0001558370-25-007885 | 10-Q | XBRL Viewer

Print Document

Financial instruments and fair value measurements - Assets measured at fair value (Details) - USD ($) $ in Thousands	Mar. 31, 2025	Dec. 31, 2024
Assets:
Cash equivalents	$ 46,142	$ 50,884
Total assets	180,111	212,553
Liabilities:
Contingent consideration	8,500	8,738
Total liabilities	8,500	8,738
U.S. Treasury
Assets:
Debt securities	30,697	29,994
Corporate bonds
Assets:
Debt securities	103,272	131,675
Level 1
Assets:
Cash equivalents	46,142	50,884
Total assets	46,142	50,884
Level 2
Assets:
Total assets	133,969	161,669
Level 2 \| U.S. Treasury
Assets:
Debt securities	30,697	29,994
Level 2 \| Corporate bonds
Assets:
Debt securities	103,272	131,675
Level 3
Liabilities:
Contingent consideration	8,500	8,738
Total liabilities	$ 8,500	$ 8,738

Related party transactions	3 Months Ended
Mar. 31, 2025
Related party transactions
Related party transactions	Note 13—Related party transactions License Agreements and Collaborative Agreements with Shareholder The Company owns licenses and other contracts with FUJIFILM Cellular Dynamics, Inc. (“FCDI”). FCDI is a shareholder of the Company. The acquired licenses and other contracts with FCDI are as follows: FCDI Agreements The Company owns a non-exclusive license agreement with FCDI. The license provides the Company with certain patents and know-how related to the reprogramming of human somatic cells to induce pluripotent stem cells (“iPSCs”) (“Reprogramming License Agreement”). Under this agreement, the Company is required to make certain developmental and regulatory milestone payments as well as royalty payments upon commercialization. Royalties are in the low single digits on the sale of all licensed products. The Company also owns an exclusive license agreement with FCDI (“Differentiation Licenses Agreement”). The Differentiation Licenses Agreement provides the Company with patents and know-how related to human iPSC exclusively manufactured by FCDI. In October 2019, the Company entered into the Master Collaboration Agreement with FCDI (“Collaboration Agreement”), whereby FCDI provides certain services to the Company to develop and manufacture iPSCs and immune cells derived therefrom. FCDI provides services in accordance with the approved research plan and related research budget. The initial research plan covered the period from October 2019 through March 31, 2022. In July, 2022 the Company amended the Collaboration Agreement to extend the term through September 30, 2025, and in September 2023, the Company amended the Collaboration Agreement in connection with the Autoimmune License (as defined below). In March 2021, the Company entered into a Manufacturing Agreement with FCDI (“Manufacturing Agreement”), pursuant to which FCDI provides certain agreed upon technology transfer, process development, analytical testing and cGMP manufacturing services to the Company. In January 2022, the Company and FCDI entered into a letter agreement (the “Letter Agreement”), which amended the Reprogramming License Agreement, Differentiation License Agreement and Manufacturing Agreement (the “FCDI Agreements”) pursuant to the Company’s Research Collaboration and License Agreement with Bristol-Myers Squibb. Pursuant to the Letter Agreement, and in consideration for amending the FCDI Agreements, the Company paid to FCDI an upfront payment of $10,000 and will pay FCDI (i) a percentage of any milestone payments received by the Company under the FCDI Collaboration Agreement in respect of achievement of development or regulatory milestones specific to Japan, and (ii) a percentage of all royalties received by the Company under the FCDI Collaboration Agreement in respect of sales of products in Japan. In September 2023 the Company and FCDI entered into a worldwide license agreement whereby FCDI will grant non-exclusive licenses to the Company for certain patent rights and know-how related to cell differentiation and reprogramming for the development and commercialization of iPSC-derived therapies for the treatment of inflammatory and autoimmune diseases (the “Autoimmune License”). In addition, the Company and FCDI entered into an amendment to each of the Reprogramming License and the Differentiation License to expand the licenses related to the development and commercialization of iPSC-derived cancer immunotherapeutic to also include inflammatory and autoimmune diseases. Under the terms of these agreements, FCDI will be eligible to receive certain development and regulatory milestone payments as well as low single-digit royalties related to products developed in connection with such agreements. During the three months ended March 31, 2025 and 2024, the Company made payments of $1,517 and $2,707 and incurred research and development expenses of $1,492 and $2,666, and recorded within research and development expenses in its consolidated statements of operations and comprehensive income (loss), respectively. Bayer Option Agreement Bayer Health, LLC (“Bayer”) has the right of first refusal to acquire certain products researched and developed by the Company. Subject to certain exceptions, Bayer’s right of first refusal is exercisable with respect to up to four products and may only exercise these option rights in a non-sequential and alternating manner, and such rights are subject to additional limitations.

Related party transactions

3 Months Ended

Mar. 31, 2025

Related party transactions

Related party transactions

Note 13—Related party transactions

License Agreements and Collaborative Agreements with Shareholder

The Company owns licenses and other contracts with FUJIFILM Cellular Dynamics, Inc. (“FCDI”). FCDI is a shareholder of the Company. The acquired licenses and other contracts with FCDI are as follows:

FCDI Agreements

The Company owns a non-exclusive license agreement with FCDI. The license provides the Company with certain patents and know-how related to the reprogramming of human somatic cells to induce pluripotent stem cells (“iPSCs”) (“Reprogramming License Agreement”). Under this agreement, the Company is required to make certain developmental and regulatory milestone payments as well as royalty payments upon commercialization. Royalties are in the low single digits on the sale of all licensed products.

The Company also owns an exclusive license agreement with FCDI (“Differentiation Licenses Agreement”). The Differentiation Licenses Agreement provides the Company with patents and know-how related to human iPSC exclusively manufactured by FCDI.

In October 2019, the Company entered into the Master Collaboration Agreement with FCDI (“Collaboration Agreement”), whereby FCDI provides certain services to the Company to develop and manufacture iPSCs and immune cells derived therefrom. FCDI provides services in accordance with the approved research plan and related research budget. The initial research plan covered the period from October 2019 through March 31, 2022. In July, 2022 the Company amended the Collaboration Agreement to extend the term through September 30, 2025, and in September 2023, the Company amended the Collaboration Agreement in connection with the Autoimmune License (as defined below).

In March 2021, the Company entered into a Manufacturing Agreement with FCDI (“Manufacturing Agreement”), pursuant to which FCDI provides certain agreed upon technology transfer, process development, analytical testing and cGMP manufacturing services to the Company.

In January 2022, the Company and FCDI entered into a letter agreement (the “Letter Agreement”), which amended the Reprogramming License Agreement, Differentiation License Agreement and Manufacturing Agreement (the “FCDI Agreements”) pursuant to the Company’s Research Collaboration and License Agreement with Bristol-Myers Squibb. Pursuant to the Letter Agreement, and in consideration for amending the FCDI Agreements, the Company paid to FCDI an upfront payment of $10,000 and will pay FCDI (i) a percentage of any milestone payments received by the Company under the FCDI Collaboration Agreement in respect of achievement of development or regulatory milestones specific to Japan, and (ii) a percentage of all royalties received by the Company under the FCDI Collaboration Agreement in respect of sales of products in Japan.

In September 2023 the Company and FCDI entered into a worldwide license agreement whereby FCDI will grant non-exclusive licenses to the Company for certain patent rights and know-how related to cell differentiation and reprogramming for the development and commercialization of iPSC-derived therapies for the treatment of inflammatory and autoimmune diseases (the “Autoimmune License”). In addition, the Company and FCDI entered into an amendment to each of the Reprogramming License and the Differentiation License to expand the licenses related to the development and commercialization of iPSC-derived cancer immunotherapeutic to also include inflammatory and autoimmune diseases. Under the terms of these agreements, FCDI will be eligible to receive certain development and regulatory milestone payments as well as low single-digit royalties related to products developed in connection with such agreements.

During the three months ended March 31, 2025 and 2024, the Company made payments of $1,517 and $2,707 and incurred research and development expenses of $1,492 and $2,666, and recorded within research and development expenses in its consolidated statements of operations and comprehensive income (loss), respectively.

Bayer Option Agreement

Bayer Health, LLC (“Bayer”) has the right of first refusal to acquire certain products researched and developed by the Company. Subject to certain exceptions, Bayer’s right of first refusal is exercisable with respect to up to four products and may only exercise these option rights in a non-sequential and alternating manner, and such rights are subject to additional limitations.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-2

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-6

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483326/850-10-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(g)(3))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(c))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(e))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/850/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483326/850-10-50-6

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483326/850-10-50-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483326/850-10-50-1

+ Details

Segment Reporting (Details)	3 Months Ended
Segment Reporting (Details)	Mar. 31, 2025 segment
Segment Reporting
Number of Operating Segments	1

Leases

3 Months Ended

Mar. 31, 2025

Leases

Leases

Note 9—Leases

The Company has commitments under operating leases for certain facilities used in its operations. The Company maintains security deposits on certain leases in the amounts of $403 within security deposits and non-current assets in its consolidated balance sheets at March 31, 2025 and December 31, 2024, respectively. The Company’s leases have initial lease terms ranging from 5 to 16 years. Certain lease agreements contain provisions for future rent increases.

The following table reflects the components of lease expense:


	For the		For the
	Three Months Ended		Three Months Ended
	March 31, 2025		March 31, 2024
Operating lease expense:
Fixed lease cost	$	1,744	$	1,085
Variable lease cost		664		450
Short term lease expense		—		—
Total operating lease expense	$	2,408	$	1,535

The following table reflects supplemental balance sheet information related to leases:


		As of		As of
		March 31,		December 31,
	Location in Balance Sheet	2025		2024

Operating lease right-of-use asset, net	Operating lease right-of-use assets	$	28,232	$	28,706
Operating lease liability, current	Accrued expenses and other liabilities	$	4,882	$	4,870
Operating lease liability, long-term	Operating lease liability, long-term		47,793		48,960
Total operating lease liability		$	52,675	$	53,830

The following table reflects supplement lease term and discount rate information related to leases:


	As of March 31, 2025		As of December 31, 2024
Weighted-average remaining lease terms - operating leases	7.2 years		7.4 years
Weighted-average discount rate - operating leases	10.4	%	10.4	%

The following table reflects supplemental cash flow information related to leases as of the periods indicated:


	For the Three Months Ended		For the Three Months Ended
	March 31, 2025		March 31, 2024
Operating cash flows from operating leases	$	(1,154)	$	(2,186)

The following table reflects future minimum lease payments under noncancelable leases as of March 31, 2025:


	Operating Leases
2025	$	7,341
2026		9,327
2027		9,573
2028		9,826
2029		10,085
Thereafter		36,029
Total lease payments		82,181
Less: Imputed interest		(25,362)
Less: Tenant incentive receivable		(4,144)
Total	$	52,675

Common Stock	3 Months Ended
Mar. 31, 2025
Common Stock
Common Stock	Note 14 – Common Stock At-The-Market The Company has a Sales Agreement (“Sales Agreement”), with Cowen and Company, LLC, or (“Cowen”) to provide for the offering, issuance and sale of up to an aggregate amount of $150,000 of common stock from time to time in “at-the-market” offerings (the “ATM Program”) pursuant to its shelf registration statement on Form S-3 (File No. 333-265975) and subject to the limitations thereof. During the quarter ended March 31, 2025, the Company did not have any sales in the ATM Program.

Common Stock

3 Months Ended

Mar. 31, 2025

Common Stock

Common Stock

Note 14 – Common Stock

At-The-Market

The Company has a Sales Agreement (“Sales Agreement”), with Cowen and Company, LLC, or (“Cowen”) to provide for the offering, issuance and sale of up to an aggregate amount of $150,000 of common stock from time to time in “at-the-market” offerings (the “ATM Program”) pursuant to its shelf registration statement on Form S-3 (File No. 333-265975) and subject to the limitations thereof. During the quarter ended March 31, 2025, the Company did not have any sales in the ATM Program.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 505
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478448/946-505-50-6

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480237/815-40-50-6

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480008/505-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/505/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 16
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-16

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

+ Details

Leases - Components of lease expenses (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2025	Mar. 31, 2024	Dec. 31, 2024
Lessee, Lease, Description [Line Items]
Amount of security deposits on certain leases	$ 403		$ 403
Operating lease expense:
Fixed lease cost	1,744	$ 1,085
Variable lease cost	664	450
Total operating lease expense	$ 2,408	$ 1,535
Minimum
Lessee, Lease, Description [Line Items]
Initial lease terms	5 years
Maximum
Lessee, Lease, Description [Line Items]
Initial lease terms	16 years

Related party transactions (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2025	Mar. 31, 2024	Jan. 07, 2022
Collaboration Agreement
Related party transactions
Upfront cash payment receivable			$ 100,000
FCDI Collaboration Agreement
Related party transactions
Payment to related party	$ 1,517	$ 2,707
Research and development	$ 1,492	$ 2,666
FCDI Collaboration Agreement \| Collaboration Agreement
Related party transactions
Upfront cash payment receivable			$ 10,000

Segment Reporting (Tables)

3 Months Ended

Mar. 31, 2025

Segment Reporting

Schedule of breakdown of research and development expenses to assess performance and allocate resources


	Three Months Ended		Three Months Ended
	March 31, 2025		March 31, 2024
Collaboration revenue	$	109,164	$	855
Less cost and expense:
Research and development
Personnel and related costs	$	9,984	$	9,761
Facility and other allocated costs		5,322		4,692
Research and laboratory		9,475		8,042
Other research and development		1,799		926
General and administrative		8,408		8,743
Other segment (income)/expense		(2,384)		(3,247)
Net income (loss)	$	76,560	$	(28,062)

Stock-based compensation - Stock option weighted-average assumptions (Details)	3 Months Ended	12 Months Ended
	Mar. 31, 2025	Dec. 31, 2024
weighted-average assumptions fair value of stock option granted
Expected dividend rate	0.00%
Employee Stock Option
weighted-average assumptions fair value of stock option granted
Expected option term (years)	6 years 29 days	6 years 7 days
Expected volatility	79.49%	78.84%
Risk-free interest rate	3.93%	4.29%

Financial instruments and fair value measurements - Transfers between levels (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2025 USD ($)
Financial instruments and fair value measurements
Transfer of assets from level 1 to level 2	$ 0
Transfer of assets from level 2 to level 1	0
Transfer of assets from or to level 3	0
Transfer of liabilities from level 1 to level 2	0
Transfer of liabilities from level 2 to level 1	0
Transfer of liabilities from or to level 3	$ 0

Business combination (Tables)

3 Months Ended

Mar. 31, 2025

Business combination

Summary of provisional fair values of the assets acquired and liabilities assumed at the date of the acquisition


Consideration transferred:
Cash consideration	$	14,854
Fair value of common stock (3,741,646 at closing price of $4.05)		15,154
Contingent consideration		9,722
Total consideration transferred	$	39,730

Assets acquired:
Cash and restricted cash	$	5,246
Prepaid expenses and other assets		400
Property and equipment		2,652
Right-of-use operating lease		8,065
In-process research and development ("IPR&D")		34,200
Goodwill		4,327
Total assets acquired	$	54,890

Liabilities assumed:
Accounts payable	$	868
Accrued expenses and other current liabilities		2,352
Lease liabilities - operating lease		8,065
Contingent consideration		372
Deferred tax liability		3,503
Total liabilities assumed	$	15,160

Net assets acquired	$	39,730

Property and equipment, net

3 Months Ended

Mar. 31, 2025

Property and equipment, net

Property and equipment, net

Note 5—Property and equipment, net

The following is a summary of property and equipment, net:


	March 31, 2025		December 31, 2024
Lab equipment	$	32,555	$	32,385
Leasehold improvements		61,617		61,577
Construction in progress		326		97
Computer software and equipment		2,919		2,919
Furniture and fixtures		1,221		1,221
Total		98,638		98,199
Less: Accumulated depreciation		(39,106)		(36,058)
Property and equipment, net	$	59,532	$	62,141

Depreciation expense was $3,221 and $3,226 for the three months ended March 31, 2025 and 2024, respectively.

Stock-based compensation - Stock option activity (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2025	Mar. 31, 2024	Dec. 31, 2024
Aggregate Intrinsic Value
Weighted average grant date fair value	$ 5.61
Stock options
Shares
Outstanding, beginning (in shares)	5,310,229
Granted	1,486,125
Exercised	(13,694)
Forfeited	(148,858)
Outstanding, ending (in shares)	6,633,802		5,310,229
Exercisable	5,651,511
Weighted Average Exercise Price
Outstanding, beginning	$ 5.66
Granted	0.6
Exercised	1.03
Forfeited	5.91
Outstanding, ending	5.53		$ 5.66
Exercisable	$ 7.09
Weighted Average Remaining Contractual Term (years)
Outstanding	3 years 5 months 12 days		4 years 1 month 20 days
Exercisable	5 years 6 months 10 days
Aggregate Intrinsic Value
Outstanding	$ 35		$ 76
Exercisable	35
Intrinsic value of options exercised	35	$ 1,862
Time Based Vesting
Aggregate Intrinsic Value
Unrecognized compensation expense	$ 14,952
Unrecognized compensation expense expected to be recognized over a weighted average period	2 years 9 months 10 days

Financial instruments and fair value measurements - Investments in fixed maturity securities (Details) - USD ($) $ in Thousands	Mar. 31, 2025	Dec. 31, 2024
Financial instruments and fair value measurements
Amortized Cost	$ 133,683	$ 161,293
Gross Unrealized Gains	312	413
Gross Unrealized Losses	(26)	(37)
Fair Value	133,969	161,669
U.S. Treasury
Financial instruments and fair value measurements
Amortized Cost	30,637	29,898
Gross Unrealized Gains	61	97
Gross Unrealized Losses	(1)	(1)
Fair Value	30,697	29,994
Corporate bonds
Financial instruments and fair value measurements
Amortized Cost	103,046	131,395
Gross Unrealized Gains	251	316
Gross Unrealized Losses	(25)	(36)
Fair Value	$ 103,272	$ 131,675

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (aa)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (aaa)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

+ Details

Organization and description of the business - Liquidity (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2025	Mar. 31, 2024
Organization and description of the business
Net Income (Loss)	$ 76,560	$ (28,062)
Collaboration revenue	109,164	855
Cash used in operations	34,623	$ 30,248
Amount of cash and cash equivalents on short and long term investments	$ 185,834

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-6

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-9

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 805
-SubTopic 60
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476176/805-60-65-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 323
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (g)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478666/740-323-65-2

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(20))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483621/220-10-S99-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481687/323-10-50-3

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 825
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 28
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482907/825-10-50-28

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482765/220-10-50-6

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-3

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480175/815-40-65-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-8

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-11

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-11

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-4

Reference 17: http://www.xbrl.org/2003/role/exampleRef
-Topic 946
-SubTopic 830
-Name Accounting Standards Codification
-Section 55
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479168/946-830-55-10

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section 45
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479105/946-220-45-7

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(18))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477250/944-220-S99-1

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(9))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-09(1)(d))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-3

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 23: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(ii))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iii)(A))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iv))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(A))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 29: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(B))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 30: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 31: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 32: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 60B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482689/260-10-45-60B

Reference 33: http://www.xbrl.org/2003/role/disclosureRef
-Topic 205
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483499/205-20-50-7

Reference 34: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 230
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 28
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482740/230-10-45-28

Reference 35: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 1A
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482790/220-10-45-1A

Reference 36: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 1B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482790/220-10-45-1B

Reference 37: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 942
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478524/942-220-S99-1

+ Details

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 41
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-41

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 270
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482964/270-10-50-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (ee)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

Reference 4: http://fasb.org/us-gaap/role/ref/otherTransitionRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

Reference 5: http://fasb.org/us-gaap/role/ref/otherTransitionRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 924
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479941/924-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-5

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 30
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-30

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 42
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-42

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-22

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 40
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-40

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-22

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-4

+ Details

Stock-based compensation - Common stock available under 2021 Incentive Plan (Details) - shares	3 Months Ended	12 Months Ended
	Mar. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Stock options
Stock-based compensation
Options granted	(1,486,125)
Restricted stock units
Stock-based compensation
RSU's granted	(2,337,892)
2021 Incentive Plan
Stock-based compensation
Beginning balance	3,691,145
Shares reserved for issuance	4,291,821	3,025,220	2,954,788
Options and RSUs forfeited / cancelled	178,684
Ending balance	4,337,633	3,691,145
2021 Incentive Plan \| Stock options
Stock-based compensation
Options granted	(1,486,125)
2021 Incentive Plan \| Restricted stock units
Stock-based compensation
RSU's granted	(2,337,892)

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 35
-Paragraph 1D
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480483/718-10-35-1D

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 35
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480483/718-10-35-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(1)(i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(1)(ii)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(1)(iii)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(1)(iv)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(1)(iv)(01)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(1)(iv)(02)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(1)(iv)(03)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(1)(iv)(04)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(ii)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(iii)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(iii)(01)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(iii)(02)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(iii)(03)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (e)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (e)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(ii)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(iii)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(iv)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(v)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

+ Details

Basic and diluted net income (loss) per common share (Tables)

3 Months Ended

Mar. 31, 2025

Basic and diluted net income (loss) per common share

Schedule of potential shares of common stock excluded


	Three Months Ended	Three Months Ended
	March 31,	March 31,
	2025	2024
Stock options to purchase common stock	6,556,371	4,739,854
Early exercised stock options subject to future vesting	7,731	84,380
Restricted stock awards subject to future vesting	—	24,731
Unvested restricted stock units	4,676,785	3,941,432
Warrants	32,009	32,009
Total	11,272,896	8,822,406

Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Mar. 31, 2025	May 01, 2025
Document and Entity Information [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2025
Document Transition Report	false
Entity File Number	001-40498
Entity Registrant Name	Century Therapeutics, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	84-2040295
Entity Address, Address Line One	25 N 38th Street, 11th Floor
Entity Address, City or Town	Philadelphia
Entity Address State Or Province	PA
Entity Address, Postal Zip Code	19104
City Area Code	267
Local Phone Number	817-5790
Title of 12(b) Security	Common Stock, $0.0001 par value per share
Trading Symbol	IPSC
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		86,158,758
Entity Central Index Key	0001850119
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2025
Document Fiscal Period Focus	Q1
Amendment Flag	false

Summary of significant accounting policies and basis of presentation - Restricted cash (Details) - USD ($) $ in Thousands	Mar. 31, 2025	Dec. 31, 2024	Mar. 31, 2024	Dec. 31, 2023
Summary of significant accounting policies and basis of presentation
Cash and cash equivalents	$ 51,865	$ 58,441
Restricted cash	2,775	2,772
Cash, cash equivalents, and restricted cash	$ 54,640	$ 61,213	$ 48,791	$ 49,303

Business combination

3 Months Ended

Mar. 31, 2025

Business combination

Business combination

Note 3 – Business combination

On April 11, 2024, the Company acquired 100% of Clade, a privately held biotechnology company focused on discovering and delivering engineerable, off-the-shelf, scalable, and consistent stem cell-based medicines, with a focus on iPSC-derived αβ T cells. The acquisition expanded the Company’s pipeline by incorporating three additional preclinical-stage programs from Clade’s αβ iT platform spanning across cancer and autoimmune diseases. The results of Clade’s operations have been included in the consolidated financial statements since that date. A total of 3,741,646 common shares were issued to the Clade stockholders on the date of close, which were valued based on the closing price of common stock on that date.

Contingent consideration was estimated at fair value on the date of the close and consists of both additional stock consideration (“Holdback Shares”) as well as a contingent milestone payment of $10,000 (“Clade Milestone”). The Holdback Shares total up to 793,687 shares of common stock consideration which will be issued and delivered to the sellers on the eighteen-month anniversary of the Closing Date, subject to potential reduction based on indemnification claims favoring the Company, if any. This contingent consideration was recorded at fair value as of the closing date, based on the closing stock price on that date, adjusted for a discount for lack of marketability, and totaled $2,600. Contingent consideration also includes the Clade Milestone, which consists of one potential clinical development milestone payment of $10,000, which may be paid in cash, shares, or a combination thereof, upon the achievement of the milestone. The fair value of this contingent consideration was estimated based on the probability of milestone achievement, and an estimated discount rate, and totaled $7,100.

The Company recognized $895 of acquisition-related costs during the year ended December 31, 2024, which were expensed as incurred in the consolidated statement of operations. No such expenses were recorded during the three months ended March 31, 2025.

The following table summarizes the fair values of the assets acquired and liabilities assumed at the date of the acquisition:


Consideration transferred:
Cash consideration	$	14,854
Fair value of common stock (3,741,646 at closing price of $4.05)		15,154
Contingent consideration		9,722
Total consideration transferred	$	39,730

Assets acquired:
Cash and restricted cash	$	5,246
Prepaid expenses and other assets		400
Property and equipment		2,652
Right-of-use operating lease		8,065
In-process research and development ("IPR&D")		34,200
Goodwill		4,327
Total assets acquired	$	54,890

Liabilities assumed:
Accounts payable	$	868
Accrued expenses and other current liabilities		2,352
Lease liabilities - operating lease		8,065
Contingent consideration		372
Deferred tax liability		3,503
Total liabilities assumed	$	15,160

Net assets acquired	$	39,730

As of December 31, 2024, the purchase price was final and changes from the preliminary purchase price were immaterial. The purchase price was allocated to the tangible assets and identifiable intangible assets acquired and liabilities assumed based on their acquisition date estimated fair values. The identifiable intangible assets consist of IPR&D which were assigned fair values of $34,200. The fair value of the IPR&D was estimated using the multi-period excess earnings method, which the Company estimates future cash flows attributable to the technology and applies a probability of success and a discount rate of 26.9%.

These nonrecurring fair value measurements are Level 3 measurements within the fair value hierarchy.

Goodwill represents the excess of the purchase price over the net identifiable tangible and intangible assets acquired. The Company believes the goodwill related to the acquisition was attributable to the expected synergies and value of the assembled workforce as well as the collective experience of the management team with regards to its operations. The goodwill is not expected to be tax deductible.

As of December 31, 2024, given the sustained decrease of the Company’s market capitalization, the carrying value of the single, entity-wide reporting unit exceeded its fair value, and accordingly, the Company recorded a goodwill impairment charge of $4,327 to write off the goodwill balance.

Financial instruments and fair value measurements - Maturities of fixed maturity available-for-sale securities (Details) $ in Thousands	Mar. 31, 2025 USD ($) item	Dec. 31, 2024 USD ($) item
Financial instruments and fair value measurements
Less than one year	$ 113,256	$ 130,851
One to five years	20,713	30,818
Debt securities	$ 133,969	$ 161,669
Number of available-for-sale investment debt securities \| item	34	27
Amount of accrued interest receivable on available-for-sale investment debt securities	$ 983	$ 1,254
Debt Securities, Available-for-Sale, Accrued Interest, after Allowance for Credit Loss, Statement of Financial Position [Extensible Enumeration]	Prepaid Expense and Other Assets, Current	Prepaid Expense and Other Assets, Current

Income taxes (Details) $ in Thousands	3 Months Ended
Income taxes (Details) $ in Thousands	Mar. 31, 2025 USD ($)
Income taxes
Tax benefit incurred for operating losses	$ 0
Research and development tax credits	$ 0

Stock-based compensation - Reserved shares of common stock (Details) - 2021 Incentive Plan	Mar. 31, 2025 shares
Stock-based compensation
Reserved shares of common stock for issuance	16,393,768
Options and RSUs
Stock-based compensation
Options and RSUs issued and outstanding	11,310,587
Reserved shares of common stock for issuance	4,337,663
Employee stock purchase plan
Stock-based compensation
Reserved shares of common stock for issuance	745,518

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Accrued expenses and other liabilities (Tables)

3 Months Ended

Mar. 31, 2025

Accrued expenses and other liabilities

Schedule of summary of accrued expenses


	March 31, 2025		December 31, 2024
Payroll and bonuses	$	2,944	$	7,703
Accrued clinical trial related costs		727		2,196
Professional and legal fees		2,266		2,617
Operating lease liability, current		4,882		4,870
Other		111		75
Total accrued expenses and other liabilities	$	10,930	$	17,461

Summary of significant accounting policies and basis of presentation (Details)	3 Months Ended
	Mar. 31, 2025 segment
Summary of significant accounting policies and basis of presentation
Number of operating segment	1

Summary of significant accounting policies and basis of presentation - Intangible Assets (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2025 USD ($)
Summary of significant accounting policies and basis of presentation
Impairment of indefinite-lived intangibles	$ 0

Leases (Tables)

3 Months Ended

Mar. 31, 2025

Leases

Schedule of components of lease expenses


	For the		For the
	Three Months Ended		Three Months Ended
	March 31, 2025		March 31, 2024
Operating lease expense:
Fixed lease cost	$	1,744	$	1,085
Variable lease cost		664		450
Short term lease expense		—		—
Total operating lease expense	$	2,408	$	1,535

Schedule of Supplemental Balance Sheet Information related to leases


		As of		As of
		March 31,		December 31,
	Location in Balance Sheet	2025		2024

Operating lease right-of-use asset, net	Operating lease right-of-use assets	$	28,232	$	28,706
Operating lease liability, current	Accrued expenses and other liabilities	$	4,882	$	4,870
Operating lease liability, long-term	Operating lease liability, long-term		47,793		48,960
Total operating lease liability		$	52,675	$	53,830

Schedule of supplemental lease term and discount rate information related to leases


	As of March 31, 2025		As of December 31, 2024
Weighted-average remaining lease terms - operating leases	7.2 years		7.4 years
Weighted-average discount rate - operating leases	10.4	%	10.4	%

Schedule of supplemental cash flow information related to leases


	For the Three Months Ended		For the Three Months Ended
	March 31, 2025		March 31, 2024
Operating cash flows from operating leases	$	(1,154)	$	(2,186)

Schedule of Future minimum lease payments of operating leases


	Operating Leases
2025	$	7,341
2026		9,327
2027		9,573
2028		9,826
2029		10,085
Thereafter		36,029
Total lease payments		82,181
Less: Imputed interest		(25,362)
Less: Tenant incentive receivable		(4,144)
Total	$	52,675

CONSOLIDATED BALANCE SHEETS (Parentheticals) - $ / shares	Mar. 31, 2025	Dec. 31, 2024
CONSOLIDATED BALANCE SHEETS
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Preferred Stock, Shares Authorized	10,000,000	10,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	300,000,000	300,000,000
Common Stock, Shares, Issued	86,146,049	85,836,429
Common Stock, Shares, Outstanding	86,146,049	85,836,429

Leases - Other information (Details) - USD ($) $ in Thousands	Mar. 31, 2025	Dec. 31, 2024
Leases
Operating lease right-of-use asset, net	$ 28,232	$ 28,706
Operating lease liability, current	$ 4,882	$ 4,870
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]	Accrued Expenses And Other Liabilities, Current	Accrued Expenses And Other Liabilities, Current
Operating lease liability, long term	$ 47,793	$ 48,960
Total operating lease liability	$ 52,675	$ 53,830

Accrued expenses and other liabilities

3 Months Ended

Mar. 31, 2025

Accrued expenses and other liabilities

Accrued expenses and other liabilities

Note 6—Accrued expenses and other liabilities

The following is a summary of accrued expenses:


	March 31, 2025		December 31, 2024
Payroll and bonuses	$	2,944	$	7,703
Accrued clinical trial related costs		727		2,196
Professional and legal fees		2,266		2,617
Operating lease liability, current		4,882		4,870
Other		111		75
Total accrued expenses and other liabilities	$	10,930	$	17,461

Financial instruments and fair value measurements - Contingent consideration (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2025 USD ($)
Financial instruments and fair value measurements
Beginning balance	$ 8,738
Changes in fair value	(238)
Ending balance	8,500
Gadeta Earnout
Financial instruments and fair value measurements
Beginning balance	413
Ending balance	413
Holdback Shares
Financial instruments and fair value measurements
Beginning balance	625
Changes in fair value	(336)
Ending balance	289
Clade Milestone
Financial instruments and fair value measurements
Beginning balance	7,700
Changes in fair value	98
Ending balance	$ 7,798

Commitments and contingencies (Details) - USD ($) $ in Thousands		3 Months Ended
	Apr. 11, 2024	Mar. 31, 2025	Mar. 31, 2024	Dec. 31, 2024	Mar. 31, 2020	Jul. 24, 2019
Clade Therapeutics, Inc
Commitments and Contingencies
Milestone payments	$ 10,000
Number of holdback shares	793,687
Percentage of aggregate consideration	10.00%
Total payment to shareholders upon occurrence of event		$ 20,000
Distributed Bio Master Service Agreement
Commitments and Contingencies
Milestone payments						$ 16,100
Milestone payments due		0
Research and development		6	$ 56
Distributed Bio Master Service Agreement \| Accounts payable current
Commitments and Contingencies
Accrued expenses		66		$ 65
iCELL Inc. Sublicense Agreement
Commitments and Contingencies
Milestone payments due		$ 0		$ 0
Development and regulatory approval milestone payments					$ 4,250
iCELL Inc. Sublicense Agreement \| Maximum
Commitments and Contingencies
Milestone payments					$ 70,000

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Mar. 31, 2025	Mar. 31, 2024
Pay vs Performance Disclosure
Net Income (Loss)	$ 76,560	$ (28,062)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Stock-based compensation - Stock-based compensation expense and by award type (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2025	Mar. 31, 2024
Stock-based compensation
Total stock-based compensation	$ 2,426	$ 3,207
Research and development
Stock-based compensation
Total stock-based compensation	1,580	1,748
General and administrative
Stock-based compensation
Total stock-based compensation	846	1,459
Stock options
Stock-based compensation
Total stock-based compensation	1,858	2,091
Restricted stock units
Stock-based compensation
Total stock-based compensation	493	1,014
Restricted stock awards
Stock-based compensation
Total stock-based compensation	40	45
Employee stock purchase plan
Stock-based compensation
Total stock-based compensation	$ 35	$ 57

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive Loss	Total
Beginning balance at Dec. 31, 2023	$ 6	$ 840,407	$ (655,771)	$ 108	$ 184,750
Beginning Balance (in shares) at Dec. 31, 2023	60,335,701
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon the exercise of stock options and 2021 ESPP		366			366
Issuance of common stock upon the exercise of stock options and 2021 ESPP (in shares)	220,647
Vesting of restricted stock (in shares)	24,734
Vesting of early exercise stock options		142			142
Vesting of early exercise stock options (in shares)	34,900
Vesting of restricted stock units (in shares)	109,108
Issuance of common stock via ATM, net of underwriting discounts and commissions and other issuance costs		17,829			17,829
Issuance of common stock via ATM, net of underwriting discounts and commissions and other issuance costs (in shares)	4,084,502
Unrealized gain (loss) on investments				(351)	(351)
Foreign currency translation				2	2
Stock based compensation		3,207			3,207
Net (loss) income			(28,062)		(28,062)
Ending balance at Mar. 31, 2024	$ 6	861,951	(683,833)	(241)	177,883
Ending Balance (in shares) at Mar. 31, 2024	64,809,592
Beginning balance at Dec. 31, 2024	$ 9	943,366	(782,337)	324	161,362
Beginning Balance (in shares) at Dec. 31, 2024	85,836,429
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon the exercise of stock options and 2021 ESPP		120			120
Issuance of common stock upon the exercise of stock options and 2021 ESPP (in shares)	116,488
Vesting of restricted stock (in shares)	24,734
Vesting of early exercise stock options		84			84
Vesting of early exercise stock options (in shares)	11,321
Vesting of restricted stock units		(94)			(94)
Vesting of restricted stock units (in shares)	157,077
Unrealized gain (loss) on investments				(19)	(19)
Stock based compensation		2,426			2,426
Net (loss) income			76,560		76,560
Ending balance at Mar. 31, 2025	$ 9	$ 945,902	$ (705,777)	$ 305	$ 240,439
Ending Balance (in shares) at Mar. 31, 2025	86,146,049

Business combination - Assets and Liabilities (Details) - USD ($) $ / shares in Units, $ in Thousands	Apr. 11, 2024	Mar. 31, 2025	Dec. 31, 2024
Assets acquired:
Operating lease right-of-use asset, net		$ 28,232	$ 28,706
Liabilities assumed:
Lease liabilities - operating lease		$ 47,793	48,960
Clade Therapeutics, Inc.
Business Combination
Cash consideration	$ 14,854
Fair value of common stock (3,741,646 at closing price of $4.05)	15,154
Contingent consideration	9,722
Total consideration transferred	$ 39,730
Fair value of common stock shares	3,741,646
Fair value of common stock closing price	$ 4.05
Assets acquired:
Cash and restricted cash	$ 5,246
Prepaid expenses and other assets	400
Property and equipment	2,652
Operating lease right-of-use asset, net	8,065
In-process research and development ("IPR&D")	34,200
Goodwill	4,327
Total assets acquired	54,890
Liabilities assumed:
Accounts payable	868
Accrued expenses and other current liabilities	2,352
Lease liabilities - operating lease	8,065
Contingent consideration	372
Deferred tax liability	3,503
Total liabilities assumed	15,160
Net assets acquired	$ 39,730
Clade Therapeutics, Inc. \| IPR&D
Assets acquired:
In-process research and development ("IPR&D")			$ 34,200

Summary of significant accounting policies and basis of presentation (Policies)

3 Months Ended

Mar. 31, 2025

Summary of significant accounting policies and basis of presentation

Basis of presentation

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information and with the interim period reporting requirements of Form 10-Q and Article 10 of Regulation S-X. The consolidated balance sheet as of March 31, 2025, and the consolidated statements of operations and comprehensive income (loss), consolidated statements of changes in stockholders’ equity, and the consolidated statements of cash flows for the three months ended March 31, 2025 and 2024 are unaudited, but, in the opinion of management, include all adjustments, consisting only of normal recurring adjustments, which the Company considers necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The results for any interim period are not necessarily indicative of results for the year ending December 31, 2025 or for any other subsequent interim period. The consolidated

balance sheet at December 31, 2024 has been derived from the Company’s audited consolidated financial statements.

Use of estimates

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and reported amounts of expenses during the reporting period. Estimates and assumptions are primarily made in relation to the valuations supporting stock compensation, the estimation of the incremental borrowing rate for operating leases, intangible assets acquired in business combinations and standalone selling prices of performance obligations in collaboration agreements. If actual results differ from the Company’s estimates, or to the extent these estimates are adjusted in future periods, the Company’s results of operations could either benefit from, or be adversely affected by, any such change in estimate.

Concentration of credit risk and other risks and uncertainties

Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist of cash, cash equivalents, U.S. Treasury bills and bonds, as well as corporate bonds. Cash and cash equivalents, as well as short and long-term investments include a checking account and asset management accounts held by a limited number of financial institutions. At times, such deposits may be in excess of insured limits. As of March 31, 2025 and December 31, 2024, the Company has not experienced any losses on its deposits of cash and cash equivalents.

The Company’s future results of operations involve a number of risks and uncertainties. Factors that could affect the Company’s future operating results and cause actual results to vary materially from expectations include, but are not limited to, rapid technological change, uncertainty of market acceptance of its products, competition from substitute products and larger companies, protection of proprietary technology, strategic relationships, and dependence on key individuals.

Products developed by the Company require clearances from the U.S. Food and Drug Administration (the “FDA”) or other international regulatory agencies prior to commercial sales. There can be no assurance the Company’s future products will receive the necessary clearances. If the Company was denied clearance, clearance was delayed, or if the Company was unable to maintain clearance, it could have a material adverse impact on the Company.

Fair value of financial instruments

The Company discloses and recognizes the fair value of its assets and liabilities using a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The hierarchy gives the highest priority to valuations based upon unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to valuations based upon unobservable inputs that are significant to the valuation (Level 3 measurements). The guidance establishes three levels of the fair value hierarchy as follows:

Level 1

Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date;

Level 2

Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly, including inputs in markets that are not considered to be active;

Level 3

Inputs are unobservable in which there is little or no market data available, which require the reporting entity to develop its own assumptions that are unobservable.

Assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires management to make judgments and consider factors specific to the asset or liability.

Cash and cash equivalents

Management considers all highly liquid investments with an insignificant interest rate risk and original maturities of three months or less to be cash equivalents.

Restricted cash

As of March 31, 2025 and December 31, 2024, the Company had $2,775 and $2,772, respectively, in cash on deposit to secure certain lease commitments. Restricted cash is recorded separately in the Company’s consolidated balance sheets.

The following provides a reconciliation of the Company’s cash, cash equivalents, and restricted cash as reported in the consolidated balance sheets to the amounts reported in the consolidated statements of cash flows:


	March 31, 2025		December 31, 2024
Cash and cash equivalents	$	51,865	$	58,441
Restricted cash		2,775		2,772
Cash, cash equivalents, and restricted cash	$	54,640	$	61,213

Investments

Investments

The Company invests in fixed maturity securities including U.S. Treasury bills and bonds as well as corporate bonds. The investments are classified as available-for-sale and reported at fair value. Unrealized gains or losses are determined by comparing the fair market value of the securities with their cost or amortized cost. Realized gains and losses on investments are recorded on the trade date and are included in the statement of operations. Unrealized gains and losses on investments are recorded in other comprehensive income (loss) on the consolidated statements of operations and comprehensive income (loss). The cost of securities sold is based on the specified identification method. Investment income is recognized as earned and discounts or premiums arising from the purchase of debt securities are recognized in investment income using the interest method over the remaining term of the security. Securities with an original maturity date greater than three months that mature within one year of the balance sheet date are classified as short-term, while investments with a maturity date greater than one year are classified as long-term.

Property and equipment, net

Property and equipment, net

Property and equipment are recorded at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which is generally five years. Leasehold improvements are amortized over the shorter of the asset’s useful life or the remaining term of the lease. Construction in progress includes direct cost related to the construction of leasehold improvements and is stated at original cost. Such costs are not depreciated until the asset is completed and placed into service. Once the asset is placed into service, these capitalized costs will be allocated to leasehold improvements and will be depreciated over the shorter of the asset’s useful life or the remaining term of the lease. Computer software and equipment includes implementation costs for cloud-based software and network equipment.

Expenditures for major additions and improvements are capitalized, while minor replacements, maintenance, and repairs are charged to expense as incurred. When property is retired or otherwise disposed of, the costs and accumulated depreciation are removed from the respective accounts, with any resulting gain or loss recognized concurrently.

Research and development expenses

Research and development expenses

Research and development expenses include costs directly attributable to the conduct of research and development programs, including the cost of salaries, payroll taxes, employee benefits, stock compensation, materials, supplies, rent, depreciation on and maintenance of research equipment with alternative future use, and the cost of services provided by outside contractors. All costs associated with research and development are expensed as incurred.

Clinical trial costs are a component of research and development expenses. The Company expenses costs for its clinical trial activities performed by third parties, including clinical research organizations and other service providers, as they are incurred, based upon estimates of the work completed over the life of the individual study in accordance with associated agreements. The Company uses information it receives from internal personnel and outside service providers to estimate the clinical trial costs incurred.

Stock-based compensation

Stock-based compensation

Employees, consultants, and members of the Board of Directors of the Company have received stock options and restricted stock of the Company. The Company recognizes the cost of the stock-based compensation incurred as its employees and board members vest in the awards. The Company accounts for stock-based compensation arrangements in accordance with provisions of Accounting Standards Codification (“ASC”) 718, Compensation—Stock Compensation. ASC 718 requires the recognition of compensation expense, using a fair-value based method, for costs related to all share-based payments including stock options. ASC 718 requires companies to estimate the fair value of share-based payment awards on the date of grant using an option-pricing model. The Company uses the Black-Scholes option-pricing model (“Black Scholes”) to determine the fair value of options granted. The Company’s stock-based awards are subject to service-based vesting conditions and performance-based vesting conditions. Compensation expense related to awards to employees and directors with service-based vesting conditions is recognized on a straight-line basis based on the grant date fair value over the associated service period of the award, which is generally the vesting term. For performance-based awards, the Company reassesses at each reporting date whether achievement of the performance condition is probable and accrues compensation expense if and when achievement of the performance condition is probable.

Black Scholes requires inputs based on certain subjective assumptions, including (i) the expected stock price volatility, (ii) the expected term of the award, (iii) the risk-free interest rate and (iv) expected dividends. The historical volatility is calculated based on a period of time commensurate with expected term assumption. The risk-free interest rate is based on U.S. Treasury securities with a maturity date commensurate with the expected term of the associated award. The expected dividend yield is assumed to be zero as the Company has never paid dividends and has no current plans to pay any dividends on its common stock. Forfeitures are recognized as they occur.

Foreign currency translation

The reporting currency of the Company is the U.S. dollar. The functional currency of Century Canada is the Canadian dollar. The functional currency of Gadeta is the Euro. Assets and liabilities of Century Canada and Gadeta are translated into U.S. dollars based on exchange rates at the end of each reporting period. Expenses are translated at average exchange rates during the reporting period. Gains and losses arising from the translation of assets and liabilities are included as a component of accumulated other comprehensive loss or income on the Company’s consolidated balance sheets. Gains and losses resulting from foreign currency transactions are reflected within the Company’s consolidated statements of operations and comprehensive income (loss). The Company has not utilized any foreign currency hedging strategies to mitigate the effect of its foreign currency exposure.

Intercompany payables and receivables are considered to be long-term in nature and any change in balance due to foreign currency fluctuation is included as a component of the Company’s consolidated comprehensive income (loss) and accumulated other comprehensive loss within the Company’s consolidated balance sheets.

Collaboration revenue

Basic net income (loss) per common share is computed by dividing net income (loss) applicable to common shareholders by the weighted-average number of common shares outstanding during the period. The Company computes diluted net income (loss) per common share by dividing the net income (loss) applicable to common shareholders by the sum of the weighted-average number of common shares outstanding during the period plus the potential dilutive effects of its warrants, restricted stock and stock options to purchase common shares, but such items are excluded if their effect is anti-dilutive.

Collaboration revenue

The Company may enter into collaboration and licensing agreements with strategic partners for research and development, manufacturing, and commercialization of its product candidates. Payments under these arrangements may include non-refundable, upfront fees; reimbursement of certain costs; customer option fees for additional goods or services; payments upon the achievement of development, regulatory, and commercial milestones; sales of product at certain agreed-upon amounts; and royalties on product sales.

The Company recognizes revenue in accordance with ASC Topic 606, Revenue from Contracts with Customers, (“ASC 606”). This standard applies to all contracts with customers. When an agreement falls under the scope of other standards, such as ASC Topic 808, Collaborative Arrangements, or (“ASC 808”), the Company will apply the recognition, measurement, presentation, and disclosure guidance in ASC 606 to the performance obligations in the agreements if those performance obligations are with a customer. Revenue recognized by analogizing to ASC 606 is recorded as collaboration revenue on the statements of operations.

Under ASC 606, an entity recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. In determining the appropriate amount of revenue to be recognized as it fulfills its obligations under a collaboration agreement, the Company performs the following 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 constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations on a relative stand-alone selling price basis; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation.

As part of the accounting for these arrangements, the Company must use its judgment to determine the stand-alone selling price for each performance obligation identified in the contract for the allocation of transaction price. The estimation of the stand-alone selling price may include such estimates as forecasted revenues and costs, development timelines, discount rates, and probabilities of regulatory and commercial success. The Company also applies significant judgment when evaluating whether contractual obligations represent distinct performance obligations, allocating transaction price to performance obligations within a contract, determining when performance obligations have been met, assessing the recognition and future reversal of variable consideration and determining and applying appropriate methods of measuring progress for performance obligations satisfied over time. Amounts expected to be recognized as revenue within the 12 months following the balance sheet date are classified as deferred revenue, current. Amounts not expected to be recognized as revenue within the 12 months following the balance sheet date are classified as deferred revenue, non-current.

If an arrangement is determined to contain customer options that allow the customer to acquire additional goods or services, the goods and services underlying the customer options are not considered to be performance obligations at the outset of the arrangement, as they are contingent upon option exercise. The Company evaluates the customer options for material rights or options to acquire additional goods or services for free or at a discount. If the customer options are not determined to represent a material right, no transaction price is allocated to these options and the Company will account for these options at that time they are exercised. If the customer options are determined to represent a material right, the material right is recognized as a separate performance obligation at the outset of the arrangement.

The obligations under the Company’s collaboration agreements may include research and development services to be performed by the Company for or on behalf of the customer. Amounts allocated to these performance obligations are recognized as the Company performs these obligations, and revenue is measured based on an inputs method of costs incurred to date of budgeted costs. Under certain circumstances, the Company may be reimbursed for certain expenses incurred under the research and development services.

At the inception of each arrangement that includes development milestone payments, the Company evaluates whether the milestones are considered probable of being achieved and estimates the amount to be included in the transaction price using the most likely amount method. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. Milestone payments that are not within the control of the Company or the licensee, such as regulatory approvals, are not considered probable of being achieved until those approvals are received. The Company evaluates factors such as the scientific, clinical, regulatory, commercial and other risks that must be overcome to achieve the particular milestone in making this assessment. There is considerable judgment involved in determining whether it is probable that a significant revenue reversal would not occur. At the end of each subsequent reporting period, the Company reevaluates the probability of achievement of all milestones subject to constraint and, if necessary, adjusts its estimate of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis in the statements of operations in the period of adjustment.

Acquisition-Related Contingent Consideration

Acquisition-related contingent consideration consist of our future obligation owed to shareholders of Clade and Gadeta and includes contingent milestone payments, earn out considerations, and indemnification obligations. Acquisition-related contingent consideration was recorded on the acquisition date at the estimated fair value of the obligation, in accordance with the acquisition method of accounting. The fair value measurement is based on significant inputs that are unobservable in the market and thus represents a Level 3 fair value measurement. The fair value of the acquisition-related contingent considerations are remeasured each reporting period, with changes in fair value recorded in the consolidated statements of operations and comprehensive income (loss) with general and administrative expense.

Business Combinations

Business Combinations

The Company accounts for business combinations using the acquisition method of accounting in accordance with ASC 805, Business Combinations. Identifiable assets acquired and liabilities assumed are recorded at their acquisition date fair values. The excess of the fair value of purchase consideration over the fair values of the identifiable assets and liabilities is recorded as goodwill. Acquisition related costs are expensed as incurred. Upon acquisition, the accounts and results of operations are consolidated as of and subsequent to the acquisition date.

When determining the fair values of assets acquired and liabilities assumed, management makes significant estimates and assumptions, especially with respect to intangible assets. The Company utilizes commonly accepted valuation techniques, such as the income approach in establishing the fair value of intangible assets. See “Note 3 – Business combination” for additional detail.

Intangible Assets

Intangible Assets

Indefinite-lived intangibles are carried at the initially recorded fair value less any recognized impairment. Indefinite-lived intangibles are tested at least annually for impairment. Impairment assessments are conducted more frequently if certain conditions exist, including a change in the competitive landscape, any internal decisions to pursue new or different technology strategies, or a significant change in the marketplace, including changes in the size of the market for the Company’s products. In performing the impairment test, the Company estimates the fair value of the indefinite-lived intangible asset and compares it to the carrying value. If they carrying value exceeds the estimated fair value, the Company records an impairment loss for the difference. For the three months ended March 31, 2025, there were no impairment charges. For further discussion of identified intangible assets, see “Note 3 – Business combination”.

Recent accounting pronouncements

Recent accounting pronouncements

In December 2023, the FASB issued ASU No. 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"). ASU 2023-09 requires entities to provide additional information in their tax rate reconciliation and additional disclosures about income taxes paid by jurisdiction. ASU 2023-09 is effective for annual reporting periods beginning after December 15, 2024, with early adoption permitted. The guidance should be applied prospectively, but entities have the option to apply it retrospectively for each period presented. The Company is currently evaluating the impact of adopting this new accounting guidance.

Basic and diluted net income (loss) per common share - Schedule of potential shares of common stock excluded from computation (Details) - shares	3 Months Ended
	Mar. 31, 2025	Mar. 31, 2024
Basic and diluted net income (loss) per common share
Securities excluded from the computation of diluted net income (loss) per share	11,272,896	8,822,406
Weighted average common shares outstanding Basic (in shares)	86,021,188	62,296,637
Weighted average common shares outstanding Diluted (in shares)	86,098,619	62,296,637
Stock options to purchase common stock
Basic and diluted net income (loss) per common share
Securities excluded from the computation of diluted net income (loss) per share	6,556,371	4,739,854
Early exercised stock options subject to future vesting
Basic and diluted net income (loss) per common share
Securities excluded from the computation of diluted net income (loss) per share	7,731	84,380
Restricted stock awards subject to future vesting
Basic and diluted net income (loss) per common share
Securities excluded from the computation of diluted net income (loss) per share		24,731
Unvested restricted stock units
Basic and diluted net income (loss) per common share
Securities excluded from the computation of diluted net income (loss) per share	4,676,785	3,941,432
Warrants
Basic and diluted net income (loss) per common share
Securities excluded from the computation of diluted net income (loss) per share	32,009	32,009

Leases - Operating lease - Other information (Details)	Mar. 31, 2025	Dec. 31, 2024
Leases
Weighted-average remaining lease terms (years) - operating leases	7 years 2 months 12 days	7 years 4 months 24 days
Weighted-average discount rate - operating leases	10.40%	10.40%

Financial instruments and fair value measurements

3 Months Ended

Mar. 31, 2025

Financial instruments and fair value measurements

Financial instruments and fair value measurements

Note 4—Financial instruments and fair value measurements

The following table sets forth the Company’s assets that were measured at fair value as of March 31, 2025 by level within the fair value hierarchy:


	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents	$	46,142		—		—	$	46,142
U.S. Treasury		—		30,697		—		30,697
Corporate bonds		—		103,272		—		103,272
Total	$	46,142	$	133,969	$	—	$	180,111
Liabilities:
Contingent consideration		—		—		8,500		8,500
Total	$	—	$	—	$	8,500	$	8,500

The following table sets forth the Company’s assets that were measured at fair value as of December 31, 2024, by level within the fair value hierarchy:


	Level 1		Level 2		Level 3		Total
Cash equivalents	$	50,884		—		—	$	50,884
U.S. Treasury		—		29,994		—		29,994
Corporate bonds		—		131,675		—		131,675
Total		50,884	$	161,669	$	—	$	212,553
Liabilities:
Contingent consideration		—		—		8,738		8,738
Total	$	—	$	—	$	8,738	$	8,738

There were no transfers between levels during the period ended March 31, 2025. The Company uses the services of its investment manager, which uses widely accepted models for assumptions in valuing securities with inputs from major third-party data providers.

The Company classifies all of its investments in fixed maturity debt securities as available-for-sale and, accordingly, are carried at estimated fair value.

The amortized cost, gross unrealized gains and losses, and fair value of investments in fixed maturity securities are as follows as of March 31, 2025:


			Gross		Gross
			Unrealized		Unrealized
	Amortized Cost		Gains		Losses		Fair Value
U.S. Treasury	$	30,637	$	61	$	(1)	$	30,697
Corporate bonds		103,046		251		(25)		103,272
Total	$	133,683	$	312	$	(26)	$	133,969

The amortized cost, gross unrealized gains and losses, and fair value of investments in fixed maturity securities are as follows as of December 31, 2024:


			Gross		Gross
			Unrealized		Unrealized
	Amortized Cost		Gains		Losses		Fair Value
U.S. Treasury	$	29,898	$	97	$	(1)	$	29,994
Corporate bonds		131,395		316		(36)		131,675
Total	$	161,293	$	413	$	(37)	$	161,669

The following table provides the maturities of our fixed maturity available-for-sale securities:


	March 31, 2025		December 31, 2024
Less than one year	$	113,256	$	130,851
One to five years		20,713		30,818
	$	133,969	$	161,669

The Company has evaluated the unrealized losses on the fixed maturity securities and determined that they are not attributable to credit risk factors. For fixed maturity securities, losses in fair value are viewed as temporary if the fixed maturity security can be held to maturity and it is reasonable to assume that the issuer will be able to service the debt, both as to principal and interest.

At March 31, 2025 and December 31, 2024, the Company had 34 and 27 available-for-sale investment debt securities in an unrealized loss position without an allowance for credit losses, respectively. Unrealized losses on corporate debt securities have not been recognized into income because the issuers’ bonds are of high credit quality (rated BBB+ or higher) and the decline in fair value is largely due to market conditions and or changes in interest rates. Management does not intend to sell and it is likely that management will not be required to sell the securities prior to the anticipated recovery of their amortized cost basis. The issuers continue to make timely payments on the bonds. The fair value is expected to recover as the bonds approach maturity.

As of March 31, 2025 and December 31, 2024, accrued interest receivable on available-for-sale investment debt securities totaling $983 and $1,254, respectively, is excluded from the estimate of credit losses and is included in prepaid expenses and other current assets.

The following is a rollforward of the components of the Company’s contingent consideration liability (See Note 8 – Commitments and contingencies):


	Gadeta		Holdback Shares		Milestone		Total
Balance as of December 31, 2024	$	413	$	625	$	7,700	$	8,738
Changes in fair value		-		(336)		98		(238)
Balance as of March 31, 2025	$	413	$	289	$	7,798	$	8,500

The following table includes quantitative information about the significant unobservable inputs for the components of the Company’s contingent consideration liability as of March 31, 2025, and December 31, 2024, respectively:


	March 31, 2025		December 31, 2024
Gadeta Earnout:
Probability adjusted value of payment	$	1,060	$	1,060
Discount rate		12.4%		12.4%
Discount period (years)		8.1		8.1

Holdback Shares
Closing stock price on valuation date	$	0.48	$	1.01
Discount for lack of marketability	$	(0.11)	$	(0.22)

Clade Milestone:
Probability adjusted value of payments	$	9,000	$	9,000
Discount rate		11.3%		10.3%
Discount period (years)		1.3		1.6

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 107
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-107

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 100
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-100

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2E
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2E

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 940
-SubTopic 820
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478119/940-820-50-1

+ Details

Stock-based compensation - Employee Stock Purchase Plan (Details) - Employee Stock Purchase Plan 2021 - shares	3 Months Ended	12 Months Ended
	Mar. 31, 2025	Dec. 31, 2022	May 31, 2021
Stock-based compensation
Shares authorized for issuance			564,071
Percentage of common stock outstanding	1.00%
Increase in common stock reserved		550,055
Shares available for grant	745,518

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Financial instruments and fair value measurements (Tables)

3 Months Ended

Mar. 31, 2025

Financial instruments and fair value measurements

Schedule of assets measured at fair value by level within the fair value hierarchy

The following table sets forth the Company’s assets that were measured at fair value as of March 31, 2025 by level within the fair value hierarchy:


	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents	$	46,142		—		—	$	46,142
U.S. Treasury		—		30,697		—		30,697
Corporate bonds		—		103,272		—		103,272
Total	$	46,142	$	133,969	$	—	$	180,111
Liabilities:
Contingent consideration		—		—		8,500		8,500
Total	$	—	$	—	$	8,500	$	8,500

The following table sets forth the Company’s assets that were measured at fair value as of December 31, 2024, by level within the fair value hierarchy:


	Level 1		Level 2		Level 3		Total
Cash equivalents	$	50,884		—		—	$	50,884
U.S. Treasury		—		29,994		—		29,994
Corporate bonds		—		131,675		—		131,675
Total		50,884	$	161,669	$	—	$	212,553
Liabilities:
Contingent consideration		—		—		8,738		8,738
Total	$	—	$	—	$	8,738	$	8,738

Schedule of investments in fixed maturity securities

The amortized cost, gross unrealized gains and losses, and fair value of investments in fixed maturity securities are as follows as of March 31, 2025:


			Gross		Gross
			Unrealized		Unrealized
	Amortized Cost		Gains		Losses		Fair Value
U.S. Treasury	$	30,637	$	61	$	(1)	$	30,697
Corporate bonds		103,046		251		(25)		103,272
Total	$	133,683	$	312	$	(26)	$	133,969

The amortized cost, gross unrealized gains and losses, and fair value of investments in fixed maturity securities are as follows as of December 31, 2024:


			Gross		Gross
			Unrealized		Unrealized
	Amortized Cost		Gains		Losses		Fair Value
U.S. Treasury	$	29,898	$	97	$	(1)	$	29,994
Corporate bonds		131,395		316		(36)		131,675
Total	$	161,293	$	413	$	(37)	$	161,669

Schedule of maturities of fixed maturity available-for-sale securities


	March 31, 2025		December 31, 2024
Less than one year	$	113,256	$	130,851
One to five years		20,713		30,818
	$	133,969	$	161,669

Schedule of contingent consideration liabilities


	Gadeta		Holdback Shares		Milestone		Total
Balance as of December 31, 2024	$	413	$	625	$	7,700	$	8,738
Changes in fair value		-		(336)		98		(238)
Balance as of March 31, 2025	$	413	$	289	$	7,798	$	8,500

Schedule of inputs in company's contingent consideration liabilities


	March 31, 2025		December 31, 2024
Gadeta Earnout:
Probability adjusted value of payment	$	1,060	$	1,060
Discount rate		12.4%		12.4%
Discount period (years)		8.1		8.1

Holdback Shares
Closing stock price on valuation date	$	0.48	$	1.01
Discount for lack of marketability	$	(0.11)	$	(0.22)

Clade Milestone:
Probability adjusted value of payments	$	9,000	$	9,000
Discount rate		11.3%		10.3%
Discount period (years)		1.3		1.6

Summary of significant accounting policies and basis of presentation (Tables)

3 Months Ended

Mar. 31, 2025

Summary of significant accounting policies and basis of presentation

Schedule of reconciliation of the Company's cash, cash equivalents, and restricted cash


	March 31, 2025		December 31, 2024
Cash and cash equivalents	$	51,865	$	58,441
Restricted cash		2,775		2,772
Cash, cash equivalents, and restricted cash	$	54,640	$	61,213

Common Stock (Details) - USD ($) $ in Thousands	3 Months Ended
Common Stock (Details) - USD ($) $ in Thousands	Mar. 31, 2025	Mar. 31, 2024	Dec. 31, 2024
Common Stock
Proceeds from Issuance of Common Stock	$ 120	$ 366
Common stock issued and sold	86,146,049		85,836,429
Sales Agreement \| Maximum
Common Stock
Proceeds from Issuance of Common Stock	$ 150,000

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/recommendedDisclosureRef
-Topic 272
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483014/272-10-45-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 272
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482987/272-10-50-1

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(d))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(27)(b))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(28))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(29))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(i)(2))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479886/946-10-S99-3

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(i)(1))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479886/946-10-S99-3

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(i)(2)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479886/946-10-S99-3

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-03(i)(2)(ii))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479886/946-10-S99-3

+ Details

Bristol-Myers Squibb Collaboration

3 Months Ended

Mar. 31, 2025

Bristol-Myers Squibb Collaboration

Bristol-Myers Squibb Collaboration

Note 7 – Bristol-Myers Squibb Collaboration

On January 7, 2022, the Company entered into the Collaboration Agreement with Bristol-Myers Squibb to collaborate on the research, development and commercialization of iNK and iT cell programs for hematologic malignancies and solid tumors (“Collaboration Program,” and each product candidate a “Development Candidate”). The Collaboration Agreement was within the scope of ASC 808, Collaborative Arrangements as both parties were active participants in the arrangement and are exposed to significant risks and rewards. While this arrangement was in the scope of ASC 808, the Company analogizes to ASC 606 for the accounting for the Collaboration Agreement, including for the delivery of goods and services (i.e., units of account). Revenue recognized by analogizing to ASC 606 is recorded as collaboration revenue in the statements of operations.

Pursuant to the Collaboration Agreement, the Company and Bristol-Myers Squibb collaborated on two collaboration programs focused on acute myeloid leukemia (“AML”) and multiple myeloma (“MM”) (“Collaboration Programs”), and Bristol-Myers Squibb had the option to add up to two additional Collaboration Programs for an additional fee. The Company was responsible for generating Development Candidates for each Collaboration Program, and Bristol-Myers Squibb had the option to elect to exclusively license the Development Candidates for pre-clinical development, clinical development and commercialization on a worldwide basis (“License Option”).

Under the terms of the Collaboration Agreement, Bristol-Myers Squibb made a non-refundable, upfront cash payment of $100,000 and agreed to pay an exercise fee upon the exercise of the License Option (“Licensed Program” and product candidates developed under a Licensed Program, “Licensed Products”). For each Licensed Program, Bristol-Myers Squibb agreed to pay up to $235,000 in milestone payments upon the first

achievement of certain development and regulatory milestones and agreed to pay up to $500,000 per Licensed Product in net sales-based milestone payments.

In connection with the Collaboration Agreement, Bristol-Myers Squibb purchased 2,160,760 shares of the Company’s common stock at a price per share of $23.14, for an aggregate purchase price of $50,000. In determining the fair value of the common stock issued to Bristol-Myers Squibb, the Company considered the closing price of the common stock on the date of the transaction and included a lack of marketability discount because the shares are subject to certain restrictions. The Company determined the common stock purchase represented a premium of $7.82 per share, or $23,187 in the aggregate (“Equity Premium”), and the remaining $26,813 was recorded as issuance of common stock in stockholders’ equity.

The Company identified the following commitments under the arrangement: (i) research and development services (“R&D Services”) under each of the two initial Collaboration Programs and (ii) Bristol-Myers Squibb’s License Option to elect to exclusively license the Development Candidates for each of the two initial Collaboration Programs. The Company determined that these four commitments represented distinct performance obligations for purposes of recognizing revenue and would have recognized revenue if the Company had fulfilled such performance obligations.

The Company determined that the upfront payment and equity premium constituted the transaction price at the inception of the Collaboration Agreement. The future potential development and regulatory milestone payments were fully constrained at contract inception as the risk of significant revenue reversal related to these amounts has not yet been resolved. The achievement of the future potential milestones was not within the Company’s control and was subject to certain research and development success and therefore carried significant uncertainty.

The total transaction price of $123,187 was allocated to the performance obligations based on their estimated standalone selling price on January 7, 2022. The stand-alone selling price of the research and development services was estimated using the expected cost-plus margin approach, and the stand-alone selling price of the License Options was based on a discounted cash flow approach and considered several factors including, but not limited to, discount rate, development timeline, regulatory risks, estimated market demand, and future revenue potential using an adjusted market approach. The allocated transaction price is recognized as revenue in one of two ways:

●

Research and development services: The Company recognized 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 inputs 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 each 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.

●

License option rights: The transaction price allocated to the license options rights, which were considered material rights to license and commercialize the underlying research and development target, were deferred until the period that Bristol-Myers Squibb would have elected to exercise or not exercise its option or when the option to exercise expired.

Following an internal corporate portfolio prioritization process, Bristol-Myers Squibb notified the Company on December 12, 2024 that it would be terminating the Collaboration Agreement in its entirety without cause after the mandatory 90 day notification period. The termination was effective on March 12, 2025. As a result of the notice of termination, the Company concluded that the research and development services being provided to Bristol-Myers Squibb were substantially complete as of December 31, 2024, and accordingly, the remaining transaction price allocated to that performance obligation was recorded in the fourth quarter of 2024. The remaining transaction price related to the license option rights, which represented a material right, of $109,164 was recognized in this fiscal quarter as the option rights expired upon the termination of the

Collaboration Agreement. There will be no future collaboration revenues recognized under the Collaboration Agreement.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-10

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-15

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-13

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org/606/tableOfContent

+ Details

Business combination (Details) $ in Thousands		12 Months Ended
Business combination (Details) $ in Thousands	Apr. 11, 2024 USD ($) Program shares	Dec. 31, 2024 USD ($)	Mar. 31, 2025 USD ($)
Business Acquisition [Line Items]
Contingent consideration		$ 8,738	$ 8,500
Impairment of goodwill		4,327
Clade Therapeutics, Inc.
Business Acquisition [Line Items]
Percentage acquired	100.00%
Additional preclinical-stage programs \| Program	3
Shares of the stock consideration \| shares	3,741,646
Contingent consideration	$ 10,000
Shares of the stock consideration issued \| shares	793,687
Date of issued and delivered common stock consideration	18 months
Acquisition related costs		$ 895	$ 0
Clade Therapeutics, Inc. \| Discount for Lack of Marketability
Business Acquisition [Line Items]
Contingent consideration	$ 2,600
Clade Therapeutics, Inc. \| Discount Rate
Business Acquisition [Line Items]
Contingent consideration	$ 7,100
Contingent consideration (in percentage)		26.9

Bristol-Myers Squibb Collaboration - Total transaction price (Details) $ in Thousands	Dec. 31, 2024 USD ($)
Bristol-Myers Squibb Collaboration
Less current portion of deferred revenue	$ (109,164)

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2025	Mar. 31, 2024
Cash flows from operating activities
Net income (loss)	$ 76,560	$ (28,062)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation	3,221	3,226
Non-cash operating lease benefit	474	1,542
Stock based compensation	2,426	3,207
Amortization of investments	(854)	(1,115)
Change in fair value of contingent liabilities	(238)
Change in operating assets and liabilities:
Prepaid expenses and other assets	289	(3,395)
Operating lease liability	(1,154)	(2,186)
Deferred revenue	(109,164)	(855)
Accounts payable	361	689
Accrued expenses and other liabilities	(6,544)	(3,319)
Current security deposit		20
Net cash used in operating activities	(34,623)	(30,248)
Cash flows from investing activities
Acquisition of property and equipment	(475)	(539)
Acquisition of fixed maturity securities, available for sale	(14,885)	(35,087)
Sale of fixed maturity securities, available for sale	43,290	47,167
Net cash provided by investing activities	27,930	11,541
Cash flows from financing activities
Proceeds from issuance of common stock and ESPP	120	366
Proceeds from ATM, net of issuance costs		17,829
Net cash provided by financing activities	120	18,195
Net decrease in cash, cash equivalents, and restricted cash	(6,573)	(512)
Cash, cash equivalents and restricted cash, beginning of period	61,213	49,303
Cash, cash equivalents and restricted cash, end of period	54,640	$ 48,791
Supplemental disclosure of cash and non-cash operating activities:
Cash paid for income tax	$ 2

Stock-based compensation

3 Months Ended

Mar. 31, 2025

Stock-based compensation

Stock-based compensation

Note 12—Stock-based compensation

On June 17, 2021, the Company adopted the Century Therapeutics, Inc. 2021 Equity Incentive Plan (the “2021 Incentive Plan”) which superseded the 2018 Incentive Plan and from that date forward all issuances of incentive awards will be governed by the 2021 Incentive Plan.

The 2021 Incentive Plan provides for the Company to sell or issue common stock or restricted common stock, RSUs, or to grant incentive stock options or nonqualified stock options for the purchase of common stock, to employees, members of the Board of Directors, and consultants of the Company under terms and provisions established by the Board of Directors. Under the terms of the 2021 Incentive Plan, options may be granted at an exercise price not less than fair market value.

Upon adoption of the 2021 Incentive Plan, the Company was authorized to issue 5,481,735 shares of Common Stock under the 2021 Incentive Plan (which represents 5,640,711 shares of Common Stock initially available for grant under the 2021 Incentive Plan less 158,976 shares of Common Stock reserved for issuance upon the exercise of previously granted stock options that remain outstanding under the 2018 Incentive Plan). The number of shares of common stock initially reserved for issuance under the 2021 Incentive Plan shall be increased, upon approval by the Board of Directors, on January 1, 2022 and each January 1 thereafter, in an amount equal to the least of (i) five percent (5%) of the outstanding common stock on the immediately preceding December 31, or (ii) such number of common stock determined by the Board of Directors no later than the immediately preceding December 31. For 2023, the 2021 Incentive Plan reserved shares were increased under clause (i) by 2,954,788 shares, effective as of January 1, 2023. For 2024, the 2021 Incentive Plan reserved shares were increased under clause (i) by 3,025,220 shares, effective as of January 1, 2024. As of March 31, 2025, there were 4,337,663 shares available for issuance under the 2021 Incentive Plan.

The Company’s stock-based awards are subject to service-based vesting conditions. Compensation expense related to awards to employees and directors with service-based vesting conditions is recognized on a straight-line basis based on the grant date fair value over the associated service period of the award, which is generally the vesting term. Stock awards granted typically vest over a four-year period but may be granted with different vesting terms. The Company may also issue awards with performance-based vesting conditions. For performance-based awards, the Company would reassess at each reporting date whether achievement of the performance condition is probable and accrue compensation expense if and when the achievement of the performance condition is probable. During the quarter ended June 30, 2023, the Company issued performance-based RSUs that represent a contingent right to receive one share of the Company’s common stock. The RSUs shall vest 50% on November 1, 2023, with the remaining 50% vesting upon the earlier of: (i) November 1, 2024; and (ii) satisfaction of certain performance criteria. The Company is currently recording expense for these RSUs on the straight-line basis.

The Company recognizes the costs of the stock-based payments as the employees vest in the awards.

As of March 31, 2025, the Company had reserved shares of common stock for issuance as follows:


		Shares
Options and RSUs issued and outstanding		11,310,587
Shares available for future stock option and RSU grants		4,337,663
Shares available for employee stock purchase plan		745,518
Total		16,393,768

The shares of Common Stock available under the 2021 Incentive Plan as of March 31, 2025 are as follows:


		Shares
Balance December 31, 2024		3,691,145
Shares reserved for issuance		4,291,821
Options granted		(1,486,125)
RSU’s granted		(2,337,892)
Options and RSUs forfeited / cancelled		178,684
Balance March 31, 2025		4,337,633

Stock Options

The following table summarizes stock option activity for the three month period ended March 31, 2025:


		Weighted Average
				Remaining	Aggregate
				Contractual	Intrinsic
				Term	Value
	Shares	Exercise Price		(years)	(in thousands)
Outstanding January 1, 2025	5,310,229	$	5.66	4.14	$	76
Granted	1,486,125		0.60	—		—
Exercised	(13,694)		1.03	—		—
Forfeited	(148,858)		5.91	—		—
Outstanding, March 31, 2025	6,633,802	$	5.53	3.45	$	35
Exercisable at March 31, 2025	5,651,511	$	7.09	5.53	$	35

The weighted average grant date fair value of awards for options granted during the three months ended March 31, 2025 was $5.61. As of March 31, 2025, there was $14,952 of total unrecognized compensation expense related to unvested stock options with time-based vesting terms, which is expected to be recognized over a weighted average period of 2.78 years. The aggregate intrinsic value of options vested and exercisable as of March 31, 2025 and 2024 is calculated based on the difference between the exercise price and the fair value of our common stock. The intrinsic value of options exercised in 2025 and 2024 was $35 and $1,862, respectively.

The Company estimates the fair value of its option awards to employees and directors using Black-Scholes, which requires inputs and subjective assumptions, including (i) the expected stock price volatility, (ii) the calculation of the expected term of the award, (iii) the risk-free interest rate and (iv) expected dividends. Due to the lack of substantial company-specific historical and implied volatility data of its common stock, the Company has based its estimate of expected volatility on the historical volatility of a group of similar public companies. Starting in June of 2023, the Company had sufficient historical information regarding stock trading history, and started to use the Company’s own stock volatility. The Company has never paid dividends and does not expect to in the foreseeable future. The expected term of the options granted to employees is derived from the “simplified” method as described in Staff Accounting Bulletin 107 relating to stock-based compensation. The risk-free interest rates for periods within expected term of the option are based on the U.S. Treasury securities with a maturity date commensurate with the expected term of the associated award. The Company will account for actual forfeitures as they occur.

The weighted-average assumptions used to calculate the fair value of stock options granted are as follows:


	March 31, 2025		December 31, 2024
Expected dividend rate	—		—
Expected option term (years)	6.08		6.02
Expected volatility	79.49	%	78.84	%
Risk-free interest rate	3.93	%	4.29	%

Stock-based compensation expense recorded under ASC 718 related to stock options granted and common stock issued under the 2021 Employee Stock Purchase Plan (the “ESPP”) were allocated to research and development and general and administrative expense as follows:


	Three Months Ended		Three Months Ended
	March 31,		March 31,
	2025		2024
Research and development	$	1,580	$	1,748
General and administrative		846		1,459
Total stock-based compensation	$	2,426	$	3,207

Stock-based compensation expense by award type included within the condensed consolidated statements of operations is as follows:


	Three Months Ended		Three Months Ended
	March 31,		March 31,
	2025		2024
Stock options		1,858	$	2,091
Restricted stock units		493		1,014
Restricted stock awards		40		45
Employee stock purchase plan		35		57
Total stock-based compensation	$	2,426	$	3,207

Restricted Stock Units

The following table summarizes RSU activity for the three months ended March 31, 2025:


		Weighted Average
	Shares	Grant Date Fair Value
Total Unvested December 31, 2024	2,852,909	$	2.83
Granted	2,337,892		0.60
Forfeited	(29,826)		5.01
Vested	(484,190)		0.75
Total Unvested March 31, 2025	4,676,785	$	2.83

As of March 31, 2025, there was $5,108 of total unrecognized compensation expense related to the unvested restricted stock with time-based vesting terms, which is expected to be recognized over a weighted average period of 2.07 years.

Restricted Stock Awards

The following table summarizes restricted stock activity as of March 31, 2025 and December 31, 2024:


		Weighted Average
	Shares	Grant Date Fair Value
Total Unvested December 31, 2024	24,734	$	7.27
Granted	—		—
Forfeited	—		—
Vested	(24,734)		7.27
Total Unvested March 31, 2025	—	$	7.27

As of March 31, 2025, there was no unrecognized compensation expense related to the unvested restricted stock with time-based vesting terms. All restricted stock vests over a four-year period.

Early-Exercise of Unvested Equity Awards

Certain equity award holders early exercised unvested equity awards. The cash received upon early exercise of options of $0 and $491 was recorded as a deposit liability on the Company’s balance sheet as of March 31, 2025 and March 31, 2024, respectively.

Employee Stock Purchase Plan

The ESPP was adopted by the Board of Directors in May 2021. A total of 564,071 shares of common stock were initially reserved for issuance under this plan, which shall be increased, upon approval by the Board of Directors, on January 1, 2022 and each January 1 thereafter, to the lesser of (i) one percent (1%) of the outstanding shares of common stock on the last day of the immediately preceding fiscal year, or (ii) an amount determined by the Board of Directors no later than the last day of the immediately preceding fiscal

year. For 2022, the ESPP reserved shares were increased under clause (i) by 550,055 shares, effective as of January 1, 2022. For 2023 and 2024, the board waived the annual increase to the shares reserved under the ESPP. As of March 31, 2025, there were 745,518 shares available for issuance, under the ESPP.

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2025	Dec. 31, 2024
Current assets
Cash and cash equivalents	$ 51,865	$ 58,441
Short-term investments	113,256	130,851
Prepaid expenses and other current assets	4,510	4,759
Total current assets	169,631	194,051
Property and equipment, net	59,532	62,141
Operating lease right-of-use assets	28,232	28,706
Restricted cash	2,775	2,772
Long-term investments	20,713	30,818
Intangible assets	34,200	34,200
Security deposits and non-current assets	526	528
Total assets	315,609	353,216
Current liabilities
Accounts payable	3,573	3,075
Accrued expenses and other liabilities	10,930	17,461
Deposit liability		82
Deferred revenue, current		109,164
Total current liabilities	14,503	129,782
Operating lease liability, long term	47,793	48,960
Contingent consideration liability	8,500	8,738
Deferred tax liability	4,374	4,374
Total liabilities	75,170	191,854
Commitments and contingencies (Note 8)
Stockholders' equity:
Preferred stock, $ 0.0001 par value, 10,000,000 shares authorized and 0 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively
Common stock, $0.0001 par value, 300,000,000 shares authorized; 86,146,049 and 85,836,429 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively	9	9
Additional paid-in capital	945,902	943,366
Accumulated deficit	(705,777)	(782,337)
Accumulated other comprehensive Income	305	324
Total stockholders' equity	240,439	161,362
Total liabilities and stockholders' equity	$ 315,609	$ 353,216

Stock-based compensation (Tables)

3 Months Ended

Mar. 31, 2025

Stock-based compensation

Schedule of reserved shares of common stock

As of March 31, 2025, the Company had reserved shares of common stock for issuance as follows:


		Shares
Options and RSUs issued and outstanding		11,310,587
Shares available for future stock option and RSU grants		4,337,663
Shares available for employee stock purchase plan		745,518
Total		16,393,768

Schedule of common stock available under 2021 Incentive Plan


		Shares
Balance December 31, 2024		3,691,145
Shares reserved for issuance		4,291,821
Options granted		(1,486,125)
RSU’s granted		(2,337,892)
Options and RSUs forfeited / cancelled		178,684
Balance March 31, 2025		4,337,633

Schedule of stock option activity


		Weighted Average
				Remaining	Aggregate
				Contractual	Intrinsic
				Term	Value
	Shares	Exercise Price		(years)	(in thousands)
Outstanding January 1, 2025	5,310,229	$	5.66	4.14	$	76
Granted	1,486,125		0.60	—		—
Exercised	(13,694)		1.03	—		—
Forfeited	(148,858)		5.91	—		—
Outstanding, March 31, 2025	6,633,802	$	5.53	3.45	$	35
Exercisable at March 31, 2025	5,651,511	$	7.09	5.53	$	35

Schedule of weighted-average assumptions


	March 31, 2025		December 31, 2024
Expected dividend rate	—		—
Expected option term (years)	6.08		6.02
Expected volatility	79.49	%	78.84	%
Risk-free interest rate	3.93	%	4.29	%

Schedule of Stock-based compensation expense recorded under ASC 718


	Three Months Ended		Three Months Ended
	March 31,		March 31,
	2025		2024
Research and development	$	1,580	$	1,748
General and administrative		846		1,459
Total stock-based compensation	$	2,426	$	3,207

Schedule of stock-based compensation expense and by award type


	Three Months Ended		Three Months Ended
	March 31,		March 31,
	2025		2024
Stock options		1,858	$	2,091
Restricted stock units		493		1,014
Restricted stock awards		40		45
Employee stock purchase plan		35		57
Total stock-based compensation	$	2,426	$	3,207

Restricted stock units

Stock-based compensation

Schedule of restricted stock activity


		Weighted Average
	Shares	Grant Date Fair Value
Total Unvested December 31, 2024	2,852,909	$	2.83
Granted	2,337,892		0.60
Forfeited	(29,826)		5.01
Vested	(484,190)		0.75
Total Unvested March 31, 2025	4,676,785	$	2.83

Restricted stock awards

Stock-based compensation

Schedule of restricted stock activity


		Weighted Average
	Shares	Grant Date Fair Value
Total Unvested December 31, 2024	24,734	$	7.27
Granted	—		—
Forfeited	—		—
Vested	(24,734)		7.27
Total Unvested March 31, 2025	—	$	7.27

Property and equipment, net (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2025	Mar. 31, 2024	Dec. 31, 2024
Property and equipment, net
Total	$ 98,638		$ 98,199
Less: Accumulated depreciation	(39,106)		(36,058)
Property and equipment, net	59,532		62,141
Depreciation	3,221	$ 3,226
Lab equipment
Property and equipment, net
Total	32,555		32,385
Leasehold improvements
Property and equipment, net
Total	61,617		61,577
Construction in progress
Property and equipment, net
Total	326		97
Computer software and equipment
Property and equipment, net
Total	2,919		2,919
Furniture and fixtures
Property and equipment, net
Total	$ 1,221		$ 1,221

Organization and description of the business

3 Months Ended

Mar. 31, 2025

Organization and description of the business

Organization and description of the business

Note 1—Organization and description of the business

Century Therapeutics, Inc. (the “Company”) is an innovative biotechnology company developing transformative allogeneic cell therapies to create products for the treatment of both solid tumor and hematological malignancies and autoimmune diseases with significant unmet medical need. Since inception, the Company has devoted substantially all of its time and efforts to performing research and development activities, building infrastructure and raising capital. The Company is incorporated in the state of Delaware.

Principles of Consolidation

The consolidated financial statements include the consolidated financial position and consolidated results of operations of the Company and the Company’s subsidiaries, Century Therapeutics Canada ULC (“Century Canada”), Clade Therapeutics (“Clade”) and Gadeta B.V. (“Gadeta”). All intercompany balances and transactions have been eliminated in consolidation.

Liquidity

The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern. The Company has limited operating history and its prospects are subject to risks, expenses, and uncertainties frequently encountered by companies in the biotechnology and pharmaceutical industries. These risks include, but are not limited to, the uncertainty of availability of additional financing and the uncertainty of achieving future profitability.

Since inception, the Company has incurred negative cash flows from operations and net losses in most periods. During the three months ended March 31, 2025, the Company recognized net income of $76,560, due primarily to $109,164 of collaboration revenue recognized during the quarter upon the termination of the collaboration agreement with Bristol-Myers Squibb (Note 7). During the three months ended March 31, 2025, the Company used $34,623 of cash in operations. Cash and cash equivalents and investments were $185,834 at March 31, 2025. Management expects to incur additional losses in the future to fund its operations and conduct product research and preclinical and clinical development and recognizes the need to raise additional capital to fully implement its business plan. The Company believes it has adequate cash and financial resources to operate for at least the next 12 months from the date of issuance of these consolidated financial statements.

Bristol-Myers Squibb Collaboration (Details) $ / shares in Units, $ in Thousands		3 Months Ended
	Jan. 07, 2022 USD ($) Program item $ / shares shares	Mar. 31, 2025 USD ($) $ / shares	Mar. 31, 2024 USD ($)	Dec. 31, 2024 $ / shares
Common stock, par value \| $ / shares		$ 0.0001		$ 0.0001
Gross proceeds		$ 120	$ 366
Aggregate purchase price excluding premium			$ 17,829
Total transaction price	$ 123,187
Collaboration Agreement
Number of collaboration programs \| Program	2
Additional number of collaboration programs \| Program	2
Upfront cash payment receivable	$ 100,000
Milestone payments receivable upon achievement of certain development and regulatory milestones	235,000
Sales-based milestone payments	$ 500,000
Common stock issued \| shares	2,160,760
Common stock, par value \| $ / shares	$ 23.14
Gross proceeds	$ 50,000
Common stock, premium per share \| $ / shares	$ 7.82
Premium amount of common stock	$ 23,187
Aggregate purchase price excluding premium	$ 26,813
Number of Commitments \| item	4
Future collaboration revenues		0
Collaboration Agreement \| Option rights
Cumulative collaboration revenue recognized		$ 109,164

Summary of significant accounting policies and basis of presentation - Property and equipment and Stock-based compensation (Details)	3 Months Ended
	Mar. 31, 2025
Summary of significant accounting policies and basis of presentation
Estimated useful lives of the assets	5 years
Expected dividend rate	0.00%

Property and equipment, net (Tables)

3 Months Ended

Mar. 31, 2025

Property and equipment, net

Schedule of summary of property and equipment, net


	March 31, 2025		December 31, 2024
Lab equipment	$	32,555	$	32,385
Leasehold improvements		61,617		61,577
Construction in progress		326		97
Computer software and equipment		2,919		2,919
Furniture and fixtures		1,221		1,221
Total		98,638		98,199
Less: Accumulated depreciation		(39,106)		(36,058)
Property and equipment, net	$	59,532	$	62,141

Basic and diluted net income (loss) per common share

3 Months Ended

Mar. 31, 2025

Basic and diluted net income (loss) per common share

Basic and diluted net income (loss) per common share

Note 11—Basic and diluted net income (loss) per common share

The Company’s potentially dilutive securities, which include RSUs (“Restricted Stock Units”), restricted stock, warrants, early exercised stock options and stock options to purchase shares of the Company’s common stock, have been included in the computation of dilutive net income (loss) per share as applicable. The weighted-average number of shares of common stock outstanding used to calculate both basic and diluted net income per share was 86,021,188 and 86,098,619 respectively for the three months ended March 31, 2025. The Company excluded the following potential shares of common stock presented based on amounts outstanding at each stated period end, from the computation of diluted net income (loss) per share for the three months ended March 31, 2025 and 2024 because including them would have had an anti-dilutive effect.


	Three Months Ended	Three Months Ended
	March 31,	March 31,
	2025	2024
Stock options to purchase common stock	6,556,371	4,739,854
Early exercised stock options subject to future vesting	7,731	84,380
Restricted stock awards subject to future vesting	—	24,731
Unvested restricted stock units	4,676,785	3,941,432
Warrants	32,009	32,009
Total	11,272,896	8,822,406

Income taxes

3 Months Ended

Mar. 31, 2025

Income taxes

Income taxes

Note 10—Income taxes

During the three months ended March 31, 2025 and 2024, the Company recorded no income tax benefits for the net operating losses incurred or for the research and development tax credits generated in the U.S. due to its uncertainty of realizing a benefit from those items.

- Definition

The entire disclosure for income tax.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 231
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482663/740-10-55-231

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12C
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12C

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12B
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477891/740-270-50-1

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-13

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/740/tableOfContent

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-14

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-21

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-17

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482603/740-30-50-2

+ Details

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2025	Mar. 31, 2024
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
Collaboration revenue	$ 109,164	$ 855
Operating expenses
Research and development	26,580	23,421
General and administrative	8,408	8,743
Total operating expenses	34,988	32,164
Income (loss) from operations	74,176	(31,309)
Interest income	2,422	3,237
Other income (expense)	(38)	11
Total other income	2,384	3,248
Income (loss) before provision for income taxes	76,560	(28,061)
Provision for income taxes		(1)
Net income (loss)	$ 76,560	$ (28,062)
Net income (loss) per common share Basic (in dollars per share)	$ 0.89	$ (0.45)
Net income (loss) per common share Diluted (in dollars per share)	$ 0.89	$ (0.45)
Weighted average common shares outstanding Basic (in shares)	86,021,188	62,296,637
Weighted average common shares outstanding Diluted (in shares)	86,098,619	62,296,637
Other comprehensive income (loss)
Net Income (Loss)	$ 76,560	$ (28,062)
Unrealized loss on investments	(19)	(351)
Foreign currency translation gain		2
Comprehensive income (loss)	$ 76,541	$ (28,411)

Financial instruments and fair value measurements - Inputs In Contingent consideration (Details) $ in Thousands	Mar. 31, 2025 USD ($) $ / shares Y	Dec. 31, 2024 USD ($) $ / shares Y
Probability adjusted value of payments \| Gadeta Earnout
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration liability, Measurement input \| $	1,060	1,060
Probability adjusted value of payments \| Clade Milestone
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration liability, Measurement input \| $	9,000	9,000
Discount Rate \| Gadeta Earnout
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration liability, Measurement input	0.124	0.124
Discount Rate \| Clade Milestone
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration liability, Measurement input	0.113	0.103
Discount period \| Gadeta Earnout
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration liability, Measurement input \| Y	8.1	8.1
Discount period \| Clade Milestone
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration liability, Measurement input \| Y	1.3	1.6
Closing stock price on valuation date \| Holdback Shares
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration liability, Measurement input \| $ / shares	0.48	1.01
Discount for Lack of Marketability \| Holdback Shares
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration liability, Measurement input	(0.0011)	(0.0022)

Segment Reporting - Breakdown of research and development expenses (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2025	Mar. 31, 2024
Segment Reporting
Collaboration revenue	$ 109,164	$ 855
Research and development
General and administrative	8,408	8,743
Net income (loss)	76,560	(28,062)
Single reportable segment
Segment Reporting
Collaboration revenue	109,164	855
Research and development
Personnel and related costs	9,984	9,761
Facility and other allocated costs	5,322	4,692
Research and laboratory	9,475	8,042
Other research and development	1,799	926
General and administrative	8,408	8,743
Other segment (income)/expense	(2,384)	(3,247)
Net income (loss)	$ 76,560	$ (28,062)
Segment reporting other item description	Other segment (income)/expense includes interest expense, interest income, other income (expense), and provision for income taxes.

Leases - Supplemental cash flow information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2025	Mar. 31, 2024
Supplemental cash flow information
Operating cash flows from operating leases	$ (1,154)	$ (2,186)

Stock-based compensation (Details) - shares	3 Months Ended		12 Months Ended
Stock-based compensation (Details) - shares	Mar. 31, 2025	Jun. 30, 2023	Dec. 31, 2024	Dec. 31, 2023	Jun. 17, 2021
2021 Incentive Plan
Stock-based compensation
Increase in common stock reserved	4,291,821		3,025,220	2,954,788
Shares authorized for issuance	4,337,663
Shares available for grant	4,337,633		3,691,145
Percentage of common stock outstanding	5.00%
Stock options
Stock-based compensation
Stock awards vesting period	4 years
Stock options \| 2021 Incentive Plan
Stock-based compensation
Shares authorized for issuance					5,481,735
Shares available for grant					5,640,711
Stock reserved for issuance upon the exercise of previously granted stock options					158,976
Performance Based Restricted Stock Units
Stock-based compensation
Conversion of stock shares issued		1
Tranche 1 \| Performance Based Restricted Stock Units
Stock-based compensation
Vesting percentage	50.00%
Tranche 2 \| Performance Based Restricted Stock Units
Stock-based compensation
Vesting percentage	50.00%

Leases - Future minimum lease payments (Details) - USD ($) $ in Thousands	Mar. 31, 2025	Dec. 31, 2024
Operating Leases
2025	$ 7,341
2026	9,327
2027	9,573
2028	9,826
2029	10,085
Thereafter	36,029
Total lease payments	82,181
Less: Imputed interest	(25,362)
Less: Tenant incentive receivable	(4,144)
Total	$ 52,675	$ 53,830

Stock-based compensation - Restricted stock (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2025	Dec. 31, 2024
Weighted Average Grant Date Fair Value
Deposit liability		$ 82
Restricted stock units
Shares
Total Unvested	2,852,909
Granted	2,337,892
Forfeited	(29,826)
Vested	(484,190)
Total Unvested	4,676,785
Weighted Average Grant Date Fair Value
Total Unvested	$ 2.83
Granted	0.6
Forfeited	5.01
Vested	0.75
Total Unvested	$ 2.83
Unvested restricted stock unit with time-based vesting
Weighted Average Grant Date Fair Value
Unrecognized compensation expense	$ 5,108
Unrecognized compensation expense expected to be recognized over a weighted average period	2 years 25 days
Restricted stock awards
Shares
Total Unvested	24,734
Vested	(24,734)
Weighted Average Grant Date Fair Value
Total Unvested	$ 7.27
Vested	7.27
Total Unvested	$ 7.27
Restricted stock vesting period	4 years
Unvested restricted stock with time-based vesting
Weighted Average Grant Date Fair Value
Deposit liability	$ 0	$ 491

Summary of significant accounting policies and basis of presentation

3 Months Ended

Mar. 31, 2025

Summary of significant accounting policies and basis of presentation

Summary of significant accounting policies and basis of presentation

Note 2—Summary of significant accounting policies and basis of presentation

Basis of presentation

balance sheet at December 31, 2024 has been derived from the Company’s audited consolidated financial statements.

Use of estimates

Concentration of credit risk and other risks and uncertainties

Fair value of financial instruments

Level 1

Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date;

Level 2

Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly, including inputs in markets that are not considered to be active;

Level 3

Inputs are unobservable in which there is little or no market data available, which require the reporting entity to develop its own assumptions that are unobservable.

Cash and cash equivalents

Management considers all highly liquid investments with an insignificant interest rate risk and original maturities of three months or less to be cash equivalents.

Restricted cash


	March 31, 2025		December 31, 2024
Cash and cash equivalents	$	51,865	$	58,441
Restricted cash		2,775		2,772
Cash, cash equivalents, and restricted cash	$	54,640	$	61,213

Investments

Property and equipment, net

Research and development expenses

Stock-based compensation

Foreign currency translation

Basic and diluted net income (loss) per common share

Collaboration revenue

Acquisition-Related Contingent Consideration

Business Combinations

Intangible Assets

Recent accounting pronouncements

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Mar. 31, 2025
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

Commitments and contingencies

3 Months Ended

Mar. 31, 2025

Commitments and contingencies

Commitments and contingencies

Note 8—Commitments and contingencies

From time to time, the Company may have certain contingent liabilities that arise in the ordinary course of its business activities. The Company accrues a liability for such matters when future expenditures are probable and such expenditures can be reasonably estimated.

Distributed Bio Master Service Agreement

On July 24, 2019, the Company entered into a Master Service Agreement with Distributed Bio, Inc (“DBio”), whereby DBio will screen for protein binders that bind to specific therapeutic targets (the “Master Service Agreement”). The Company pays for such services according to a payment schedule, and if the Company brings the protein binders into the clinic for further development, DBio will receive milestone payments of up to $16,100 in total for each product as the products move through the clinical development and regulatory approval processes. No milestone payments were due since the inception of the agreement.

The Company had $66 within accounts payable as of March 31, 2025 and $65 as of December 31, 2024, in its consolidated balance sheets related to the Master Service Agreement. During the three months ended March 31, 2025 and 2024, there were $66 and $56 in research and development expenses, respectively.

iCELL Inc. Sublicense Agreement

In March 2020, the Company entered into a Sublicense Agreement with iCELL Inc (“iCELL”) whereby iCELL granted the Company a license of certain patents and technology. The Company will pay iCELL royalties in the low single digits on net sales of the licensed product. In addition to the earned royalties, the Company will pay sales milestones, not to exceed $70,000, for the sales of the licensed product. iCELL is also eligible to receive payments of up to $4,250 in development and regulatory approval milestone payments. No milestones or royalties were due in 2025 or 2024.

Clade Therapeutics

In connection with the acquisition of Clade Therapeutics (Note 3 – Business combination), the Company is subject to a contingent milestone payment to the shareholders of Clade. The milestone payment is $10,000 and is payable in cash, shares of Century, or a combination thereof, at the discretion of Century.

A total of 793,687 shares (“Holdback Shares”) representing approximately 10% of the aggregate consideration, were held back at the closing of the acquisition as recourse to satisfy certain indemnification obligations of the Clade shareholders under the Merger Agreement should they arise and, subject to any forfeiture of Holdback Shares as a result of indemnification claims made prior to the 18-month anniversary of the Closing, will be issued pursuant to the terms of the Merger Agreement following the 18-month anniversary of the Closing.

In connection with the acquisition of Clade, the Company also assumed an earn-out obligation (“Gadeta Milestone”) that is contingent on a clinical development milestone of a product that incorporates Gadeta intellectual property between the acquisition date and December 31, 2032. The total payment to the shareholders of Gadeta is upon the occurrence of such an event is $20,000.

Subsequent Events

3 Months Ended

Mar. 31, 2025

Subsequent Events

Subsequent Events

Note 16—Subsequent Events

The Company has evaluated subsequent events through the filing of this Quarterly Report on Form 10-Q, and determined that there have been no events that have occurred that would require adjustments to our disclosures in the consolidated financial statements.

Accrued expenses and other liabilities - Summary of accrued expenses (Details) - USD ($) $ in Thousands	Mar. 31, 2025	Dec. 31, 2024
Accrued expenses and other liabilities
Payroll and bonuses	$ 2,944	$ 7,703
Accrued clinical trial related costs	727	2,196
Professional and legal fees	2,266	2,617
Operating lease liability, current	$ 4,882	$ 4,870
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]	Total accrued expenses and other liabilities	Total accrued expenses and other liabilities
Other	$ 111	$ 75
Total accrued expenses and other liabilities	$ 10,930	$ 17,461