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Stockholders' Equity
9 Months Ended
Sep. 30, 2024
Equity [Abstract]  
Stockholders' Equity

6. Stockholders' Equity

Common Stock

Common stock reserved for future issuance consisted of the following:

 

 

 

September 30,
2024

 

 

December 31,
2023

 

Common stock options granted and outstanding

 

 

10,751,083

 

 

 

8,276,442

 

Shares available for future issuance under the 2021
   Incentive Award Plan

 

 

2,922,806

 

 

 

3,677,313

 

Shares available for future issuance under the
   2021 Employee Stock Purchase Plan

 

 

1,491,195

 

 

 

1,129,399

 

Pre-Funded Warrants issued and outstanding under
   the 2024 Private Placement

 

 

6,087,230

 

 

 

 

Total common stock reserved for future issuance

 

 

21,252,314

 

 

 

13,083,154

 

On October 3, 2022, the Company entered into an ATM Sales Agreement (the Sales Agreement) with Virtu Americas LLC (the Agent), under which the Company may, from time to time, sell shares of its common stock having an aggregate offering price of up to $150.0 million in “at the market” offerings through the Agent. Sales of the shares of common stock, if any, will be made at prevailing market prices at the time of sale, or as otherwise agreed with the Agent. The Agent will receive a commission from the Company of up to 3.0% of the gross proceeds of any shares of common stock sold under the Sales Agreement. As of September 30, 2024, no shares of common stock were issued and sold pursuant to the Sales Agreement since inception.

Private Placement

On February 1, 2024, the Company entered into a securities purchase agreement (the February 2024 SPA) for a private placement of 9,286,023 shares of the Company's common stock at a price of $13.01 per share (the 2024 Private Placement). The February 2024 SPA also included pre-funded warrants (the 2024 Pre-Funded Warrants) to purchase an aggregate of 6,087,230 shares of common stock at a purchase price of $13.009 per pre-funded warrant. Each pre-funded warrant has an exercise price of $0.001 per share of common stock, is immediately exercisable on the date of issuance and will not expire. The 2024 Private Placement closed on February 6, 2024 and the Company received gross proceeds of approximately $200 million, before deducting offering expenses of $0.4 million. On March 19, 2024, the Company filed a registration statement on Form S-3 with the SEC registering the resale of the shares of common stock issued, or underlying the pre-funded warrants issued, in the 2024 Private Placement. There were no exercises of the 2024 Pre-Funded Warrants during the three and nine months ended September 30, 2024. The 2024 Pre-funded Warrants did not meet the characteristics of a liability or a derivative and are classified within stockholders' equity.