0001125345-22-000104 | 10-Q | XBRL Viewer

Fair Value of Financial Instruments (Tables)

9 Months Ended

Sep. 30, 2022

Financial Assets Measured at Fair Value on a Recurring Basis

Financial assets measured at fair value on a recurring basis were as follows (in thousands):


	Fair Value Measurements at September 30, 2022
	Total		Level 1		Level 2
Assets:
Money market funds	$	71,398	$	71,398	$	—
U.S. Treasury securities	33,163		33,163		—

Corporate debt securities	6,460		—		6,460

Total assets measured at fair value(a)	$	111,021	$	104,561	$	6,460


	Fair Value Measurements at December 31, 2021
	Total		Level 1		Level 2
Assets:
Money market funds	$	17,202	$	17,202	$	—
U.S. Treasury securities	81,132		81,132		—
Government-sponsored enterprises	7,734		—		7,734
Corporate debt securities	37,280		—		37,280

Total assets measured at fair value(b)	$	143,348	$	98,334	$	45,014

(a) Total assets measured at fair value at September 30, 2022 includes approximately $71.4 million reported in cash and cash equivalents on the consolidated balance sheet.

(b) Total assets measured at fair value at December 31, 2021 includes approximately $23.2 million reported in cash and cash equivalents on the consolidated balance sheet.

- Definition

Tabular disclosure of financial instruments measured at fair value, including those classified in shareholders' equity measured on a recurring or nonrecurring basis. Disclosures include, but are not limited to, fair value measurements recorded and the reasons for the measurements, level within the fair value hierarchy in which the fair value measurements are categorized and transfers between levels 1 and 2. Nonrecurring fair value measurements are those that are required or permitted in the statement of financial position in particular circumstances.

+ References + Details

Marketable Securities

9 Months Ended

Sep. 30, 2022

Investments, Debt and Equity Securities [Abstract]

Marketable Securities

The following tables summarize the Company's marketable debt securities (in thousands):


	September 30, 2022
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
U.S. Treasury securities	$	33,257	$	—	$	(94)	$	33,163

Corporate debt securities	6,479		—		(19)		6,460
Total	$	39,736	$	—	$	(113)	$	39,623


	December 31, 2021
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
U.S. Treasury securities	$	81,184	$	—	$	(52)	$	81,132
Government-sponsored enterprises	7,739		—		(5)		7,734
Corporate debt securities	31,285		—		(4)		31,281
Total	$	120,208	$	—	$	(61)	$	120,147

All available-for-sale marketable debt securities held as of September 30, 2022 and December 31, 2021 had contractual maturities of less than one year. All of the Company's available-for-sale marketable debt securities in an unrealized loss position as of September 30, 2022 and December 31, 2021 were in a loss position for less than twelve months. Unrealized losses on available-for-sale debt securities as of September 30, 2022 and December 31, 2021 were not significant and were primarily due to changes in interest rates, including market credit spreads, and not due to increased credit risks associated with specific securities. Accordingly, no allowance for credit losses related to the Company's available-for-sale debt securities was

recorded for any periods presented. The Company does not intend to sell these investments and it is not more likely than not that the Company will be required to sell the investments before recovery of their amortized cost bases, which may be at maturity.

Inventory, Net (Tables)

9 Months Ended

Sep. 30, 2022

Inventory Disclosure [Abstract]

Schedule of Inventory

All of the Company's inventory relates to the manufacturing of MARGENZA. The following table sets forth the Company's net inventory (in thousands):


	September 30, 2022		December 31, 2021

Work in process	$	209	$	3,929
Finished goods	877		459
Total inventory, net	$	1,086	$	4,388

Collaboration and Other Agreements - Janssen (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		9 Months Ended
	Dec. 31, 2020	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Collaboration And Other Agreements [Line Items]
Revenues		$ 41,734	$ 15,662	$ 78,842	$ 63,300
Janssen Biotech Inc \| Janssen Collaboration and License Agreement
Collaboration And Other Agreements [Line Items]
Non-refundable upfront payment	$ 20,000
Potential milestone payments and royalties on product sales						$ 312,000
Potential proceeds from royalties (percent)	10.00%
Collaborative agreement transaction price						$ 22,200
Clinical trial activities selling price amount	$ 2,200
Janssen Biotech Inc \| Janssen Collaboration and License Agreement \| Revenues From License Agreements
Collaboration And Other Agreements [Line Items]
Revenues	$ 20,000
Janssen Biotech Inc \| Janssen Collaboration and License Agreement \| Revenue From Performance of the Research and Development Activities
Collaboration And Other Agreements [Line Items]
Revenues		$ 100	$ 200	$ 700	$ 1,100

Stock-Based Compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended		12 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Shares
Shares, Outstanding, Beginning Balance (in shares)	8,373,921
Shares, Granted (in shares)	2,730,597
Shares, Exercised (in shares)	(82,963)
Shares, Forfeited or expired (in shares)	(427,074)
Share-based Compensation Arrangement by Share-based Payment Award, Options, Expirations in Period	(267,238)
Shares, Outstanding, Ending Balance (in shares)	10,327,243		8,373,921
Shares, Exercisable (in shares)	6,455,853
Shares, Vested and expected to vest (in shares)	9,622,594
Weighted- Average Exercise Price
Weighted- Average Exercise Price, Outstanding, Beginning Balance (in dollars per share)	$ 21.47
Weighted- Average Exercise Price, Granted (in dollars per share)	9.40
Weighted- Average Exercise Price, Exercised (in dollars per share)	1.46
Weighted- Average Exercise Price, Forfeited (in dollars per share)	16.05
Weighted- Average Exercise Price, Expired (in dollars per share)	22.76
Weighted- Average Exercise Price, Outstanding, Ending Balance (in dollars per share)	18.63		$ 21.47
Weighted- Average Exercise Price, Exercisable (in dollars per share)	21.77
Weighted- Average Exercise Price, Vested and expected to vest (in dollars per share)	$ 18.96
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
Weighted- Average Remaining Contractual Term, Outstanding (in years)	6 years 8 months 12 days		6 years 7 months 6 days
Weighted- Average Remaining Contractual Term, Exercisable (in years)	5 years 6 months
Weighted- Average Remaining Contractual Term, Vested and expected to vest (in years)	6 years 7 months 6 days
Aggregate Intrinsic Value, Outstanding, Ending Balance	$ 124
Aggregate Intrinsic Value, Exercisable	96
Aggregate Intrinsic Value, Vested and expected to vest	$ 120
Weighted-average grant-date fair value of options granted (in dollars per share)	$ 6.89	$ 15.21
Intrinsic value of options exercised	$ 500	$ 3,200
Cash received for options exercised	300	5,400
Fair value of shares vested	15,100	$ 14,800
Unrecognized compensation expense related to non-vested stock-options, net of related forfeiture estimates	$ 28,600
Unrecognized compensation expense recognition period (in years)	1 year 4 months 24 days

Cover Page - shares	9 Months Ended
Cover Page - shares	Sep. 30, 2022	Oct. 31, 2022
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2022
Document Transition Report	false
Entity File Number	001-36112
Entity Registrant Name	MACROGENICS, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	06-1591613
Entity Address, Address Line One	9704 Medical Center Drive
Entity Address, City or Town	Rockville
Entity Address, State or Province	MD
Entity Address, Postal Zip Code	20850
City Area Code	301
Local Phone Number	251-5172
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	MGNX
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		61,475,221
Amendment Flag	false
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q3
Entity Central Index Key	0001125345
Current Fiscal Year End Date	--12-31

Subsequent Events (Details) - Gilead - 2022 Gilead Collaboration And License Agreement $ in Millions	Oct. 14, 2022 USD ($)
Subsequent Event
Subsequent Event [Line Items]
Non-refundable upfront payment	$ 60.0
Forecast
Subsequent Event [Line Items]
Target nomination, option fees and milestone	$ 1,700.0

Nature of Operations	9 Months Ended
Nature of Operations	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Operations	Nature of Operations Description of the business MacroGenics, Inc. (the Company) is incorporated in the state of Delaware. The Company is a biopharmaceutical company focused on developing and commercializing innovative antibody-based therapeutics designed to modulate the human immune response for the treatment of cancer. The Company has a pipeline of product candidates being evaluated in clinical trials sponsored by the Company or its collaborators. These product candidates include multiple immuno-oncology programs, some of which were created primarily using the Company’s proprietary, antibody-based technology platforms. The Company believes its product candidates have the potential, if approved for marketing by regulatory authorities, to have a meaningful effect on treating patients' unmet medical needs as monotherapy or, in some cases, in combination with other therapeutic agents. In March 2021, the Company and its commercialization partner commenced U.S. marketing of MARGENZA® (margetuximab-cmkb), a human epidermal growth factor receptor 2 (HER2) receptor antagonist indicated, in combination with chemotherapy, for the treatment of adult patients with metastatic HER2-positive breast cancer who have received two or more prior anti-HER2 regimens, at least one of which was for metastatic disease. Liquidity The Company’s multiple product candidates currently under development will require significant additional research and development efforts that include extensive preclinical studies and clinical testing, and regulatory approval prior to commercial use. The future success of the Company is dependent on its ability to identify and develop its product candidates, and ultimately upon its ability to attain profitable operations. The Company has devoted substantially all of its financial resources and efforts to research and development and general and administrative expense to support such research and development. Net losses and negative cash flows have had, and will continue to have, an adverse effect on the Company’s stockholders’ equity and working capital, and accordingly, its ability to execute its future operating plans. As a biotechnology company, the Company has primarily funded its operations with proceeds from the sale of its common stock in equity offerings, revenue from its multiple collaboration agreements, and contracts from the National Institute of Allergy and Infectious Diseases (NIAID). Management regularly reviews the Company’s available liquidity relative to its operating budget and forecast to monitor the sufficiency of the Company’s working capital. The Company plans to meet its future operating requirements by generating revenue from current and future strategic collaborations or other arrangements, and product sales. The Company anticipates continuing to draw upon available sources of capital, including equity and debt instruments, to support its product development activities. If the Company is unable to enter into new arrangements or to perform under current or future agreements or obtain additional capital, the Company will assess its capital resources and may be required to delay, reduce the scope of, or eliminate one or more of its product research and development programs or clinical studies, reduce other operating expenses, and/or downsize its organization. It is considered probable that the Company can successfully implement efforts to manage uncommitted spending and carry out necessary cost saving measures, including from the Company's corporate restructuring plan announced in August 2022. Therefore, based on the Company’s most recent cash flow forecast, the Company believes its current resources are sufficient to fund its operating plans for a minimum of twelve months from the date that this Quarterly Report on Form 10-Q was filed. Similar to the other risk factors pertinent to the Company's business, the COVID-19 pandemic and geopolitical tensions, including the ongoing military conflict between Russia and Ukraine and the related sanctions imposed against Russia, and related global slowdown of economic activity, decades-high inflation, rising interest rates and a potential recession in the United States might unfavorably impact the Company's ability to generate such additional funding. Given the uncertainty in the rapidly changing market and economic conditions related to these uncertainties, the Company will continue to evaluate the nature and extent of the impact of these uncertainties on its business and financial position. Basis of Presentation The accompanying unaudited interim consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information. The financial statements include all adjustments (consisting only of normal recurring adjustments) that the management of the Company believes are necessary for a fair presentation of the periods presented. These interim financial results are not necessarily indicative of results expected for the full fiscal year or for any subsequent interim period. The accompanying unaudited interim consolidated financial statements include the accounts of MacroGenics, Inc. and its wholly owned subsidiaries, MacroGenics UK Limited and MacroGenics Limited. All intercompany accounts and transactions have been eliminated in consolidation. These consolidated financial statements and related notes should be read in conjunction with the financial statements and notes thereto included in the Company's 2021 Annual Report on Form 10-K filed with the Securities and Exchange Commission (SEC) on February 24, 2022.

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Sep. 30, 2022
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited interim consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information. The financial statements include all adjustments (consisting only of normal recurring adjustments) that the management of the Company believes are necessary for a fair presentation of the periods presented. These interim financial results are not necessarily indicative of results expected for the full fiscal year or for any subsequent interim period. The accompanying unaudited interim consolidated financial statements include the accounts of MacroGenics, Inc. and its wholly owned subsidiaries, MacroGenics UK Limited and MacroGenics Limited. All intercompany accounts and transactions have been eliminated in consolidation. These consolidated financial statements and related notes should be read in conjunction with the financial statements and notes thereto included in the Company's 2021 Annual Report on Form 10-K filed with the Securities and Exchange Commission (SEC) on February 24, 2022.
Recent Accounting Pronouncements	Recent Accounting Pronouncements There were no new accounting pronouncements that were issued or became effective since the issuance of the Company’s 2021 Annual Report on Form 10-K that had, or are expected to have, a material impact on its consolidated financial position, results of operations or cash flows.
Fair Value of Financial Instruments	The Company's financial instruments consist of cash and cash equivalents, marketable securities, accounts receivable, accounts payable and accrued expenses. The carrying amount of accounts receivable, accounts payable and accrued expenses are generally considered to be representative of their respective fair values because of their short-term nature. The Company accounts for recurring and non-recurring fair value measurements in accordance with the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 820, Fair Value Measurements and Disclosures (ASC 820). ASC 820 defines fair value, establishes a fair value hierarchy for assets and liabilities measured at fair value, and requires expanded disclosures about fair value measurements. The ASC 820 hierarchy ranks the quality of reliability of inputs, or assumptions, used in the determination of fair value and requires assets and liabilities carried at fair value to be classified and disclosed in one of the following three categories: •Level 1 - Fair value is determined by using unadjusted quoted prices that are available in active markets for identical assets and liabilities. •Level 2 - Fair value is determined by using inputs other than Level 1 quoted prices that are directly or indirectly observable. Inputs can include quoted prices for similar assets and liabilities in active markets or quoted prices for identical assets and liabilities in inactive markets. Related inputs can also include those used in valuation or other pricing models, such as interest rates and yield curves that can be corroborated by observable market data. •Level 3 - Fair value is determined by inputs that are unobservable and not corroborated by market data. Use of these inputs involves significant and subjective judgments to be made by a reporting entity - e.g., determining an appropriate adjustment to a discount factor for illiquidity associated with a given security. The Company evaluates financial assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level at which to classify them each reporting period. This determination requires the Company to make subjective judgments as to the significance of inputs used in determining fair value and where such inputs lie within the ASC 820 hierarchy. There were no transfers between levels during the periods presented.

Collaboration and Other Agreements - Zai Lab (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended			9 Months Ended		27 Months Ended
	Jun. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Mar. 31, 2019	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Dec. 31, 2021	Jun. 15, 2021	Mar. 31, 2021
Collaboration And Other Agreements [Line Items]
Revenues		$ 41,734	$ 15,662		$ 78,842	$ 63,300
Common stock, par value (in dollars per share)		$ 0.01			$ 0.01		$ 0.01	$ 0.01
Deferred revenue, current		$ 7,085			$ 7,085		$ 7,085	$ 20,646
Deferred revenue, net of current portion		5,084			5,084		5,084	0
2018 Zai Lab Agreement \| Zai Labs
Collaboration And Other Agreements [Line Items]
Non-refundable upfront payment				$ 25,000
Non-refundable upfront payment, net of tax withholding				22,500
Nonrefundable payment tax withholding				$ 2,500
Potential development and regulatory milestone payments under agreement										$ 140,000
Development and regulatory milestones recognized							9,000
Revenues		0	0		4,900	0
Milestones Value Added Tax							8,100
Zai Lab Agreement, Margetuximab \| Zai Labs \| Maximum
Collaboration And Other Agreements [Line Items]
Potential proceeds from royalties (percent)				20.00%
Zai Lab Agreement, TRIDENT molecule \| Zai Labs
Collaboration And Other Agreements [Line Items]
Potential proceeds from royalties (percent)				10.00%
Zai Lab Clinical Supply Agreements \| Zai Labs
Collaboration And Other Agreements [Line Items]
Revenues		0	600		300	2,300
2021 Zai Lab Agreements \| Zai Labs
Collaboration And Other Agreements [Line Items]
Non-refundable upfront payment	$ 25,000
Potential development and regulatory milestone payments under agreement									$ 680,000
Deferred revenue		0			0		$ 0	$ 16,100
Revenues		$ 1,800	$ 3,700		$ 16,800	$ 18,100
Proceeds of stock sale	30,000
Sales of stock purchase price (in dollars per share)									$ 31.3
Potential commercial milestone payments under agreement									$ 600,000
Collaborative agreement transaction price									$ 40,400
Variable consideration recognized	5,000
2021 Zai Lab Agreements \| Zai Labs \| Additional Paid-In Capital
Collaboration And Other Agreements [Line Items]
Premium received on stock purchase	$ 10,400

Inventory, Net

9 Months Ended

Sep. 30, 2022

Inventory Disclosure [Abstract]

Inventory, Net

All of the Company's inventory relates to the manufacturing of MARGENZA. The following table sets forth the Company's net inventory (in thousands):


	September 30, 2022		December 31, 2021

Work in process	$	209	$	3,929
Finished goods	877		459
Total inventory, net	$	1,086	$	4,388

Prior to U.S. Food and Drug Administration (FDA) approval of MARGENZA in December 2020, the cost of materials and expenses associated with the manufacturing of MARGENZA were recorded as research and development expense. Subsequent to FDA approval, the Company began capitalizing inventory costs related to the manufacture of MARGENZA. The inventory balance as of September 30, 2022 and December 31, 2021 is net of a reserve of $4.9 million and $2.0 million, respectively, for unsaleable inventory. These reserves are reflected in cost of product sales during the period they are recorded.

Summary of Significant Accounting Policies	9 Months Ended
Summary of Significant Accounting Policies	Sep. 30, 2022
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies During the nine months ended September 30, 2022, there have been no material changes to the significant accounting policies previously disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. Recent Accounting Pronouncements There were no new accounting pronouncements that were issued or became effective since the issuance of the Company’s 2021 Annual Report on Form 10-K that had, or are expected to have, a material impact on its consolidated financial position, results of operations or cash flows.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Accumulated Other Comprehensive Income (Loss)
Beginning balance (in shares) at Dec. 31, 2020		56,244,771
Beginning balance at Dec. 31, 2020	$ 295,884	$ 562	$ 1,067,150	$ (771,821)	$ (7)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	5,243		5,243
Stock plan activity (in shares)		144,249
Stock plan related activity	2,458	$ 2	2,456
Issuance of common stock, net of offering costs (in shares)		3,622,186
Issuance of common stock, net of offering costs	98,200	$ 36	98,164
Unrealized gain (loss) on investments	18				18
Net loss	(51,272)			(51,272)
Ending balance (in shares) at Mar. 31, 2021		60,011,206
Ending balance at Mar. 31, 2021	350,531	$ 600	1,173,013	(823,093)	11
Beginning balance (in shares) at Dec. 31, 2020		56,244,771
Beginning balance at Dec. 31, 2020	295,884	$ 562	1,067,150	(771,821)	(7)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(144,093)
Ending balance (in shares) at Sep. 30, 2021		61,254,693
Ending balance at Sep. 30, 2021	291,438	$ 613	1,206,742	(915,914)	(3)
Beginning balance (in shares) at Mar. 31, 2021		60,011,206
Beginning balance at Mar. 31, 2021	350,531	$ 600	1,173,013	(823,093)	11
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	6,113		6,113
Shares, Granted (in shares)		122,241
Stock plan related activity	2,346	$ 1	2,345
Unrealized gain (loss) on investments	(10)				(10)
Net loss	(39,935)			(39,935)
Ending balance (in shares) at Jun. 30, 2021		60,133,447
Ending balance at Jun. 30, 2021	319,045	$ 601	1,181,471	(863,028)	1
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	6,309		6,309
Shares, Granted (in shares)		162,779
Stock plan related activity	(666)	$ 2	(668)
Issuance of common stock, net of offering costs (in shares)		958,467
Issuance of common stock, net of offering costs	19,640	$ 10	19,630
Unrealized gain (loss) on investments	(4)				(4)
Net loss	(52,886)			(52,886)
Ending balance (in shares) at Sep. 30, 2021		61,254,693
Ending balance at Sep. 30, 2021	291,438	$ 613	1,206,742	(915,914)	(3)
Beginning balance (in shares) at Dec. 31, 2021		61,307,428
Beginning balance at Dec. 31, 2021	239,618	$ 613	1,213,002	(973,936)	(61)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	5,224		5,224
Stock plan activity (in shares)		25,646
Stock plan related activity	37		37
Unrealized gain (loss) on investments	(222)				(222)
Net loss	(66,443)			(66,443)
Ending balance (in shares) at Mar. 31, 2022		61,333,074
Ending balance at Mar. 31, 2022	178,214	$ 613	1,218,263	(1,040,379)	(283)
Beginning balance (in shares) at Dec. 31, 2021		61,307,428
Beginning balance at Dec. 31, 2021	$ 239,618	$ 613	1,213,002	(973,936)	(61)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Shares, Granted (in shares)	2,730,597
Net loss	$ (132,560)
Ending balance (in shares) at Sep. 30, 2022		61,462,189
Ending balance at Sep. 30, 2022	122,958	$ 615	1,228,952	(1,106,496)	(113)
Beginning balance (in shares) at Mar. 31, 2022		61,333,074
Beginning balance at Mar. 31, 2022	178,214	$ 613	1,218,263	(1,040,379)	(283)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	5,350		5,350
Shares, Granted (in shares)		125,716
Stock plan related activity	264	$ 2	262
Unrealized gain (loss) on investments	(43)				(43)
Net loss	(41,304)			(41,304)
Ending balance (in shares) at Jun. 30, 2022		61,458,790
Ending balance at Jun. 30, 2022	142,481	$ 615	1,223,875	(1,081,683)	(326)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	5,077		5,077
Shares, Granted (in shares)		3,399
Stock plan related activity	0
Unrealized gain (loss) on investments	213				213
Net loss	(24,813)			(24,813)
Ending balance (in shares) at Sep. 30, 2022		61,462,189
Ending balance at Sep. 30, 2022	$ 122,958	$ 615	$ 1,228,952	$ (1,106,496)	$ (113)

Stock-based Compensation - Restricted Stock Unit Activity (Details) $ / shares in Units, $ in Millions	9 Months Ended
	Sep. 30, 2022 USD ($) shares $ / shares
Weighted-Average Grant Date Fair Value
Unrecognized compensation expense recognition period (in years)	1 year 4 months 24 days
Restricted Stock Units
Shares
Beginning Balance (in shares)	21,500
Granted (in shares)	476,772
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Exercised	(10,445)
Exercised (in dollars per share) \| $ / shares	$ 25.65
Forfeited or expired (in shares)	(41,000)
Ending Balance (in shares)	446,827
Weighted-Average Grant Date Fair Value
Beginning Balance (in dollars per share) \| $ / shares	$ 25.97
Granted (in dollars per share) \| $ / shares	8.42
Forfeited or expired (in dollars per share) \| $ / shares	10.15
Ending Balance (in dollars per share) \| $ / shares	$ 8.70
Award vesting period	2 years
Number of shares per employee	1
Total unrecognized compensation cost \| $	$ 2.6
Unrecognized compensation expense recognition period (in years)	1 year 2 months 12 days

Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Millions	1 Months Ended			3 Months Ended		9 Months Ended
	Jun. 30, 2021	Apr. 30, 2021	Nov. 30, 2020	Sep. 30, 2021	Mar. 31, 2021	Sep. 30, 2021	Sep. 30, 2022	Dec. 31, 2021
Class of Stock [Line Items]
Common stock, par value (in dollars per share)							$ 0.01	$ 0.01
Common Stock
Class of Stock [Line Items]
Number of shares issued or sold (in shares)	958,467			958,467	3,622,186
At the Market Offering
Class of Stock [Line Items]
Maximum amount available for issuance			$ 100.0
Number of shares sold (in shares)						3,622,186
Sales of stock purchase price (in dollars per share)				$ 27.6		$ 27.6
Proceeds of stock sale						$ 98.2
Maximum amount available for issuance, increase		$ 300.0

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Cash flows from operating activities
Net loss	$ (132,560)	$ (144,093)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization expense	8,634	8,306
Amortization of premiums and discounts on marketable securities	740	1,267
Stock-based compensation	15,697	17,714
Other non-cash items	2,882	1,602
Changes in operating assets and liabilities:
Accounts receivable	(3,452)	9,322
Inventory	419	(5,582)
Prepaid expenses and other current assets	11,898	(1,080)
Other non current assets	2,468	5,146
Accounts payable	(10,897)	(1,931)
Accrued expenses and other current liabilities	(184)	7,744
Lease liabilities	(3,447)	(2,701)
Deferred revenue	(8,477)	14,507
Other non current liabilities	0	258
Net cash used in operating activities	(116,279)	(89,521)
Cash flows from investing activities
Purchases of marketable securities	(75,457)	(164,780)
Proceeds from sale and maturities of marketable securities	155,190	146,550
Purchases of property, equipment and software	(3,230)	(4,826)
Net cash provided by (used in) investing activities	76,503	(23,056)
Cash flows from financing activities
Proceeds from issuance of common stock, net of offering costs	0	117,818
Proceeds from stock option exercises and ESPP Purchases	314	5,722
Taxes paid related to net share settlement of equity awards	(14)	(1,563)
Net cash provided by financing activities	300	121,977
Net change in cash and cash equivalents	(39,476)	9,400
Cash and cash equivalents at beginning of period	123,469	181,131
Cash and cash equivalents at end of period	83,993	190,531
Supplemental Cash Flow Information [Abstract]
Property, equipment and software included in accounts payable or accruals	$ 295	$ 69

Inventory, Net (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Inventory Disclosure [Abstract]
Work in process	$ 209	$ 3,929
Finished goods	877	459
Total inventory, net	1,086	4,388
Inventory valuation reserves	$ 4,900	$ 2,000

Stock-Based Compensation

9 Months Ended

Sep. 30, 2022

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

Employee Stock Purchase Plan

In May 2017, the Company’s stockholders approved the 2016 Employee Stock Purchase Plan (the 2016 ESPP). The 2016 ESPP is structured as a qualified employee stock purchase plan under Section 423 of the Internal Revenue Code of 1986, as amended (IRC), and is not subject to the provisions of the Employee Retirement Income Security Act of 1974. The Company reserved 800,000 shares of common stock for issuance under the 2016 ESPP. The 2016 ESPP allows eligible employees to purchase shares of the Company’s common stock at a discount through payroll deductions of up to 10% of their eligible compensation, subject to any plan limitations. The 2016 ESPP provides for six-month offering periods ending on May 31 and November 30 of each year. At the end of each offering period, employees are able to purchase shares at 85% of the fair market value of the Company’s common stock on the last day of the offering period. During the nine months ended September 30, 2022, 65,125 shares of common stock were purchased under the 2016 ESPP.

Employee Stock Option Plans

Effective February 2003, the Company implemented the 2003 Equity Incentive Plan (2003 Plan), and it was amended and approved by the Company's stockholders in 2005. Stock options granted under the 2003 Plan may be either incentive stock options as defined by the IRC, or non-qualified stock options. In 2013, the 2003 Plan was terminated, and no further awards may be issued under the plan. Any shares of common stock subject to awards under the 2003 Plan that expire, terminate, or are otherwise surrendered, canceled, forfeited or repurchased without having been fully exercised, or resulting in any common stock being issued, will become available for issuance under the 2013 Stock Incentive Plan (2013 Plan), up to a specified number of shares. As of September 30, 2022, under the 2003 Plan, there were options to purchase an aggregate of 103,040 shares of common stock outstanding.

In October 2013, the Company implemented the 2013 Plan. The 2013 Plan provides for the grant of stock options and other stock-based awards, as well as cash-based performance awards. The number of shares of common stock reserved for issuance under the 2013 Plan will automatically increase on January 1 of each year from January 1, 2014 through and including January 1, 2023, by the lesser of (a) 1,960,168 shares, (b) 4.0% of the total number of shares of common stock outstanding on December 31 of the preceding calendar year, or (c) the number of shares of common stock determined by the Company's Board of Directors. During the nine months ended September 30, 2022, the maximum number of shares of common stock authorized to be issued by the Company under the 2013 Plan was increased to 15,816,949. If an option expires or terminates for any reason without having been fully exercised, if any shares of restricted stock are forfeited, or if any award terminates, expires or is settled without all or a portion of the shares of common stock covered by the award being issued, such shares are available for the grant of additional awards. However, any shares that are withheld (or delivered) to pay withholding taxes or to pay the exercise price of an option are not available for the grant of additional awards. As of September 30, 2022, there were options to purchase an aggregate of 10,224,203 shares of common stock outstanding.

The following stock-based compensation expense was recognized for the periods indicated (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Research and development	$	2,571	$	3,109	$	7,621	$	8,894
Selling, general and administrative	2,552		3,249		8,076		8,820
Total stock-based compensation expense	$	5,123	$	6,358	$	15,697	$	17,714

The fair value of each option award is estimated on the date of grant using the Black-Scholes option-pricing model using the assumptions in the following table for options issued during the period indicated:


	Nine Months Ended September 30,
	2022	2021
Expected dividend yield	0%	0%
Expected volatility	87.8% -90.8%	86.2% - 87.4%
Risk-free interest rate	1.4% - 3.6%	0.6% - 1.4%
Expected term	5.95 years	6.25 years

The following table summarizes stock option activity during the nine months ended September 30, 2022:


	Shares	Weighted- Average Exercise Price		Weighted-Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value (in thousands)
Outstanding, December 31, 2021	8,373,921	$	21.47	6.6
Granted	2,730,597	9.40
Exercised	(82,963)	1.46
Forfeited	(427,074)	16.05
Expired	(267,238)	22.76
Outstanding, September 30, 2022	10,327,243	$	18.63	6.7	$	124
As of September 30, 2022:
Exercisable	6,455,853	$	21.77	5.5	96
Vested and expected to vest	9,622,594	$	18.96	6.6	120

The weighted-average grant-date fair value of options granted during the nine months ended September 30, 2022 and 2021 was $6.89 and $15.21, respectively. The total intrinsic value of options exercised during the nine months ended September 30, 2022 and 2021 was approximately $0.5 million and $3.2 million, respectively. The total cash received for options exercised during the nine months ended September 30, 2022 and 2021 was $0.3 million and $5.4 million, respectively. The total fair value of shares vested in the nine months ended September 30, 2022 and 2021 was approximately $15.1 million and $14.8 million, respectively. As of September 30, 2022, the total unrecognized compensation expense related to unvested stock options, net of related forfeiture estimates, was approximately $28.6 million, which the Company expects to recognize over a weighted-average period of approximately 1.4 years.

Restricted Stock Units

The Company grants restricted stock units (RSUs) under the 2013 Plan to employees from time to time as a component of their compensation. During the nine months ended September 30, 2022, the Company awarded RSUs to employees in conjunction with the annual performance review process. Each RSU vests over a two-year period and entitles the holder to receive one share of the Company's common stock when the RSU vests. Compensation expense is recognized on a straight-line basis over the vesting period.

The following table summarizes RSU activity during the nine months ended September 30, 2022:


	Shares	Weighted-Average Grant Date Fair Value
Outstanding, December 31, 2021	21,500	$	25.97
Granted	476,772	8.42
Exercised	(10,445)	25.65
Forfeited	(41,000)	10.15
Outstanding, September 30, 2022	446,827	8.70

At September 30, 2022, there was $2.6 million of total unrecognized compensation cost related to unvested RSUs, which the Company expects to recognize over a remaining weighted-average period of approximately 1.2 years.

Revenue	9 Months Ended
Revenue	Sep. 30, 2022
Collaboration and License Agreements [Abstract]
Revenue	Revenue Collaborative and Other Agreements Incyte Corporation Incyte License Agreement In 2017, the Company entered into an exclusive global collaboration and license agreement with Incyte Corporation (Incyte), which was amended in March 2018, April 2022 and July 2022, for retifanlimab, an investigational monoclonal antibody that inhibits programmed cell death protein 1 (PD-1) (Incyte License Agreement). Incyte has obtained exclusive worldwide rights for the development and commercialization of retifanlimab in all indications, while the Company retains the right to develop its pipeline assets in combination with retifanlimab. Under the terms of the Incyte License Agreement, Incyte paid the Company an upfront payment of $150.0 million in 2017. In July 2021, Incyte announced that the FDA had issued a Complete Response Letter (CRL) regarding its Biologics License Application (BLA) for retifanlimab as a potential treatment for adult patients with locally advanced or metastatic squamous cell carcinoma of the anal canal. Incyte’s announcement indicated that the FDA determined that additional data are needed to demonstrate the clinical benefit of retifanlimab for the submitted indication, and that Incyte was reviewing the CRL and would discuss next steps with the FDA. Incyte subsequently withdrew its European application for marketing authorization of retifanlimab for the treatment of squamous carcinoma of the anal canal. Incyte has stated it is pursuing development of retifanlimab in potentially registration-enabling studies beyond squamous cell carcinoma of the anal canal, including in patients with MSI-high endometrial cancer, Merkel cell carcinoma and non-small cell lung cancer. Incyte is also pursuing development of retifanlimab in combination with multiple product candidates from its pipeline. In April 2022, the Company and Incyte executed an amendment to the Incyte License Agreement to add a milestone for U.S. approval of retifanlimab in a specific indication and to exclude certain other regulatory and development achievements with retifanlimab in this same indication from the milestone events of the Incyte License Agreement. In July 2022, the Company and Incyte further amended the Incyte License Agreement to reflect changes related to the payment of certain milestones and Incyte paid the Company $30.0 million in milestone payments, which the Company recognized as revenue during the three months ended September 30, 2022. Under the terms of the Incyte License Agreement, as amended, Incyte will lead global development of retifanlimab. Assuming successful development and commercialization by Incyte, the Company could receive up to $435.0 million in development and regulatory milestones and up to $330.0 million in commercial milestones. From the inception of the Incyte License Agreement through September 30, 2022, the Company has recognized $100.0 million in development milestones under the Incyte License Agreement. If retifanlimab is approved and commercialized, the Company would be eligible to receive tiered royalties of 15% to 24% on any global net sales. The Company retains the right to develop its pipeline assets in combination with retifanlimab, with Incyte commercializing retifanlimab and the Company commercializing its asset(s), if any such potential combinations are approved. In addition, the Company retains the right to manufacture a portion of both companies' global commercial supply needs of retifanlimab, subject to the separate commercial supply agreement. The Company evaluated the Incyte License Agreement under the provisions of Accounting Standards Codification Topic 606, Revenue from Contracts with Customers (ASC 606) at inception and identified the following two performance obligations under the agreement: (i) the license of retifanlimab and (ii) the performance of certain clinical activities through a brief technology transfer period. The Company determined that the license and clinical activities are separate performance obligations because they are capable of being distinct and are distinct in the context of the contract. The license has standalone functionality as it is sublicensable, Incyte has significant capabilities in performing clinical trials, and Incyte is capable of performing these activities without the Company's involvement; the Company performed the activities during the transfer period as a matter of convenience. The Company determined that the transaction price of the Incyte License Agreement at inception was $154.0 million, consisting of the consideration to which the Company was entitled in exchange for the license and an estimate of the consideration for clinical activities to be performed. The transaction price was allocated to each performance obligation based on their relative standalone selling price. The standalone selling price of the license was determined using the adjusted market assessment approach considering similar collaboration and license agreements. The standalone selling price for the agreed-upon clinical activities to be performed was determined using the expected cost approach based on similar arrangements the Company has with other parties. The potential development and regulatory milestone payments are fully constrained until the Company concludes that achievement of the milestone is probable, and that recognition of revenue related to the milestone will not result in a significant reversal in amounts recognized in future periods, and as such have been excluded from the transaction price. Any consideration related to sales-based milestones and royalties will be recognized when the related sales occur, as they were determined to relate predominantly to the license granted to Incyte and, therefore, have also been excluded from the transaction price. The Company re-assesses the transaction price in each reporting period and when events whose outcomes are resolved or other changes in circumstances occur. From 2018 through September 30, 2022, it became probable that a significant reversal of cumulative revenue would not occur for development milestones totaling $100.0 million related to clinical and regulatory activities related to the further advancement of retifanlimab, including Incyte’s initiation of a Phase 3 clinical trial. Therefore, the associated consideration was added to the estimated transaction price and was recognized as revenue. The Company recognized the $150.0 million allocated to the license when it satisfied its performance obligation and transferred the license to Incyte in 2017. The $4.0 million allocated to the clinical activities was recognized ratably as services were performed during 2017 and 2018. The Company recognized $30.0 million in revenue under the Incyte License Agreement during the three and nine months ended September 30, 2022. No revenue was recognized under the Incyte License Agreement during the three months ended September 30, 2021. During the nine months ended September 30, 2021, $15.0 million in milestone revenue was recognized under the Incyte License Agreement. Incyte Clinical Supply Agreement In 2018, the Company entered into an agreement with Incyte, under which the Company is to perform development and manufacturing services for Incyte’s clinical needs of retifanlimab (Incyte Clinical Supply Agreement). The Company evaluated the Incyte Clinical Supply Agreement under ASC 606 and identified one performance obligation under the agreement: to perform services related to the development and manufacturing of the clinical supply of retifanlimab. The transaction price is based on the costs incurred to develop and manufacture drug product and drug substance, and is recognized over time as the services are provided, as the performance by the Company does not create an asset with an alternative use and the Company has an enforceable right to payment for the performance completed to date. The transaction price is being recognized using the input method reflecting the costs incurred (including resources consumed and labor hours expended) related to the manufacturing services. During the three months ended September 30, 2022 and 2021, the Company recognized revenue of $0.1 million and $0.2 million, respectively, for services performed under the Incyte Clinical Supply Agreement. During the nine months ended September 30, 2022 and 2021, the Company recognized revenue of $0.6 million and $1.0 million, respectively, for services performed under the Incyte Clinical Supply Agreement. Incyte Commercial Supply Agreement In 2020, the Company entered into an agreement with Incyte pursuant to which the Company is entitled to manufacture a portion of the global commercial supply needs for retifanlimab (Incyte Commercial Supply Agreement). Unless terminated earlier, the term of the Incyte Commercial Supply Agreement will expire upon the expiration of Incyte’s obligation to pay royalties under the Incyte License Agreement. The Company evaluated the Incyte Commercial Supply Agreement under ASC 606 and identified one performance obligation under the agreement: to perform services related to manufacturing the commercial supply of retifanlimab. The transaction price is based on a fixed price per batch of bulk drug substance to be manufactured and is recognized over time as the services are provided, as the performance by the Company does not create an asset with an alternative use and the Company has an enforceable right to payment for the performance completed to date. The transaction price is being recognized using the input method reflecting the costs incurred (including resources consumed and labor costs incurred) related to the manufacturing services. During the three months ended September 30, 2022 and 2021, the Company recognized de minimis revenue and $1.4 million, respectively, for services performed under the Incyte Commercial Supply Agreement. During the nine months ended September 30, 2022 and 2021, the Company recognized $0.3 million and $7.4 million, respectively, for services performed under the Incyte Commercial Supply Agreement. Zai Lab Limited 2018 Zai Lab Agreement In 2018, the Company entered into a collaboration and license agreement with Zai Lab Limited (Zai Lab) under which Zai Lab obtained regional development and commercialization rights in mainland China, Hong Kong, Macau and Taiwan (Zai Lab’s territory) for (i) margetuximab, an immune-optimized anti-HER2 monoclonal antibody, (ii) tebotelimab, a bispecific DART® molecule designed to provide coordinate blockade of PD-1 and LAG-3 for the potential treatment of a range of solid tumors and hematological malignancies, and (iii) an undisclosed multi-specific TRIDENT molecule in preclinical development (2018 Zai Lab Agreement). Zai Lab will lead clinical development of these molecules in its territory. Zai Lab has informed the Company that they have decided to discontinue development of tebotelimab for indications they were enrolling in their territory and is evaluating future development plans in other indications. Under the terms of the 2018 Zai Lab Agreement, Zai Lab paid the Company an upfront payment of $25.0 million ($22.5 million after netting value-added tax withholdings of $2.5 million). Assuming successful development and commercialization of margetuximab, tebotelimab and the TRIDENT molecule, the Company could receive up to $140.0 million in development and regulatory milestones, of which the Company has earned $9.0 million through September 30, 2022. In addition, Zai Lab would pay the Company tiered royalties at percentage rates of mid-teens to 20% for net sales of margetuximab in Zai Lab’s territory, mid-teens for net sales of tebotelimab in Zai Lab’s territory and 10% for net sales of the TRIDENT molecule in Zai Lab’s territory, which may be subject to adjustment in specified circumstances. The Company evaluated the 2018 Zai Lab Agreement under the provisions of ASC 606 and identified the following material promises under the arrangement for each of the two product candidates, margetuximab and tebotelimab: (i) an exclusive license to develop and commercialize the product candidate in Zai Lab’s territory and (ii) certain research and development activities. The Company determined that each license and the related research and development activities were not distinct from one another, as the license has limited value without the performance of the research and development activities. As such, the Company determined that these promises should be combined into a single performance obligation for each product candidate. Activities related to margetuximab and tebotelimab are separate performance obligations from each other because they are capable of being distinct, and are distinct in the context of the contract. The Company evaluated the promises related to the TRIDENT molecule and determined they were immaterial in context of the contract, therefore there is no performance obligation related to that molecule. The Company determined that the net $22.5 million upfront payment from Zai Lab constituted the entirety of the consideration to be included in the transaction price as of the outset of the arrangement, and the transaction price was allocated to the two performance obligations based on their relative standalone selling price. The standalone selling price of the performance obligations was determined using the adjusted market assessment approach considering similar collaboration and license agreements. The potential development and regulatory milestone payments are fully constrained until the Company concludes that achievement of the milestone is probable, and that recognition of revenue related to the milestone will not result in a significant reversal in amounts recognized in future periods, and as such have been excluded from the transaction price. Any consideration related to royalties will be recognized if and when the related sales occur, as they were determined to relate predominantly to the license granted to Zai Lab and, therefore, have also been excluded from the transaction price. The Company re-assesses the transaction price in each reporting period and when events whose outcomes are resolved or other changes in circumstances occur. From 2020 through September 30, 2022, it became probable that a significant reversal of cumulative revenue would not occur for development and regulatory milestones totaling $9.0 million. Therefore, the associated consideration, $8.1 million net of value-added tax withholdings, was added to the estimated transaction price and was recognized as revenue. During the three months ended September 30, 2022, no revenue was recognized, and during the nine months ended September 30, 2022, the Company recognized $4.9 million under the 2018 Zai Lab Agreement. No revenue was recognized during the three and nine months ended September 30, 2021 under the 2018 Zai Lab Agreement. Zai Lab Clinical Supply Agreements During 2019, the Company entered into two agreements under which the Company is to perform manufacturing services for Zai Lab’s clinical needs of margetuximab and tebotelimab (Zai Lab Clinical Supply Agreements). The Company evaluated the agreements under ASC 606 and determined that they should be accounted for as a single contract and identified two performance obligations within that contract: to perform services related to manufacturing the clinical supply of each of margetuximab and tebotelimab. The transaction price is based on the costs incurred to manufacture drug product and drug substance and is recognized over time as the services are provided, as the performance by the Company does not create an asset with an alternative use and the Company has an enforceable right to payment for the performance completed to date. The transaction price is being recognized using the input method reflecting the costs incurred (including resources consumed and labor hours expended) related to the manufacturing service. No revenue was recognized during the three months ended September 30, 2022, and $0.6 million was recognized related to the Zai Lab Clinical Supply Agreements during the three months ended September 30, 2021. During the nine months ended September 30, 2022 and 2021, the Company recognized revenue of $0.3 million and $2.3 million, respectively, related to the Zai Lab Clinical Supply Agreements. 2021 Zai Lab Agreement In June 2021, the Company entered into a collaboration and license agreement with Zai Lab US LLC (collectively with Zai Lab Limited referred herein as Zai Lab) involving collaboration programs and license-only programs (collectively, the Programs) encompassing four separate immuno-oncology molecules (2021 Zai Lab Agreement). The first program covers a lead research molecule that incorporates the Company’s DART platform and binds CD3 and an undisclosed target that is expressed in multiple solid tumors (Lead Program). The second program covers a target to be designated by the Company. For these programs, Zai Lab receives commercial rights in Greater China, Japan, and Korea while the Company receives commercial rights in all other territories. Zai Lab also obtained exclusive, global licenses from the Company to develop, manufacture and commercialize two additional molecules. Zai Lab granted the Company a worldwide, royalty-free, co-exclusive license to conduct the development activities allocated to the Company. In August 2022, the Company and Zai Lab agreed to discontinue research and development of the Lead Program. Under the terms of the 2021 Zai Lab Agreement, the Lead Program included joint research and development services by both the Company and Zai Lab. For the other programs, Zai Lab can separately negotiate and agree with the Company to perform research and development services in the future. In connection with the execution of the 2021 Zai Lab Agreement, Zai Lab paid the Company an upfront payment of $25.0 million. Additionally, as part of the consideration for the rights granted to Zai Lab under the 2021 Zai Lab Agreement, the Company and Zai Lab entered into the Stock Purchase Agreement whereby Zai Lab paid the Company approximately $30.0 million to purchase shares of the Company’s common stock, par value $0.01, at a fixed price of $31.30 which represented a $10.4 million premium over the share price on the Stock Purchase Agreement date. Assuming successful development and commercialization of the remaining Programs, the Company could receive up to approximately $680.0 million in development and regulatory milestones and $600.0 million in commercial milestones. In addition, Zai Lab would pay the Company tiered royalties at percentage rates of mid-single digits to low double digit teens on annual net sales of products in Zai Lab’s territory, which may be subject to specified royalty reduction pursuant to the 2021 Zai Lab Agreement. Per the terms of the 2021 Zai Lab Agreement, the Company may also receive reimbursements from Zai Lab for certain research and development costs incurred by the Company. The Company evaluated the 2021 Zai Lab Agreement under the provisions of ASC 606 and identified the following material promises: (i) exclusive licenses to develop, manufacture and commercialize the products in Zai Lab’s territory for each Program and (ii) certain research and development activities for the Lead Program. The Company determined that for the Lead Program, the license is not distinct from the related research and development activities, considering the early stage of development of the molecule and the Company’s significant expertise in this area and as such, the research and development services are expected to significantly modify and customize the license. Therefore, for the Lead Program, the license and the services were combined into a single performance obligation. Since the other programs each represent distinct intellectual property and there are no other services included in the 2021 Zai Lab Agreement related to these licenses, each license is considered to be a distinct performance obligation. As such, there are four performance obligations included in the 2021 Zai Lab Agreement. The Company concluded that the estimated transaction price is $40.4 million, consisting of the $25.0 million upfront payment, the $10.4 million premium related to the purchase of the Company’s common stock, and the $5.0 million estimated reimbursement by Zai Lab for research and development activities for the Lead Program. The potential milestone payments were deemed to be fully constrained until the Company concludes that achievement of the milestone is probable, and that recognition of revenue related to the milestone will not result in a significant reversal in amounts recognized in future periods, and as such have been excluded from the transaction price. Any consideration related to royalties will be recognized if and when the related sales occur, as they were determined to relate predominantly to the license granted to Zai Lab and, therefore, have also been excluded from the transaction price. The Company will re-assess the transaction price in each reporting period and when events whose outcomes are resolved or other changes in circumstances occur. The transaction price of $40.4 million was then allocated to the four performance obligations based on their relative standalone selling price. The standalone selling price of the performance obligations was not directly observable; therefore, the Company estimated the standalone selling price using an adjusted market assessment approach, representing the amount that the Company believes a market participant is willing to pay for the product or service. The estimate was based on consideration of observable inputs, such as values of other preclinical collaboration arrangements adjusted for the Company’s estimate of the probability of success for each Program. Revenue related to the Lead Program license and related research and development services performance obligation was recognized over time as the research and development activities were performed. The Company utilized a cost-based input method according to costs incurred to date compared to estimated total costs. The transfer of control occurs over this time period and, in management’s judgment, is the best measure of progress towards satisfying the performance obligations. The Company recognized revenue allocated to the other programs at a point in time upon transfer of the licenses to Zai Lab in June 2021. During the three months ended September 30, 2022 and 2021, the Company recognized revenue of $1.8 million and $3.7 million, respectively, under the 2021 Zai Lab Agreement. During the nine months ended September 30, 2022 and 2021, the Company recognized revenue of $16.8 million and $18.1 million, respectively, under the 2021 Zai Lab Agreement. As of December 31, 2021, $16.1 million in revenue was deferred, all of which was current. As of September 30, 2022 there is no revenue deferred under the 2021 Zai Lab Agreement. Janssen Biotech, Inc. In December 2020, the Company entered into a research collaboration and license agreement with Janssen Biotech, Inc. (Janssen) to develop a novel DART molecule (Janssen Agreement). The research collaboration will incorporate the Company’s proprietary DART platform to enable simultaneous targeting of two undisclosed targets in a therapeutic area outside oncology. Under the terms of the Janssen Agreement, Janssen paid the Company an upfront payment of $20.0 million and will be responsible for funding all research and development expenses. The Company will also be eligible to receive up to $312.0 million in potential milestone payments and tiered royalties of up to 10% on worldwide product sales. Subject to the terms of this agreement, the Company granted Janssen an exclusive, royalty-bearing license to develop, manufacture and commercialize the preclinical bispecific molecule and the Company will perform certain research and development activities during a specified research term. The Company evaluated the Janssen Agreement under the provisions of ASC 606 and identified the following material promises under the arrangement: (i) a license to develop the preclinical bispecific molecule and (ii) performing certain research and development activities during the research term. The Company determined that the license and research and development activities are separate performance obligations because they are capable of being distinct, and are distinct in the context of the contract. The license has standalone functionality as Janssen could benefit from the license on its own without the Company’s involvement during the research term. The Company determined that the transaction price of the Janssen Agreement at inception was $22.2 million, consisting of the consideration to which the Company was entitled in exchange for the license and an estimate of the consideration for research and development activities to be performed. The transaction price was allocated to each performance obligation based on their relative standalone selling price. The standalone selling price of the license was determined using the adjusted market assessment approach considering similar collaboration and license agreements as well as current market conditions. The standalone selling price for agreed-upon research and development activities to be performed was determined using the expected cost approach based on similar arrangements the Company has with other parties. This variable consideration is fully constrained until the Company begins its work under the performance obligation. The potential milestone payments are fully constrained until the Company concludes that achievement of the milestone is probable and that recognition of revenue related to the milestone will not result in a significant reversal in amounts recognized in future periods, and as such have been excluded from the transaction price. Any consideration related to sales-based milestones and royalties will be recognized when the related sales occur, as they were determined to relate predominantly to the license granted to Janssen and, therefore, have also been excluded from the transaction price. The Company re-assesses the transaction price in each reporting period and when events whose outcomes are resolved or other changes in circumstances occur. The Company recognized the $20.0 million allocated to the license when it satisfied its performance obligation and transferred the license to Janssen in December 2020. The $2.2 million allocated to the research and development activities is being recognized over the Company’s involvement in the research term, which is estimated to be less than two years. During the three months ended September 30, 2022 and 2021, the Company recognized revenue of $0.1 million and $0.2 million, respectively, for research and development activities performed under the Janssen Agreement. During the nine months ended September 30, 2022, and 2021 the Company recognized revenue of $0.7 million and $1.1 million, respectively, for research and development activities performed under the Janssen Agreement. I-Mab Biopharma I-Mab License Agreement In 2019, the Company entered into a collaboration and license agreement with I-Mab Biopharma (I-Mab) to develop and commercialize enoblituzumab, an immune-optimized, anti-B7-H3 monoclonal antibody that incorporates the Company's proprietary Fc Optimization technology platform (I-Mab License Agreement). I-Mab obtained regional development and commercialization rights in mainland China, Hong Kong, Macau and Taiwan (I-Mab's territory), will lead clinical development of enoblituzumab in its territories, and will participate in global studies conducted by the Company. In August 2022, I-Mab notified the Company of its intention to terminate the I-Mab License Agreement effective February 25, 2023. Under the terms of the I-Mab License Agreement, I-Mab paid the Company an upfront payment of $15.0 million, and $5.0 million of milestone revenue has been earned from the inception of the I-Mab License Agreement through September 30, 2022. The Company evaluated the I-Mab License Agreement under the provisions of ASC 606 and identified the following material promises under the arrangement: (i) an exclusive license to develop and commercialize enoblituzumab in I-Mab’s territories, (ii) perform certain research and development activities and (iii) conduct a chronic toxicology study. The Company determined that the license and the related research and development activities were not distinct from one another, as the license has limited value without the performance of the research and development activities. As such, the Company determined that the license and related research and development activities should be combined into a single performance obligation. The Company determined that the $15.0 million upfront payment from I-Mab constituted the entirety of the consideration to be included in the transaction price as of the outset of the arrangement for the license and related research and development activities. The Company has also determined that the chronic toxicology study is distinct from the other promises and has estimated the variable consideration of that performance obligation to be approximately $1.0 million. I-Mab paid the Company for the cost of this study as the costs were incurred and I-Mab received a one-time credit of eighty percent of the total amount of such costs against the milestone achieved during 2021. The Company reassessed the transaction price as it became probable that a significant reversal of cumulative revenue would not occur for a $5.0 million milestone ($4.5 million after netting a one-time credit as described above) related to development progress of enoblituzumab, therefore the associated consideration was added to the estimated transaction price and was recognized as revenue during 2021. Revenue under the I-Mab License Agreement was recognized using a cost-based input method according to costs incurred to date compared to estimated total costs. The transfer of control occurs over this time period and, in management’s judgment, was the best measure of progress towards satisfying the performance obligations. During the three months ended September 30, 2022 and 2021, the Company recognized revenue of $3.8 million and $5.5 million, respectively, under the I-Mab License Agreement. During the nine months ended September 30, 2022 and 2021, the Company recognized revenue of $4.5 million and $7.9 million, respectively, under the I-Mab License Agreement. As of December 31, 2021, $4.5 million in revenue was deferred under the I-Mab License Agreement, all of which was current. As of September 30, 2022 there is no revenue deferred under the I-Mab Agreement. I-Mab Clinical Supply Agreement In October 2021, the Company entered into an agreement under which the Company is to perform development and manufacturing services for I-Mab’s clinical needs of enoblituzumab (I-Mab Clinical Supply Agreement). The Company evaluated this agreement under ASC 606 and identified one performance obligation under the agreement: to perform services related to the development and manufacturing of the clinical supply of enoblituzumab. The transaction price is based on the costs incurred to develop and manufacture drug product and drug substance, and is recognized over time as the services are provided, as the performance by the Company does not create an asset with an alternative use and the Company has an enforceable right to payment for the performance completed to date. The transaction price will be recognized using the input method reflecting the costs incurred (including resources consumed and labor hours expended) related to the manufacturing services. During the three and nine months ended September 30, 2022, the Company recognized revenue of $0.3 million and $1.5 million, respectively, for research and development activities performed under the I-Mab Clinical Supply Agreement. Manufacturing Services Agreement Incyte In January 2022, the Company entered into a Manufacturing and Clinical Supply Agreement with Incyte (Incyte Manufacturing and Clinical Supply Agreement) to provide manufacturing services to produce certain Incyte bulk drug substance over a three-year period at one of the Company’s manufacturing facilities. Under the terms of the Incyte Manufacturing and Clinical Supply Agreement, the Company received an upfront payment of $10.0 million and is eligible to receive annual fixed payments paid quarterly over the term of the contract totaling $14.4 million. The Company will also be reimbursed for materials used to manufacture product as well as other costs incurred to provide manufacturing services. In July 2022, the Company and Incyte executed an amendment to the Incyte Manufacturing and Clinical Supply Agreement which extended the term for one year and provided for an additional annual fixed payment of $5.1 million (July 2022 Incyte Amendment). The Company evaluated the Incyte Manufacturing and Clinical Supply Agreement and the July 2022 Incyte Amendment under the provisions of ASC 606 and identified one performance obligation to provide manufacturing runs to Incyte, as and when requested by Incyte, over the term of the contract that is part of a series of goods and services. The Company determined that the transaction price consists of the upfront payment received of $10.0 million and the annual fixed payments totaling $19.5 million. The Company will recognize revenue over time on a straight-line basis as the manufacturing services are provided to Incyte, as the Company determined that its efforts in providing the manufacturing services will be incurred evenly throughout the performance period and therefore straight-line revenue recognition closely approximates the level of effort for the manufacturing services. Variable consideration relating to the reimbursed materials and other reimbursed costs incurred to manufacture product for Incyte will be allocated to the related manufacturing activities and will be recognized as revenue as those activities occur. Materials purchased by the Company to manufacture the product for Incyte are considered costs to fulfill a contract and will be capitalized and expensed as the materials are used to provide the manufacturing services. The Company recognized revenue of $1.1 million and $5.1 million under the Incyte Manufacturing and Clinical Supply Agreement during the three and nine months ended September 30, 2022, respectively. As of September 30, 2022, $9.5 million in revenue was deferred under this agreement, $4.4 million of which was current and $5.1 million of which was non-current. Government Agreement NIAID Contract The Company entered into a contract with National Institute of Allergy and Infectious Diseases (NIAID), effective as of September 15, 2015, to perform product development and to advance up to two DART molecules, MGD014 and MGD020 (NIAID Contract). Under the NIAID Contract, the Company will develop these product candidates for Phase 1/2 clinical trials as therapeutic agents, in combination with latency reversing treatments, to deplete cells infected with human immunodeficiency virus (HIV) infection. NIAID does not receive goods or services from the Company under this contract, therefore the Company does not consider NIAID to be a customer and concluded this contract is outside the scope of ASC 606. Since the inception of the NIAID Contract, NIAID has exercised the two options contemplated in the original contract and executed modifications such that the total funded contract value as of September 30, 2022 is $25.1 million. In addition, the most recent modification changed the period of performance under the NIAID Contract to end in July 2023. During the three months ended September 30, 2022 and 2021, the Company recognized revenue under the NIAID Contract of $0.5 million and $0.1 million, respectively. During the nine months ended September 30, 2022 and 2021, the Company recognized revenue under the NIAID Contract of $1.5 million and $1.3 million, respectively.

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Sep. 30, 2022	Dec. 31, 2021
Stockholders' equity:
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	125,000,000	125,000,000
Common stock, shares outstanding (in shares)	61,462,189	61,307,428

Marketable Securities (Details) - USD ($)	Sep. 30, 2022	Dec. 31, 2021
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	$ 39,736,000	$ 120,208,000
Gross Unrealized Gains	0	0
Gross Unrealized Losses	(113,000)	(61,000)
Fair Value	39,623,000	120,147,000
Allowance for credit loss related to available-for-sale debt securities	0	0
U.S. Treasury securities
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	33,257,000	81,184,000
Gross Unrealized Gains	0	0
Gross Unrealized Losses	(94,000)	(52,000)
Fair Value	33,163,000	81,132,000
Government-sponsored enterprises
Debt Securities, Available-for-sale [Line Items]
Amortized Cost		7,739,000
Gross Unrealized Gains		0
Gross Unrealized Losses		(5,000)
Fair Value		7,734,000
Corporate debt securities
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	6,479,000	31,285,000
Gross Unrealized Gains	0	0
Gross Unrealized Losses	(19,000)	(4,000)
Fair Value	$ 6,460,000	$ 31,281,000

Fair Value of Financial Instruments

9 Months Ended

Sep. 30, 2022

Fair Value Disclosures [Abstract]

Fair Value of Financial Instruments

The Company's financial instruments consist of cash and cash equivalents, marketable securities, accounts receivable, accounts payable and accrued expenses. The carrying amount of accounts receivable, accounts payable and accrued expenses are generally considered to be representative of their respective fair values because of their short-term nature. The Company accounts for recurring and non-recurring fair value measurements in accordance with the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 820, Fair Value Measurements and Disclosures (ASC 820). ASC 820 defines fair value, establishes a fair value hierarchy for assets and liabilities measured at fair value, and requires expanded disclosures about fair value measurements. The ASC 820 hierarchy ranks the quality of reliability of inputs, or assumptions, used in the determination of fair value and requires assets and liabilities carried at fair value to be classified and disclosed in one of the following three categories:

•Level 1 - Fair value is determined by using unadjusted quoted prices that are available in active markets for identical assets and liabilities.

•Level 2 - Fair value is determined by using inputs other than Level 1 quoted prices that are directly or indirectly observable. Inputs can include quoted prices for similar assets and liabilities in active markets or quoted prices for identical assets and liabilities in inactive markets. Related inputs can also include those used in valuation or other pricing models, such as interest rates and yield curves that can be corroborated by observable market data.

•Level 3 - Fair value is determined by inputs that are unobservable and not corroborated by market data. Use of these inputs involves significant and subjective judgments to be made by a reporting entity - e.g., determining an appropriate adjustment to a discount factor for illiquidity associated with a given security.

The Company evaluates financial assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level at which to classify them each reporting period. This determination requires the Company to make subjective judgments as to the significance of inputs used in determining fair value and where such inputs lie within the ASC 820 hierarchy. There were no transfers between levels during the periods presented.

Financial assets measured at fair value on a recurring basis were as follows (in thousands):


	Fair Value Measurements at September 30, 2022
	Total		Level 1		Level 2
Assets:
Money market funds	$	71,398	$	71,398	$	—
U.S. Treasury securities	33,163		33,163		—

Corporate debt securities	6,460		—		6,460

Total assets measured at fair value(a)	$	111,021	$	104,561	$	6,460


	Fair Value Measurements at December 31, 2021
	Total		Level 1		Level 2
Assets:
Money market funds	$	17,202	$	17,202	$	—
U.S. Treasury securities	81,132		81,132		—
Government-sponsored enterprises	7,734		—		7,734
Corporate debt securities	37,280		—		37,280

Total assets measured at fair value(b)	$	143,348	$	98,334	$	45,014

(a) Total assets measured at fair value at September 30, 2022 includes approximately $71.4 million reported in cash and cash equivalents on the consolidated balance sheet.

(b) Total assets measured at fair value at December 31, 2021 includes approximately $23.2 million reported in cash and cash equivalents on the consolidated balance sheet.

- 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 + Details

Collaboration and Other Agreements - Incyte Corporation (Details)	3 Months Ended		7 Months Ended	9 Months Ended		12 Months Ended			24 Months Ended	57 Months Ended
	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)	Jul. 31, 2022 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2017 USD ($) performanceObligation	Dec. 31, 2018 USD ($)	Sep. 30, 2022 USD ($)
Collaboration And Other Agreements [Line Items]
Revenues	$ 41,734,000	$ 15,662,000		$ 78,842,000	$ 63,300,000
Deferred revenue, current	7,085,000			7,085,000		$ 20,646,000				$ 7,085,000
Deferred revenue, net of current portion	5,084,000			5,084,000		0				5,084,000
Incyte Corporation \| Incyte MGA012 Agreement
Collaboration And Other Agreements [Line Items]
Non-refundable upfront payment								$ 150,000,000
Potential commercial milestone payments under agreement								330,000,000
Potential development and regulatory milestone payments under agreement								435,000,000
Development and regulatory milestones recognized					15,000,000					100,000,000
Collaborative agreement transaction price								$ 154,000,000
Variable consideration recognized									$ 4,000,000
Number of performance obligations \| performanceObligation								2
I-Mab \| I-Mab Biopharma Collaboration and License Agreement
Collaboration And Other Agreements [Line Items]
Non-refundable upfront payment							$ 15,000,000
Revenues	3,800,000	5,500,000		4,500,000	7,900,000
Deferred revenue	0			0		4,500,000				0
Development and regulatory milestones recognized				5,000,000		$ 5,000,000
Minimum \| Incyte Corporation \| Incyte MGA012 Agreement
Collaboration And Other Agreements [Line Items]
Potential proceeds from royalties (percent)								15.00%
Maximum \| Incyte Corporation \| Incyte MGA012 Agreement
Collaboration And Other Agreements [Line Items]
Potential proceeds from royalties (percent)								24.00%
Revenues From License Agreements \| Incyte Corporation \| Incyte MGA012 Agreement
Collaboration And Other Agreements [Line Items]
Revenues								$ 150,000,000
Revenues From License Agreements \| Incyte Corporation \| Incyte MGA012 Agreement - Clinical activities
Collaboration And Other Agreements [Line Items]
Revenues	30,000,000	0		30,000,000
Revenues From License Agreements \| Incyte Corporation \| Incyte MGA012 Clinical Services
Collaboration And Other Agreements [Line Items]
Revenues	100,000	200,000		600,000	1,000,000
Revenues From License Agreements \| Incyte Corporation \| Incyte MGA012 Supply Agreement
Collaboration And Other Agreements [Line Items]
Revenues	0	1,400,000		300,000	$ 7,400,000
RevenuesFromCMOAgreementsMember \| Incyte Corporation
Collaboration And Other Agreements [Line Items]
Non-refundable upfront payment			$ 10,000,000
Annual Fixed Payments	14,400,000			14,400,000						14,400,000
Revenues		$ 1,100,000		5,100,000
Deferred revenue	9,500,000			9,500,000						9,500,000
Deferred revenue, current	4,400,000			4,400,000						4,400,000
Deferred revenue, net of current portion	5,100,000			5,100,000						5,100,000
RevenuesFromCMOAmendmentAgreement \| Incyte Corporation
Collaboration And Other Agreements [Line Items]
Annual Fixed Payments	19,500,000			19,500,000						19,500,000
Additional Payments	$ 5,100,000			$ 5,100,000						$ 5,100,000

Stock-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2022

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation Expense

The following stock-based compensation expense was recognized for the periods indicated (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Research and development	$	2,571	$	3,109	$	7,621	$	8,894
Selling, general and administrative	2,552		3,249		8,076		8,820
Total stock-based compensation expense	$	5,123	$	6,358	$	15,697	$	17,714

Valuation Assumptions Using the Black-Scholes Option-Pricing Model


	Nine Months Ended September 30,
	2022	2021
Expected dividend yield	0%	0%
Expected volatility	87.8% -90.8%	86.2% - 87.4%
Risk-free interest rate	1.4% - 3.6%	0.6% - 1.4%
Expected term	5.95 years	6.25 years

Schedule of Stock Options Roll Forward

The following table summarizes stock option activity during the nine months ended September 30, 2022:


	Shares	Weighted- Average Exercise Price		Weighted-Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value (in thousands)
Outstanding, December 31, 2021	8,373,921	$	21.47	6.6
Granted	2,730,597	9.40
Exercised	(82,963)	1.46
Forfeited	(427,074)	16.05
Expired	(267,238)	22.76
Outstanding, September 30, 2022	10,327,243	$	18.63	6.7	$	124
As of September 30, 2022:
Exercisable	6,455,853	$	21.77	5.5	96
Vested and expected to vest	9,622,594	$	18.96	6.6	120

Schedule of RSU Activity

The following table summarizes RSU activity during the nine months ended September 30, 2022:


	Shares	Weighted-Average Grant Date Fair Value
Outstanding, December 31, 2021	21,500	$	25.97
Granted	476,772	8.42
Exercised	(10,445)	25.65
Forfeited	(41,000)	10.15
Outstanding, September 30, 2022	446,827	8.70

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 83,993	$ 123,469
Marketable securities	39,623	120,147
Accounts receivable	13,837	10,386
Inventory, net	1,086	4,388
Prepaid expenses and other current assets	9,273	21,170
Total current assets	147,812	279,560
Property, equipment and software, net	31,993	37,676
Other non current assets	15,542	18,009
Total assets	195,347	335,245
Current liabilities:
Accounts payable	4,619	15,500
Accrued expenses and other current liabilities	33,321	33,755
Deferred revenue	7,085	20,646
Lease liabilities	5,021	4,677
Total current liabilities	50,046	74,578
Deferred revenue, net of current portion	5,084	0
Lease liabilities, net of current portion	17,001	20,791
Other non current liabilities	258	258
Total liabilities	72,389	95,627
Stockholders' equity:
Common stock, $0.01 par value -- 125,000,000 shares authorized, 61,462,189 and 61,307,428 shares outstanding at September 30, 2022 and December 31, 2021, respectively	615	613
Additional paid-in capital	1,228,952	1,213,002
Accumulated other comprehensive loss	(113)	(61)
Accumulated deficit	(1,106,496)	(973,936)
Total stockholders' equity	122,958	239,618
Total liabilities and stockholders' equity	$ 195,347	$ 335,245

Stock-Based Compensation - Option Pricing Assumptions (Details)	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected dividend yield	0.00%	0.00%
Expected term (in years)	5 years 11 months 12 days	6 years 3 months
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	87.80%	86.20%
Risk-free interest rate	1.40%	0.60%
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	90.80%	87.40%
Risk-free interest rate	3.60%	1.40%

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and ContingenciesOn September 13, 2019, a securities class action complaint was filed in the U.S. District Court for the District of Maryland (District Court) by Todd Hill naming the Company, its Chief Executive Officer, Dr. Koenig, and its Chief Financial Officer, Mr. Karrels, as defendants for allegedly making false and materially misleading statements regarding the Company’s SOPHIA trial. On August 17, 2020, the Employees’ Retirement System of the City of Baton Rouge and Parish of East Baton Rouge was appointed as Lead Plaintiff, and on October 16, 2020, the Lead Plaintiff filed an amended complaint. The amended complaint asserts a putative class period stemming from February 6, 2019 to June 4, 2019. The Company filed a Motion to Dismiss on November 30, 2020. On September 29, 2021, the District Court issued an Order dismissing the case, with prejudice. On October 28, 2021 the Lead Plaintiff filed a Notice of Appeal. The appeal is now pending in the Fourth Circuit. The Company intends to vigorously defend against this action. However, the outcome of this legal proceeding is uncertain at this time and the Company cannot reasonably estimate a range of loss, if any. Accordingly, the Company has not accrued any liability associated with this action.

Collaboration and Other Agreements - NIAID Contract (Details) $ in Thousands		3 Months Ended		9 Months Ended
	Sep. 15, 2015 Molecule	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)
Collaboration And Other Agreements [Line Items]
Revenues		$ 41,734	$ 15,662	$ 78,842	$ 63,300
NIAID
Collaboration And Other Agreements [Line Items]
Number of commercialized molecules \| Molecule	2
Total potential value				25,100
Revenues From Grants \| NIAID
Collaboration And Other Agreements [Line Items]
Revenues		$ 500	$ 100	$ 1,500	$ 1,300

- Definition

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Subsequent Events	9 Months Ended
Subsequent Events	Sep. 30, 2022
Subsequent Events [Abstract]
Subsequent Events	10 . Subsequent Events On October 14, 2022, the Company and Gilead Sciences, Inc. (Gilead) entered into an exclusive option and collaboration agreement (Gilead Agreement) to develop MGD024, an investigational, bispecific antibody that binds CD123 and CD3 using the Company’s DART platform, and up to two additional bispecific research programs. The agreement grants Gilead the option to license MGD024, a potential treatment for certain blood cancers, including acute myeloid leukemia (AML) and myelodysplastic syndromes (MDS). As part of the Gilead Agreement, Gilead paid the Company an upfront payment of $60.0 million and the Company will be eligible to receive up to $1.7 billion in target nomination, option fees, and development, regulatory and commercial milestones. The Company will also be eligible to receive tiered, low double-digit royalties on worldwide net sales of MGD024 and a flat royalty on worldwide net sales of products resulting from two research programs.

Marketable Securities (Tables)

9 Months Ended

Sep. 30, 2022

Investments, Debt and Equity Securities [Abstract]

Available-for-sale Marketable Securities

The following tables summarize the Company's marketable debt securities (in thousands):


	September 30, 2022
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
U.S. Treasury securities	$	33,257	$	—	$	(94)	$	33,163

Corporate debt securities	6,479		—		(19)		6,460
Total	$	39,736	$	—	$	(113)	$	39,623


	December 31, 2021
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
U.S. Treasury securities	$	81,184	$	—	$	(52)	$	81,132
Government-sponsored enterprises	7,739		—		(5)		7,734
Corporate debt securities	31,285		—		(4)		31,281
Total	$	120,208	$	—	$	(61)	$	120,147

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Revenues:
Revenues	$ 41,734	$ 15,662	$ 78,842	$ 63,300
Costs and expenses:
Cost of product sales	3,007	1,665	3,235	1,704
Cost of manufacturing services	136	0	2,358	0
Research and development	48,191	49,823	161,373	158,724
Selling, general and administrative	15,355	17,161	45,277	47,431
Total costs and expenses	66,689	68,649	212,243	207,859
Loss from operations	(24,955)	(52,987)	(133,401)	(144,559)
Other income	142	101	841	466
Net loss	(24,813)	(52,886)	(132,560)	(144,093)
Other comprehensive loss:
Unrealized gain (loss) on investments	213	(4)	(52)	4
Comprehensive loss	$ (24,600)	$ (52,890)	$ (132,612)	$ (144,089)
Basic net loss per common share (in usd per share)	$ (0.40)	$ (0.86)	$ (2.16)	$ (2.42)
Diluted net loss per common share (in usd per share)	$ (0.40)	$ (0.86)	$ (2.16)	$ (2.42)
Basic weighted average common shares outstanding (in shares)	61,459,831	61,169,754	61,390,143	59,494,836
Diluted weighted average common shares outstanding (in shares)	61,459,831	61,169,754	61,390,143	59,494,836
Collaborative and other agreements
Revenues:
Revenues	$ 35,674	$ 11,986	$ 59,630	$ 54,338
Product sales, net
Revenues:
Revenues	4,371	3,591	12,623	7,681
Government agreements
Revenues:
Revenues	547	85	1,455	1,281
Contract Manufacturing
Revenues:
Revenues	$ 1,142	$ 0	$ 5,134	$ 0

Stock-Based Compensation - Stock-Based Compensation Expense (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended		9 Months Ended
	May 31, 2017	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021	Oct. 31, 2013
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Offering period	6 months
Options outstanding (in shares)		10,327,243		10,327,243		8,373,921
Weighted-average exercise price of stock options outstanding (in dollars per share)		$ 18.63		$ 18.63		$ 21.47
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense		$ 5,123	$ 6,358	$ 15,697	$ 17,714
2016 Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation, number of shares authorized (in shares)	800,000
Payroll deduction percentage	10.00%
Purchase price of common stock percent of the fair market value	85.00%
Common stock purchased (in shares)				65,125
2003 Stock Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options outstanding (in shares)		103,040		103,040
Stock Incentive Plan 2013
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation, number of shares authorized (in shares)		15,816,949		15,816,949
Options outstanding (in shares)		10,224,203		10,224,203
Potential annual increase in shares reserved for future issuance (in shares)							1,960,168
Potential annual increase in shares reserved for future issuance as percentage of outstanding share				4.00%
Research and Development
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense		$ 2,571	3,109	$ 7,621	8,894
General and Administrative
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense		$ 2,552	$ 3,249	$ 8,076	$ 8,820

Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Assets:
Securities	$ 39,623	$ 120,147
Fair Value Measurements, Recurring Basis
Assets:
Cash and cash equivalents	71,400	23,200
Total assets measured at fair value	111,021	143,348
Fair Value Measurements, Recurring Basis \| Level 1
Assets:
Total assets measured at fair value	104,561	98,334
Fair Value Measurements, Recurring Basis \| Level 2
Assets:
Total assets measured at fair value	6,460	45,014
Fair Value Measurements, Recurring Basis \| Money market funds
Assets:
Cash and cash equivalents	71,398	17,202
Fair Value Measurements, Recurring Basis \| Money market funds \| Level 1
Assets:
Cash and cash equivalents	71,398	17,202
Fair Value Measurements, Recurring Basis \| Money market funds \| Level 2
Assets:
Cash and cash equivalents	0	0
Fair Value Measurements, Recurring Basis \| U.S. Treasury securities
Assets:
Securities	33,163	81,132
Fair Value Measurements, Recurring Basis \| U.S. Treasury securities \| Level 1
Assets:
Securities	33,163	81,132
Fair Value Measurements, Recurring Basis \| U.S. Treasury securities \| Level 2
Assets:
Securities	0	0
Fair Value Measurements, Recurring Basis \| Government-sponsored enterprises
Assets:
Securities		7,734
Fair Value Measurements, Recurring Basis \| Government-sponsored enterprises \| Level 1
Assets:
Securities		0
Fair Value Measurements, Recurring Basis \| Government-sponsored enterprises \| Level 2
Assets:
Securities		7,734
Fair Value Measurements, Recurring Basis \| Corporate debt securities
Assets:
Securities	6,460	37,280
Fair Value Measurements, Recurring Basis \| Corporate debt securities \| Level 1
Assets:
Securities	0	0
Fair Value Measurements, Recurring Basis \| Corporate debt securities \| Level 2
Assets:
Securities	$ 6,460	$ 37,280

Stockholders' Equity	9 Months Ended
Stockholders' Equity	Sep. 30, 2022
Equity [Abstract]
Stockholders' Equity	Stockholders' Equity In November 2020, the Company entered into a sales agreement (Sales Agreement) with an agent to sell, from time to time, shares of its common stock having an aggregate sales price of up to $100.0 million through an “at the market offering” (ATM Offering) as defined in Rule 415 under the Securities Act of 1933, as amended. The shares that were sold under the Sales Agreement were issued and sold pursuant to the Company's shelf registration statement on Form S-3 that was filed with the SEC on November 4, 2020. During the nine months ended September 30, 2021, the Company sold 3,622,186 shares of common stock at a weighted average price per share of $27.60, resulting in net proceeds of approximately $98.2 million, net of underwriting discounts and commissions and other offering expenses. In April 2021, the Company entered into Amendment No. 1 to the Sales Agreement which increased the amount of the Company’s common stock that can be sold by the Company through its agent under the ATM Offering, from an aggregate offering price of up to $100.0 million to an aggregate offering price of up to $300.0 million. The Company has not sold any shares of common stock related to Amendment No. 1 to the Sales Agreement as of September 30, 2022. As part of the consideration for the rights granted to Zai Lab US LLC under the collaboration and license agreement described more fully in Note 7, Revenue, the Company and Zai Lab US LLC entered into a separate stock purchase agreement (Stock Purchase Agreement) in June 2021. Under this Stock Purchase Agreement, Zai Lab US LLC paid the Company approximately $30.0 million to purchase 958,467 newly issued shares of the Company's common stock, par value $0.01, at a fixed price of $31.30 which represented a $10.4 million premium over the share price on the Stock Purchase Agreement date.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

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+ Details

Collaboration and Other Agreements - I-Mab Biopharma (Details) - USD ($) $ in Thousands	3 Months Ended		7 Months Ended	9 Months Ended		12 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Jul. 31, 2022	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021	Dec. 31, 2020
Collaboration And Other Agreements [Line Items]
Revenues	$ 41,734	$ 15,662		$ 78,842	$ 63,300
Deferred revenue, current	7,085			7,085		$ 20,646
Deferred revenue, net of current portion	5,084			5,084		0
I-Mab \| I-Mab Biopharma Collaboration and License Agreement
Collaboration And Other Agreements [Line Items]
Non-refundable upfront payment							$ 15,000
Development and regulatory milestones recognized				5,000		5,000
Estimated variable consideration							$ 1,000
Revenues	3,800	5,500		4,500	$ 7,900
Deferred revenue	0			0		4,500
One Time Millstone Credit						$ 4,500
I-Mab \| I-Mab Biopharma Collaboration And License Agreement Clinical Supply
Collaboration And Other Agreements [Line Items]
Revenues	300			1,500
Incyte Corporation \| RevenuesFromCMOAgreementsMember
Collaboration And Other Agreements [Line Items]
Non-refundable upfront payment			$ 10,000
Revenues		$ 1,100		5,100
Deferred revenue	9,500			9,500
Deferred revenue, current	4,400			4,400
Deferred revenue, net of current portion	$ 5,100			$ 5,100