Stockholders’ Equity

12 Months Ended

Dec. 31, 2025

Equity [Abstract]

Stockholders’ Equity

Stockholders’ Equity

Preferred Stock

The Company is authorized to issue 50,000,000 shares of preferred stock with a par value of $0.000001 per share as of December 31, 2025. No shares are outstanding as of December 31, 2025.

Common stock

The Company is authorized to issue 450,000,000 shares of common stock with a par value of $0.000001 per share as of December 31, 2025.

In April 2025, the Company entered into an exchange agreement with existing stockholders to exchange an aggregate of 667,500 shares of the Company’s common stock for pre-funded warrants to purchase an aggregate of 667,563 shares of the Company’s common stock at an exercise price of $0.001 per share. The exchange was executed to facilitate the investor’s beneficial ownership thresholds. The exchange was accounted for as an equity-for-equity transaction. The Company derecognized the common shares and recognized an equivalent value in pre-funded warrants, with no gain or loss recognized.

At-The-Market offering of shares

In August 2025, the Company entered into an at-the-market (“ATM”) sales agreement (the “Sales Agreement”) with Leerink Partners, LLC (“Leerink”), as sales agent, pursuant to which the Company may offer and sell, from time to time, shares of the Company’s common stock with an aggregate price up to $150.0 million through Leerink.

In connection with the Sales Agreement, the Company incurred approximately $0.9 million of offering costs of which the Company deferred $0.2 million. These deferred offering costs will be ratably recognized as a reduction to additional paid-in-capital as shares are sold under the Sales Agreement. For the year ended December 31, 2025, the Company recognized $0.05 million of deferred offering costs.

For the year ended December 31, 2025, the Company sold 1,200,000 shares of the Company’s common stock pursuant to the Sales Agreement, and received $30.1 million in net proceeds after deducting commissions and other offering expenses.

November 2024 private financing

On November 5, 2024, the Company closed a private investment in public equity financing in which the Company sold to certain institutional accredited investors 1,835,000 shares of common stock at a price of $50.00 per share and, in lieu of shares of common stock to certain investors, pre-funded warrants to purchase up to an aggregate of 2,165,042 shares of common stock, at a purchase price of $49.999 per pre-funded warrant. The pre-funded warrants are immediately exercisable until exercised in full at a price of $0.001 per share of common stock. The aggregate gross proceeds to the Company totaled $200.0 million. Net proceeds totaled $189.5 million after deducting the commissions and other offering expenses.

Pre-funded warrants

The Company has pre-funded warrants outstanding to purchase an aggregate of 6,792,559 shares of common stock as of December 31, 2025. All of the pre-funded warrants were determined to be equity classified. The pre-funded warrants are exercisable at any time for exercise prices ranging from $0.000001 to $0.001, except that the pre-funded warrants cannot be exercised by the holders if, after giving effect thereto, such holder would beneficially own more than 9.99% of the outstanding common stock, subject to certain exceptions. However, any holder may increase or decrease such percentage to any other percentage (not in excess of 19.99%) upon at least 61 days’ prior notice from the holder to the Company. The holders of the pre-funded warrants will not have the right to vote the shares underlying the pre-funded warrants on any matter except to the extent required by Delaware law. Information on the outstanding warrants is as follows:

Type	Exercise Price		Amount	Type of Financing
Common stock pre-funded warrant	$	0.000001	425,987	Legacy pre-funded warrants outstanding
Common stock pre-funded warrant	$	0.000001	1,708,332	December 2023 preferred stock conversion
Common stock pre-funded warrant	$	0.000001	1,825,635	December 2023 Pre-Closing Financing
Common stock pre-funded warrant	$	0.001	2,165,042	November 2024 private placement
Common stock pre-funded warrant	$	0.001	667,563	April 2025 common stock conversion
Total			6,792,559

The Company had reserved shares of the Company’s common stock for future issuance as follows:

	December 31,
	2025	2024
Unvested restricted stock units	256,361	222,530
Unvested performance stock units	252,124	252,124
Options outstanding	2,088,550	1,387,556
Shares available for future grant under the 2023 Equity Incentive Plan	1,277,826	1,458,188
Shares available for future grant under the 2025 Inducement Plan	394,055	—
Shares available for future issuance under the 2023 Employee Stock Purchase Plan	313,088	173,223
Pre-funded warrants outstanding	6,792,559	6,124,996
Total common stock reserved	11,374,563	9,618,617