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Pay vs Performance Disclosure - USD ($)
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Pay vs Performance Disclosure    
Pay vs Performance Disclosure, Table
Pay Versus Performance
In accordance with rules adopted by the Securities and Exchange Commission pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, we provide the following disclosure regarding executive compensation for our principal executive officer (“PEO”) and
Non-PEO
named executive officers
(“Non-PEO
NEOs”) and Company performance for the fiscal years listed below. The Compensation Committee did not consider the pay versus performance disclosure below in making its pay decisions for any of the years shown.
 
Year
(1)
  
Summary
Compensation
Table Total for
PEO
(2)

($)
    
Compensation
Actually Paid to
PEO
(2), (3)

($)
    
Average
Summary
Compensation
Table Total for
Non-PEO

NEOs
(2)

($)
    
Average
Compensation
Actually Paid to
Non-PEO
(2), (3)

($)
    
Value of Initial
Fixed $100
Investment
based on:
(4)

TSR
($)
    
Net Income
(Loss)
($ Thousands)
 
                 
2025
     4,099,065        18,260,853        2,119,927        9,424,103        310.73        (108,995
2024
     4,727,861        4,668,493        3,060,218        3,030,722        97.74        (89,298
 
1.
We are a smaller reporting company pursuant to Rule 405 of the Securities Act of 1933, and as such, we are only required to include information for the past two fiscal years for this first filing in which we are required to provide this disclosure.
2.
Sean Nolan was our PEO for each year presented. The individuals comprising the
Non-PEO
NEOs for each year presented are Kamran Alam and Sukumar Nagendran, M.D.
3.
The amounts shown for Compensation Actually Paid have been calculated in accordance with Item 402(v) of Regulation
S-K
and do not reflect compensation actually earned, realized, or received by the Company’s NEOs. These amounts reflect the Summary Compensation Table Total and the exclusions and inclusions of certain amounts for the PEO and the
Non-PEO
NEOs as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718. Amounts in the Exclusion of Stock Awards and Option Awards column are the totals from the Stock Awards and Option Awards columns set forth in the Summary Compensation Table.
 
Year
  
Summary
Compensation Table
Total for PEO

($)
  
Exclusion of Stock
Awards and Option
Awards for PEO

($)
 
Inclusion of Equity
Values for PEO

($)
  
Compensation Actually
Paid to PEO

($)
2025
   4,099,065    (2,909,550)   17,071,338    18,260,853
2024
   4,727,861    (3,696,226)   3,636,858    4,668,493
 
Year
  
Average Summary
Compensation Table
Total for
Non-PEO

NEOs

($)
  
Average Exclusion of
Stock Awards and
Option Awards for
Non-PEO
NEOs

($)
 
Average Inclusion of
Equity Values for
Non-PEO
NEOs

($)
  
Average Compensation
Actually Paid to
Non-PEO
NEOs

($)
2025
   2,119,927    (1,231,465)   8,535,641    9,424,103
2024
   3,060,218    (2,268,277)   2,238,781    3,030,722
 
The amounts in the Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables:
 
Year
  
Year-End

Fair Value of
Equity
Awards
Granted
During Year
That
Remained
Unvested as
of Last Day of
Year for PEO

($)
  
Change in
Fair Value
from Last
Day of Prior
Year to Last
Day of Year
of Unvested
Equity
Awards for
PEO

($)
 
Vesting-
Date Fair
Value of
Equity
Awards
Granted
During
Year that
Vested
During
Year for
PEO

($)
  
Change in
Fair Value
from Last
Day of Prior
Year to
Vesting Date
of Unvested
Equity
Awards that
Vested
During Year
for PEO

($)
  
Fair Value
at Last Day
of Prior
Year of
Equity
Awards
Forfeited
During Year
for PEO

($)
  
Total -

Inclusion of

Equity Values
for PEO

($)
2025
   9,099,878    6,883,035      1,088,425       17,071,338
2024
   3,548,347    (12,917)      101,428       3,636,858
 
Year
  
Average
Year-End

Fair Value of
Equity
Awards
Granted
During Year
That
Remained
Unvested as
of Last Day of
Year for Non-
PEO NEOs

($)
  
Average
Change in
Fair Value
from Last
Day of Prior
Year to Last
Day of Year
of Unvested
Equity
Awards for
Non-PEO

NEOs

($)
 
Average
Vesting-
Date Fair
Value of
Equity
Awards
Granted
During
Year that
Vested
During
Year for
Non-PEO

NEOs

($)
  
Average
Change in
Fair Value
from Last
Day of Prior
Year to
Vesting Date
of Unvested
Equity
Awards that
Vested
During Year
for
Non-

PEO NEOs

($)
  
Average
Fair Value
at Last Day
of Prior
Year of
Equity
Awards
Forfeited
During Year
for
Non-

PEO NEOs

($)
  
Total -
Average
Inclusion of

Equity
Values for
Non-

PEO NEOs

($)
2025
   3,851,517    4,077,753      606,371       8,535,641
2024
   2,177,536    (7,807)      69,052       2,238,781
 
4.
The Total Shareholder Return (“TSR”) assumes $100 was invested in the Company for the period starting December 31, 2023, through the end of the listed year. Historical stock performance is not necessarily indicative of future stock performance. 
 
Named Executive Officers, Footnote
2.
Sean Nolan was our PEO for each year presented. The individuals comprising the
Non-PEO
NEOs for each year presented are Kamran Alam and Sukumar Nagendran, M.D.
 
PEO Total Compensation Amount $ 4,099,065 $ 4,727,861
PEO Actually Paid Compensation Amount $ 18,260,853 4,668,493
Adjustment To PEO Compensation, Footnote
3.
The amounts shown for Compensation Actually Paid have been calculated in accordance with Item 402(v) of Regulation
S-K
and do not reflect compensation actually earned, realized, or received by the Company’s NEOs. These amounts reflect the Summary Compensation Table Total and the exclusions and inclusions of certain amounts for the PEO and the
Non-PEO
NEOs as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718. Amounts in the Exclusion of Stock Awards and Option Awards column are the totals from the Stock Awards and Option Awards columns set forth in the Summary Compensation Table.
Year
  
Summary
Compensation Table
Total for PEO

($)
  
Exclusion of Stock
Awards and Option
Awards for PEO

($)
 
Inclusion of Equity
Values for PEO

($)
  
Compensation Actually
Paid to PEO

($)
2025
   4,099,065    (2,909,550)   17,071,338    18,260,853
2024
   4,727,861    (3,696,226)   3,636,858    4,668,493
The amounts in the Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables:
 
Year
  
Year-End

Fair Value of
Equity
Awards
Granted
During Year
That
Remained
Unvested as
of Last Day of
Year for PEO

($)
  
Change in
Fair Value
from Last
Day of Prior
Year to Last
Day of Year
of Unvested
Equity
Awards for
PEO

($)
 
Vesting-
Date Fair
Value of
Equity
Awards
Granted
During
Year that
Vested
During
Year for
PEO

($)
  
Change in
Fair Value
from Last
Day of Prior
Year to
Vesting Date
of Unvested
Equity
Awards that
Vested
During Year
for PEO

($)
  
Fair Value
at Last Day
of Prior
Year of
Equity
Awards
Forfeited
During Year
for PEO

($)
  
Total -

Inclusion of

Equity Values
for PEO

($)
2025
   9,099,878    6,883,035      1,088,425       17,071,338
2024
   3,548,347    (12,917)      101,428       3,636,858
 
Non-PEO NEO Average Total Compensation Amount $ 2,119,927 3,060,218
Non-PEO NEO Average Compensation Actually Paid Amount $ 9,424,103 3,030,722
Adjustment to Non-PEO NEO Compensation Footnote
3.
The amounts shown for Compensation Actually Paid have been calculated in accordance with Item 402(v) of Regulation
S-K
and do not reflect compensation actually earned, realized, or received by the Company’s NEOs. These amounts reflect the Summary Compensation Table Total and the exclusions and inclusions of certain amounts for the PEO and the
Non-PEO
NEOs as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718. Amounts in the Exclusion of Stock Awards and Option Awards column are the totals from the Stock Awards and Option Awards columns set forth in the Summary Compensation Table.
Year
  
Average Summary
Compensation Table
Total for
Non-PEO

NEOs

($)
  
Average Exclusion of
Stock Awards and
Option Awards for
Non-PEO
NEOs

($)
 
Average Inclusion of
Equity Values for
Non-PEO
NEOs

($)
  
Average Compensation
Actually Paid to
Non-PEO
NEOs

($)
2025
   2,119,927    (1,231,465)   8,535,641    9,424,103
2024
   3,060,218    (2,268,277)   2,238,781    3,030,722
The amounts in the Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables:
 
Year
  
Average
Year-End

Fair Value of
Equity
Awards
Granted
During Year
That
Remained
Unvested as
of Last Day of
Year for Non-
PEO NEOs

($)
  
Average
Change in
Fair Value
from Last
Day of Prior
Year to Last
Day of Year
of Unvested
Equity
Awards for
Non-PEO

NEOs

($)
 
Average
Vesting-
Date Fair
Value of
Equity
Awards
Granted
During
Year that
Vested
During
Year for
Non-PEO

NEOs

($)
  
Average
Change in
Fair Value
from Last
Day of Prior
Year to
Vesting Date
of Unvested
Equity
Awards that
Vested
During Year
for
Non-

PEO NEOs

($)
  
Average
Fair Value
at Last Day
of Prior
Year of
Equity
Awards
Forfeited
During Year
for
Non-

PEO NEOs

($)
  
Total -
Average
Inclusion of

Equity
Values for
Non-

PEO NEOs

($)
2025
   3,851,517    4,077,753      606,371       8,535,641
2024
   2,177,536    (7,807)      69,052       2,238,781
 
Compensation Actually Paid vs. Total Shareholder Return
Relationship Between PEO and
Non-PEO
NEO Compensation Actually Paid and TSR
The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our
Non-PEO
NEOs, and the cumulative TSR over the two most recently completed fiscal years for the Company.
 
 
LOGO
 
 
Compensation Actually Paid vs. Net Income
Relationship Between PEO and
Non-PEO
NEO Compensation Actually Paid and Net Income (Loss)
The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our
Non-PEO
NEOs, and our net income (loss) during the two most recently completed fiscal years.
 
 
LOGO
 
Total Shareholder Return Amount $ 310.73 97.74
Net Income (Loss) $ (108,995,000) $ (89,298,000)
PEO Name Sean Nolan Sean Nolan
PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount $ 17,071,338 $ 3,636,858
PEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount (2,909,550) (3,696,226)
PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount 9,099,878 3,548,347
PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount 6,883,035 (12,917)
PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount 0 0
PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount 1,088,425 101,428
PEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount 0 0
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount 8,535,641 2,238,781
Non-PEO NEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount (1,231,465) (2,268,277)
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount 3,851,517 2,177,536
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount 4,077,753 (7,807)
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount 0 0
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount 606,371 69,052
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year    
Pay vs Performance Disclosure    
Adjustment to Compensation, Amount $ 0 $ 0