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 August 31, 2021

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: 001-39398

NURIX THERAPEUTICS, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	27-0838048
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
1700 Owens Street, Suite 205 San Francisco, CA	94158
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (415) 660-5320

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 $0.001 per share	NRIX	Nasdaq Global 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 October 8, 2021, the Registrant had 44,612,647 shares of common stock, $0.001 par value per share, outstanding.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this Quarterly Report on Form 10-Q other than statements of historical fact, including statements concerning our business strategy and plans, future operating results and financial position, as well as our objectives and expectations for our future operations, are forward-looking statements.

In some cases, you can identify forward-looking statements by such terminology as “believe,” “may,” “will,” “potentially,” “estimate,” “continue,” “anticipate,” “intend,” “could,” “would,” “project,” “plan,” “expect” and similar expressions that convey uncertainty of future events or outcomes, although not all forward-looking statements contain these words. Forward-looking statements include, but are not limited to, statements about:

• the timing of our planned investigational new drug application (IND) submissions for our lead drug candidates and other drug candidates;

• the timing and conduct of our clinical trial programs for our lead drug candidates NX-2127, NX-1607, NX-5948, DeTIL-0255 and other drug candidates, including statements regarding the timing of initiation of the clinical trials;

• the timing of, and our ability to obtain, marketing approvals for our lead drug candidates NX-2127, NX-1607, NX-5948, DeTIL-0255 and other drug candidates;

• our plans to pursue research and development of other drug candidates;

• the potential advantages of our DELigase platform and our drug candidates;

• the extent to which our scientific approach and DELigase platform may potentially address a broad range of diseases;

• the potential benefits of our arrangements with Sanofi S.A. and Gilead Sciences, Inc.;

• the timing of and our ability to obtain and maintain regulatory approvals for our drug candidates;

• the potential receipt of revenue from future sales of our drug candidates;

• the rate and degree of market acceptance and clinical utility of our drug candidates;

• our estimates regarding the potential market opportunity for our drug candidates;

• our sales, marketing and distribution capabilities and strategy;

• our ability to establish and maintain arrangements for the manufacturing of our drug candidates;

• the impact of the ongoing coronavirus (COVID-19) pandemic, including the resurgence of cases relating to the spread of the Delta variant, on our business, clinical trials, financial condition, liquidity and results of operations;

• the potential achievement of milestones and receipt of royalty payments under our collaborations;

• our ability to enter into additional collaborations with third parties;

• our intellectual property position;

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

• the impact of government laws and regulations; and

• our competitive position.

We have based these forward-looking statements largely on our current expectations and projections about future events and trends that we believe may affect our business, financial condition, results of operations, prospects, and financial needs. These forward-looking statements speak only as of the date of this Quarterly Report on Form 10-Q and are subject to a number of risks, uncertainties and assumptions described in the section titled “Risk Factors” and elsewhere in this Quarterly Report on Form 10-Q. Because forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, you should not rely on these forward-looking statements as predictions of future events. The events and circumstances reflected in our forward-looking statements may not be achieved or occur and actual results could differ materially from those projected in the forward-looking statements. We disclaim any intention or obligation to publicly update or revise any forward-looking statements for any reason or to conform such statements to actual results or revised expectations, except as required by law.

TABLE OF CONTENTS

		Page
PART I.	FINANCIAL INFORMATION	1
Item 1.	Financial Statements (Unaudited)	1
	Condensed Consolidated Balance Sheets	1
	Condensed Consolidated Statements of Operations	2
	Condensed Consolidated Statements of Comprehensive Loss	3
	Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit)	4
	Condensed Consolidated Statements of Cash Flows	6
	Notes to Condensed Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	22
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	32
Item 4.	Controls and Procedures	32
PART II.	OTHER INFORMATION	33
Item 1.	Legal Proceedings	33
Item 1A.	Risk Factors	33
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	82
Item 3.	Defaults Upon Senior Securities	82
Item 4.	Mine Safety Disclosures	82
Item 5.	Other Information	82
Item 6.	Exhibits	83
SIGNATURES		84

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

NURIX THERAPEUTICS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share amounts)

(unaudited)

	August 31,			November 30,
	2021			2020
Assets
Current assets:
Cash and cash equivalents	$	147,440		$	119,356
Short-term investments		196,458			161,792
Contract assets		5,000			7,500
Income tax receivable		204			3,846
Prepaid expenses and other current assets		9,343			5,940
Total current assets		358,445			298,434
Long-term investments		121,480			90,890
Property and equipment, net		9,569			6,672
Restricted cash		286			170
Other assets		3,294			177
Total assets	$	493,074		$	396,343
Liabilities and stockholders' equity
Current liabilities:
Accounts payable	$	3,861		$	3,412
Accrued and other current liabilities		11,569			8,328
Deferred revenue, current		35,250			32,799
Total current liabilities		50,680			44,539
Deferred revenue, net of current portion		66,381			60,685
Other long-term liabilities		796			850
Total liabilities		117,857			106,074
Commitments and contingencies (Note 6)
Stockholders’ equity:
Preferred stock, $0.001 par value— 10,000,000 shares    authorized as of August 31, 2021 and    November 30, 2020; 0 shares issued and outstanding    as of August 31, 2021 and November 30, 2020		—			—
Common stock, $0.001 par value— 500,000,000 shares    authorized as of August 31, 2021 and    November 30, 2020; 44,556,604 and 38,864,872 shares    issued and outstanding as of August 31, 2021 and    November 30, 2020, respectively		45			39
Additional paid-in-capital		558,421			393,841
Accumulated other comprehensive income (loss)		(59	)		87
Accumulated deficit		(183,190	)		(103,698	)
Total stockholders’ equity		375,217			290,269
Total liabilities and stockholders’ equity	$	493,074		$	396,343

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

1

NURIX THERAPEUTICS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share amounts)

(unaudited)

	Three Months Ended August 31,						Nine Months Ended August 31,
	2021			2020			2021			2020
Collaboration revenue	$	10,252		$	4,085		$	22,354		$	11,131
Operating expenses:
Research and development		30,906			18,939			79,903			46,049
General and administrative		8,343			4,338			22,384			10,057
Total operating expenses		39,249			23,277			102,287			56,106
Loss from operations		(28,997	)		(19,192	)		(79,933	)		(44,975	)
Interest and other income, net		39			675			528			1,071
Loss before income taxes		(28,958	)		(18,517	)		(79,405	)		(43,904	)
Provision (benefit) for income taxes		(123	)		—			87			(20,576	)
Net loss	$	(28,835	)	$	(18,517	)	$	(79,492	)	$	(23,328	)
Net loss per share attributable to common    stockholders, basic and diluted	$	(0.65	)	$	(1.09	)	$	(1.88	)	$	(2.90	)
Weighted-average number of shares outstanding,    basic and diluted		44,374,389			16,937,934			42,344,420			8,052,905

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

2

NURIX THERAPEUTICS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(in thousands)

(unaudited)

	Three Months Ended August 31,						Nine Months Ended August 31,
	2021			2020			2021			2020
Net loss	$	(28,835	)	$	(18,517	)	$	(79,492	)	$	(23,328	)
Other comprehensive income (loss):
Unrealized gain (loss) on    available-for-sale investments		(89	)		(1	)		(146	)		140
Total comprehensive loss	$	(28,924	)	$	(18,518	)	$	(79,638	)	$	(23,188	)

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

3

NURIX THERAPEUTICS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT)

(in thousands, except share amounts)

(unaudited)

	Redeemable convertible preferred stock						Common stock					Additional paid-in		Accumulated other comprehensive			Accumulated			Total stockholders’ equity
	Shares			Amount			Shares			Amount		capital		income (loss)			deficit			(deficit)
Balance as of November 30, 2019		12,813,887		$	48,195			3,595,334		$	4	$	2,740	$	(2	)	$	(60,456	)	$	(57,714	)
Exercise of stock options		—			—			72,570			—		37		—			—			37
Repurchase of unvested early    exercised stock options		—			—			(867	)		—		—		—			—			—
Vesting of early-exercised    stock options		—			—			—			—		31		—			—			31
Stock-based compensation		—			—			—			—		176		—			—			176
Unrealized gain (loss) on    available-for-sale    investments		—			—			—			—		—		59			—			59
Net income (loss)		—			—			—			—		—		—			(12,391	)		(12,391	)
Balance as of February 29, 2020		12,813,887			48,195			3,667,037			4		2,984		57			(72,847	)		(69,802	)
Issuance of Series D redeemable    convertible preferred stock at    $12.75 per share, net of    issuance costs of $336		9,431,364			119,914			—			—		—		—			—			—
Exercise of stock options		—			—			125,708			—		118		—			—			118
Vesting of early-exercised    stock options		—			—			—			—		22		—			—			22
Stock-based compensation		—			—			—			—		474		—			—			474
Unrealized gain (loss) on    available-for-sale    investments		—			—			—			—		—		82			—			82
Net income (loss)		—			—			—			—		—		—			7,580			7,580
Balance as of May 31, 2020		22,245,251			168,109			3,792,745			4		3,598		139			(65,267	)		(61,526	)
Conversion of redeemable    convertible preferred stock    into common stock		(22,245,251	)		(168,109	)		22,245,251			22		168,087		—			—			168,109
Issuance of common stock upon    initial public offering, net of    offering costs of $20,308		—			—			12,550,000			13		218,130		—			—			218,143
Exercise of stock options		—			—			258,182			—		262		—			—			262
Repurchase of unvested early    exercised stock options		—			—			(982	)		—		—		—			—			—
Vesting of early-exercised    stock options		—			—			—			—		35		—			—			35
Stock-based compensation		—			—			—			—		1,115		—			—			1,115
Unrealized gain (loss) on    available-for-sale    investments		—			—			—			—		—		(1	)		—			(1	)
Net income (loss)		—			—			—			—		—		—			(18,517	)		(18,517	)
Balance as of August 31, 2020		—		$	—			38,845,196		$	39	$	391,227	$	138		$	(83,784	)	$	307,620

4

	Redeemable convertible preferred stock				Common stock					Additional paid-in		Accumulated other comprehensive			Accumulated			Total stockholders’ equity
	Shares		Amount		Shares			Amount		capital		income (loss)			deficit			(deficit)
Balance as of November 30, 2020		—	$	—		38,864,872		$	39	$	393,841	$	87		$	(103,698	)	$	290,269
Exercise of stock options		—		—		190,825			—		394		—			—			394
Repurchase of unvested early    exercised stock options		—		—		(971	)		—		—		—			—			—
Vesting of early-exercised    stock options		—		—		—			—		40		—			—			40
Issuance under employee    stock purchase plan		—		—		64,589			—		1,043		—			—			1,043
Stock-based compensation		—		—		—			—		2,700		—			—			2,700
Unrealized gain (loss) on    available-for-sale    investments		—		—		—			—		—		(38	)		—			(38	)
Net income (loss)		—		—		—			—		—		—			(24,275	)		(24,275	)
Balance as of February 28, 2021		—		—		39,119,315			39		398,018		49			(127,973	)		270,133
Issuance of common stock in   connection with equity   offering, net of offering   costs of $643		—		—		5,175,000			5		150,152		—			—			150,157
Exercise of stock options		—		—		109,232