective date of the Separation Agreement (at which time acceleration will occur), or (B) the date that the Separation Agreement can no longer become fully effective (at which time the unvested portion of the Executive’s Time-Based Equity Awards subject to acceleration pursuant to this subsection will be forfeited). Notwithstanding the foregoing, no additional vesting of the Time-Based Equity Awards shall occur during the period between the Date of Termination and the Accelerated Vesting Date. With respect to any performance-based vesting equity award, such award shall continue to be governed in all respects by the terms of the applicable equity award documents.

The amounts payable under Section 5, to the extent taxable, shall be paid out in substantially equal installments in accordance with the Company’s payroll practice over twelve (12) months commencing within 60 days after the Date of Termination; provided, however, that if the 60-day period begins in one calendar year and ends in a second calendar year, such payments, to the extent they qualify as “non-qualified deferred compensation” within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), shall begin to be paid in the second calendar year by the last day of such 60-day period; provided, further, that the initial payment shall include a catch-up payment to cover amounts retroactive to the day immediately following the Date of Termination. Each payment pursuant to this Agreement is intended to constitute a separate payment for purposes of Treasury Regulation Section 1.409A-2(b)(2).

The Executive shall not be required to mitigate the amount of any payments provided for under this Section 5 or Section 6 of this Agreement by seeking other employment, and no payment shall be offset or reduced by the amount of any compensation or benefits provided to the Executive in any subsequent employment.

6.Severance Pay and Benefits Upon Termination by the Company without Cause orby the Executive for Good Reason within the Change in Control Period. The provisions of this Section 6 shall apply in lieu of, and expressly supersede, the provisions of Section 5 if (i) the

Executive’s employment is terminated either (a) by the Company without Cause as provided in Section 3(d), or (b) by the Executive for Good Reason as provided in Section 3(e), and (ii) the Date of Termination is on or within 12 months after the occurrence of the first event constituting a Change in Control (such period, the “Change in Control Period”). These provisions shall terminate and be of no further force or effect after the Change in Control Period.

(a)If the Executive’s employment is terminated by the Company without Cause as provided in Section 3(d) or the Executive terminates employment for Good Reason as provided in Section 3(e) and in each case the Date of Termination occurs during the Change in Control Period, then, in addition to the Accrued Obligations, and subject to the signing of a general release of claims against the Company and all related persons and entities that shall not release the Executive’s rights under this Agreement (the “Release”) by the Executive and the

Release becoming fully effective, all within the time frame set forth in the Release but in no event more than 60 days after the Date of Termination:

(i)the Company shall pay the Executive a lump sum in cash in an amount equal to the sum of (A) twelve (12) months of the Executive’s then-current Base Salary (or the Executive’s Base Salary in effect immediately prior to the Change in Control, if higher) plus (B) one (1) times the Executive’s Target Bonus for the then-current year (or the Executive’s Target Bonus in effect immediately prior to the Change in Control, if higher) (the “Change in Control Payment”); provided that the Change in

Control Payment shall be reduced by the amount of the Restrictive Covenants Agreement Setoff, if applicable; and

(ii)subject to the Executive’s copayment of premium amounts at the applicable active employees’ rate and the Executive’s proper election to receive benefits under COBRA, the Company shall pay to the group health plan provider or the COBRA provider a monthly payment equal to the monthly employer contribution that the Company would have made to provide health insurance to the Executive if the Executive had remained employed by the Company until the earliest of (A) the twelve (12) month anniversary of the Date of Termination; (B) the date that the Executive becomes eligible for group medical plan benefits under any other employer’s group medical plan; or (C) the cessation of the Executive’s health continuation rights under COBRA; provided, however, that if the Company determines that it cannot pay such amounts to the group health plan provider or the COBRA provider (if applicable) without potentially violating applicable law (including, without limitation, Section 2716 of the Public Health Service Act), then the Company shall convert such payments to payroll payments directly to the Executive for the time period specified above. Such payments to the Executive shall be subject to tax-related deductions and withholdings and paid on the Company’s regular payroll dates.

The amounts payable under this Section 6(a), to the extent taxable, shall be paid or commence to be paid within 60 days after the Date of Termination; provided, however, that if the 60-day period begins in one calendar year and ends in a second calendar year, such payments to the

extent they qualify as “non-qualified deferred compensation” within the meaning of Section 409A of the Code, shall be paid or commence to be paid in the second calendar year by the last day of such 60-day period.

(b)Additional Limitation.

(i)Anything in this Agreement to the contrary notwithstanding, in the event that the amount of any compensation, payment or distribution by the Company to or for the benefit of the Executive, whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwise, calculated in a manner consistent with Section 280G of the Code, and the applicable regulations thereunder (the “Aggregate Payments”), would be subject to the excise tax imposed by Section 4999 of the Code, then the Aggregate Payments shall be reduced (but not below zero) so that the sum of all of the Aggregate Payments shall be $1.00 less than the amount at which the Executive becomes subject to the excise tax imposed by Section 4999 of the Code; provided that such reduction shall only occur if it would result in the Executive receiving

a higher After Tax Amount (as defined below) than the Executive would receive if the Aggregate Payments were not subject to such reduction. In such event, the Aggregate Payments shall be reduced in the following order, in each case, in reverse chronological order beginning with the Aggregate Payments that are to be paid the furthest in time from consummation of the transaction that is subject to Section 280G of the Code: (1) cash payments not subject to Section 409A of the Code; (2) cash payments subject to Section 409A of the Code; (3) equity-based payments and acceleration; and (4) non-cash forms of benefits; provided that in the case of all the foregoing Aggregate Payments all amounts or payments that are not subject to calculation under Treas. Reg. §1.280G-1, Q&A-24(b) or

(c)shall be reduced before any amounts that are subject to calculation under Treas. Reg.

§1.280G-1, Q&A-24(b) or (c).

(ii)For purposes of this Section 6(b), the “After Tax Amount” means the amount of the Aggregate Payments less all federal, state, and local income, excise and employment taxes imposed on the Executive as a result of the Executive’s receipt of the Aggregate Payments. For purposes of determining the After Tax Amount, the Executive shall be deemed to pay federal income taxes at the highest marginal rate of federal income taxation applicable to individuals for the calendar year in which the determination is to be made, and state and local income taxes at the highest marginal rates of individual taxation in each applicable state and locality, net of the maximum reduction in federal income taxes which could be obtained from deduction of such state and local taxes.

(iii)The determination as to whether a reduction in the Aggregate Payments shall be made pursuant to Section 6(b)(i) shall be made by a nationally recognized accounting firm selected by the Company (the “Accounting Firm”), which shall provide detailed supporting calculations both to the Company and the Executive within 15 business days of the Date of Termination, if applicable, or at such earlier time as is reasonably requested by the Company or the Executive. Any determination by the Accounting Firm shall be binding upon the Company and the Executive.

(c) Definitions. For purposes of this Agreement, “Change in Control” shall mean a “Sale Event” as defined in the Company’s 2021 Stock Option and Incentive Plan (as the same may be amended from time to time).

7.Section 409A.

(a)Anything in this Agreement to the contrary notwithstanding, if at the time of the Executive’s separation from service within the meaning of Section 409A of the Code, the Company determines that the Executive is a “specified employee” within the meaning of Section 409A(a)(2)(B)(i) of the Code, then to the extent any payment or benefit that the Executive becomes entitled to under this Agreement or otherwise on account of the Executive’s separation from service would be considered deferred compensation otherwise subject to the 20 percent additional tax imposed pursuant to Section 409A(a) of the Code as a result of the application of Section 409A(a)(2)(B)(i) of the Code, such payment shall not be payable and such benefit shall not be provided until the date that is the earlier of (A) six months and one day after the

Executive’s separation from service, or (B) the Executive’s death. If any such delayed cash payment is otherwise payable on an installment basis, the first payment shall include a catch-up payment covering amounts that would otherwise have been paid during the six-month period but

for the application of this provision, and the balance of the installments shall be payable in accordance with their original schedule.

(b)All in-kind benefits provided and expenses eligible for reimbursement under this Agreement shall be provided by the Company or incurred by the Executive during the time periods set forth in this Agreement. All reimbursements shall be paid as soon as administratively practicable, but in no event shall any reimbursement be paid after the last day of the taxable year following the taxable year in which the expense was incurred. The amount of

in-kind benefits provided or reimbursable expenses incurred in one taxable year shall not affect the in-kind benefits to be provided or the expenses eligible for reimbursement in any other taxable year (except for any lifetime or other aggregate limitation applicable to medical expenses). Such right to reimbursement or in-kind benefits is not subject to liquidation or exchange for another benefit.

(c)To the extent that any payment or benefit described in this Agreement constitutes “non-qualified deferred compensation” under Section 409A of the Code, and to the extent that such payment or benefit is payable upon the Executive’s termination of employment, then such payments or benefits shall be payable only upon the Executive’s “separation from service.” The determination of whether and when a separation from service has occurred shall be made in accordance with the presumptions set forth in Treasury Regulation Section

1.409A-1(h).

(d)The parties intend that this Agreement will be administered in accordance with Section 409A of the Code. To the extent that any provision of this Agreement is ambiguous as to its compliance with Section 409A of the Code, the provision shall be read in such a manner so that all payments hereunder comply with Section 409A of the Code. Each payment pursuant to this Agreement or the Restrictive Covenants Agreement is intended to constitute a separate payment for purposes of Treasury Regulation Section 1.409A-2(b)(2). The parties agree that this Agreement may be amended, as reasonably requested by either party, and as may be necessary to fully comply with Section 409A of the Code and all related rules and regulations in order to preserve the payments and benefits provided hereunder without additional cost to either party.

(e)The Company makes no representation or warranty and shall have no liability to the Executive or any other person if any provisions of this Agreement are determined to constitute deferred compensation subject to Section 409A of the Code but do not satisfy an exemption from, or the conditions of, such Section.

8.Continuing Obligations.

(a)Restrictive Covenants Agreement. The terms of the Employee Confidentiality, Assignment, Nonsolicitation and Noncompetition Agreement, signed by the Executive on March 1, 2021 (the “Restrictive Covenants Agreement”), between the Company and the Executive, attached hereto as Exhibit A, continue to be in full force and effect. For purposes of this Agreement, the obligations in this Section 8 and those that arise in the Restrictive Covenants Agreement and any other agreement relating to confidentiality, assignment of inventions, or other restrictive covenants shall collectively be referred to as the “Continuing Obligations.”

(b)Third-Party Agreements and Rights. The Executive hereby confirms that the Executive is not bound by the terms of any agreement with any previous employer or other party which restricts in any way the Executive’s use or disclosure of information, other than confidentiality restrictions (if any), or the Executive’s engagement in any business. The

Executive represents to the Company that the Executive’s execution of this Agreement, the

Executive’s employment with the Company and the performance of the Executive’s proposed duties for the Company will not violate any obligations the Executive may have to any such previous employer or other party. In the Executive’s work for the Company, the Executive will not disclose or make use of any information in violation of any agreements with or rights of any such previous employer or other party, and the Executive will not bring to the premises of the Company any copies or other tangible embodiments of non-public information belonging to or obtained from any such previous employment or other party.

(c)Litigation and Regulatory Cooperation. During and after the Executive’s employment, the Executive shall cooperate fully with the Company in (i) the defense or prosecution of any claims or actions now in existence or which may be brought in the future against or on behalf of the Company which relate to events or occurrences that transpired while the Executive was employed by the Company, and (ii) the investigation, whether internal or external, of any matters about which the Company believes the Executive may have knowledge or information. The Executive’s full cooperation in connection with such claims, actions or investigations shall include, but not be limited to, being available to meet with counsel to answer questions or to prepare for discovery or trial and to act as a witness on behalf of the Company at mutually convenient times. During and after the Executive’s employment, the Executive also shall cooperate fully with the Company in connection with any investigation or review of any federal, state or local regulatory authority as any such investigation or review relates to events or occurrences that transpired while the Executive was employed by the Company. The Company shall reimburse the Executive for any reasonable out-of-pocket expenses incurred in connection with the Executive’s performance of obligations pursuant to this Section 8(c).

(d)Relief. The Executive agrees that it would be difficult to measure any damages caused to the Company which might result from any breach by the Executive of the Continuing Obligations, and that in any event money damages would be an inadequate remedy for any such breach. Accordingly, the Executive agrees that if the Executive breaches, or proposes to breach, any portion of the Continuing Obligations, the Company shall be entitled, in addition to all other remedies that it may have, to an injunction or other appropriate equitable relief to restrain any such breach without showing or proving any actual damage to the Company.

9.Consent to Jurisdiction. The parties hereby consent to the jurisdiction of the state and federal courts of the Commonwealth of Massachusetts. Accordingly, with respect to any such court action, the Executive (a) submits to the exclusive personal jurisdiction of such courts;

(b) consents to service of process; and (c) waives any other requirement (whether imposed by statute, rule of court, or otherwise) with respect to personal jurisdiction or service of process.

10.Waiver of Jury Trial. Each of the Executive and the Company irrevocably and unconditionally WAIVES ALL RIGHT TO TRIAL BY JURY IN ANY PROCEEDING (WHETHER BASED ON CONTRACT, TORT OR OTHERWISE) ARISING OUT OF OR

RELATING TO THIS AGREEMENT OR THE EXECUTIVE’S EMPLOYMENT BY THE COMPANY OR ANY AFFILIATE OF THE COMPANY, INCLUDING WITHOUT LIMITATION THE EXECUTIVE’S OR THE COMPANY’S PERFORMANCE UNDER, OR THE ENFORCEMENT OF, THIS AGREEMENT.

11.Integration. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements between the parties concerning such subject matter, including the Prior Agreement, provided that the Restrictive Covenants Agreement and the Equity Documents remain in full force and effect.

12.Withholding; Tax Effect. All payments made by the Company to the Executive under this Agreement shall be net of any tax or other amounts required to be withheld by the Company under applicable law. Nothing in this Agreement shall be construed to require the Company to make any payments to compensate the Executive for any adverse tax effect associated with any payments or benefits or for any deduction or withholding from any payment or benefit.

13.Assignment; Successors and Assigns. Neither the Executive nor the Company may make any assignment of this Agreement or any interest in it, by operation of law or otherwise, without the prior written consent of the other; provided, however, that the Company may assign its rights and obligations under this Agreement (including the Restrictive Covenants Agreement) without the Executive’s consent to any affiliate or to any person or entity with whom the Company shall hereafter effect a reorganization or consolidation, into which the Company merges or to whom it transfers all or substantially all of its properties or assets; provided, further that if the Executive remains employed or becomes employed by the Company, the purchaser or any of their affiliates in connection with any such transaction, then the Executive shall not be entitled to any payments, benefits or vesting pursuant to Section 2(f), Section 5 or Section 6 of this Agreement solely as a result of such transaction. This Agreement shall inure to the benefit of and be binding upon the Executive and the Company, and each of the Executive’s and the Company’s respective successors, executors, administrators, heirs and permitted assigns. In the event of the Executive’s death after the Executive’s termination of employment but prior to the completion by the Company of all payments due to the Executive under this Agreement, the Company shall continue such payments to the Executive’s beneficiary designated in writing to the Company prior to the Executive’s death (or to the Executive’s estate, if the Executive fails to make such designation).

14.Enforceability. If any portion or provision of this Agreement (including, without limitation, any portion or provision of any section of this Agreement) shall to any extent be declared illegal or unenforceable by a court of competent jurisdiction, then the remainder of this Agreement, or the application of such portion or provision in circumstances other than those as to which it is so declared illegal or unenforceable, shall not be affected thereby, and each portion and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law.

15.Survival. For the avoidance of doubt, this Agreement shall survive the

termination of the Executive’s employment to the extent necessary to effectuate the terms contained herein.

16.Waiver. No waiver of any provision hereof shall be effective unless made in writing and signed by the waiving party. The failure of any party to require the performance of any term or obligation of this Agreement, or the waiver by any party of any breach of this Agreement, shall not prevent any subsequent enforcement of such term or obligation or be deemed a waiver of any subsequent breach.

17.Notices. Any notices, requests, demands and other communications provided for by this Agreement shall be sufficient if in writing and delivered in person or sent by a nationally recognized overnight courier service or by registered or certified mail, postage prepaid, return receipt requested, to the Executive at the last address the Executive has filed in writing with the Company or, in the case of the Company, at its main offices, attention of the CEO.

18.Amendment. This Agreement may be amended or modified only by a written instrument signed by the Executive and by a duly authorized representative of the Company.

19.Effect on Other Plans and Agreements. An election by the Executive to resign for Good Reason under the provisions of this Agreement shall not be deemed a voluntary termination of employment by the Executive for the purpose of interpreting the provisions of any of the Company's benefit plans, programs or policies. Nothing in this Agreement shall be construed to limit the rights of the Executive under the Company’s benefit plans, programs or policies except as otherwise provided in Section 8 hereof, and except that the Executive shall have no rights to any severance benefits under any Company severance pay plan, offer letter or otherwise. Except for the Restrictive Covenants Agreement, in the event that the Executive is party to an agreement with the Company providing for payments or benefits under such plan or agreement and under this Agreement, the terms of this Agreement shall govern and the Executive may receive payment under this Agreement only and not both. Further, Section 5 and Section 6 of this Agreement are mutually exclusive and in no event shall the Executive be entitled to payments or benefits pursuant to both Section 5 and Section 6 of this Agreement.

20.Governing Law. This is a Massachusetts contract and shall be construed under and be governed in all respects by the laws of the Commonwealth of Massachusetts without giving effect to the conflict of laws principles thereof. With respect to any disputes concerning federal law, such disputes shall be determined in accordance with the law as it would be interpreted and applied by the United States Court of Appeals for the First Circuit.

21.Counterparts. This Agreement may be executed in any number of counterparts, each of which when so executed and delivered shall be taken to be an original; but such counterparts shall together constitute one and the same document.

[Signature page follows]

IN WITNESS WHEREOF, the parties have executed this Agreement effective on the Effective Date.

MONTE ROSA THERAPEUTICS, INC.

By: _/s/ Markus Warmuth____________

Chief Executive Officer

EXECUTIVE

/s/ Jennifer Champoux________________

Jennifer Champoux

EX-31.1

Exhibit 31.1

CERTIFICATION PURSUANT TO

RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Markus Warmuth, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q for the period ending June 30, 2024 of Monte Rosa Therapeutics, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 8, 2024	By:	/s/ Markus Warmuth
		Markus Warmuth
		Chief Executive Officer
		(Principal Executive Officer and Principal Financial Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Monte Rosa Therapeutics, Inc. (the “Company”) on Form 10-Q for the period ending June 30, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1)The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

Date: August 8, 2024	By:	/s/ Markus Warmuth
		Markus Warmuth
		Chief Executive Officer
		(Principal Executive Officer and Principal Financial Officer)

XML

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2024	Aug. 05, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2024
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q2
Entity Registrant Name	Monte Rosa Therapeutics, Inc.
Entity Central Index Key	0001826457
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		61,372,824
Entity Shell Company	false
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Title of 12(b) Security	Common stock, par value $0.0001 per share
Trading Symbol	GLUE
Security Exchange Name	NASDAQ
Securities Act File Number	001-40522
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	84-3766197
Entity Address, Address Line One	321 Harrison Avenue
Entity Address, Address Line Two	Suite 900
Entity Address, City or Town	Boston
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02118
City Area Code	617
Local Phone Number	949-2643
Document Quarterly Report	true
Document Transition Report	false

XML

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 108,847	$ 128,101
Marketable securities	153,358	104,312
Accounts Receivable	9,000
Other receivables	842	505
Prepaid expenses and other current assets	5,849	3,294
Total current assets	277,896	236,212
Property and equipment, net	33,250	33,803
Operating lease right-of-use assets	27,893	28,808
Restricted cash	4,866	4,580
Other long-term assets	209	352
Total assets	344,114	303,755
Current liabilities:
Accounts payable	6,473	11,152
Accrued expenses and other current liabilities	12,759	14,600
Current deferred revenue	19,645	17,678
Current portion of operating lease liability	3,471	3,162
Total current liabilities	42,348	46,592
Deferred revenue, net of current	33,596	32,323
Defined benefit plan liability	2,614	2,713
Operating lease liability	40,885	42,877
Total liabilities	119,443	124,505
Commitments and contingencies (Note 8)
Stockholders' equity
Preferred stock, $0.0001 par value, 10,000,000 shares authorized	0	0
Common stock, $0.0001 par value; 500,000,000 shares authorized, 61,333,597 shares issued and 61,328,282 shares outstanding as of June 30, 2024; and 50,154,929 shares issued and 50,140,233 shares outstanding as of December 31, 2023	6	5
Additional paid-in capital	655,501	547,857
Accumulated other comprehensive loss	(2,670)	(2,724)
Accumulated deficit	(428,166)	(365,888)
Total stockholders' equity	224,671	179,250
Total liabilities and stockholders' equity	$ 344,114	$ 303,755

XML

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Jun. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	10,000,000	10,000,000
Common stock, par or stated value per share	$ 0.0001	$ 0.0001
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares, issued	61,333,597	50,154,929
Common stock shares outstanding	61,328,282	50,140,233

XML

Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Income Statement [Abstract]
Collaboration Revenue	$ 4,695	$ 0	$ 5,759	$ 0
Operating expenses:
Research and development	28,055	29,076	55,081	55,831
General and administrative	9,282	8,145	18,267	15,649
Total operating expenses	37,337	37,221	73,348	71,480
Loss from operations	(32,642)	(37,221)	(67,589)	(71,480)
Other income (expense):
Interest income	2,637	2,302	5,079	4,739
Foreign currency exchange gain (loss), net	(53)	(93)	567	(178)
Gain on disposal of fixed assets	0	24	0	24
Loss on sale of marketable securities	0	0	0	(131)
Total other income	2,584	2,233	5,646	4,454
Net loss before income taxes	(30,058)	(34,988)	(61,943)	(67,026)
Provision for income taxes	(252)	(190)	(335)	(190)
Net loss	$ (30,310)	$ (35,178)	$ (62,278)	$ (67,216)
Net loss per share-basic	$ (0.43)	$ (0.71)	$ (0.95)	$ (1.36)
Net loss per share-diluted	$ (0.43)	$ (0.71)	$ (0.95)	$ (1.36)
Weighted-average number of shares outstanding used in computing net loss per common share-basic	71,233,992	49,431,922	65,695,095	49,389,931
Weighted-average number of shares outstanding used in computing net loss per common share-diluted	71,233,992	49,431,922	65,695,095	49,389,931
Other comprehensive income (loss):
Provision for pension benefit obligation	$ 35	$ 14	$ 70	$ 28
Unrealized gain (loss) on available-for-sale securities	(12)	(261)	(16)	84
Comprehensive loss	$ (30,287)	$ (35,425)	$ (62,224)	$ (67,104)

XML

Condensed Combined and Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) (Unaudited) - USD ($) $ in Thousands	Total	At-the-Market Offering	Underwritten Public Offiering	Common Stock	Common Stock At-the-Market Offering	Common Stock Underwritten Public Offiering	Additional Paid-in Capital	Additional Paid-in Capital At-the-Market Offering	Additional Paid-in Capital Underwritten Public Offiering	Accumulated Other Comprehensive Loss	Accumulated Deficit
Balance (in shares) beginning at Dec. 31, 2022				49,323,531
Balance beginning period at Dec. 31, 2022	$ 271,413			$ 5			$ 503,696			$ (1,752)	$ (230,536)
Restricted common stock vesting, Shares				33,192
Exercise of common stock options	18						18
Exercise of common stock options, Shares				4,261
Provision for pension benefit obligation	14									14
Stock-based compensation expense	3,974						3,974
Unrealized loss on available-for-sale securities	345									345
Net Income (Loss)	(32,038)										(32,038)
Balance end period at Mar. 31, 2023	243,726			$ 5			507,688			(1,393)	(262,574)
Balance (in shares) period end at Mar. 31, 2023				49,360,984
Balance (in shares) beginning at Dec. 31, 2022				49,323,531
Balance beginning period at Dec. 31, 2022	271,413			$ 5			503,696			(1,752)	(230,536)
Net Income (Loss)	(67,216)
Balance end period at Jun. 30, 2023	213,654			$ 5			513,041			(1,640)	(297,752)
Balance (in shares) period end at Jun. 30, 2023				49,592,479
Balance (in shares) beginning at Mar. 31, 2023				49,360,984
Balance beginning period at Mar. 31, 2023	243,726			$ 5			507,688			(1,393)	(262,574)
Restricted common stock vesting, Shares				32,185
Exercise of common stock options	897						897
Exercise of common stock options, Shares				147,333
Issuance of shares under employee stock purchase plan, Shares				51,977
Provision for pension benefit obligation	14									14
Stock-based compensation expense	4,153						4,153
Unrealized loss on available-for-sale securities	261									261
Issuance of shares under employee stock purchase plan	303						303
Net Income (Loss)	(35,178)										(35,178)
Balance end period at Jun. 30, 2023	213,654			$ 5			513,041			(1,640)	(297,752)
Balance (in shares) period end at Jun. 30, 2023				49,592,479
Balance (in shares) beginning at Dec. 31, 2023				50,140,233
Balance beginning period at Dec. 31, 2023	179,250			$ 5			547,857			(2,724)	(365,888)
Restricted common stock vesting, Shares				4,691
Exercise of common stock options	246						246
Exercise of common stock options, Shares				45,108
Issuance of common stock pursuant to the at-the-market sales agreement, Shares				10,272
Issuance of common stock pursuant to the at-the-market sales agreement	87						87
Provision for pension benefit obligation	35									35
Stock-based compensation expense	4,873						4,873
Unrealized loss on available-for-sale securities	4									4
Net Income (Loss)	(31,968)										(31,968)
Balance end period at Mar. 31, 2024	152,519			$ 5			553,063			(2,693)	(397,856)
Balance (in shares) period end at Mar. 31, 2024				50,200,304
Balance (in shares) beginning at Dec. 31, 2023				50,140,233
Balance beginning period at Dec. 31, 2023	$ 179,250			$ 5			547,857			(2,724)	(365,888)
Exercise of common stock options, Shares	235,268
Net Income (Loss)	$ (62,278)
Balance end period at Jun. 30, 2024	224,671			$ 6			655,501			(2,670)	(428,166)
Balance (in shares) period end at Jun. 30, 2024				61,328,282
Balance (in shares) beginning at Mar. 31, 2024				50,200,304
Balance beginning period at Mar. 31, 2024	152,519			$ 5			553,063			(2,693)	(397,856)
Restricted common stock vesting, Shares				85,249
Exercise of common stock options	422						422
Exercise of common stock options, Shares				190,160
Issuance of shares under employee stock purchase plan, Shares				93,859
Issuance of common stock, shares					120,234	10,638,476
Issuance of common stock		$ 797	$ 46,710			$ 1		$ 797	$ 46,709
Issuance of pre-funded warrant, net of issuance costs of $290	49,710						49,710
Provision for pension benefit obligation	35									35
Stock-based compensation expense	4,502						4,502
Unrealized loss on available-for-sale securities	12									12
Issuance of shares under employee stock purchase plan	298						298
Net Income (Loss)	(30,310)										(30,310)
Balance end period at Jun. 30, 2024	$ 224,671			$ 6			$ 655,501			$ (2,670)	$ (428,166)
Balance (in shares) period end at Jun. 30, 2024				61,328,282

XML

Condensed Combined and Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) (Parenthetical) $ in Thousands	3 Months Ended
	Jun. 30, 2024 USD ($)
Stock issuance costs	$ 290
At-the-Market Offering
Stock issuance costs	89
Underwritten Public Offiering
Stock issuance costs	$ 3,290

XML

Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Cash flows from operating activities:
Net loss	$ (62,278)	$ (67,216)
Adjustments to reconcile net loss to net cash used in operating activities
Stock-based compensation expense	9,375	8,127
Depreciation	3,957	2,542
Net accretion of discounts/premiums on marketable securities	(1,163)	(2,680)
Loss on sale of marketable securities	0	131
Gain on disposal of property and equipment	0	(24)
Changes in operating assets and liabilities
Accounts receivable	(9,000)	0
Other receivables	(337)	1,858
Prepaid expenses and other current assets	(2,412)	547
Accounts payable	(4,676)	(696)
Accrued expenses and other current liabilities	(1,842)	(520)
Defined benefit plan liability	(29)	0
Right-of-use assets and operating lease liabilities	(768)	9,201
Deferred revenue	3,241	0
Net cash used in operating activities	(65,932)	(48,730)
Cash flows from investing activities:
Purchases of property and equipment	(3,406)	(15,693)
Proceeds from the sale of property and equipment	0	62
Purchases of marketable securities	(130,027)	(67,824)
Proceeds from sale of marketable securities	0	45,631
Proceeds from maturities of marketable securities	82,128	76,700
Net cash provided by (used in) investing activities	(51,305)	38,876
Cash flows from financing activities:
Proceeds from underwritten public offering cost, net of underwriter's discount of $3,000	47,001	0
Proceeds from the issuance of pre-funded warrants	50,000	0
Payment of common stock and pre-funded warrant issuance costs	(641)	0
Proceeds from exercise of employee stock options	667	915
Proceeds from employee stock purchase plan	298	303
Net cash provided by financing activities	98,269	1,218
Net decrease in cash, cash equivalents and restricted cash	(18,968)	(8,636)
Cash, cash equivalents and restricted cash—beginning of period	132,681	60,190
Cash, cash equivalents and restricted cash-end of period	113,713	51,554
Reconciliation of cash, cash equivalents and restricted cash
Cash and cash equivalents	108,847	47,027
Restricted cash	4,866	4,527
Total cash, cash equivalents and restricted cash	113,713	51,554
Supplemental disclosure of noncash items
Reduction of right-of-use assets for lease incentives receivable	0	4,644
Purchases of property and equipment in accounts payable and accrued expenses	235	1,438
At-the-Market Offering
Cash flows from financing activities:
Proceeds from sale of common stock pursuant to the at-the-market sales agreement, net of underwriter's discount of $29	$ 944	$ 0

XML

Condensed Consolidated Statements of Cash Flows (unaudited) (Parenthetical) $ in Thousands	6 Months Ended
	Jun. 30, 2024 USD ($)
Statement of Cash Flows [Abstract]
Underwriter's discount on issuance of common stock pursuant to the at-the-market sales agreement	$ 29
Underwriter's discount on underwritten public offering cost	$ 3,000

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Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ (30,310)	$ (31,968)	$ (35,178)	$ (32,038)	$ (62,278)	$ (67,216)

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Insider Trading Arrangements	3 Months Ended
	Jun. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false
Rule 10b5-1 Arrangement Modified	false
Non-Rule 10b5-1 Arrangement Modified	false

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Description of business and liquidity

6 Months Ended

Jun. 30, 2024

Accounting Policies [Abstract]

Description of business and liquidity

1. Description of business and liquidity

Business

Monte Rosa Therapeutics, Inc. is a biotechnology company developing a portfolio of novel small molecule precision medicines that employ the body’s natural mechanisms to selectively degrade therapeutically-relevant proteins. As used in these condensed consolidated financial statements, unless the context otherwise requires, references to the Company or Monte Rosa refer to Monte Rosa Therapeutics, Inc. and its wholly owned subsidiaries Monte Rosa Therapeutics AG, or Monte Rosa AG, and Monte Rosa Therapeutics Securities Corp. Monte Rosa Therapeutics AG, a Swiss operating company, was incorporated under the laws of Switzerland in April 2018. Monte Rosa Therapeutics, Inc. was incorporated in Delaware in November 2019. The Company is headquartered in Boston, Massachusetts with research operations in both Boston and Basel, Switzerland.

Liquidity considerations

Since inception, the Company has devoted substantially all its efforts to business planning, research and development, recruiting management and technical staff, and raising capital and has financed its operations primarily through issuance and sale of convertible promissory notes, convertible preferred stock, public offerings of common stock, registered direct offerings, and through a collaboration with Roche.

The Company’s continued discovery and development of its product candidates will require significant additional research and development efforts, including extensive preclinical and clinical testing and regulatory approval prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel and infrastructure and extensive compliance-reporting capabilities. Even if product development efforts are successful, it is uncertain when, if ever, the Company will realize significant revenue from product sales.

As of June 30, 2024, the Company had an accumulated deficit of $428.2 million. The Company has incurred losses and negative cash flows from operations since inception, including net losses of $62.3 million and $67.2 million for the six months ended June 30, 2024 and 2023, respectively. The Company expects that its operating losses and negative cash flows will continue for the foreseeable future as the Company continues to develop its product candidates. The Company currently expects that its cash, cash equivalents, and marketable securities of $262.2 million as of June 30, 2024 will be sufficient to fund operating expenses and capital requirements for at least 12 months from the date the second quarter interim condensed consolidated financial statements are issued. However, additional funding will be necessary to fund future discovery research, pre-clinical and clinical activities. The Company will seek additional funding through public financings, debt financings, collaboration agreements, strategic alliances and licensing arrangements. Although it has been successful in raising capital in the past, there is no assurance that the Company will be successful in obtaining such additional financing on terms acceptable to it, if at all, and the Company may not be able to enter into collaborations or other arrangements. If the Company is unable to obtain funding, it could be forced to delay, reduce or eliminate its research and development programs, product portfolio expansion or commercialization efforts, which could adversely affect the Company’s business prospects, even the ability to continue operations.

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Summary of significant accounting policies

6 Months Ended

Jun. 30, 2024

Accounting Policies [Abstract]

Summary of significant accounting policies

2. Summary of significant accounting policies

Basis of presentation

The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the U.S., or GAAP, and are stated in U.S. dollars. Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification and Accounting Standards Updates, or ASUs, of the Financial Accounting Standards Board, or FASB. All intercompany balances and transactions have been eliminated in consolidation.

Unaudited Financial Information

The Company’s condensed consolidated financial statements included herein have been prepared in conformity with GAAP and pursuant to the rules and regulations of the Securities and Exchange Commission, or the SEC. In the Company’s opinion, the information furnished reflects all adjustments, all of which are of a normal and recurring nature, necessary for a fair presentation of the financial position and results of operations for the reported interim periods. The Company considers events or transactions that occur after the balance sheet date but before the financial statements are

issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure. The results of operations for interim periods are not necessarily indicative of results to be expected for the full year or any other interim period.

Recently issued accounting pronouncements

The Company has elected to use the extended transition period for complying with new or revised accounting standards as available under the Jumpstart Our Business Startups Act, or the JOBS Act.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which is intended to provide enhanced segment disclosures. The standard will require disclosures about significant segment expenses and other segment items and identifying the Chief Operating Decision Maker and how they use the reported segment profitability measures to assess segment performance and allocate resources. These enhanced disclosures are required for all entities on an interim and annual basis, even if they have only a single reportable segment. The standard is effective for years beginning after December 15, 2023, and interim periods within annual periods beginning after December 15, 2024 and early adoption is permitted. The Company is currently in the process of evaluating the impact of this pronouncement on our related disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which is intended to provide enhancements to annual income tax disclosures. The standard will require more detailed information in the rate reconciliation table and for income taxes paid, among other enhancements. The standard is effective for years beginning after December 15, 2024 and early adoption is permitted. The impact of the adoption of this standard will be immaterial to the accompanying condensed consolidated financial statements.

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Fair Value Measurements

6 Months Ended

Jun. 30, 2024

Fair Value Disclosures [Abstract]

Fair value measurements

3. Fair value measurements

The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values (in thousands):

	As of June 30, 2024
	Level 1		Level 2		Level 3		Total
Current assets
Money market funds	$	108,209	$	—	$	—	$	108,209
Pension plan assets		—		8,977		—		8,977
Corporate debt securities		—		73,618		—		73,618
U.S Treasury securities		—		79,740		—		79,740
Total assets measured at fair value	$	108,209	$	162,335	$	—	$	270,544

	As of December 31, 2023
	Level 1		Level 2		Level 3		Total
Current assets
Money market funds	$	122,791	$	—	$	—	$	122,791
Pension plan assets		—		9,317		—		9,317
Corporate debt securities		—		79,816		—		79,816
U.S Treasury securities		—		24,496		—		24,496
Total assets measured at fair value	$	122,791	$	113,629	$	—	$	236,420

Money market funds are highly liquid investments and are actively traded. The pricing information on the Company’s money market funds are based on quoted prices in active markets for identical securities. This approach results in the classification of these securities as Level 1 of the fair value hierarchy.

The fair value of pension plan assets has been determined as the surrender value of the portfolio of active insured members held within the Columna Collective Foundation Group investment fund and are classified within Level 2 of the fair value hierarchy.

Marketable securities consist of corporate debt securities and U.S. Treasury securities which are classified as available-for-sale pursuant to ASC 320, Investments—Debt and Equity Securities. Marketable securities are classified within Level 2 of the fair value hierarchy because pricing inputs are other than quoted prices in active markets. The fair values of these investments are estimated by taking into consideration valuations obtained from third-party pricing services. The pricing services utilize industry standard valuation models, including both income- and market-based approaches, for which all significant inputs are observable, either directly or indirectly, to estimate fair value. These inputs include reported trades of and broker/dealer quotes on the same or similar securities, issuer credit spreads, benchmark securities based on historical data and other observable inputs.

There were no transfers among Level 1, Level 2 or Level 3 categories in the six months ended June 30, 2024 and 2023.

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Marketable Securities

6 Months Ended

Jun. 30, 2024

Investments, Debt and Equity Securities [Abstract]

Marketable Securities

4. Marketable Securities

Marketable securities as of June 30, 2024 consisted of the following (in thousands):

	Amortized		Unrealized		Unrealized			Fair
	Cost		Gains		Losses			Value
Description
Corporate debt securities	$	73,655	$	6	$	(43	)		73,618
U.S Treasury securities		79,771		1		(32	)		79,740
Total	$	153,426	$	7	$	(75	)	$	153,358

Market securities as of December 31, 2023 consisted of the following (in thousands):

	Amortized		Unrealized		Unrealized			Fair
	Cost		Gains		Losses			Value
Description
Corporate debt securities	$	79,870	$	4	$	(58	)		79,816
U.S Treasury securities		24,495		11		(10	)		24,496
Total	$	104,365	$	15	$	(68	)	$	104,312

The Company evaluates securities for other-than-temporary impairments based on quantitative and qualitative factors, and considers the decline in market value as of June 30, 2024 to be primarily attributable to the then current economic and market conditions. The Company neither intends to sell these investments nor concludes that it is more-likely-than-not that the Company will have to sell them before recovery of their carrying values. The Company also believes that it will be able to collect both principal and interest amounts due to it at maturity.

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Property and Equipment, net

6 Months Ended

Jun. 30, 2024

Property, Plant and Equipment [Abstract]

Property and Equipment, net

5. Property and Equipment, net

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

	June 30, 2024			December 31, 2023
Laboratory equipment	$	24,581		$	22,079
Computer hardware and software		1,192			1,052
Furniture and fixtures		1,099			1,099
Leasehold improvements		22,216			20,893
Construction in process		362			924
Total property and equipment, at cost	$	49,450		$	46,047
Less: accumulated depreciation		(16,200	)		(12,244	)
Property and equipment, net	$	33,250		$	33,803

The following table summarizes depreciation expense incurred (in thousands):

	Three months ended June 30,				Six months ended June 30,
	2024		2023		2024		2023
Depreciation expense	$	2,060	$	1,391	$	3,957	$	2,542

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Accrued expenses and other current liabilities

6 Months Ended

Jun. 30, 2024

Accounts Payable and Accrued Liabilities, Current [Abstract]

Accrued Expenses And Other Current Liabilities

6. Accrued expenses and other current liabilities

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

	June 30,		December 31,
	2024		2023
Compensation and benefits	$	5,143	$	7,593
Accrued research and development		5,665		5,336
Other		1,951		1,671
Total other current liabilities	$	12,759	$	14,600

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Leases

6 Months Ended

Jun. 30, 2024

Leases [Abstract]

Leases

7. Leases

The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use, or ROU, assets and operating lease liabilities in the condensed consolidated balance sheets. The Company has no finance leases as of June 30, 2024.

ROU assets represent the right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As the Company’s leases do not provide an implicit rate, management estimated the incremental borrowing rate based on the rate of interest the Company would have to pay to borrow a similar amount on a collateralized basis over a similar term. The Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments.

Klybeckstrasse Lease

In March 2021, the Company entered into an operating lease agreement for office and lab space with Wincasa AG, or the landlord, that occupies approximately 21,422 square feet located at Klybeckstrasse 191, 4057 Basel, Basel-City, Switzerland. In April 2023, the Company and the Landlord amended the Klybeckstrasse Lease which increased the office and lab space square footage from 21,422 square feet to 44,685 square feet and extended the term of the lease through June 30, 2027. The amendment was accounted for as a lease modification and resulted in an increases to the related ROU asset and operating lease liability of $1.8 million.

Harrison Avenue Lease

In December 2021, the Company entered into a non-cancelable lease agreement for 63,327 square feet of office and laboratory space to support its expanding operations, or the Harrison Avenue Lease. The term of the lease commenced on April 1, 2022 and the Company’s obligation to pay rent began on December 21, 2022. The initial term of the lease is 128 months following the commencement date at which point the Company has the option to extend the lease an additional 5 years. As of the lease commencement date, the Company has determined that it is not reasonably certain to exercise the option to extend the lease and has not included the extension period in the lease term. The annual base rent under the Harrison Avenue Lease is $95.00 per square foot for the first year, which is subject to scheduled annual increases of 3%, plus certain costs, operating expenses and property management fees.

Pursuant to the terms of the Harrison Avenue Lease, the landlord reimbursed the Company for $13 million of tenant improvements. The Company reduced the related ROU asset by the amounts reimbursed by the landlord and capitalized the leasehold improvements as fixed assets on the consolidated balance sheet.

The components of lease expense for the six months ended June 30, 2024 are as follows (in thousands):

	Six months ended June 30,
	2024		2023
Operating lease expense	$	3,249	$	3,983
Variable lease expense		2,131		1,128
Total lease expense	$	5,380	$	5,111

The variable lease expenses generally include common area maintenance and property taxes. For the six months ended June 30, 2024, $4.5 million lease expense was recorded within research and development and $0.9 million lease expense was recorded within general and administrative in the condensed consolidated statements of operations and comprehensive loss. For the three months ended June 30, 2023, $4.3 million lease expense was recorded within research and development and $0.8 million was recorded within general and administrative expense. Short-term lease costs for the six months ended June 30, 2024 and 2023 were immaterial.

The weighted average remaining lease term and discount rate related to the Company's leases are as follows:

	June 30, 2024			December 31, 2023
Weighted average remaining lease term (years)		8.2			8.6
Weighted average discount rate		9.8	%		9.8	%

Supplemental cash flow information relating to the Company's leases for the six months ended June 30, 2024 are as follows (in thousands):

	Six months ended June 30,
	2024		2023
Right-of-use assets obtained in exchange for operating lease obligations	$	108	$	1,871
Cash paid for amounts included in the measurement of lease liabilities	$	1,372	$	1,790

The amortization of the ROU assets for the six months ended June 30, 2024 and 2023 was $1.0 million and $1.5 million, respectively.

Future minimum lease payments under non-cancelable leases as of June 30, 2024 for each of the years ending December 31 are as follows (in thousands):

Undiscounted lease payments
2024	$	3,751
2025		7,685
2026		7,881
2027		7,620
2028		7,356
Thereafter		31,010
Total undiscounted minimum lease payments		65,303
Less: Imputed interest		(20,947	)
Total operating lease liability	$	44,356

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Commitments and contigencies

6 Months Ended

Jun. 30, 2024

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

8. Commitments and contingencies

Legal Proceedings

From time to time, the Company may be subject to legal proceedings, claims and disputes that arise in the ordinary course of business. The Company accrues a liability for such matters when it is probable that future expenditures will be made and that such expenditures can be reasonably estimated. As of June 30, 2024, the Company is not a party to any litigation and does not have a contingency reserve established for any litigation liabilities.

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Collaboration And License Agreements

6 Months Ended

Jun. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Collaboration and license agreements

9. Collaboration and license agreements

Roche Collaboration and License Agreement

Description

In October 2023, Monte Rose Therapeutics AG, a wholly-owned subsidiary of Monte Rosa Therapeutics, Inc, or the Company, entered into a collaboration and license agreement with Roche. Pursuant to the agreement, the parties will seek to identify and develop molecular glue degraders, or MGDs, against cancer or neurological disease targets using the Company’s proprietary drug discovery platform for an initial set of targets in oncology and neuroscience selected by Roche, with Roche having an option to expand the collaboration to include additional option targets, wherein a certain number of targets selected by Roche are subject to replacement rights owned by Roche. The Company will lead pre-clinical discovery and research activities with Roche leading late pre-clinical and clinical development activities.

Under the Agreement, Roche will have a worldwide, exclusive license under patents and know-how controlled by the Company to develop and commercialize products directed to applicable targets. The license exclusivity is subject to the Company’s retained rights solely to fulfill its obligations under the arrangement.

The research collaboration activities governed by the Agreement will be overseen by a joint research committee.

Unless earlier terminated, the Agreement will remain in effect for each product licensed under the Agreement until expiration of the royalty term for the applicable product. The parties have included termination provisions in the agreement, allowing termination of the Agreement in its entirety, on a country-by-country or a target-by-target basis.

Pricing

In November 2023, the Company received a $50.0 million non-refundable upfront payment for the initial set of targets. Pursuant to the terms of the agreement, the Company expects to be entitled to receive from Roche certain variable consideration including potential pre-clinical milestones up to $172 million, and potential clinical, commercial and sales milestones exceeding $2 billion. For the additional option targets, upon Roche’s exercise of their option, the Company is entitled to receive an upfront payment of up to $28 million and potential pre-clinical, clinical, commercial and sales milestones exceeding $1 billion. The Company is also eligible to receive tiered royalties ranging from high-single-digits to low-teens on any products that are commercialized by Roche as a result of the collaboration.

As of June 30, 2024, the Company is due $9.0 million related to Roche's decision to exercise its option rights for continued research and development services. The related payments due are classified as accounts receivable and deferred revenue in the accompanying condensed consolidated balance sheet.

Accounting

This agreement represents a transaction with a customer and therefore is accounted for under ASC 606 Revenue From Contracts With Customers.

The Company determined that the development and commercialization licenses for each of the collaboration targets is neither capable of being distinct nor distinct within the context from the promised initial research services. In addition, the Company has determined that each target in the agreement is distinct from other targets because: (i) Roche can benefit from the license and research services for a given target on their own since the results related thereto can be evaluated discretely and (ii) the results of the research and development of each target does not affect either the Company’s ability to perform or Roche’s ability to assess the results for any other target. As such, the Company has identified certain performance obligations within the agreement as follows:

•Performance obligations for the research and development of initial targets

•Performance obligations for the research and development services related to Roche’s option to replace certain targets

The total transaction price of the Roche Agreement is allocated to the performance obligations based on their relative standalone selling price. The Company developed the standalone selling price for the performance obligations included in the Roche Agreement by determining the total estimated costs to fulfill each performance obligation identified with the objective of determining the price at which it would sell such an item if it were to be sold regularly on a standalone basis. The allocated transaction price is recognized as revenue from collaboration agreements in one of two ways:

•Research and development of the initial targets: The Company recognizes the portion of the transaction price allocated to each of the research and development performance obligations as the research and development services are provided, using an input method, in proportion to costs incurred to date for each research development target as compared to total costs incurred and expected to be incurred in the future to satisfy the underlying obligation related to said research and development target. The transfer of control occurs over this period and, in management’s judgment, is the best measure of progress towards satisfying the performance obligation.

•Option rights: The transaction price allocated to the options rights, which are considered material rights, is deferred until the period that Roche elects to exercise or elects to not exercise its option right to license and commercialize the underlying research and development target. Upon Roche's exercise of an option right, the Company will recognize the portion of the transaction price allocated using the input method described above. Any payments made to exercise option rights will be added to the allocated value and recognized as the related services are performed.

As of June 30, 2024, $5.8 million has been recognized as collaboration revenue in the condensed consolidated statements of operations and comprehensive loss and the remaining $53.2 million of the upfront payment and subsequent milestone payments related to customer options are recorded as deferred revenue in the liabilities section of the condensed consolidated balance sheets.

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Equity

6 Months Ended

Jun. 30, 2024

Equity [Abstract]

Equity

10. Equity

Undesignated Preferred Stock

The Company had 10,000,000 shares authorized of undesignated preferred stock, par value of $0.0001, of which no shares were issued and outstanding as of June 30, 2024.

Common Stock

The Company had 500,000,000 shares of common stock authorized, of which 61,333,597 shares were issued and 61,328,282 shares were outstanding as of June 30, 2024.

Additionally, the Company has issued pre-funded warrants to purchase 20,638,924 shares of the Company's common stock to an accredited investor. The pre-funded warrants are immediately exercisable at an exercise price of $0.0001 per share. The Pre-Funded Warrants are exercisable at any time after the date of issuance. A holder of a Pre-Funded Warrant may not exercise such Pre-Funded Warrant if the holder, together with its affiliates, would beneficially own more than 4.99% (or, at the election of the holder, up to 19.99%) of the number of shares of the Company’s common

stock outstanding immediately after giving effect to such exercise. No pre-funded warrants have been exercised as of June 30, 2024.

The holders of common stock are entitled to dividends when and if declared by the board of directors, subject to the preferences applicable to any outstanding shares of preferred stock. The board of directors has not declared any dividends and the Company has not paid any dividends.

The holders of common stock are entitled to one vote per share on all matters to be voted upon by the stockholders.

The Company has issued restricted stock to founders, employees and consultants, and expense for this restricted stock is recognized on a straight-line basis (see Note 11). The restricted stock generally vests monthly over 4 years.

As of June 30, 2024, and December 31, 2023, the Company has reserved the following shares of common stock for the vesting of restricted stock and exercise of stock options:

	June 30, 2024		December 31, 2023
Options to purchase common stock		11,535,569		9,394,930
Unvested restricted common stock awards		5,315		14,696
Unvested restricted common stock units		153,634		236,519
Pre-funded warrants		20,638,924		10,000,400
		32,333,442		19,646,545

At-the-Market Offering

In July 2022, the Company entered into a sales agreement, or the Sales Agreement, with Jefferies LLC, or Jefferies, pursuant to which the Company may offer and sell shares of its common stock having aggregate gross proceeds of up to $100 million from time to time in “at-the-market” offerings through Jefferies, as the Company’s sales agent. The Company agreed to pay Jefferies a commission of up to 3.0% of the gross proceeds of any shares sold by Jefferies under the Sales Agreement. During the six months ended June 30, 2024, the Company sold 130,506 shares of common stock under the Sales Agreement for aggregate gross proceeds of $1.0 million, or aggregate net proceeds of $0.9 million after deducting sales agent discounts, commissions, and other offering costs. During the six months ended June 30, 2023, the Company did not sell shares of its common stock under the Sales Agreement.

Underwritten Public Offering

In May 2024, the Company entered into an underwriting agreement with TD Securities (USA) LLC, as representative of the several underwriters, related to an underwritten public offering, or the Offering, of 10,638,476 shares of common stock at a price of $4.70 per share, and, in lieu of Common Stock to certain investors, pre-funded warrants to purchase 10,638,524 shares of Common Stock at a price of $4.6999 per pre-funded warrant, which represents the price per share at which shares of Common Stock were sold in this Offering, minus $0.0001, which is the exercise price of each pre-funded warrant. The pre-funded warrants are immediately exercisable and may be exercised at any time until the pre-funded warrants are exercised in full. Aggregate gross proceeds from the Offering were $100 million, or aggregate net proceeds of $96.4 million after deducting the underwriter discounts, commissions, and other offering costs.

Registered Direct Offering

In October 2023, the Company sold in a registered direct offering pursuant to a securities purchase agreement pre-funded warrants to purchase 10,000,400 shares of the Company’s common stock to an accredited investor at a purchase price of $2.4999 per pre-funded warrant for aggregate gross proceeds of $25.0 million. The pre-funded warrants are immediately exercisable at an exercise price of $0.0001 per share.

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Stock-Based Compensation

6 Months Ended

Jun. 30, 2024

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

11. Stock-based compensation

2020 Stock incentive plan

The Company’s 2020 Stock Option and Grant Plan, or the 2020 Plan, provided for the Company to grant stock options, restricted stock and other stock awards, to employees, non-employee directors, and consultants. Upon the effectiveness of the 2021 Plan (as defined below), no further issuances were made under the 2020 Plan.

2021 Stock incentive plan

The Company’s 2021 Stock Option and Incentive Plan, or the 2021 Plan, was approved by the Company’s board of directors on May 28, 2021 and the Company’s stockholders on June 17, 2021 and became effective on the date immediately prior to the date on which the registration statement for the Company’s IPO was declared effective. The 2021 Plan provides for the grant of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock units, restricted stock awards, unrestricted stock awards, cash-based awards and dividend equivalent rights to the Company’s officers, employees, directors and consultants. The number of shares initially reserved for issuance under the 2021 Plan was 4,903,145. Under the evergreen provision of the 2021 Plan, the shares available for issuance under the 2021 Plan will be automatically increased each January 1st by 5% of the outstanding number of shares of the Company’s common stock on the immediately preceding December 31st or such lesser number of shares as may be determined by the Company’s compensation, nomination and corporate governance committee. Effective January 1, 2024 the number of shares available under the 2021 Plan automatically increased by 2,507,011 shares pursuant to the evergreen provision of the 2021 Plan. As of June 30, 2024, 3,359,639 shares were available for issuance under the 2021 Plan.

2021 Employee stock purchase plan

The Company’s 2021 Employee Stock Purchase Plan, or the 2021 ESPP, was approved by the Company’s board of directors on May 28, 2021 and the Company’s stockholders on June 17, 2021 and became effective on the date immediately prior to the date on which the registration statement for the Company’s IPO was declared effective. A total of 439,849 shares of the Company’s common stock were initially reserved for issuance under the 2021 ESPP. The shares available for issuance under the 2021 ESPP will be automatically increased on each January 1st, through January 1, 2031, by the least of (i) 439,849 shares of the Company’s common stock, (ii) 1% of the outstanding number of shares of the Company’s common stock on the immediately preceding December 31st or (iii) such lesser number of shares of the Company’s common stock as determined by the plan administrator of the 2021 ESPP. Effective January 1, 2024 the number of shares available under the 2021 ESPP automatically increased by 439,849 shares pursuant to the evergreen provision of the 2021 ESPP. As of June 30, 2024, 1,064,399 shares were available for issuance under the 2021 ESPP.

Stock option activity

The following summarizes stock option activity:

	Number of options			Weighted average exercise price		Weighted average remaining contractual term (years)		Aggregate intrinsic value (in thousands)
Outstanding—December 31, 2023		9,394,930		$	8.78		8.0	$	4,741
Granted		2,828,540			5.53		—		—
Exercised		(235,268	)		2.84		—		—
Forfeited		(452,633	)		7.99		—		—
Outstanding—June 30, 2024		11,535,569		$	8.14		8.0	$	1,836
Vested or expected to vest—June 30, 2024		11,535,569		$	8.14		8.0	$	1,836
Exercisable—June 30, 2024		5,353,616		$	9.00		7.1	$	1,598

The aggregate intrinsic value of options granted is calculated as the difference between the exercise price of the options and the estimated fair value of the Company’s common stock.

Restricted stock award activity

Unvested restricted stock awards were granted to employees under the 2020 Plan. Restricted stock awards generally vest over a four year period provided the individual remains in continuous service of the Company.

The following summarizes restricted stock award activity:

	Number of shares			Weighted average grant date fair value
Unvested restricted stock awards as of December 31, 2023		14,696		$	2.19
Vested		(9,381	)	$	2.19
Unvested restricted stock awards as of June 30, 2024		5,315		$	2.19

The aggregate fair value of restricted stock awards that vested during the six months ended June 30, 2024 was immaterial and $0.5 million for the six months ended June 30, 2023. The weighted average grant date fair value of

restricted stock awards that vested during the six months ended June 30, 2024 and 2023 was $2.19 and $0.76, respectively.

Restricted stock unit activity

Starting in 2022, the Company granted restricted stock units, or RSUs, to employees under the 2021 Plan. Each of the RSUs represents the right to receive one share of the Company’s common stock upon vesting. The RSUs will vest over two years provided the individual remains in continuous service of the Company. Accordingly, stock-based compensation expense for each RSU is recognized on a straight-line basis over the vesting term. The fair value of each RSU is based on the closing price of the Company’s common stock on the date of grant.

The following summarizes restricted stock unit activity:

	Number of shares			Weighted average grant date fair value
Unvested restricted stock units as of December 31, 2023		236,519		$	8.00
Granted		—		$	—
Vested		(80,559	)	$	7.55
Forfeited		(2,326	)	$	7.55
Unvested restricted stock units as of June 30, 2024		153,634		$	8.24

The aggregate fair value of restricted stock units that vested during the six months ended June 30, 2024 was $0.3 million. The weighted average grant date fair value of restricted stock units that vested during six months ended June 30, 2024 was $7.55. No restricted stock units vested during the six months ended June 30, 2023.

Stock-based compensation expense

Stock-based compensation expense is classified as follows (in thousands):

	Six months ended June 30,
	2024		2023
Research and development	$	5,315	$	4,411
General and administrative		4,060		3,716
Total stock-based compensation expense	$	9,375	$	8,127

As of June 30, 2024 total unrecognized stock–based compensation cost related to unvested stock options and restricted stock units was $30.7 million and $0.9 million, respectively. The Company expects to recognize this remaining cost over a weighted average period of 2.6 years and 0.9 years, respectively. Unrecognized stock based compensation expense related to restricted stock awards was immaterial as of June 30, 2024.

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Income taxes

6 Months Ended

Jun. 30, 2024

Income Tax Disclosure [Abstract]

Income taxes

12. Income taxes

During the six months ended June 30, 2024, the Company recorded an income tax provision of $0.3 million. The income tax provision is primarily related to interest income on marketable securities in Massachusetts and the US taxable income generated from the capitalization of research and development expenses. The Company did not record a provision or benefit for income taxes during the six months ended June 30, 2023.

The Company continues to maintain a full valuation allowance against all of its deferred tax assets. The Company has evaluated the positive and negative evidence involving its ability to realize our deferred tax assets. The Company has considered its history of cumulative net losses incurred since inception and its lack of any commercial products. The Company has concluded that it is more likely than not that it will not realize the benefits of its deferred tax assets. The Company reevaluates the positive and negative evidence at each reporting period.

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Net Loss Per Common Share

6 Months Ended

Jun. 30, 2024

Earnings Per Share [Abstract]

Net Loss Per Common Share

13. Net loss per common share

Basic and diluted net loss per share is calculated based upon the weighted-average number of shares of common stock outstanding during the period. Shares of the Company's common stock underlying pre-funded warrants are included in the

calculation of the basic and diluted earnings per share. Basic and diluted net loss per share are as follows (in thousands except share and per share amounts):

	Three months ended June 30,						Six months ended June 30,
	2024			2023			2024			2023
Net loss	$	(30,310	)	$	(35,178	)	$	(62,278	)	$	(67,216	)
Net loss per share attributable to common stockholders—basic and diluted	$	(0.43	)	$	(0.71	)	$	(0.95	)	$	(1.36	)
Weighted-average number of common shares used in computing net loss    per share—basic and diluted		71,233,992			49,431,922			65,695,095			49,389,931

The following outstanding potentially dilutive securities have been excluded from the calculation of diluted net loss per common share, as their effect is anti-dilutive:

	June 30		June 30
	2024		2023
Stock options to purchase common stock		11,535,569		9,908,375
Restricted common stock		5,315		51,574
Restricted stock units		153,634		293,865

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Employee Retirement Plan

6 Months Ended

Jun. 30, 2024

Retirement Benefits [Abstract]

Employee Retirement Plan

14. Employee retirement plans

The Company, in compliance with Swiss Law, is contracted with the AXA Leben AG for the provision of pension benefits in a defined benefit plan. All benefits are organized in a semi-autonomous collective foundation within the framework of the contract with AXA. Insurance benefits due are paid directly to the entitled persons by AXA in the name of and for the account of the collective foundation. The pension plan is financed by contributions of both employees and employer. The contract between the Company and the collective foundation can be terminated by either side. In the event of a termination, the Company would have an obligation to find alternative pension arrangements for its employees. Because there is no guarantee that the employee pension arrangements would be continued under the same conditions, there is a risk, albeit remote, that a pension obligation may fall on the Company. The pension assets are pooled for all affiliated companies; the investment of assets is done by the governing bodies of the collective foundation.

The following table summarizes pension expense incurred (in thousands):

	Three months ended June 30,				Six months ended June 30,
	2024		2023		2024		2023
Pension expense	$	261	$	235	$	543	$	451

In February 2021, the Company adopted a defined contribution plan intended to qualify under Section 401(k) of the Internal Revenue Code covering all eligible U.S. based employees of the Company. All employees are eligible to become participants of the plan immediately upon hire. Each active employee may elect, voluntarily, to contribute a percentage of their compensation to the plan each year, subject to certain limitations. The Company reserves the right, but is not obligated, to make additional contributions to this plan. The Company makes safe-harbor match contributions of 100% of the first 4% of each participant’s eligible compensation. In January 2024, the Company adopted a defined contribution supplemental pension plan for eligible Swiss based employees defined by Swiss Law Art.1e BVV 2, or the 1e Plan. Employees earning above a defined threshold are eligible and automatically enrolled in the 1e Plan and required contributions are determined by age and salary under Swiss Law. The Company and the employee share the costs of the 1e Plan.

The following table summarizes defined contribution expenses incurred (in thousands):

	Three months ended June 30,				Six months ended June 30,
	2024		2023		2024		2023
Defined contribution expense	$	181	$	114	$	537	$	389

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Summary of significant accounting policies (Policies)

6 Months Ended

Jun. 30, 2024

Accounting Policies [Abstract]

Liquidity consideration

Liquidity considerations

Since inception, the Company has devoted substantially all its efforts to business planning, research and development, recruiting management and technical staff, and raising capital and has financed its operations primarily through issuance and sale of convertible promissory notes, convertible preferred stock, public offerings of common stock, registered direct offerings, and through a collaboration with Roche.

The Company’s continued discovery and development of its product candidates will require significant additional research and development efforts, including extensive preclinical and clinical testing and regulatory approval prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel and infrastructure and extensive compliance-reporting capabilities. Even if product development efforts are successful, it is uncertain when, if ever, the Company will realize significant revenue from product sales.

As of June 30, 2024, the Company had an accumulated deficit of $428.2 million. The Company has incurred losses and negative cash flows from operations since inception, including net losses of $62.3 million and $67.2 million for the six months ended June 30, 2024 and 2023, respectively. The Company expects that its operating losses and negative cash flows will continue for the foreseeable future as the Company continues to develop its product candidates. The Company currently expects that its cash, cash equivalents, and marketable securities of $262.2 million as of June 30, 2024 will be sufficient to fund operating expenses and capital requirements for at least 12 months from the date the second quarter interim condensed consolidated financial statements are issued. However, additional funding will be necessary to fund future discovery research, pre-clinical and clinical activities. The Company will seek additional funding through public financings, debt financings, collaboration agreements, strategic alliances and licensing arrangements. Although it has been successful in raising capital in the past, there is no assurance that the Company will be successful in obtaining such additional financing on terms acceptable to it, if at all, and the Company may not be able to enter into collaborations or other arrangements. If the Company is unable to obtain funding, it could be forced to delay, reduce or eliminate its research and development programs, product portfolio expansion or commercialization efforts, which could adversely affect the Company’s business prospects, even the ability to continue operations.

Basis of presentation

Basis of presentation

The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the U.S., or GAAP, and are stated in U.S. dollars. Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification and Accounting Standards Updates, or ASUs, of the Financial Accounting Standards Board, or FASB. All intercompany balances and transactions have been eliminated in consolidation.

Unaudited Financial Information

Unaudited Financial Information

The Company’s condensed consolidated financial statements included herein have been prepared in conformity with GAAP and pursuant to the rules and regulations of the Securities and Exchange Commission, or the SEC. In the Company’s opinion, the information furnished reflects all adjustments, all of which are of a normal and recurring nature, necessary for a fair presentation of the financial position and results of operations for the reported interim periods. The Company considers events or transactions that occur after the balance sheet date but before the financial statements are

issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure. The results of operations for interim periods are not necessarily indicative of results to be expected for the full year or any other interim period.

Recently issued accounting pronouncements

Recently issued accounting pronouncements

The Company has elected to use the extended transition period for complying with new or revised accounting standards as available under the Jumpstart Our Business Startups Act, or the JOBS Act.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which is intended to provide enhanced segment disclosures. The standard will require disclosures about significant segment expenses and other segment items and identifying the Chief Operating Decision Maker and how they use the reported segment profitability measures to assess segment performance and allocate resources. These enhanced disclosures are required for all entities on an interim and annual basis, even if they have only a single reportable segment. The standard is effective for years beginning after December 15, 2023, and interim periods within annual periods beginning after December 15, 2024 and early adoption is permitted. The Company is currently in the process of evaluating the impact of this pronouncement on our related disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which is intended to provide enhancements to annual income tax disclosures. The standard will require more detailed information in the rate reconciliation table and for income taxes paid, among other enhancements. The standard is effective for years beginning after December 15, 2024 and early adoption is permitted. The impact of the adoption of this standard will be immaterial to the accompanying condensed consolidated financial statements.

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Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2024

Fair Value Disclosures [Abstract]

Schedule of Fair Value of Assets and Liabilities Measured On Recurring Basis

The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values (in thousands):

	As of June 30, 2024
	Level 1		Level 2		Level 3		Total
Current assets
Money market funds	$	108,209	$	—	$	—	$	108,209
Pension plan assets		—		8,977		—		8,977
Corporate debt securities		—		73,618		—		73,618
U.S Treasury securities		—		79,740		—		79,740
Total assets measured at fair value	$	108,209	$	162,335	$	—	$	270,544

	As of December 31, 2023
	Level 1		Level 2		Level 3		Total
Current assets
Money market funds	$	122,791	$	—	$	—	$	122,791
Pension plan assets		—		9,317		—		9,317
Corporate debt securities		—		79,816		—		79,816
U.S Treasury securities		—		24,496		—		24,496
Total assets measured at fair value	$	122,791	$	113,629	$	—	$	236,420

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Marketable Securities (Tables)

6 Months Ended

Jun. 30, 2024

Investments, Debt and Equity Securities [Abstract]

Summary of Marketable securities

Marketable securities as of June 30, 2024 consisted of the following (in thousands):

	Amortized		Unrealized		Unrealized			Fair
	Cost		Gains		Losses			Value
Description
Corporate debt securities	$	73,655	$	6	$	(43	)		73,618
U.S Treasury securities		79,771		1		(32	)		79,740
Total	$	153,426	$	7	$	(75	)	$	153,358

Market securities as of December 31, 2023 consisted of the following (in thousands):

	Amortized		Unrealized		Unrealized			Fair
	Cost		Gains		Losses			Value
Description
Corporate debt securities	$	79,870	$	4	$	(58	)		79,816
U.S Treasury securities		24,495		11		(10	)		24,496
Total	$	104,365	$	15	$	(68	)	$	104,312

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Property and Equipment, net (Tables)

6 Months Ended

Jun. 30, 2024

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment

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

	June 30, 2024			December 31, 2023
Laboratory equipment	$	24,581		$	22,079
Computer hardware and software		1,192			1,052
Furniture and fixtures		1,099			1,099
Leasehold improvements		22,216			20,893
Construction in process		362			924
Total property and equipment, at cost	$	49,450		$	46,047
Less: accumulated depreciation		(16,200	)		(12,244	)
Property and equipment, net	$	33,250		$	33,803

Schedule of Depreciation Expense

The following table summarizes depreciation expense incurred (in thousands):

	Three months ended June 30,				Six months ended June 30,
	2024		2023		2024		2023
Depreciation expense	$	2,060	$	1,391	$	3,957	$	2,542

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Accrued expenses and other current liabilities (Tables)

6 Months Ended

Jun. 30, 2024

Accounts Payable and Accrued Liabilities, Current [Abstract]

Schedule Of Accrued Expenses And Other Current Liabilities

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

	June 30,		December 31,
	2024		2023
Compensation and benefits	$	5,143	$	7,593
Accrued research and development		5,665		5,336
Other		1,951		1,671
Total other current liabilities	$	12,759	$	14,600

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Leases (Tables)

6 Months Ended

Jun. 30, 2024

Leases [Abstract]

Summary of Lease Expense

The components of lease expense for the six months ended June 30, 2024 are as follows (in thousands):

	Six months ended June 30,
	2024		2023
Operating lease expense	$	3,249	$	3,983
Variable lease expense		2,131		1,128
Total lease expense	$	5,380	$	5,111

Schedule of Lease Terms and Discount Rate

The weighted average remaining lease term and discount rate related to the Company's leases are as follows:

	June 30, 2024			December 31, 2023
Weighted average remaining lease term (years)		8.2			8.6
Weighted average discount rate		9.8	%		9.8	%

Schedule Of Supplemental Cash Flow Information Related To Leases

Supplemental cash flow information relating to the Company's leases for the six months ended June 30, 2024 are as follows (in thousands):

	Six months ended June 30,
	2024		2023
Right-of-use assets obtained in exchange for operating lease obligations	$	108	$	1,871
Cash paid for amounts included in the measurement of lease liabilities	$	1,372	$	1,790

Schedule of Future Minimum Payments Under Non -cancelable Operating Leases

Future minimum lease payments under non-cancelable leases as of June 30, 2024 for each of the years ending December 31 are as follows (in thousands):

Undiscounted lease payments
2024	$	3,751
2025		7,685
2026		7,881
2027		7,620
2028		7,356
Thereafter		31,010
Total undiscounted minimum lease payments		65,303
Less: Imputed interest		(20,947	)
Total operating lease liability	$	44,356

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Equity (Tables)

6 Months Ended

Jun. 30, 2024

Equity [Abstract]

Common Stock Reserved for Potential Conversion of Outstanding Preferred Stock, Vesting of Restricted Stock and Exercise of Stock Options

As of June 30, 2024, and December 31, 2023, the Company has reserved the following shares of common stock for the vesting of restricted stock and exercise of stock options:

	June 30, 2024		December 31, 2023
Options to purchase common stock		11,535,569		9,394,930
Unvested restricted common stock awards		5,315		14,696
Unvested restricted common stock units		153,634		236,519
Pre-funded warrants		20,638,924		10,000,400
		32,333,442		19,646,545

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Stock-Based Compensation (Tables)

6 Months Ended

Jun. 30, 2024

Share-Based Payment Arrangement [Abstract]

Schedule of Stock Option Activity

The following summarizes stock option activity:

	Number of options			Weighted average exercise price		Weighted average remaining contractual term (years)		Aggregate intrinsic value (in thousands)
Outstanding—December 31, 2023		9,394,930		$	8.78		8.0	$	4,741
Granted		2,828,540			5.53		—		—
Exercised		(235,268	)		2.84		—		—
Forfeited		(452,633	)		7.99		—		—
Outstanding—June 30, 2024		11,535,569		$	8.14		8.0	$	1,836
Vested or expected to vest—June 30, 2024		11,535,569		$	8.14		8.0	$	1,836
Exercisable—June 30, 2024		5,353,616		$	9.00		7.1	$	1,598

Schedule of Restricted Stock Award Activity

The following summarizes restricted stock award activity:

	Number of shares			Weighted average grant date fair value
Unvested restricted stock awards as of December 31, 2023		14,696		$	2.19
Vested		(9,381	)	$	2.19
Unvested restricted stock awards as of June 30, 2024		5,315		$	2.19

Schedule of Restricted Stock Unit Activity

The following summarizes restricted stock unit activity:

	Number of shares			Weighted average grant date fair value
Unvested restricted stock units as of December 31, 2023		236,519		$	8.00
Granted		—		$	—
Vested		(80,559	)	$	7.55
Forfeited		(2,326	)	$	7.55
Unvested restricted stock units as of June 30, 2024		153,634		$	8.24

Schedule of Stock Based Compensation Expense

Stock-based compensation expense is classified as follows (in thousands):

	Six months ended June 30,
	2024		2023
Research and development	$	5,315	$	4,411
General and administrative		4,060		3,716
Total stock-based compensation expense	$	9,375	$	8,127

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Net Loss Per Common Share (Tables)

6 Months Ended

Jun. 30, 2024

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted

Basic and diluted net loss per share are as follows (in thousands except share and per share amounts):

	Three months ended June 30,						Six months ended June 30,
	2024			2023			2024			2023
Net loss	$	(30,310	)	$	(35,178	)	$	(62,278	)	$	(67,216	)
Net loss per share attributable to common stockholders—basic and diluted	$	(0.43	)	$	(0.71	)	$	(0.95	)	$	(1.36	)
Weighted-average number of common shares used in computing net loss    per share—basic and diluted		71,233,992			49,431,922			65,695,095			49,389,931

Schedule of Antidilutive Securities Excluded from Earnings Per Share Calculation

The following outstanding potentially dilutive securities have been excluded from the calculation of diluted net loss per common share, as their effect is anti-dilutive:

	June 30		June 30
	2024		2023
Stock options to purchase common stock		11,535,569		9,908,375
Restricted common stock		5,315		51,574
Restricted stock units		153,634		293,865

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Employee retirement plans (Tables)

6 Months Ended

Jun. 30, 2024

Retirement Benefits [Abstract]

Schedule of pension expense incurred

The following table summarizes pension expense incurred (in thousands):

	Three months ended June 30,				Six months ended June 30,
	2024		2023		2024		2023
Pension expense	$	261	$	235	$	543	$	451

Schedule of defined contribution expense incurred

The following table summarizes defined contribution expenses incurred (in thousands):

	Three months ended June 30,				Six months ended June 30,
	2024		2023		2024		2023
Defined contribution expense	$	181	$	114	$	537	$	389

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Description of Business and Liquidity - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Subsidiary Or Equity Method Investee [Line Items]
Restricted Cash and Cash Equivalents	$ 262,200				$ 262,200
Accumulated deficit	(428,166)				(428,166)		$ (365,888)
Net Income (Loss)	$ (30,310)	$ (31,968)	$ (35,178)	$ (32,038)	$ (62,278)	$ (67,216)

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Fair Value Measurements - Summary of Financial Assets Liabilities Measured on Recurring Basis (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Current assets
Total assets measured at fair value	$ 270,544	$ 236,420
Level 1 [Member]
Current assets
Total assets measured at fair value	108,209	122,791
Level 2 [Member]
Current assets
Total assets measured at fair value	162,335	113,629
Level 3 [Member]
Current assets
Total assets measured at fair value	0	0
US Treasury Securities Member
Current assets
Total assets measured at fair value	79,740	24,496
US Treasury Securities Member | Level 1 [Member]
Current assets
Total assets measured at fair value	0	0
US Treasury Securities Member | Level 2 [Member]
Current assets
Total assets measured at fair value	79,740	24,496
US Treasury Securities Member | Level 3 [Member]
Current assets
Total assets measured at fair value	0	0
Money Market Funds [Member]
Current assets
Total assets measured at fair value	108,209	122,791
Money Market Funds [Member] | Level 1 [Member]
Current assets
Total assets measured at fair value	108,209	122,791
Money Market Funds [Member] | Level 2 [Member]
Current assets
Total assets measured at fair value	0	0
Money Market Funds [Member] | Level 3 [Member]
Current assets
Total assets measured at fair value	0	0
Pension Plan Assets [Member]
Current assets
Total assets measured at fair value	8,977	9,317
Pension Plan Assets [Member] | Level 1 [Member]
Current assets
Total assets measured at fair value	0	0
Pension Plan Assets [Member] | Level 2 [Member]
Current assets
Total assets measured at fair value	8,977	9,317
Pension Plan Assets [Member] | Level 3 [Member]
Current assets
Total assets measured at fair value	0	0
Corporate Debt Securities Member
Current assets
Total assets measured at fair value	73,618	79,816
Corporate Debt Securities Member | Level 1 [Member]
Current assets
Total assets measured at fair value	0	0
Corporate Debt Securities Member | Level 2 [Member]
Current assets
Total assets measured at fair value	73,618	79,816
Corporate Debt Securities Member | Level 3 [Member]
Current assets
Total assets measured at fair value	$ 0	$ 0

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Fair Value Measurements - Additional Information (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Measure at fair value, transfers among Level 1, Level 2 or Level 3	$ 0	$ 0

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Marketable Securities - Summary of Marketable securities (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Marketable Securities [Line Items]
Amortized Cost	$ 153,426	$ 104,365
Unrealized Gains	7	15
Unrealized Losses	(75)	(68)
Fair Value	153,358	104,312
Corporate Debt Securities Member
Marketable Securities [Line Items]
Amortized Cost	73,655	79,870
Unrealized Gains	6	4
Unrealized Losses	(43)	(58)
Fair Value	73,618	79,816
US Treasury Securities Member
Marketable Securities [Line Items]
Amortized Cost	79,771	24,495
Unrealized Gains	1	11
Unrealized Losses	(32)	(10)
Fair Value	$ 79,740	$ 24,496

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Property and Equipment, net - Schedule of Property, Plant and Equipment (Detail) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Property Plant And Equipment [Line Items]
Total property and equipment, at cost	$ 49,450	$ 46,047
Less: accumulated depreciation	(16,200)	(12,244)
Property and equipment, net	33,250	33,803
Laboratory Equipment
Property Plant And Equipment [Line Items]
Total property and equipment, at cost	24,581	22,079
Computer Hardware and Software
Property Plant And Equipment [Line Items]
Total property and equipment, at cost	1,192	1,052
Furniture and Fixtures
Property Plant And Equipment [Line Items]
Total property and equipment, at cost	1,099	1,099
Leasehold Improvements
Property Plant And Equipment [Line Items]
Total property and equipment, at cost	22,216	20,893
Construction in process
Property Plant And Equipment [Line Items]
Total property and equipment, at cost	$ 362	$ 924

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Property and Equipment, net - Schedule of Depreciation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Property, Plant and Equipment [Line Items]
Depreciation expense	$ 2,060	$ 1,391	$ 3,957	$ 2,542

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Accrued expenses and other current liabilities - Summery Of Accrued Expenses And Other Current Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Accounts Payable and Accrued Liabilities, Current [Abstract]
Compensation and benefits	$ 5,143	$ 7,593
Accrued research and development	5,665	5,336
Other	1,951	1,671
Total other current liabilities	$ 12,759	$ 14,600

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Leases (Additional Information) (Details)		1 Months Ended	3 Months Ended	6 Months Ended
	Dec. 14, 2021 USD ($) ft²	Apr. 30, 2023 USD ($) ft²	Jun. 30, 2023 USD ($)	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Mar. 01, 2021 ft²
Lessee, Lease, Description [Line Items]
Finance Lease				$ 0
Amortization of the ROU assets				1,000,000	$ 1,500,000
Tenant improvements				13,000,000
Research and Development
Lessee, Lease, Description [Line Items]
Short-Term Lease			$ 4,300,000	4,500,000
General and Administrative
Lessee, Lease, Description [Line Items]
Short-Term Lease			$ 800,000	$ 900,000
Hochbergerstrasse [Member]
Lessee, Lease, Description [Line Items]
Land Subject to Ground Leases | ft²						21,422
Right of Use Assets Decreased Limit, Amount		$ 1,800,000
Hochbergerstrasse [Member] | Maximum [Member]
Lessee, Lease, Description [Line Items]
Land Subject to Ground Leases | ft²		44,685
Hochbergerstrasse [Member] | Minimum [Member]
Lessee, Lease, Description [Line Items]
Land Subject to Ground Leases | ft²		21,422
Harrison Street [Member]
Lessee, Lease, Description [Line Items]
Land Subject to Ground Leases | ft²	63,327
Lease commencement date	Apr. 01, 2022
Initial lease term	128 months
Renewal term	5 years
Lease annual base rent per square foot	$ 95
Increase in annual base rent (Percentage)	3.00%

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Leases - Summary of Lease Expense (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Leases [Abstract]
Operating lease expense	$ 3,249	$ 3,983
Variable lease expense	2,131	1,128
Total lease expense	$ 5,380	$ 5,111

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Leases - Schedule of Lease Terms and Discount Rate (Details)	Jun. 30, 2024	Dec. 31, 2023
Leases [Abstract]
Weighted average remaining lease term (years)	8 years 2 months 12 days	8 years 7 months 6 days
Weighted average discount rate	9.80%	9.80%

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Leases - Schedule of Supplemental Cash Flow Information Related To Leases (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Leases [Abstract]
Right-of-use assets obtained in exchange for operating lease obligations	$ 108	$ 1,871
Cash paid for amounts included in the measurement of lease liabilities	$ 1,372	$ 1,790

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Leases - Schedule of Future Minimum Payments Under Non -cancelable Operating Leases (Details) - Non-cancelable leases [Member] $ in Thousands	Jun. 30, 2024 USD ($)
Finite-Lived Intangible Assets [Line Items]
2024	$ 3,751
2025	7,685
2026	7,881
2027	7,620
2028	7,356
Thereafter	31,010
Total undiscounted minimum lease payments	65,303
Less: Imputed interest	(20,947)
Total operating lease liability	$ 44,356

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Commitments and Contingencies (Additional Information) (Details) - shares	Jun. 30, 2024	Dec. 31, 2023
Common stock, shares, issued	61,333,597	50,154,929

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Collaboration and License Agreements (Additional Information) (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		6 Months Ended
	Nov. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Collaboration Revenue		$ 4,695	$ 0	$ 5,759	$ 0
Collaboration and License Agreement
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Non-Refundable Upfront Payment	$ 50,000
Upfront payment receive	28,000
Collaboration Revenue				5,800
One Time Upfront Payment				53,200
Milestone Payments				$ 9,000
Collaboration and License Agreement | Minimum [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Pre-clinical milestones	172,000
Potential clinical, commercial and sales milestones	2,000,000
Potential pre-clinical, clinical, commercial, and sales milestones	$ 1,000,000

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Convertible Preferred Stock - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Jun. 30, 2024	Dec. 31, 2023
Class Of Stock [Line Items]
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock price per share	$ 0.0001	$ 0.0001
Payments of stock issuance costs	$ 290

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Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands		1 Months Ended		6 Months Ended
	Jul. 31, 2022	May 31, 2024	Oct. 31, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Class of Stock [Line Items]
Common stock, shares authorized				500,000,000		500,000,000
Common stock shares issued				61,333,597		50,154,929
Preferred stock, shares authorized				10,000,000		10,000,000
Common stock, shares, issued during the period					0
Preferred stock, par value				$ 0.0001		$ 0.0001
Common stock shares outstanding				61,328,282		50,140,233
Purchase price of stock				$ 0.0001		$ 0.0001
Description of Pre Funded Warrants				A holder of a Pre-Funded Warrant may not exercise such Pre-Funded Warrant if the holder, together with its affiliates, would beneficially own more than 4.99% (or, at the election of the holder, up to 19.99%) of the number of shares of the Company’s common stock outstanding immediately after giving effect to such exercise. No pre-funded warrants have been exercised as of June 30, 2024
Dividends declared				$ (0)
Dividends paid				$ 0
Gross Proceeds from sale of Common Stock			$ 25,000
Common stock, voting rights				one
Warrant [Member]
Class of Stock [Line Items]
Pre-Funded Warrants to Purchase			10,000,400	20,638,924
Pre-funded warrants exercisable, exercise price				$ 0.0001
Share exercise price			$ 0.0001
Common stock price			$ 2.4999
Common Stock
Class of Stock [Line Items]
Underwritten public offering		10,638,476
Unvested Restricted Common Stock Awards
Class of Stock [Line Items]
Vesting term				4 years
Jefferies LLC [Member]
Class of Stock [Line Items]
Common stock, shares, issued during the period				130,506
Percentage of Commission payable to Related Party	3.00%
Offering Costs				$ 900
Gross Proceeds from sale of Common Stock	$ 100,000			$ 1,000
TD Securities (USA) LLC [Member]
Class of Stock [Line Items]
Offering Costs		$ 96,400
Gross Proceeds from sale of Common Stock		$ 100,000
TD Securities (USA) LLC [Member] | Warrant [Member]
Class of Stock [Line Items]
Purchase of pre-funded warrants shares		10,638,524
Common stock price		$ 4.6999
TD Securities (USA) LLC [Member] | Common Stock
Class of Stock [Line Items]
Share exercise price		0.0001
Common stock price		$ 4.7
Undesignated Preferred Stock
Class of Stock [Line Items]
Preferred stock, shares authorized				10,000,000
Preferred stock, par value				$ 0.0001
Preferred stock shares issued				0
Preferred stock, shares outstanding				0

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Equity - Schedule of Common Stock for Potential Conversion Outstanding Preferred Stock (Details) - shares	Jun. 30, 2024	Dec. 31, 2023
Class Of Stock [Line Items]
Common stock reserved for future issuance	32,333,442	19,646,545
Options to Purchase Common Stock
Class Of Stock [Line Items]
Common stock reserved for future issuance	11,535,569	9,394,930
Unvested Restricted Common Stock Awards
Class Of Stock [Line Items]
Common stock reserved for future issuance	5,315	14,696
Unvested restricted common stock units
Class Of Stock [Line Items]
Common stock reserved for future issuance	153,634	236,519
Pre-funded warrants
Class Of Stock [Line Items]
Common stock reserved for future issuance	20,638,924	10,000,400

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Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock reserved for future issuance	32,333,442		19,646,545
Restricted common stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Aggregate fair value of restricted stock vested		$ 0.5
Weighted average grant fair value, granted	$ 2.19	$ 0.76
Unrecognized stock based compensation cost, units	$ 0.9
Expected remaining cost, weighted average period, units	10 months 24 days
Number of shares, Unvested, ending balance	5,315
Weighted average grant date fair value, ending balance	$ 2.19
Unvested Stock Option
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized stock based compensation cost	$ 30.7
Expected remaining cost, weighted average period	2 years 7 months 6 days
Restricted stock units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Aggregate fair value of restricted stock vested	$ 0.3
Weighted average grant fair value, granted	$ 7.55	$ 0
Number of shares, Unvested, ending balance	153,634
Weighted average grant date fair value, ending balance	$ 8.24
2021 Stock Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock reserved for future issuance	4,903,145
Increase in share percentage	5.00%
Number of share increase	2,507,011
Shares Issued	3,359,639
2021 Employee Stock Purchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock reserved for future issuance	439,849
Increase in share percentage	1.00%
Number of share increase	439,849
Shares Issued	1,064,399

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Stock-Based Compensation - Schedule of Stock Option Activity (Details) $ / shares in Units, $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2024 USD ($) $ / shares shares	Dec. 31, 2023 USD ($) $ / shares shares
Share-Based Payment Arrangement [Abstract]
Number of options, beginning balance | shares	9,394,930
Number of options, granted | shares	2,828,540
Number of options, exercised | shares	(235,268)
Number of shares, forfeited | shares	(452,633)
Number of options, ending balance | shares	11,535,569	9,394,930
Number of options, vested or expected to vest | shares	11,535,569
Number of options, exercisable | shares	5,353,616
Weighted average exercise price, beginning balance | $ / shares	$ 8.78
Weighted average exercise price, granted | $ / shares	5.53
Weighted average exercise price, exercised | $ / shares	2.84
Weighted average exercise price, forfeited | $ / shares	7.99
Weighted average exercise price, ending balance | $ / shares	8.14	$ 8.78
Weighted average exercise price, vested or expected to vest | $ / shares	8.14
Weighted average exercise price, exercisable | $ / shares	$ 9
Weighted average remaining contractual term (years), balance	8 years	8 years
Weighted average remaining contractual term (years), vested or expected to vest	8 years
Weighted average remaining contractual term (years), exercisable	7 years 1 month 6 days
Aggregate intrinsic value, beginning balance | $	$ 4,741
Aggregate intrinsic value, ending balance | $	1,836	$ 4,741
Aggregate intrinsic value, vested or expected to vest | $	1,836
Aggregate intrinsic value, exercisable | $	$ 1,598

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Stock-Based Compensation - Schedule of Restricted Stock Award Activity (Details) - Restricted common stock	6 Months Ended
	Jun. 30, 2024 $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares, Unvested restricted stock, beginning balance | shares	14,696
Number of shares, Vested | shares	(9,381)
Number of shares, Unvested, ending balance | shares	5,315
Weighted average grant date fair value, beginning balance | $ / shares	$ 2.19
Weighted average grant date fair value, vested | $ / shares	2.19
Weighted average grant date fair value, ending balance | $ / shares	$ 2.19

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Stock-based compensation - Schedule of Restricted Stock Unit Activity (Details)	6 Months Ended
	Jun. 30, 2024 $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares, forfeited	(452,633)
Restricted stock units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares, Unvested restricted stock, beginning balance	236,519
Number of shares, Granted	0
Number of shares, Vested	(80,559)
Number of shares, forfeited	(2,326)
Number of shares, Unvested, ending balance	153,634
Weighted average grant date fair value, beginning balance | $ / shares	$ 8
Weighted average grant date fair value, Granted | $ / shares	0
Weighted average grant date fair value, Vested | $ / shares	7.55
Weighted average grant date fair value, Forfeited | $ / shares	7.55
Weighted average grant date fair value, ending balance | $ / shares	$ 8.24

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Stock-Based Compensation - Schedule of Stock Based Compensation Expense (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total stock-based compensation expense	$ 9,375	$ 8,127
Research and Development
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total stock-based compensation expense	5,315	4,411
General and Administrative
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total stock-based compensation expense	$ 4,060	$ 3,716

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Income taxes - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Provision for income taxes	$ (252)	$ (190)	$ (335)	$ (190)

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Net Loss Per Common Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023
Earnings Per Share [Abstract]
Net Income (Loss)	$ (30,310)	$ (31,968)	$ (35,178)	$ (32,038)	$ (62,278)	$ (67,216)
Net loss per share attributable to common stockholders-basic	$ (0.43)		$ (0.71)		$ (0.95)	$ (1.36)
Net loss per share attributable to common stockholders-diluted	$ (0.43)		$ (0.71)		$ (0.95)	$ (1.36)
Weighted-average number of common shares used in computing net loss per share-basic	71,233,992		49,431,922		65,695,095	49,389,931
Weighted-average number of common shares used in computing net loss per share-diluted	71,233,992		49,431,922		65,695,095	49,389,931

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Net Loss Per Common Share - Schedule of Anti-Dilutive Shares Excluded from Earnings Per Share Calculation (Details) - shares	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Stock Options to Purchase Common Stock
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of EPS	11,535,569	9,908,375
Restricted common stock
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of EPS	5,315	51,574
Restricted stock units
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of EPS	153,634	293,865

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Employee Retirement Plan - Additional Information (Details)	6 Months Ended
	Jun. 30, 2024
Retirement Benefits [Abstract]
Percentage of company's matching contribution with respect to each participant's contribution	4.00%
Company matching contributions to maximum employees eligible compensation	100.00%

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Employee retirement plans - Schedule of Pension Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Retirement Benefits [Abstract]
Pension expense	$ 261	$ 235	$ 543	$ 451

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Employee retirement plans - Schedule of Defined Contribution Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Retirement Benefits [Abstract]
Defined contribution expense	$ 181	$ 114	$ 537	$ 389