0001193125-26-073699 | 10-K | XBRL Viewer

Fair Value Measurements (Details 2) $ in Thousands	Dec. 31, 2025 USD ($)
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Fair Value, Assets, Level 1 to Level 2 Transfers, Amount	$ 0
Fair Value, Assets, Level 2 to Level 1 Transfers, Amount	0
Fair Value, Liabilities, Level 1 to Level 2 Transfers, Amount	0
Fair Value Measurements Nonrecurring
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total assets measured at fair value on a recurring basis	0
Total financial liabilities measured at fair value on a recurring basis	$ 0

Insider Trading Policies and Procedures	12 Months Ended
Dec. 31, 2025
Insider Trading Policies and Procedures [Line Items]
Insider Trading Policies and Procedures Adopted	true

Insider Trading Arrangements	3 Months Ended
Dec. 31, 2025
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false
Rule 10b5-1 Arrangement Modified	false
Non-Rule 10b5-1 Arrangement Modified	false

Income Taxes (Additional information) (Details) - USD ($) $ in Thousands	12 Months Ended
Dec. 31, 2025	Dec. 31, 2024
Operating Loss Carryforwards [Line Items]
State tax expense	$ 0
Federal income tax expense	0
Valuation allowance	$ 387,974	$ 362,084
Cumulative changes in ownership percentage	50.00%
Period For Cumulative Change In Ownership	3 years
Interest or penalties	$ 0
U.S. Federal
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	$ 879,100
Tax credit carryforward expiration year	2035
Income tax examination, year under examination	2022
Net operating loss carryforward expiration year	2027
U.S. Federal \| Research and development
Operating Loss Carryforwards [Line Items]
Tax credit carryforwards	$ 48,500
California
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	$ 773,300
Income tax examination, year under examination	2021
Net operating loss carryforward expiration year	2028
California \| Research and development
Operating Loss Carryforwards [Line Items]
Tax credit carryforwards	$ 40,100

Investments

12 Months Ended

Dec. 31, 2025

4. Investments

The Company invests portions of excess cash in United States treasuries, commercial paper, non-U.S. government securities, municipal securities, and corporate debt securities with maturities ranging from three to thirty-six months from the purchase date. These investments are accounted for as available-for-sale securities and are classified as short-term and long-term investments in the accompanying consolidated balance sheets based on each security’s contractual maturity date. There were no significant realized losses on available-for-sale securities during the year ended December 31, 2025. As of December 31, 2025, the Company did not intend to sell the investments in an unrealized loss position and it was unlikely that the Company will be required to sell the investments before the recovery of their amortized cost basis.

The following table summarizes the Company’s investments accounted for as available-for-sale securities as of December 31, 2025 and 2024 (in thousands):


	Maturity (in years)	Amortized Cost		Unrealized Losses			Unrealized Gains		Estimated Fair Value
December 31, 2025
Classified as current assets:
Money market fund	1 or less	$	31,693	$	—		$	—	$	31,693
U.S. Treasury debt securities	1 or less		33,740		—			39		33,779
Non-US government securities	1 or less		3,245		—			2		3,247
Corporate debt securities	1 or less		86,167		(15	)		86		86,238
Commercial paper	1 or less		41,941		(10	)		10		41,941
Total short-term investments		$	196,786	$	(25	)	$	137	$	196,898
Classified as non-current assets:
Corporate debt securities	Greater than 1	$	1,468	$	—		$	4	$	1,472
Total long-term investments		$	1,468	$	—		$	4	$	1,472

December 31, 2024
Classified as current assets:
Money market fund	1 or less	$	29,491	$	—		$	—	$	29,491
U.S. Treasury debt securities	1 or less		40,206		(6	)		91		40,291
Non-US government securities	1 or less		2,994		—			1		2,995
Municipal securities	1 or less		2,490		—			2		2,492
Corporate debt securities	1 or less		170,169		(70	)		228		170,327
Commercial paper	1 or less		26,903		(10	)		14		26,907
Total short-term investments		$	272,253	$	(86	)	$	336	$	272,503
Classified as non-current assets:
U.S. Treasury debt securities	Greater than 1	$	9,752	$	(9	)	$	2	$	9,745
Corporate debt securities	Greater than 1		17,887		(7	)		32		17,912
Total long-term investments		$	27,639	$	(16	)	$	34	$	27,657

As of December 31, 2025 and 2024, the Company had $0.7 million and $2.1 million, respectively, of accrued interest on investments recorded in prepaid expenses and other assets on the consolidated balance sheets.

The Company reviews its investment holdings at the end of each reporting period and evaluates any unrealized losses using the expected credit loss model to determine if the unrealized loss is a result of a credit loss or other factors. The Company also evaluates its investment holdings for impairment using a variety of factors including the Company’s intent to sell the underlying securities prior to maturity and whether it is more likely than not that the Company would be required to sell the securities before the recovery of their amortized basis. During the years ended December 31, 2025 and 2024, the Company did not recognize any impairment or realized gains or losses on sales of investments, and the Company did not record an allowance for, or recognize, any expected credit losses.

Organization and Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2025

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Reconciliation of Cash, Cash Equivalents, and Restricted Cash

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows as of December 31, 2025 and 2024 (in thousands):


	Years Ended December 31,
	2025		2024
Cash and cash equivalents	$	46,628	$	36,056
Restricted cash		10,227		10,227
Total cash, cash equivalents, and restricted cash shown in the consolidated statement of cash flows	$	56,855	$	46,283

Schedule of Basic and Diluted Net Loss per Share Attributable to Stockholders

Basic and diluted net loss per share attributable to stockholders for the years ended December 31, 2025 and 2024 are calculated as follows (in thousands, except share and per share data):


	For the Years Ended December 31,
	2025			2024
Numerator:
Net loss	$	(136,315	)	$	(186,262	)
Denominator:
Shares used to compute net loss per share, basic and diluted
Weighted-average common shares outstanding		114,896,300			110,596,272
Weighted-average pre-funded warrants		3,893,674			3,088,905
Weighted-average common shares outstanding used to compute basic and diluted net loss per share	$	118,789,974			113,685,177
Net loss per share, basic and diluted
Basic and diluted	$	(1.15	)	$	(1.64	)

Schedule of Anti-Dilutive Securities not Included in Calculation of Diluted Net Loss Per Common Share

Potentially dilutive securities that are not included in the calculation of diluted net loss per common share because to do so would be anti-dilutive are as follows (in common stock equivalent shares):


	As of December 31,
	2025		2024
Convertible preferred stock		13,775,430		13,775,430
Outstanding options to purchase common stock		12,400,620		10,722,674
Outstanding restricted stock awards		6,635,820		6,214,064
Total		32,811,870		30,712,168

California Institute For Regenerative Medicine Award (Details) - USD ($) $ in Thousands	1 Months Ended		12 Months Ended
	Jan. 31, 2025	Feb. 29, 2024	Dec. 31, 2025	Dec. 31, 2024
Award from California institute for regenerative medicine
Current Liability			$ 36,071	$ 38,522
California Institute for Regenerative Medicine \| FT819
Award from California institute for regenerative medicine
Grant Award		$ 7,900
First Disbursement Amount Under The Award			6,600
Current Liability			5,300
Non-Current Liability			1,300
California Institute for Regenerative Medicine \| FT836
Award from California institute for regenerative medicine
First Disbursement Amount Under The Award			4,000
Preclinical and Investigational New Drug (IND), Award Granted	$ 4,000
Current Liability			3,200
Non-Current Liability			$ 800

- Definition

Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer.

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+ Details

Collaboration and License Agreements (Details) - USD ($) $ in Thousands			1 Months Ended		12 Months Ended
	Sep. 14, 2018	Sep. 14, 2018	May 31, 2024	Jun. 30, 2022	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2022	Jun. 30, 2025	Aug. 31, 2024	Nov. 30, 2023	Dec. 31, 2021	Dec. 31, 2020
Collaboration agreement
Revenue recognized					$ 6,646	$ 13,631
Income expense in change in fair value of the stock price appreciation milestones					11,389	24,014
Candidate 2
Collaboration agreement
Clinical development milestone fees			$ 5,000
Ono Pharmaceutical Company Ltd
Collaboration agreement
Transaction price of the agreement	$ 54,500
Non-refundable upfront payments recorded as deferred revenue		$ 10,000
Revenue recognized					6,600	13,600
Aggregate research and development fees payments receivable	20,000	20,000
Collaborative arrangement potential additional milestones	44,500	44,500
Clinical development milestone fees						5,000
Non-refundable upfront payments recorded as deferred revenue	10,000	10,000
Ono Pharmaceutical Company Ltd \| Candidate 2
Collaboration agreement
Milestone payment under Deferred revenue	10,000
Option exercise payment							$ 12,500
Contra research and development expenses					5,700	5,100
Milestone payments	10,000	$ 10,000
Collaborative arrangement annual payments receivable recorded as deferred revenue	$ 5,000
Ono Pharmaceutical Company Ltd \| Candidate 1
Collaboration agreement
Percentage of reduction on milestone payments		50.00%
Ono Pharmaceutical Company Ltd \| Research services
Collaboration agreement
Revenue recognized						8,600
Ono Pharmaceutical Company Ltd \| Maximum \| Candidate 2
Collaboration agreement
Aggregate milestone payments		$ 843,000
Ono Pharmaceutical Company Ltd \| Maximum \| Candidate 1
Collaboration agreement
Collaborative arrangement potential additional milestones				$ 29,300						$ 30,700
Ono Pharmaceutical Company Ltd \| Maximum \| Candidate 3
Collaboration agreement
Collaborative arrangement potential additional milestones								$ 44,500	$ 38,000
Ono Pharmaceutical Company Ltd \| Minimum \| Candidate 1
Collaboration agreement
Profits and losses sharing percentage				50.00%
Collaborative arrangement potential additional milestones				$ 9,300						$ 1,400
Ono Pharmaceutical Company Ltd \| Minimum \| Candidate 3
Collaboration agreement
Collaborative arrangement potential additional milestones								$ 6,500	$ 7,300
Ono Pharmaceutical Company Ltd \| Ono Letter Agreement
Collaboration agreement
Milestone payments												$ 10,000
Amended MSK License
Collaboration agreement
Income expense in change in fair value of the stock price appreciation milestones					200	800
Amended MSKCC License [Member]
Collaboration agreement
Stock price appreciation milestones potential payments					75,000
Stock price appreciation milestone payable											$ 20,000
Enterprise Value Milestones Liability At Fair Value					$ 300	$ 500

Cybersecurity Risk Management, Strategy, and Governance	12 Months Ended
Cybersecurity Risk Management, Strategy, and Governance	Dec. 31, 2025
Cybersecurity Risk Management, Strategy, and Governance [Line Items]
Cybersecurity Risk Management Processes for Assessing, Identifying, and Managing Threats [Text Block]	ITEM 1C. Cybersecurity We have implemented and maintain a cybersecurity risk management program that includes processes for the identification, assessment, and mitigation of cybersecurity risks. We conduct annual cybersecurity training for all of our employees and periodically engage third-party consultants to conduct penetrating testing and vulnerability assessments. Additionally, we use automated tools designed to monitor, identify, and address cybersecurity risks. Further, we have a process to evaluate and review the cybersecurity practices of our key vendors prior to onboarding, including through a general security assessment and contractual requirements, as appropriate. We face a number of cybersecurity risks in connection with our business. Although such risks have not materially affected us, including our business strategy, results of operations or financial condition, to date, we have, from time to time, experienced threats to and breaches of our data and systems, including malware and computer virus attacks. For more information about the cybersecurity risks we face, see the risk factor titled, “Our internal computer systems, or those used by our third-party research institution collaborators, CROs or other contractors or consultants, may fail or suffer security breaches” in Item 1A- Risk Factors. Governance Related To Cybersecurity Risks Our cybersecurity process is overseen by our Information Technology department, which is managed by our Head of IT. The Head of IT role is currently held by an individual who has approximately two decades of professional IT management experience. In addition, our Security Leadership Team (SLT), which is comprised of the Head of IT as well as leaders from our operations, finance, and legal departments, is responsible for documenting, reviewing, and assessing our cybersecurity processes, monitoring for cybersecurity incidents, and periodically reporting on cybersecurity risks and risk management to a committee of our executive team (Executive Committee). The Executive Committee, which is led by our Chief Executive Officer, undertakes reviews of our cybersecurity program and assesses any security incident updates from the SLT on a quarterly basis. The Executive Committee meets with the Audit Committee of our Board of Directors on a quarterly basis to report on and discuss material updates to our cybersecurity program. The Audit Committee provides oversight of our cybersecurity program as part of its periodic review of enterprise risk management and provides regular reports to our Board of Directors regarding our cybersecurity processes, including updates on the status of ongoing cybersecurity projects, the results of cybersecurity risk assessments, and the emerging cybersecurity threat landscape. Additionally, the Board of Directors reviews the enterprise risk management program on at least an annual basis.
Cybersecurity Risk Management Processes Integrated [Flag]	true
Cybersecurity Risk Management Processes Integrated [Text Block]	We have implemented and maintain a cybersecurity risk management program that includes processes for the identification, assessment, and mitigation of cybersecurity risks.
Cybersecurity Risk Management Third Party Engaged [Flag]	true
Cybersecurity Risk Materially Affected or Reasonably Likely to Materially Affect Registrant [Flag]	false
Cybersecurity Risk Board of Directors Oversight [Text Block]	Governance Related To Cybersecurity Risks Our cybersecurity process is overseen by our Information Technology department, which is managed by our Head of IT. The Head of IT role is currently held by an individual who has approximately two decades of professional IT management experience. In addition, our Security Leadership Team (SLT), which is comprised of the Head of IT as well as leaders from our operations, finance, and legal departments, is responsible for documenting, reviewing, and assessing our cybersecurity processes, monitoring for cybersecurity incidents, and periodically reporting on cybersecurity risks and risk management to a committee of our executive team (Executive Committee). The Executive Committee, which is led by our Chief Executive Officer, undertakes reviews of our cybersecurity program and assesses any security incident updates from the SLT on a quarterly basis. The Executive Committee meets with the Audit Committee of our Board of Directors on a quarterly basis to report on and discuss material updates to our cybersecurity program. The Audit Committee provides oversight of our cybersecurity program as part of its periodic review of enterprise risk management and provides regular reports to our Board of Directors regarding our cybersecurity processes, including updates on the status of ongoing cybersecurity projects, the results of cybersecurity risk assessments, and the emerging cybersecurity threat landscape. Additionally, the Board of Directors reviews the enterprise risk management program on at least an annual basis.
Cybersecurity Risk Board Committee or Subcommittee Responsible for Oversight [Text Block]	Our cybersecurity process is overseen by our Information Technology department, which is managed by our Head of IT. The Head of IT role is currently held by an individual who has approximately two decades of professional IT management experience. In addition, our Security Leadership Team (SLT), which is comprised of the Head of IT as well as leaders from our operations, finance, and legal departments, is responsible for documenting, reviewing, and assessing our cybersecurity processes, monitoring for cybersecurity incidents, and periodically reporting on cybersecurity risks and risk management to a committee of our executive team (Executive Committee). The Executive Committee, which is led by our Chief Executive Officer, undertakes reviews of our cybersecurity program and assesses any security incident updates from the SLT on a quarterly basis.
Cybersecurity Risk Process for Informing Board Committee or Subcommittee Responsible for Oversight [Text Block]	The Audit Committee provides oversight of our cybersecurity program as part of its periodic review of enterprise risk management and provides regular reports to our Board of Directors regarding our cybersecurity processes, including updates on the status of ongoing cybersecurity projects, the results of cybersecurity risk assessments, and the emerging cybersecurity threat landscape.
Cybersecurity Risk Role of Management [Text Block]	Our cybersecurity process is overseen by our Information Technology department, which is managed by our Head of IT. The Head of IT role is currently held by an individual who has approximately two decades of professional IT management experience. In addition, our Security Leadership Team (SLT), which is comprised of the Head of IT as well as leaders from our operations, finance, and legal departments, is responsible for documenting, reviewing, and assessing our cybersecurity processes, monitoring for cybersecurity incidents, and periodically reporting on cybersecurity risks and risk management to a committee of our executive team (Executive Committee). The Executive Committee, which is led by our Chief Executive Officer, undertakes reviews of our cybersecurity program and assesses any security incident updates from the SLT on a quarterly basis. The Executive Committee meets with the Audit Committee of our Board of Directors on a quarterly basis to report on and discuss material updates to our cybersecurity program. The Audit Committee provides oversight of our cybersecurity program as part of its periodic review of enterprise risk management and provides regular reports to our Board of Directors regarding our cybersecurity processes, including updates on the status of ongoing cybersecurity projects, the results of cybersecurity risk assessments, and the emerging cybersecurity threat landscape. Additionally, the Board of Directors reviews the enterprise risk management program on at least an annual basis.
Cybersecurity Risk Management Positions or Committees Responsible [Flag]	true
Cybersecurity Risk Management Positions or Committees Responsible [Text Block]	The Executive Committee meets with the Audit Committee of our Board of Directors on a quarterly basis to report on and discuss material updates to our cybersecurity program.
Cybersecurity Risk Management Expertise of Management Responsible [Text Block]	The Head of IT role is currently held by an individual who has approximately two decades of professional IT management experience.
Cybersecurity Risk Process for Informing Management or Committees Responsible [Text Block]	The Executive Committee, which is led by our Chief Executive Officer, undertakes reviews of our cybersecurity program and assesses any security incident updates from the SLT on a quarterly basis.
Cybersecurity Risk Management Positions or Committees Responsible Report to Board [Flag]	true

Convertible Preferred Stock and Stockholders' Equity (Tables)

12 Months Ended

Dec. 31, 2025

Convertible Preferred Stock And Stockholders Deficit Disclosure [Abstract]

Summary of stock option activity and related information under all equity plans

The following table summarizes stock option activity and related information under all equity plans for the year ended December 31, 2025:


	Options			Weighted Average Exercise Price Per Share		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value (in 000s)
Outstanding at December 31, 2024		10,722,674		$	10.99
Granted		4,125,400			1.31
Exercised		(832	)		1.32
Cancelled		(2,446,622	)		8.01
Outstanding at December 31, 2025		12,400,620		$	8.36		5.80	$	2
Options vested and expected to vest at December 31, 2025		12,400,620		$	8.36		5.80	$	2
Options exercisable at December 31, 2025		8,903,350		$	10.70		4.54	$	1

Summary of restricted stock unit activity and related information under all equity plans

The following table summarizes restricted stock unit activity and related information under all equity plans for the year ended December 31, 2025:


	Number of Restricted Stock Units			Weighted Average Grant Date Fair Value Per Share		Weighted Average Remaining Vesting Period		Aggregate Intrinsic Value (in 000s)
Outstanding at December 31, 2024		6,214,064		$	15.50
Granted		3,550,520			1.21
Vested		(1,430,624	)		15.88
Cancelled		(1,698,140	)		7.63
Outstanding at December 31, 2025		6,635,820		$	9.78		1.77	$	6,503
Restricted stock units expected to vest at December 31, 2025		5,840,196		$	4.30		1.84	$	5,723

Schedule of allocation of stock-based compensation for all stock awards

The allocation of stock-based compensation for all stock awards is as follows (in thousands):


	Years Ended December 31,
	2025		2024
Research and development	$	13,031	$	22,520
General and administrative		11,893		18,976
Total stock-based compensation expense	$	24,924	$	41,496

Schedule of weighted-average assumptions used to determine the fair value of employee and nonemployee stock option grants

The weighted-average assumptions used in the Black-Scholes option pricing model to determine the fair value of the employee and nonemployee stock option grants were as follows:


	Years Ended December 31,
	2025			2024
Risk–free interest rate		4.3	%		3.9	%
Expected volatility		90.7	%		87.1	%
Expected term (in years)		6.2			6.4
Expected dividend yield		0.0	%		0.0	%

Schedule of common stock reserved for future issuance

Common stock reserved for future issuance is as follows:


	December 31,
	2025		2024
Convertible preferred stock (if converted)		13,775,430		13,775,430
Common stock options		12,400,620		10,722,674
Restricted stock units		6,635,820		6,214,064
Awards available under the 2022 Plan		16,190,801		11,656,109
Awards available under the Inducement Plan		1,604,838		920,688
Total		50,607,509		43,288,965

Fair Value Measurements (Details) - Fair Value Measurements Recurring - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Financial assets:
Total assets measured at fair value on a recurring basis	$ 198,370	$ 300,160
Financial liabilities:
Total financial liabilities measured at fair value on a recurring basis	283	527
Stock price appreciation milestones
Financial liabilities:
Stock price appreciation milestones	283	527
Money market fund
Financial assets:
Money market fund	31,693	29,491
U.S. Treasury debt securities
Financial assets:
Estimated Fair Value	33,779	50,036
Non-U.S. government securities
Financial assets:
Estimated Fair Value	3,247	2,995
Municipal securities
Financial assets:
Estimated Fair Value		2,492
Corporate debt securities
Financial assets:
Estimated Fair Value	87,710	188,239
Commercial Paper
Financial assets:
Estimated Fair Value	41,941	26,907
Quoted prices in Active Market for Identical Assets (Level 1)
Financial assets:
Total assets measured at fair value on a recurring basis	65,472	79,527
Quoted prices in Active Market for Identical Assets (Level 1) \| Money market fund
Financial assets:
Money market fund	31,693	29,491
Quoted prices in Active Market for Identical Assets (Level 1) \| U.S. Treasury debt securities
Financial assets:
Estimated Fair Value	33,779	50,036
Significant Other Observable Inputs (Level 2)
Financial assets:
Total assets measured at fair value on a recurring basis	132,898	220,633
Significant Other Observable Inputs (Level 2) \| Non-U.S. government securities
Financial assets:
Estimated Fair Value	3,247	2,995
Significant Other Observable Inputs (Level 2) \| Municipal securities
Financial assets:
Estimated Fair Value		2,492
Significant Other Observable Inputs (Level 2) \| Corporate debt securities
Financial assets:
Estimated Fair Value	87,710	188,239
Significant Other Observable Inputs (Level 2) \| Commercial Paper
Financial assets:
Estimated Fair Value	41,941	26,907
Significant Unobservable Inputs (Level 3)
Financial assets:
Total assets measured at fair value on a recurring basis	0
Financial liabilities:
Total financial liabilities measured at fair value on a recurring basis	283	527
Significant Unobservable Inputs (Level 3) \| Stock price appreciation milestones
Financial liabilities:
Stock price appreciation milestones	$ 283	$ 527

Segment Reporting - Schedule of Segment Profit or Loss, Including Segment Expenses (Details) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2025

Dec. 31, 2024

Segment Reporting Information [Line Items]

Collaboration revenue

$ 6,646

$ 13,631

Type of Revenue [Extensible List]

us-gaap:LicenseMember

Less:

Personnel costs

$ 44,002

$ 43,684

Clinical programs

24,397

25,818

Research activities

6,888

14,692

Facilities costs

23,174

26,648

Other segment expenses

^[1]

55,889

113,065

Total operating expenses

154,350

223,907

Loss from operations

(147,704)

(210,276)

Other income (expense):

Interest income

11,052

17,288

Change in fair value of stock price appreciation milestones

244

819

Other income

5,907

Total other income

11,389

24,014

Net loss

$ (136,315)

$ (186,262)

[1]	Other segment expenses include stock compensation expense, depreciation, legal fees, general & administrative expenses, and corporate expenses.

Organization and Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2025

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Corporate Restructuring

In August 2025, the Company implemented a corporate restructuring to streamline operations, reduce operating expenses, and extend cash runway. In connection with the restructuring, the Company committed to a reduction in total workforce. Affected employees were informed on August 12, 2025. The Company incurred charges of $1.1 million during the year ended December 31, 2025 for severance and other employee termination-related costs, of which $0.9 million were related to research and development expenses and $0.2 million were related to general and administrative expenses. All restructuring and related expenses have been fully recognized and paid by the Company.

Use of Estimates

The Company’s consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States (U.S. GAAP). The preparation of the Company’s consolidated financial statements requires management to make estimates and assumptions that impact the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities in the Company’s consolidated financial statements and accompanying notes. The most significant estimates and assumptions in the Company’s consolidated financial statements relate to its obligations, contracts containing leases, accrued expenses, and stock price appreciation milestone. Although these estimates are based on the Company’s knowledge of current events and actions it may undertake in the future, actual results may ultimately materially differ from these estimates and assumptions.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation.

Fair Value of Financial Instruments

The Company’s financial instruments consist primarily of cash and cash equivalents, marketable securities, accounts receivable, stock price appreciation milestones, accounts payable, and accrued liabilities. The carrying amounts of accounts receivable, accounts payable and accrued liabilities are considered to be representative of their respective fair values because of the relatively short-term nature of those instruments.

The accounting guidance defines fair value, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or nonrecurring basis. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the accounting guidance establishes a three- tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows:

Level 1: Observable inputs such as quoted prices in active markets;

Level 2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and

Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.

Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurements. The Company reviews the fair value hierarchy classification on a quarterly basis.

Cash, Cash Equivalents and Restricted Cash

Cash and cash equivalents include cash in readily available operating accounts, money market accounts and money market funds. The Company considers all highly liquid investments with an original maturity of three months or less from the date of purchase to be cash equivalents.


	Years Ended December 31,
	2025		2024
Cash and cash equivalents	$	46,628	$	36,056
Restricted cash		10,227		10,227
Total cash, cash equivalents, and restricted cash shown in the consolidated statement of cash flows	$	56,855	$	46,283

For each of the years ended December 31, 2025 and 2024, the restricted cash balance includes a cash-collateralized irrevocable standby letter of credit for $10.2 million associated with the Company’s facilities leases.

Investments

Investments are accounted for as available-for-sale securities and are carried at fair value on the consolidated balance sheets. Upon initial recognition of the investment and at each reporting period, the Company evaluates whether any unrealized losses on investments are attributable to a credit loss or other factors. Any unrealized losses attributable to credit loss are recorded through an allowance for credit losses, limited to the amount by which the fair value is below amortized cost, with the offsetting amount recorded in other income or expense in the consolidated statement of operations and comprehensive loss. Unrealized losses not attributable to an expected credit loss and unrealized gains on investments are recorded in other comprehensive income (loss) on the consolidated statements of operations and comprehensive loss. Realized gains and losses, if any, on investments classified as available-for-sale securities are included in other income or expense.

The amortized cost of investments classified as available-for-sale debt securities is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization and accretion are included in interest income. The cost of securities sold is based on the specific identification method. Interest and dividends on securities classified as available-for-sale are included in interest income.

Concentration of Credit Risk

Financial instruments, which potentially subject the Company to a significant concentration of credit risk, consist primarily of cash, cash equivalents, and investments. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. The Company has not experienced any losses in such accounts and management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits and investments are held.

Property and Equipment

Property and equipment are recorded at cost and depreciated using the straight-line method over the estimated useful lives of the assets (generally two to five years) and generally consist of furniture and fixtures, computers, scientific and office equipment. Leasehold improvements are depreciated over the lesser of the estimated useful life of the improvement or the associated lease term. Repairs and maintenance costs are charged to expense as incurred.

Impairment of Long-Lived Assets

Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The long-lived asset evaluation is performed at the asset group level (i.e., the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities). Recoverability of these assets is

measured by a comparison of the carrying amounts to the future undiscounted cash flows the assets are expected to generate from their use and eventual disposition. If the carrying amount is not recoverable, the carrying amount of such assets is reduced to fair value. During 2024, the Company identified an indicator of impairment of its long-lived assets due to a sustained decline in the trading price of the Company’s common stock over the preceding year, resulting in the Company’s market capitalization being below its net asset value. The Company utilized observed market lease rates for comparable properties to estimate the fair value of the right-of-use asset and leasehold improvements. The Company utilized trend factors applied to historical costs, estimates of economic depreciation, normal useful lives, and benchmark values for orderly liquidations of the assets in secondary markets to estimate the fair value of the property and equipment. As a result of its fair value analysis, the Company recorded a $13.4 million impairment charge on its property and equipment and a $1.3 million impairment charge on its right-of-use asset in the statement of operations during the year ended December 31, 2024. No impairment was recorded during the year ended December 31, 2025.

Leases

The Company determines if a contract contains a lease at the inception of the contract. The Company currently has leases related to its facilities leased for office and laboratory space, which are classified as operating leases. These leases result in operating right-of-use (ROU) assets, current operating lease liabilities, and non-current operating lease liabilities in the Company’s consolidated balance sheets. The Company does not have any financing leases. Leases with a term of 12 months or less are considered short-term and ROU assets and lease obligations are not recognized. Payments associated with short-term leases are expensed on a straight-line basis over the lease term.

Lease liabilities represent an obligation to make lease payments arising from the lease and ROU assets represent the right to use the underlying asset identified in the lease for the lease term. Lease liabilities are measured at the present value of the lease payments not yet paid discounted using the discount rate for the lease established at the lease commencement date. To determine the present value, the implicit rate is used when readily determinable. For those leases where the implicit rate is not provided, the Company determines an incremental borrowing rate based on the information available at the lease commencement date in determining the present value of lease payments. ROU assets are measured as the present value of the lease payments and also include any prepaid lease payments made and any other indirect costs incurred, and exclude any lease incentives received. Lease terms may include the impact of options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease

expense for operating leases is recognized on a straight-line basis over the lease term. The Company aggregates all lease and non-lease components for each class of underlying assets into a single lease component.

Collaborative Arrangements

The Company analyzes its collaboration arrangements to assess whether they are within the scope of ASC Topic 808, Collaborative Arrangements (ASC 808), to determine whether such arrangements involve joint operating activities performed by parties that are both active participants in the activities and exposed to significant risks and rewards that are dependent on the commercial success of such activities. To the extent the arrangement is within the scope of ASC 808, the Company assesses whether aspects of the arrangement between the Company and its collaboration partner are within the scope of other accounting literature, including ASC Topic 606, Revenue from Contracts with Customers (ASC 606). If it is concluded that some or all aspects of the arrangement represent a transaction with a customer, the Company will account for those aspects of the arrangement within the scope of ASC 606.

ASC 808 provides guidance for the presentation and disclosure of transactions in collaborative arrangements, but it does not provide recognition or measurement guidance. Therefore, if the Company concludes a counterparty to a transaction is not a customer or otherwise not within the scope of ASC 606, the Company considers the guidance in other accounting literature as applicable or by analogy to account for such transaction. The classification of transactions under the Company’s arrangements is determined based on the nature and contractual terms of the arrangement along with the nature of the operations of the participants.

Revenue Recognition

The Company analyzes its collaboration arrangements to assess whether they are within the scope of ASC 808, to determine whether such arrangements involve joint operating activities performed by parties that are both active participants in the activities and exposed to significant risks and rewards that are dependent on the commercial success of such activities. If the Company concludes that some or all aspects of the arrangement represent a transaction with a customer, the Company accounts for those aspects of the arrangement within the scope of ASC 606.

For arrangements attributable to ASC 606, the Company recognizes revenue in a manner that depicts the transfer of control of a product or a service to a customer and reflects the amount of the consideration the Company is entitled to receive in exchange for such product or service. In doing so, the Company follows a five-step approach: (i) identify the contract with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations, and (v) recognize revenue when (or as) the customer obtains control of the product or service.

Stock Price Appreciation Milestones

The Company estimates the fair value of the stock price appreciation milestones associated with the Amended and Restated Exclusive License Agreement with Memorial Sloan Kettering Cancer Center (MSKCC) using a Monte Carlo simulation model, which relies on the Company’s current stock price as well as significant estimates and assumptions to determine the estimated liability associated with the contingent milestone payments. The Company accounts for the fair value of the stock price appreciation milestones in accordance with ASC 815, Derivatives and Hedging, with fair value marked to market at each reporting date. The assumptions used to calculate the fair value of the stock price appreciation milestones are subject to a significant amount of judgment including the probability of achieving a specified clinical milestone, the expected volatility of the Company’s common stock, the risk-free interest rate, and the estimated term, which is based in part on the last valid patent claim date. The Company remeasures the fair value of the stock price appreciation milestones at each balance sheet date, with changes in fair value recorded in earnings as non-operating income or expense on the consolidated statements of operations and comprehensive loss.

Stock-Based Compensation

Stock-based compensation expense represents the cost of the grant date fair value of employee stock option and restricted stock unit grants recognized over the requisite service period of the awards (usually the vesting period) on a straight-line basis. Performance-based stock units/awards represent a right to receive a certain number of shares of the Company’s common stock based on the achievement of corporate performance goals and continued employment during the vesting period. At each reporting period, and to the extent achievement of one or any of the performance conditions is probable, the Company reassesses the probability of the achievement of such corporate performance goals and any increase or decrease in stock-based compensation expense resulting from an adjustment in the estimated shares to be released is treated as a cumulative catch-up in the period of adjustment. For stock awards for which vesting is subject to both performance-based milestones and market conditions, expense is recorded over the derived service period after the point when the achievement of the performance-based milestone is probable or the performance condition has been achieved.

The Company estimates the fair value of stock option grants using the Black-Scholes option pricing model, with the exception of option grants for which vesting is subject to both performance-based milestones and market conditions, which are valued using a lattice-based model. The fair value of restricted stock units, including performance-based restricted stock units, is based on the closing price of the Company’s common stock as reported on the Nasdaq Global Market on the date of grant. The Company recognizes forfeitures for all awards as such forfeitures occur.

Income Taxes

The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined on the basis of the differences between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date.

The Company recognizes net deferred tax assets to the extent that the Company believes these assets are more likely than not to be realized. In making such a determination, management considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If management determines that the Company would be able to realize its deferred tax assets in the future in excess of their net recorded amount, management would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes.

The Company records uncertain tax positions on the basis of a two-step process whereby (1) management determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more- likely-than-not recognition threshold, management recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. The Company recognizes interest and penalties related to unrecognized tax benefits within income tax expense. Any accrued interest and penalties are included within the related tax liability.

Comprehensive Loss

Comprehensive loss is defined as a change in equity during a period from transactions and other events and circumstances from non‑owner sources. Other comprehensive loss includes unrealized gains and losses on available-for-sale securities.

Net Loss Per Common Share

Basic net loss per common share is calculated by dividing the net loss by the weighted-average number of common shares outstanding for the period, without consideration for common stock equivalents. The pre-funded warrants associated with the January 2021 public equity offering and the private placement concurrent with the March 2024 public equity offering (see Note 9) are considered outstanding shares in the basic earnings per share calculation given their nominal exercise price. Dilutive common stock equivalents comprise convertible preferred stock, warrants for the purchase of common stock, and common stock options and restricted stock units outstanding under the Company’s stock option plans. For all periods presented, there is no difference in the number of common shares used to calculate basic and diluted common shares outstanding due to the Company’s net loss position.

Basic and diluted net loss per share attributable to stockholders for the years ended December 31, 2025 and 2024 are calculated as follows (in thousands, except share and per share data):


	For the Years Ended December 31,
	2025			2024
Numerator:
Net loss	$	(136,315	)	$	(186,262	)
Denominator:
Shares used to compute net loss per share, basic and diluted
Weighted-average common shares outstanding		114,896,300			110,596,272
Weighted-average pre-funded warrants		3,893,674			3,088,905
Weighted-average common shares outstanding used to compute basic and diluted net loss per share	$	118,789,974			113,685,177
Net loss per share, basic and diluted
Basic and diluted	$	(1.15	)	$	(1.64	)


	As of December 31,
	2025		2024
Convertible preferred stock		13,775,430		13,775,430
Outstanding options to purchase common stock		12,400,620		10,722,674
Outstanding restricted stock awards		6,635,820		6,214,064
Total		32,811,870		30,712,168

Going Concern Assessment

Substantial doubt about an entity’s ability to continue as a going concern exists when relevant conditions and events, considered in the aggregate, indicate that it is probable that the entity will be unable to meet its obligations as they become due within one year from the financial statement issuance date. The Company determined that there are no conditions or events that raise substantial doubt about its ability to continue as a going concern for a period of at least twelve months from the date of issuance of these financial statements.

Recently Issued Accounting Pronouncements

Recently Adopted Accounting Pronouncements

In December 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which improves the transparency of income tax disclosures by requiring consistent categories and greater disaggregation of information in the effective tax rate reconciliation and income taxes paid disaggregated by jurisdiction. It also includes certain other amendments to improve the effectiveness of income tax disclosures. The Company prospectively adopted ASU 2023-09 during the year ended December 31, 2025. The adoption of ASU 2023-09 did not have a material impact on the consolidated financial statements.

Recently Issued Accounting Pronouncements

In November 2024, the FASB issued ASU 2024-03, Income Statement: Reporting Comprehensive Income- Expense Disaggregation Disclosures, which requires detailed information about specified categories of expenses included in certain expense captions presented on the face of the income statement, as well as disclosures about selling expenses. This ASU is effective for fiscal years beginning after December 15, 2026 and for interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The amendments may be applied either (1) prospectively to financial statements issued for reporting periods after the effective date of this ASU or (2) retrospectively to all prior periods presented in the financial statements. The Company is currently evaluating this guidance to determine the impact it may have on its consolidated financial statements disclosures.

Leases (Details 2) $ in Thousands	Dec. 31, 2025 USD ($)
Lessee, Operating Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract]
2026	$ 11,050
2027	11,382
2028	10,293
2029	10,602
2030	10,920
Thereafter	65,056
Total undiscounted lease payments	119,303
Less: imputed interest	(41,454)
Total lease liability	$ 77,849

Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Dec. 31, 2025	Feb. 19, 2026	Jun. 30, 2025
Cover [Abstract]
Entity Registrant Name	FATE THERAPEUTICS, INC.
Entity Central Index Key	0001434316
Document Type	10-K
Document Period End Date	Dec. 31, 2025
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity Interactive Data Current	Yes
Entity Shell Company	false
Entity Small Business	true
Entity Emerging Growth Company	false
Trading Symbol	FATE
Title of 12(b) Security	Common Stock, $0.001 par value
Security Exchange Name	NASDAQ
Document Annual Report	true
Document Transition Report	false
ICFR Auditor Attestation Flag	false
Document Financial Statement Error Correction Flag	false
Entity Public Float			$ 113,000,000
Entity Common Stock, Shares Outstanding		116,263,459
Document Fiscal Year Focus	2025
Document Fiscal Period Focus	FY
Entity Tax Identification Number	65-1311552
Entity File Number	001-36076
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	12278 Scripps Summit Drive
Entity Address, City or Town	San Diego
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92131
City Area Code	858
Local Phone Number	875-1800
Documents Incorporated by Reference	Portions of the registrant’s definitive proxy statement to be filed with the Securities and Exchange Commission, or SEC, on or before the date 120 days after the conclusion of the registrant’s fiscal year ended December 31, 2025 pursuant to Regulation 14A, in connection with the registrant’s 2026 Annual Meeting of Stockholders are incorporated by reference into Part III of this annual report on Form 10-K.
Auditor Name	Ernst & Young, LLP
Auditor Location	San Diego, California
Auditor Firm ID	42
Auditor Opinion	We have audited the accompanying consolidated balance sheets of Fate Therapeutics, Inc. (the Company) as of December 31, 2025 and 2024, the related consolidated statements of operations and comprehensive loss, convertible preferred stock and stockholders’ equity and cash flows for each of the two years in the period ended December 31, 2025, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the two years in the period ended December 31, 2025, in conformity with U.S. generally accepted accounting principles.

Convertible Preferred Stock and Stockholders' Equity

12 Months Ended

Dec. 31, 2025

Convertible Preferred Stock And Stockholders Deficit Disclosure [Abstract]

Convertible Preferred Stock and Stockholders’ Equity

9. Convertible Preferred Stock and Stockholders’ Equity

Convertible Preferred Stock

In November 2016, the Company completed a private placement of stock in which investors, including investors affiliated with the directors and officers of the Company, purchased convertible preferred stock and common stock of the Company (the November 2016 Placement). The Company issued 2,819,549 shares of Class A Convertible Preferred Stock, $0.001 par value per share (the Class A Preferred), at $13.30 per share, each of which is convertible into five shares of common stock upon certain conditions defined in the Certificate of Designation of Preferences, Rights and Limitations of the Class A Preferred filed with the Delaware Secretary of State on November 22, 2016 (the CoD). The Class A Preferred were purchased exclusively by entities affiliated with Redmile Group, LLC (collectively, Redmile). The terms of the CoD prohibited Redmile from converting the Class A Preferred into shares of the Company’s common stock if, as a result of conversion, Redmile, together with its affiliates, would own more than 9.99% of the Company’s common stock then issued and outstanding (the Redmile Percentage Limitation), which percentage could change at Redmile’s election upon 61 days’ notice to the Company to (i) any other number less than or equal to 19.99% or (ii) subject to approval of the Company’s stockholders to the extent required in accordance with the Nasdaq Global Market rules, any number in excess of 19.99%. On May 2, 2017, the Company’s stockholders approved the issuance of up to an aggregate of 14,097,745 shares of common stock upon the conversion of the outstanding shares of Class A Preferred. As a result, Redmile has the right to increase the Redmile Percentage Limitation to any percentage in excess of 19.99% at its election. The Company also issued 7,236,837 shares of common stock at $2.66 per share as part of the November 2016 Placement. In April 2023, the Company filed with the office of the Secretary of State of the State of Delaware a Certificate of Amendment to Certificate of Designation of Preferences, Rights and Limitations of Class A Convertible Preferred Stock which amends the definition of Beneficial Ownership Limitation to be 14.99% of the number of shares of the Company’s common stock outstanding immediately after giving effect to the issuance of shares of common stock pursuant to a Notice of Conversion. In April 2023, 33,441 shares of Class A Preferred were converted into 167,205 shares of the Company’s common stock. In December 2024, 6,022 shares of the Class A Preferred were converted into 30,110 shares of the Company’s common stock. In July 2025, Redmile provided the Company with notice of its intent to increase the Redmile Percentage Limitation from 9.99% to 14.99%, which became effective August 31, 2025.

The Class A Preferred are non-voting shares and are convertible into five shares of the Company’s common stock at a conversion price of $2.66 per share, which was the fair value of the Company’s common stock on the date of issuance. Holders of the Class A Preferred have the same dividend rights as holders of the Company’s common stock. Additionally, the liquidation preferences of the Class A Preferred are pari passu among holders of the Company’s common stock and holders of the Class A Preferred, pro rata based on the number of shares held by each such holder (treated for this purpose as if the Class A Preferred had been converted to common stock).

Stock Option and Incentive Plans and Inducement Equity Plan

2022 Stock Option and Incentive Plan

On June 9, 2022, the Company adopted the 2022 Stock Option and Incentive Plan (as amended and restated to date, the 2022 Plan). The 2022 Plan initially authorized 9.5 million shares, and in June 2024 and May 2025, stockholders approved an additional 8,000,000 and 7,000,000 shares respectively, of common stock for issuance and allows for the grant of stock options, stock appreciation rights, restricted stock awards, performance-based awards, and other awards to individuals who are then employees, officers, directors or consultants of the Company. The shares of common stock underlying any awards from the 2022 Plan and a previously existing equity plan from 2013 or 2007 that are forfeited, cancelled, held back upon exercise or settlement of an award to satisfy the exercise price or tax withholding, reacquired by us prior to vesting, satisfied without any issuance of common stock, expire or are otherwise terminated (other than by exercise) are added back to the shares of common stock available for issuance under the 2022 Plan.

Recipients of stock options under the 2022 Plan shall be eligible to purchase shares of the Company’s common stock at an exercise price equal to no less than the estimated fair value of such stock on the date of grant. Under the 2022 Plan, stock options generally vest 25% on the first anniversary of the original vesting date, with the balance vesting monthly over the remaining three years, or vest monthly over four years, unless they contain specific performance and/or market-based vesting provisions. The maximum term of stock options granted under the 2022 Plan is ten years. Under the 2022 Plan, restricted stock units generally vest annually over four years. Performance-based stock units/awards vest upon the achievement of certain pre-defined company-specific performance-based clinical achievement criteria.

Inducement Plan

On May 10, 2016, the Company’s board of directors approved the Fate Therapeutics, Inc. Inducement Equity Plan (the Inducement Plan), the purpose of which is to enable the Company to grant equity awards to induce highly-qualified prospective officers and employees who are not employed by the Company to accept employment with the Company. Under the Inducement Plan,

the Company may grant non-qualified stock options and restricted stock units. A total of 500,000 shares of common stock were initially reserved for issuance under the Inducement Plan. In January 2021, March 2020, January 2019, and October 2025, an additional 300,000 shares, 470,822 shares, 200,000 shares, and 1,750,000 shares, respectively, of common stock were reserved for issuance under the Inducement Plan. The shares of common stock underlying any awards from the Inducement Plan that are forfeited, cancelled, held back upon exercise or settlement of an award to satisfy the exercise price or tax withholding, reacquired by us prior to vesting, satisfied without any issuance of common stock, expire or are otherwise terminated (other than by exercise) under the Inducement Plan will be added back to the shares of common stock available for issuance under the Inducement Plan.

Pre-Funded Warrants

In January 2021, in conjunction with a public offering, the Company issued pre-funded warrants, in lieu of common stock to certain investors, to purchase 257,310 shares of the Company’s common stock (the 2021 Pre-Funded Warrants). The purchase price for the 2021 Pre-Funded Warrants was $85.499 per pre-funded warrant, which equals the per share public offering price for the shares of common stock less the $0.001 exercise price for each such pre-funded warrant. Given that the 2021 Pre-Funded Warrants are indexed to the Company’s own shares of common stock (and otherwise meet the requirements to be classified in equity), the Company recorded the consideration received from the issuance of the warrants as additional paid-in capital on the Company’s consolidated balance sheets.

In March 2024, in conjunction with a public offering, the Company issued in a private placement, in lieu of common stock to certain investors, pre-funded warrants to purchase 3,636,364 shares of the Company’s common stock (2024 Pre-Funded Warrants, and collectively with the 2021 Pre-Funded Warrants, the Pre-Funded Warrants). The purchase price for the 2024 Pre-Funded Warrants was $5.499 per pre-funded warrant, which equals the per share public offering price for the shares of common stock issued in the March 2024 public offering, less the $0.001 exercise price for each such pre-funded warrant. Given that the 2024 Pre-Funded Warrants are indexed to the Company’s own shares of common stock (and otherwise meet the requirements to be classified in equity), the Company recorded the consideration received from the issuance of the warrants as additional paid-in capital on the Company’s unaudited condensed consolidated balance sheets.

The Pre-Funded Warrants are exercisable at any time after the date of issuance. A holder of Pre-Funded Warrants may not exercise the Pre-Funded Warrant if the holder, together with its affiliates, would beneficially own more than 9.99% of the number of shares of the Company’s common stock outstanding immediately after giving effect to such exercise. A holder of Pre-Funded Warrants may increase or decrease this percentage not in excess of 19.99% by providing at least 61 days’ prior notice to the Company.

As of December 31, 2025, there were 3,893,674 Pre-Funded Warrants outstanding.

Stock Options and Restricted Stock Unit Awards

Stock Options. The following table summarizes stock option activity and related information under all equity plans for the year ended December 31, 2025:


	Options			Weighted Average Exercise Price Per Share		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value (in 000s)
Outstanding at December 31, 2024		10,722,674		$	10.99
Granted		4,125,400			1.31
Exercised		(832	)		1.32
Cancelled		(2,446,622	)		8.01
Outstanding at December 31, 2025		12,400,620		$	8.36		5.80	$	2
Options vested and expected to vest at December 31, 2025		12,400,620		$	8.36		5.80	$	2
Options exercisable at December 31, 2025		8,903,350		$	10.70		4.54	$	1

For the years ended December 31, 2025 and 2024, the weighted average grant date fair value of stock options granted per share was equal to $1.01 and $4.89, respectively.

As of December 31, 2025 and 2024, the unrecognized compensation cost related to outstanding options was $5.1 million and $15.4 million, respectively, which was expected to be recognized as expense over approximately 1.7 years and 1.6 years, respectively.

The total intrinsic value, which is the amount by which the exercise price was exceeded by the price of the Company’s common stock on the date of exercise, of stock options exercised during the year ended December 31, 2025 was $0.1 million. As of December 31, 2024, all outstanding options had an exercise price above the Company's common stock price and therefore no intrinsic value.

Restricted Stock Units. The following table summarizes restricted stock unit activity and related information under all equity plans for the year ended December 31, 2025:


	Number of Restricted Stock Units			Weighted Average Grant Date Fair Value Per Share		Weighted Average Remaining Vesting Period		Aggregate Intrinsic Value (in 000s)
Outstanding at December 31, 2024		6,214,064		$	15.50
Granted		3,550,520			1.21
Vested		(1,430,624	)		15.88
Cancelled		(1,698,140	)		7.63
Outstanding at December 31, 2025		6,635,820		$	9.78		1.77	$	6,503
Restricted stock units expected to vest at December 31, 2025		5,840,196		$	4.30		1.84	$	5,723

As of December 31, 2025 and 2024, the unrecognized compensation cost related to outstanding restricted stock units (excluding those with unachieved performance-based conditions) was $10.8 million and $31.4 million, respectively, which was expected to be recognized as expense over approximately 1.6 years and 1.7 years, respectively.

During the year ended December 31, 2021, 1,997,377 performance-based restricted stock units (PRSUs) were granted, none of which have vested as of December 31, 2025. During the year ended December 31, 2024, the Company granted 300,000 performance-based restricted stock units were granted, none of which have vested as of December 31, 2025. There were 895,624 and 1,062,607 PRSUs outstanding at December 31, 2025 and 2024, respectively.

Stock-Based Compensation Expense

The allocation of stock-based compensation for all stock awards is as follows (in thousands):


	Years Ended December 31,
	2025		2024
Research and development	$	13,031	$	22,520
General and administrative		11,893		18,976
Total stock-based compensation expense	$	24,924	$	41,496

Stock Option Grants Valuation. The weighted-average assumptions used in the Black-Scholes option pricing model to determine the fair value of the employee and nonemployee stock option grants were as follows:


	Years Ended December 31,
	2025			2024
Risk–free interest rate		4.3	%		3.9	%
Expected volatility		90.7	%		87.1	%
Expected term (in years)		6.2			6.4
Expected dividend yield		0.0	%		0.0	%

Risk-free interest rate. The Company bases the risk-free interest rate assumption on observed interest rates appropriate for the expected term of the stock option grants.

Expected dividend yield. The Company bases the expected dividend yield assumption on the fact that it has never paid cash dividends and has no present intention to pay cash dividends.

Expected volatility. The Company based the expected volatility on the historical volatility of its common stock over the most recent period commensurate with the estimated expected term of the Company’s stock options, as the Company determined there was sufficient operating history and company-specific historical volatility to estimate the expected volatility.

Expected term. The expected term represents the period of time that options are expected to be outstanding. The Company estimated the expected term using historical experience and anticipated future exercise behavior.

Common Stock Reserved for Future Issuance

Common stock reserved for future issuance is as follows:


	December 31,
	2025		2024
Convertible preferred stock (if converted)		13,775,430		13,775,430
Common stock options		12,400,620		10,722,674
Restricted stock units		6,635,820		6,214,064
Awards available under the 2022 Plan		16,190,801		11,656,109
Awards available under the Inducement Plan		1,604,838		920,688
Total		50,607,509		43,288,965

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
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-Name Accounting Standards Codification
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-Paragraph 8A
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Reference 2: 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 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (d)
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-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org/1943274/2147478448/946-505-50-6

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147480237/815-40-50-6

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
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-Paragraph 1
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480008/505-10-S99-1

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

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

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

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

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

+ Details

Investments (Details 2) - USD ($) $ in Thousands	12 Months Ended
Investments (Details 2) - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Money market fund \| Current Assets [Member]
Schedule Of Available For Sale Securities [Line Items]
Maturity (in years)	1 or less	1 or less
Amortized Cost	$ 31,693	$ 29,491
Unrealized Losses	0	0
Unrealized Gains	0	0
Estimated Fair Value	$ 31,693	$ 29,491
U.S. Treasury debt securities \| Current Assets [Member]
Schedule Of Available For Sale Securities [Line Items]
Maturity (in years)	1 or less	1 or less
Amortized Cost	$ 33,740	$ 40,206
Unrealized Losses	0	(6)
Unrealized Gains	39	91
Estimated Fair Value	$ 33,779	$ 40,291
U.S. Treasury debt securities \| Non-current Assets [Member]
Schedule Of Available For Sale Securities [Line Items]
Maturity (in years)		Greater than
Amortized Cost		$ 9,752
Unrealized Losses		(9)
Unrealized Gains		2
Estimated Fair Value		$ 9,745
Non-U.S. government securities \| Current Assets [Member]
Schedule Of Available For Sale Securities [Line Items]
Maturity (in years)	1 or less	1 or less
Amortized Cost	$ 3,245	$ 2,994
Unrealized Losses	0	0
Unrealized Gains	2	1
Estimated Fair Value	$ 3,247	$ 2,995
Municipal securities \| Current Assets [Member]
Schedule Of Available For Sale Securities [Line Items]
Maturity (in years)		1 or less
Amortized Cost		$ 2,490
Unrealized Losses		0
Unrealized Gains		2
Estimated Fair Value		$ 2,492
Corporate debt securities \| Current Assets [Member]
Schedule Of Available For Sale Securities [Line Items]
Maturity (in years)	1 or less	1 or less
Amortized Cost	$ 86,167	$ 170,169
Unrealized Losses	(15)	(70)
Unrealized Gains	86	228
Estimated Fair Value	$ 86,238	$ 170,327
Corporate debt securities \| Non-current Assets [Member]
Schedule Of Available For Sale Securities [Line Items]
Maturity (in years)	Greater than 1	Greater than 1
Amortized Cost	$ 1,468	$ 17,887
Unrealized Losses	0	(7)
Unrealized Gains	4	32
Estimated Fair Value	$ 1,472	$ 17,912
Commercial Paper \| Current Assets [Member]
Schedule Of Available For Sale Securities [Line Items]
Maturity (in years)	1 or less	1 or less
Amortized Cost	$ 41,941	$ 26,903
Unrealized Losses	(10)	(10)
Unrealized Gains	10	14
Estimated Fair Value	41,941	26,907
Short-term Investments [Member]
Schedule Of Available For Sale Securities [Line Items]
Amortized Cost	196,786	272,253
Unrealized Losses	(25)	(86)
Unrealized Gains	137	336
Estimated Fair Value	196,898	272,503
Long-term Investments [Member]
Schedule Of Available For Sale Securities [Line Items]
Amortized Cost	1,468	27,639
Unrealized Losses	0	(16)
Unrealized Gains	4	34
Estimated Fair Value	$ 1,472	$ 27,657

Income Taxes

12 Months Ended

Dec. 31, 2025

Income Tax Disclosure [Abstract]

Income Taxes

10. Income Taxes

The Company incurred no current or deferred federal or state tax expense during the periods presented. The only tax expense is related to state minimum taxes.

The following is a reconciliation of the Company’s expected federal income tax provision (benefit) to the actual income tax provision (in thousands) (after the adoption of ASU 2023-09):


	Year Ended December 31,
	2025
Income tax (benefit) at statutory rate	$	(28,626	)	21.0	%
State and local tax, net of federal income tax effect (1)		(10,362	)	7.6	%
Effects of changes in tax laws or rates enacted in the current period		—		—
Tax Credits
R&D tax credits		(2,952	)	2.2	%
Changes in valuation allowance		25,362		-18.6	%
Nontaxable or nondeductible items
Stock Compensation		5,886		-4.3	%
Nondeductible executive compensation		21		0.0	%
Other		202		-0.2	%
Changes in unrecognized tax benefits		10,363		-7.6	%
Other		108		-0.1	%
Income tax expense	$	2		0.0	%

(1) The state of California comprises greater than 50% of the Company’s state tax benefit.

The following is a reconciliation of the Company’s expected federal income tax provision (benefit) to the actual income tax provision (in thousands) (prior to the adoption of ASU 2023-09):


	Year Ended December 31,
	2024
Tax computed at federal statutory rate	$	(39,115	)
State tax, net of federal tax benefit		(8,429	)
Non-deductible compensation		35
Permanent differences		22
Stock Compensation		8,560
R&D tax credits		(7,672	)
Reserve for uncertain tax positions		8,612
Other		(135	)
Valuation Allowance		38,122
Income tax expense	$	—

Significant components of the Company’s deferred tax assets are summarized as follows (in thousands):


	December 31,
	2025			2024
Deferred tax assets:
Capitalized R&D expense	$	111,424		$	127,559
Net operating losses		186,855			147,019
R&D tax credits		66,653			63,126
Intangible asset amortization		8,000			8,692
Deferred revenue		2,298			1,147
Stock compensation		6,731			7,836
Lease liability		16,348			17,925
Other		1,026			788
Total deferred tax assets		399,335			374,092
Deferred tax liabilities:
Depreciation		(2,623	)		(2,212	)
Right-of-use assets		(8,738	)		(9,796	)
Total deferred tax liabilities		(11,361	)		(12,008	)
Net of deferred tax assets and liabilities		387,974			362,084
Valuation allowance		(387,974	)		(362,084	)
Net deferred tax assets	$	—		$	—

Income taxes paid or refunded consist of the following as of:


	Years Ended December 31,
	2025		2024
Federal	$	—	$	—
State		1,600		1,700
Total income taxes paid (refunded)	$	1,600	$	1,700

A valuation allowance of $388.0 million and $362.1 million at December 31, 2025 and 2024, respectively, has been established to offset the deferred tax assets, as realization of such assets is uncertain.

At December 31, 2025, the Company had federal and state net operating loss (NOL) carryforwards of $879.1 million and $773.3 million, respectively, which may be available to offset future taxable income. The federal and California NOL carryforwards begin to expire in 2027 and 2028, respectively, unless previously utilized. At December 31, 2025, the Company had federal and California research and development (R&D) credit carryforwards of $48.5 million and $40.1 million, respectively. The federal R&D tax credit carryforwards will begin to expire in 2035 unless previously utilized. The California R&D credit carryforwards will carry forward indefinitely.

Under Sections 382 and 383 of the Internal Revenue Code of 1986, as amended, (the Code), substantial changes in the Company’s ownership may limit the amount of net operating loss and research and development credit carryforwards that could be used annually in the future to offset taxable income. The tax benefits related to future utilization of federal and state net operating loss carryforwards, credit carryforwards, and other deferred tax assets may be limited or lost if cumulative changes in ownership exceeds 50% within any three-year period. The Company completed a study to assess whether an ownership change, as defined by Section 382 of the Code, had occurred from the Company’s formation through December 31, 2015. Based upon this study, the Company determined that several ownership changes had occurred. Accordingly, the Company reduced its deferred tax assets related to the federal NOL carryforwards and the federal R&D credit carryforwards that are anticipated to expire unused as a result of these ownership changes. These tax attributes were excluded from deferred tax assets with a corresponding reduction of the valuation allowance with no net effect on income tax expense or the effective tax rate. The Company updated the study December 31, 2025 and concluded there were no ownership changes during 2025. Future ownership changes may further limit the Company’s ability to utilize its remaining tax attributes.

The Company files income tax returns in the United States, various state jurisdictions, and the Netherlands with varying statutes of limitations. The Company currently has no years under examination by any jurisdiction; however, the Company is subject to income tax examination by federal and state tax authorities for years beginning in 2022 and 2021, respectively. However, to the extent allowed by law, the taxing authorities may have the right to examine prior periods where NOLs and tax credits were generated and carried forward, and make adjustments up to the amount of the carryforwards.

The change in the Company’s unrecognized tax benefits is summarized as follows (in thousands):


	December 31,
	2025		2024
Beginning unrecognized tax benefits	$	70,505	$	59,680
Increase related to current year tax positions		11,630		10,345
Increase related to prior year tax positions		275		687
Decrease related to prior year tax positions		—		(207	)
Ending unrecognized tax benefits	$	82,410	$	70,505

Due to the valuation allowance recorded against the Company’s deferred tax assets, none of the total unrecognized tax benefits as of December 31, 2025 would reduce the effective tax rate if recognized. The Company has not recognized interest or penalties in its consolidated statements of operations and comprehensive loss since inception. The Company recognizes interest and penalties related to unrecognized tax benefits within income tax expense. The Company has not recognized interest or penalties related to income tax matters in its consolidated statements of operations and comprehensive loss since inception.

- Definition

The entire disclosure for income tax.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 942
-SubTopic 740
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
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-URI https://asc.fasb.org/1943274/2147477617/942-740-50-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
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-Paragraph 1
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-URI https://asc.fasb.org/1943274/2147480738/235-10-S50-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478822/944-740-50-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
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-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12

Reference 5: http://www.xbrl.org/2003/role/exampleRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 12C
-Publisher FASB
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12B
-Publisher FASB
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477891/740-270-50-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-1

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-13

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
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-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
-URI https://asc.fasb.org/740/tableOfContent

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
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-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-14

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-21

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-17

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482603/740-30-50-2

+ Details

Collaboration and License Agreements

12 Months Ended

Dec. 31, 2025

Collaboration And License Agreements Disclosure [Abstract]

Collaboration and License Agreements

2. Collaboration and License Agreements

Ono Collaboration and Option Agreement

On September 14, 2018, the Company entered into a Collaboration and Option Agreement (the Ono Agreement) with Ono Pharmaceutical Co., Ltd. (Ono) for the joint development and commercialization of two off-the-shelf, iPSC-derived CAR T-cell product candidates (Candidate 1 and Candidate 2). Pursuant to the terms of the Ono Agreement, the Company received an upfront, non-refundable and non-creditable payment of $10.0 million. Additionally, the Company was entitled to receive funding for the conduct of research and preclinical development under a joint development plan, which fees were estimated to be $20.0 million in aggregate.

In December 2020, the Company entered into a letter agreement with Ono (the Ono Letter Agreement) pursuant to which Ono delivered proprietary antigen binding domains targeting an antigen expressed on certain solid tumors for incorporation into Candidate 2 and paid the Company a milestone fee of $10.0 million for further research and preclinical development of Candidate 2. In addition, Ono terminated all further research and preclinical development with respect to Candidate 1, and the Company retained all rights to research, develop and commercialize Candidate 1 throughout the world without any obligation to Ono.

In June 2022, the Company entered into an amendment with Ono to the Ono Agreement (the 2022 Ono Amendment). Pursuant to the 2022 Ono Amendment, the companies agreed to designate an additional antigen expressed on certain solid tumors for research and preclinical development, and Ono agreed to contribute proprietary antigen binding domains targeting such additional solid tumor antigen (Candidate 3). In addition, for both Candidate 2 and Candidate 3, Ono and the Company expanded the scope of the collaboration to include the research and preclinical development of iPSC-derived CAR NK cell product candidates (in addition to iPSC-derived CAR T-cell product candidates) targeting the designated solid tumor antigens. Similar to Candidate 2, the Company granted to Ono, during a specified period of time, a preclinical option (Candidate 3 Development Option) to obtain an exclusive license under certain intellectual property rights, subject to payment of an option exercise fee to the Company by Ono, to further develop and commercialize Candidate 3 in all territories of the world, where the Company retains rights to co-develop and co-commercialize Candidate 3 in the United States and Europe under a joint arrangement with Ono pursuant to which the Company is eligible to share at least 50% of the profits and losses. The Candidate 3 Development Option represents an option with no material right. Under the 2022 Ono Amendment, aggregate estimated research and preclinical development fees were increased by approximately $9.3 million, for a total estimated $29.3 million in aggregate research and preclinical development fees over the course of the joint development plan.

In November 2022, Ono exercised its option to obtain a license to develop and commercialize Candidate 2 (the Candidate 2 Development Option). The Company exercised its option (the CDCC Option) to co-develop and co-commercialize Candidate 2 in the United States and Europe. As a result, the Company recognized an option exercise fee of $12.5 million from Ono during the year ended December 31, 2022. The Company received the option exercise fee payment during the year ended December 31, 2023. The Company and Ono are proceeding under a joint development plan for the ongoing development of Candidate 2. At the inception of the Ono Agreement, the Company determined the Candidate 2 Development Option represented an option with no material right that is distinct and separable from the ongoing development of Candidate 2 being performed by the parties. As such, the option exercise was treated as a separate contract with a single performance obligation of granting and delivering Ono a license to further develop and commercialize Candidate 2. The Company has completed its performance obligation with respect to the Candidate 2 Development Option and accordingly, recognized the Option Exercise Payment as revenue for the year ended December 31, 2022. The costs of this joint development plan are accounted for in accordance with ASC 808, and cost sharing payments to the Company from Ono are recorded net into research and development expenses. In addition, in connection with the ongoing joint development of Candidate 2, the Company is eligible to receive additional payments upon the achievement of certain clinical, regulatory, and commercial milestones (as further described below).

In November 2023, the Company entered into an amendment with Ono to the Ono Agreement (the 2023 Ono Amendment). Under the 2023 Ono Amendment, aggregate estimated research and preclinical development fees payable by Ono to the Company for Candidate 3 were increased by approximately $1.4 million, for a total estimated $30.7 million in aggregate research and preclinical development fees over the course of the joint development plan.

In May 2024, following Ono’s exercise of the Candidate 2 Development Option and grant of the development and commercialization license, the Company achieved a $5.0 million clinical development milestone for Candidate 2 and the Company recognized such amount as revenue during the nine months ended September 30, 2024.

In August 2024, the Company entered into an amendment with Ono to the Ono Agreement (the 2024 Ono Amendment). Under the 2024 Ono Amendment, aggregate estimated research and preclinical development fees payable by Ono to the Company for Candidate 3 were increased by approximately $7.3 million, for a total estimated $38.0 million in aggregate research and preclinical development fees over the course of the joint development plan.

In June 2025, the Company entered into an amendment with Ono to the Ono Agreement (the 2025 Ono Amendment, and collectively with the 2024 Ono Amendment, 2023 Ono Amendment, and 2022 Ono Amendment, the Ono Amendments). Under the 2025 Ono Amendment, aggregate estimated research and preclinical development fees payable by Ono to the Company for Candidate 3 were increased by approximately $6.5 million, for a total estimated $44.5 million in aggregate research and preclinical development fees over the course of the joint development plan. The Company will continue to receive committed funding under the joint development plan from Ono through June 2026. The Candidate 3 Development Option expires upon the achievement of the pre-defined preclinical milestone under the joint development plan.

Under the terms of the Ono Agreement (as amended by the Ono Amendments), for Candidate 2 and for Candidate 3 (subject to exercise by Ono of its Candidate 3 Development Option), the Company is eligible to receive additional payments upon the achievement of certain clinical, regulatory and commercial milestones (the Ono Milestones) with respect to each Candidate in an amount up to $843.0 million in aggregate, with the applicable milestone payments for the United States and Europe subject to reduction by 50% if the Company elects to co-develop and co-commercialize the Candidate in the United States and Europe as described above. In addition, in those territories where Ono has exclusive rights of commercialization, the Company is eligible to receive tiered royalties (Royalties) ranging from the mid-single digits to the low-double digits based on annual net sales by Ono for each Candidate in such territories, with the Royalties subject to certain reductions.

The Ono Agreement will terminate with respect to a Candidate if Ono does not exercise its development option for the applicable candidate within the option period, or in its entirety if Ono does not exercise any of its development options for the Candidates within their respective option periods. In addition, either party may terminate the Ono Agreement in the event of breach, insolvency or patent challenges by the other party; provided, that Ono may terminate the Ono Agreement in its sole discretion (x) on a Candidate-by-Candidate basis at any time after the second anniversary of the effective date of the Ono Agreement or (y) on a Candidate-by-Candidate or country-by-country basis at any time after the expiration of the development option period, subject to certain limitations. The Ono Agreement will expire on a Candidate-by-Candidate and country-by-country basis upon the expiration of the applicable royalty term, or in its entirety upon the expiration of all applicable payment obligations under the agreement.

The Company determined that the Ono Agreement, Ono Letter Agreement, and Ono Amendments (collectively, the Ono Arrangement) were within the scope of ASC 808 and applicable to such guidance. The Company concluded that certain units of account, specifically the grant of a research license to certain intellectual property and the performance of research and preclinical development, within the Ono Arrangement represented a customer relationship and applied relevant guidance from ASC 606 to evaluate the appropriate accounting for those units of account. In accordance with this guidance, the Company identified its promised goods and services, including its grant of a research license to Ono to certain of its intellectual property subject to certain conditions, its conduct of research and preclinical development services, and its participation in a joint steering committee. The Company determined that its grant of a research license to Ono to certain of its intellectual property was not distinct from its conduct of research and preclinical development services and participation in a joint steering committee. Accordingly, the Company determined that the research license, the research and preclinical development services, and the participation in a joint steering committee during the development option period, should be accounted for as one combined performance obligation, and that the combined performance obligation is transferred over the expected term of the conduct of the research and preclinical development services. The Company also determined that, subject to the guidance of ASC 606, the license to develop and commercialize Candidate 2 upon exercise of the Candidate 2 Development Option was distinct and separable from the development and commercialization activities, which are accounted for under ASC 808. The termination of the Ono Agreement with respect to Candidate 1 did not impact this assessment.

In accordance with ASC 606, the Company determined that the amended transaction price for research and preclinical development under the Ono Arrangement equaled $54.5 million, consisting of the upfront, non-refundable and non-creditable payment of $10.0 million and the aggregate estimated research and preclinical development fees of $44.5 million. The Company also concluded that the milestone fee of $10.0 million paid by Ono to the Company for further research and preclinical development of Candidate 2 represented a variable consideration that was previously constrained. Both the upfront payment of $10.0 million and the Candidate 2 milestone fee of $10.0 million were recorded as deferred revenue and were recognized as revenue over time in conjunction with the Company’s conduct of research and preclinical development services based on actual costs incurred as a percentage of the estimated total costs expected to be incurred over the expected term of conduct of the research and preclinical development services. The Company recorded the $5.0 million prepayment of the first-year research and preclinical development fees as deferred revenue, and such fees were recognized as revenue as the research and preclinical development services were delivered.

The Company recognized revenue of $6.6 million and $13.6 million under the Ono Arrangement during the years ended December 31, 2025 and 2024, respectively. During the year ended December 31, 2025, all of such revenue was associated with research and preclinical development services. During the year ended December 31, 2024, such revenue comprised $8.6 million associated with research and preclinical development services, and $5.0 million associated with the achievement of a clinical development milestone.

The Company recognized contra-research and development expense of $5.7 million associated with the joint development of Candidate 2 under the Ono Arrangement for the year ended December 31, 2025. During the year ended December 31, 2024, the Company recognized contra-research and development expense of $5.1 million.

Memorial Sloan Kettering Cancer Center License Agreement

On May 15, 2018, the Company entered into an Amended and Restated Exclusive License Agreement (the Amended MSKCC License) with MSKCC. The Amended MSKCC License amends and restates the Exclusive License Agreement entered into between the Company and MSKCC on August 19, 2016 (the Original MSKCC License), pursuant to which the Company entered into an exclusive license agreement with MSKCC for rights relating to compositions and methods covering iPSC-derived cellular immunotherapy, including T-cells and NK-cells derived from iPSCs engineered with chimeric antigen receptors (CARs).

Pursuant to the Amended MSKCC License, MSKCC granted to the Company additional licenses to certain patents and patent applications relating to new CAR constructs and off-the-shelf CAR T-cells, including the use of clustered regularly interspaced short palindromic repeat (CRISPR) and other innovative technologies for their production, in each case to research, develop, and commercialize licensed products in the field of all human therapeutic uses worldwide. The Company has the right to grant sublicenses to certain licensed rights in accordance with the terms of the Amended MSKCC License, in which case it is obligated to pay MSKCC a percentage of certain sublicense income received by the Company.

The Company is obligated to pay MSKCC an annual license maintenance fee during the term of the agreement, milestone payments upon the achievement of specified clinical, regulatory and commercial milestones for licensed products as well as royalty payments on net sales of licensed products.

In the event a licensed product achieves a specified clinical milestone, MSKCC is then eligible to receive certain milestone payments totaling up to $75.0 million based on the price of the Company’s common stock, where the amount of such payments owed to MSKCC is contingent upon certain increases in the price of the Company’s common stock following the date of achievement of such clinical milestone. These payments are based on common stock price multiples, with the numerator being the fair value of the ten-trading day trailing average closing price of the Company’s common stock and the denominator being the ten-trading day trailing average closing price of the Company’s common stock as of the effective date of the Amended MSKCC License, adjusted for any stock splits, cash dividends, stock dividends, other distributions, combinations, recapitalizations, or similar events. Under the terms of the Amended MSKCC License, upon a change of control of the Company, in certain circumstances, the Company may be required to pay a portion of these payments to MSKCC based on the price of the Company’s common stock in connection with such change of control.

The following table summarizes the common stock multiples and the stock price appreciation milestone payments under the terms of the Amended MSKCC License:


Common stock multiple	5.0x		10.0x		15.0x
Ten-trading day trailing average common stock price	$	50.18	$	100.36	$	150.54
Stock price appreciation milestone payment (in millions)	$	20.0	$	30.0	$	25.0

In July 2021, the Company achieved the specified clinical milestone for a licensed product under the Amended MSKCC License and the Company’s ten-trading day trailing average common stock price exceeded the first, pre-specified threshold. As a result, the Company remitted the first milestone payment of $20.0 million to MSKCC during the year ended December 31, 2021.

To determine the estimated fair value of the remaining stock price appreciation milestones, the Company uses a Monte Carlo simulation methodology which models future Company common stock prices based on the current stock price and several key variables. The following variables were incorporated in the calculation of the estimated fair value of the stock price appreciation milestones as of December 31, 2025:


	Year Ended December 31,			Year Ended December 31,
	2025			2024
Risk-free interest rate		4.3	%		4.8	%
Expected volatility		86.7	%		85.3	%
Estimated term (in years)		13.0			14.0
Closing stock price as of measurement date	$	0.98		$	1.65

The key inputs to the Monte Carlo simulation to determine the fair value of the stock price appreciation milestones include the Company’s stock price as of the measurement date; the estimated term which is based in part on the last valid patent claim date; the expected volatility of the Company’s common stock, estimated using the Company’s historical common stock volatility as of the remeasurement date; and the risk-free rate based on the U.S. Treasury yield for the estimated term determined. Fair value measurements are highly sensitive to changes in these inputs and significant changes could result in a significantly higher or lower fair value and resulting expense or gain.

At each balance sheet date, the Company remeasures the fair value of the stock price appreciation milestones, with changes in fair value recognized as a component of other income (expense) in the consolidated statements of operations and comprehensive loss. Amounts are included in current or non-current liabilities based on the estimated timeline associated with the individual potential payments. During the years ended December 31, 2025 and 2024, the Company recorded $0.2 million and $0.8 million of income, respectively, associated with the change in fair value of the stock price appreciation milestones. As of December 31, 2025 and 2024, the Company recorded a liability of $0.3 million and $0.5 million, respectively, associated with the stock price appreciation milestones for the Amended MSKCC License.

Convertible Preferred Stock and Stockholders' Equity (Additional information) (Details) - USD ($) $ / shares in Units, $ in Thousands		1 Months Ended						12 Months Ended
	Jun. 09, 2022	May 31, 2025	Jun. 30, 2024	Mar. 31, 2024	Apr. 30, 2023	Jan. 31, 2021	Nov. 30, 2016	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2021	Oct. 31, 2025	Aug. 31, 2025	Aug. 30, 2025	Mar. 31, 2020	Jan. 31, 2019	May 02, 2017	May 10, 2016
Convertible preferred stock
Preferred stock, par value (in dollars per share)								$ 0.001	$ 0.001
Shares reserved for issuance								50,607,509	43,288,965
Pre-Funded Warrants
Convertible preferred stock
Number of shares to be purchased				3,636,364		257,310		3,893,674
Purchase price of prefunded warrants				$ 5.499		$ 85.499
Exercise price of warrants				$ 0.001		$ 0.001
Terms of exercise						The Pre-Funded Warrants are exercisable at any time after the date of issuance. A holder of Pre-Funded Warrants may not exercise the Pre-Funded Warrant if the holder, together with its affiliates, would beneficially own more than 9.99% of the number of shares of the Company’s common stock outstanding immediately after giving effect to such exercise. A holder of Pre-Funded Warrants may increase or decrease this percentage not in excess of 19.99% by providing at least 61 days’ prior notice to the Company.
Maximum percentage of common stock ownership together with affiliates allowable after exercise of prefunded warrants						9.99%
Maximum percentage of common stock ownership after change upon notice.						19.99%
Employee and Non Employee Stock Option
Convertible preferred stock
Weighted-average grant date fair value per share of employee options granted								$ 1.01	$ 4.89
Unrecognized compensation cost related to outstanding options								$ 5,100	$ 15,400
Total intrinsic value of stock options exercised								$ 100	$ 0
Performance Based Restricted Stock Units PRSU
Convertible preferred stock
Performance stock, granted								0	300,000	1,997,377
Performance-based restricted granted, none of vested Units Outstanding								895,624	1,062,607
Outstanding restricted stock awards
Convertible preferred stock
Shares reserved for issuance								6,635,820	6,214,064
Expected recognition period of unrecognized compensation cost								1 year 7 months 6 days	1 year 8 months 12 days
Performance stock, granted								3,550,520
Unrecognized compensation cost related to unvested restricted shares								$ 10,800	$ 31,400
Redmile Group, LLC and Affiliates
Convertible preferred stock
Percentage of common stock ownership upon preferred stock conversion												14.99%	9.99%
Common Stock
Convertible preferred stock
Conversion of preferred shares to common stock					167,205			30,110
Non-Voting Class A Preferred Stock \| Maximum
Convertible preferred stock
Number of shares to be issued upon conversion																14,097,745
Non-Voting Class A Preferred Stock \| Redmile Group, LLC and Affiliates
Convertible preferred stock
Percentage of common stock ownership upon preferred stock conversion							19.99%
Terms of conversion								The Class A Preferred were purchased exclusively by entities affiliated with Redmile Group, LLC (collectively, Redmile). The terms of the CoD prohibited Redmile from converting the Class A Preferred into shares of the Company’s common stock if, as a result of conversion, Redmile, together with its affiliates, would own more than 9.99% of the Company’s common stock then issued and outstanding (the Redmile Percentage Limitation), which percentage could change at Redmile’s election upon 61 days’ notice to the Company to (i) any other number less than or equal to 19.99% or (ii) subject to approval of the Company’s stockholders to the extent required in accordance with the Nasdaq Global Market rules, any number in excess of 19.99%. On May 2, 2017, the Company’s stockholders approved the issuance of up to an aggregate of 14,097,745 shares of common stock upon the conversion of the outstanding shares of Class A Preferred. As a result, Redmile has the right to increase the Redmile Percentage Limitation to any percentage in excess of 19.99% at its election.
Non-Voting Class A Preferred Stock \| Redmile Group, LLC and Affiliates \| Maximum
Convertible preferred stock
Percentage of common stock ownership upon preferred stock conversion							9.99%
Preferred shares converted into common stock percentage of ownership change upon notice							19.99%
Class A Convertible Preferred Shares
Convertible preferred stock
Preferred stock, issued shares								2,755,086	2,755,086
Percentage of common stock ownership upon preferred stock conversion					14.99%
Conversion of preferred shares to common stock					33,441			6,022
Class A Convertible Preferred Shares \| Redmile Group, LLC and Affiliates
Convertible preferred stock
Percentage of common stock ownership upon preferred stock conversion							19.99%
Stock Option And Incentive Plan 2013 \| Employee and Non Employee Stock Option
Convertible preferred stock
Expected recognition period of unrecognized compensation cost								1 year 8 months 12 days	1 year 7 months 6 days
Stock Option And Incentive Plan2022 [Member]
Convertible preferred stock
Common stock issued	9,500,000	7,000,000,000,000	8,000,000,000,000
Shares reserved for issuance								16,190,801	11,656,109
Stock Option And Incentive Plan2022 [Member] \| Employee and Non Employee Stock Option
Convertible preferred stock
Stock options generally vested on anniversary grant date (as a percent)	25.00%
General vesting period after first year	3 years
Monthly vesting period	4 years
Term of stock awards	10 years
Stock Option And Incentive Plan2022 [Member] \| Outstanding restricted stock awards
Convertible preferred stock
Annually vesting period	4 years
Inducement Plan
Convertible preferred stock
Shares reserved for issuance								1,604,838	920,688								500,000
Additional shares reserved for issuance						300,000					1,750,000			470,822	200,000
November 2016 Placement \| Common Stock
Convertible preferred stock
Common stock issued							7,236,837
Share issue price (in dollars per share)							$ 2.66
November 2016 Placement \| Non-Voting Class A Preferred Stock
Convertible preferred stock
Preferred stock, issued shares							2,819,549
Share issue price (in dollars per share)							$ 13.3
Preferred stock, par value (in dollars per share)							0.001
Conversion price							$ 2.66

Convertible Preferred Stock and Stockholders' Equity - Stock option activity under all equity and stock option plans (Details) - Employee and Non Employee Stock Option $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2025 USD ($) $ / shares shares
Number of Options
Balance at the beginning of the period \| shares	10,722,674
Granted \| shares	4,125,400
Exercised \| shares	(832)
Cancelled \| shares	(2,446,622)
Balance at the end of the period \| shares	12,400,620
Options Vested and expected to vest at the end of the period \| shares	12,400,620
Options Exercisable at the end of the period \| shares	8,903,350
Weighted-Average Price
Balance at the beginning of the period \| $ / shares	$ 10.99
Granted \| $ / shares	1.31
Exercised \| $ / shares	1.32
Cancelled \| $ / shares	8.01
Balance at the end of the period \| $ / shares	8.36
Options Vested and expected to vest at the end of the period \| $ / shares	8.36
Options Exercisable at the end of the period \| $ / shares	$ 10.7
Weighted Average Remaining Contractual Term
Outstanding at the end of the period	5 years 9 months 18 days
Options Vested and expected to vest at the end of the period	5 years 9 months 18 days
Options Exercisable at the end of the period	4 years 6 months 14 days
Aggregate Intrinsic Value
Outstanding at the end of the period \| $	$ 2
Options Vested and expected to vest at the end of the period \| $	2
Options Exercisable at the end of the period \| $	$ 1

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Current assets:
Cash and cash equivalents	$ 46,628	$ 36,056
Accounts receivable	916	3,539
Short-term investments	157,029	243,012
Prepaid expenses and other current assets	4,131	9,302
Total current assets	208,704	291,909
Long-term investments	1,472	27,657
Property and equipment, net	56,925	64,384
Operating lease right-of-use assets	41,609	46,508
Restricted cash	10,227	10,227
Other assets	0	9
Total assets	318,937	440,694
Current liabilities:
Accounts payable	2,656	9,365
Accrued expenses	20,024	21,348
CIRM award liability, current portion	8,448	0
Deferred revenue	381	393
Operating lease liabilities, current portion	4,562	7,416
Total current liabilities	36,071	38,522
CIRM award liability, net of current portion	2,112	5,070
Operating lease liabilities, net of current portion	73,287	77,849
Stock price appreciation milestones	283	527
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.001 par value; authorized shares - 5,000,000; Class A Convertible Preferred shares issued and outstanding - 2,755,086 at December 31, 2025 and December 31, 2024	3	3
Common stock, $0.001 par value; authorized shares - 350,000,000 at December 31, 2025 and 250,0000,000 at December 31, 2024; issued and outstanding - 115,359,735 at December 31, 2025 and 113,928,279 at December 31, 2024	115	114
Additional paid-in capital	1,741,259	1,716,335
Accumulated other comprehensive income	116	268
Accumulated deficit	(1,534,309)	(1,397,994)
Total stockholders’ equity	207,184	318,726
Total liabilities and stockholders’ equity	$ 318,937	$ 440,694

Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Income Statement [Abstract]
Collaboration revenue	$ 6,646	$ 13,631
Type of Revenue [Extensible List]	us-gaap:LicenseMember	us-gaap:LicenseMember
Operating expenses:
Research and development	$ 107,829	$ 135,001
General and administrative	46,521	74,169
Impairment loss	0	14,737
Total operating expenses	154,350	223,907
Loss from operations	(147,704)	(210,276)
Other income:
Interest income	11,052	17,288
Change in fair value of stock price appreciation milestones	244	819
Other income	93	5,907
Total other income	11,389	24,014
Net loss	(136,315)	(186,262)
Other comprehensive gain:
Unrealized gain (loss) on available-for-sale securities, net	(152)	253
Comprehensive loss	$ (136,467)	$ (186,009)
Net loss per share, Basic	$ (1.15)	$ (1.64)
Net loss per share, Diluted	$ (1.15)	$ (1.64)
Weighted-average common shares used to compute basic net loss per share	118,789,974	113,685,177
Weighted-average common shares used to compute diluted net loss per share	118,789,974	113,685,177

Fair Value Measurements

12 Months Ended

Dec. 31, 2025

Fair Value Disclosures [Abstract]

Fair Value Measurements

5. Fair Value Measurements

The following tables presents the Company’s financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2025 and 2024 (in thousands):


			Fair Value Measurements at Reporting Date Using
	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
As of December 31, 2025:
Financial assets:
Money market fund	$	31,693	$	31,693	$	—	$	—
U.S. Treasury debt securities		33,779		33,779		—		—
Non-US government securities		3,247		—		3,247		—
Corporate debt securities		87,710		—		87,710		—
Commercial paper		41,941		—		41,941		—
Total assets measured at fair value on a recurring basis	$	198,370	$	65,472	$	132,898	$	—

Financial liabilities:
Stock price appreciation milestones	$	283	$	—	$	—	$	283
Total financial liabilities measured at fair value on a recurring basis	$	283	$	—	$	—	$	283

As of December 31, 2024:
Financial assets:
Money market fund	$	29,491	$	29,491	$	—	$	—
U.S. Treasury debt securities		50,036		50,036		—		—
Non-US government securities		2,995		—		2,995		—
Municipal securities		2,492		—		2,492		—
Corporate debt securities		188,239		—		188,239		—
Commercial paper		26,907		—		26,907		—
Total assets measured at fair value on a recurring basis	$	300,160	$	79,527	$	220,633	$	—

Financial liabilities:
Stock price appreciation milestones	$	527	$	—	$	—	$	527
Total financial liabilities measured at fair value on a recurring basis	$	527	$	—	$	—	$	527

Level 1 assets consisted of money market funds and U.S. Treasury securities measured at fair value based on quoted prices in active markets as provided by the Company’s investment managers.

Level 2 assets consisted of corporate debt securities, commercial paper, municipal securities, and non-U.S. government securities measured at fair value using standard observable inputs, including reported trades, broker/dealer quotes, and bids and/or offers. The Company validates the quoted market prices provided by its investment managers by comparing the investment managers’

assessment of the fair values of the Company’s investment portfolio balance against the fair values of the Company’s investment portfolio balance obtained from an independent source.

There were no Level 3 assets held by the Company as of December 31, 2025.

Level 3 liabilities consisted of stock price appreciation milestones associated with the Amended MSKCC License as described in detail in Note 2.

The following table presents the changes in fair value of the Company’s Level 3 stock price appreciation milestones liability (in thousands):


Balance at December 31, 2023	$	1,346
Changes in fair value of stock price appreciation milestones liability		(819	)
Balance at December 31, 2024	$	527
Changes in fair value of stock price appreciation milestones liability		(244	)
Balance at December 31, 2025	$	283

None of the Company’s non-financial assets or liabilities are recorded at fair value on a non-recurring basis. No transfers between levels have occurred during the periods presented.

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (bbb)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 107
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-107

Reference 3: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 100
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-100

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
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-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
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-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2E
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2E

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

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

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

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

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
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-Paragraph 2
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
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-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 940
-SubTopic 820
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478119/940-820-50-1

+ Details

Organization and Summary of Significant Accounting Policies - (Details 3) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Numerator:
Net Income (Loss)	$ (136,315)	$ (186,262)
Denominator:
Weighted-average common shares outstanding	114,896,300	110,596,272
Weighted-average pre-funded warrants	3,893,674	3,088,905
Weighted-average common shares used to compute basic net loss per share	118,789,974	113,685,177
Weighted-average common shares used to compute diluted net loss per share	118,789,974	113,685,177
Net loss per share, basic and diluted
Net loss per share, Basic	$ (1.15)	$ (1.64)
Net loss per share, Diluted	$ (1.15)	$ (1.64)

Income Taxes - Schedule of reconciliation of the Company's expected federal income tax provision (benefit) to the actual income tax provision - (Details) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2025

Dec. 31, 2024

Reconciliation of the Company's expected federal income tax provision (benefit) to the actual income tax provision

Income tax (benefit) at statutory rate

$ (28,626)

$ (39,115)

Income tax (benefit) at statutory rate

21.00%

State and local tax, net of federal income tax effect

$ (10,362)

^[1]

(8,429)

State and local tax, net of federal income tax effect

^[1]

7.60%

Effects of changes in tax laws or rates enacted in the current period amount

$ 0

Effects of changes in tax laws or rates enacted in the current period

0.00%

R&D tax credits

$ (2,952)

(7,672)

R&D tax credits

2.20%

Reserve for uncertain tax positions

8,612

Changes in valuation allowance

$ 25,362

38,122

Changes in valuation allowance

(18.60%)

Stock compensation

$ 5,886

8,560

Stock Compensation

(4.30%)

Nondeductible executive compensation

$ 21

Nondeductible executive compensation

0.00%

Permanent differences

Other

$ 202

Other

(0.20%)

Changes in unrecognized tax benefits

$ 10,363

Changes in unrecognized tax benefits

(7.60%)

Other

$ 108

(135)

Other

(0.10%)

Income tax expense

$ 2

Income tax expense

0.00%

Deferred tax assets:

Capitalized R&D expense

$ 111,424

127,559

Net operating losses

186,855

147,019

R&D tax credits

66,653

63,126

Intangible asset amortization

8,000

8,692

Deferred revenue

2,298

1,147

Stock compensation

6,731

7,836

Lease liability

16,348

17,925

Other

1,026

788

Total deferred tax assets

399,335

374,092

Deferred tax liabilities:

Depreciation

(2,623)

(2,212)

Right-of-use assets

(8,738)

(9,796)

Total deferred tax liabilities

(11,361)

(12,008)

Net of deferred tax assets and liabilities

387,974

362,084

Valuation allowance

(387,974)

(362,084)

Net deferred tax assets

$ 0

[1]	The state of California comprises greater than 50% of the Company’s state tax benefit.

Organization and Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2025

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization and Summary of Significant Accounting Policies

1. Organization and Summary of Significant Accounting Policies

Organization

Fate Therapeutics, Inc. (the Company) was incorporated in the state of Delaware on April 27, 2007 and has its principal operations in San Diego, California. The Company is a clinical-stage biopharmaceutical company dedicated to bringing off-the-shelf, multiplexed-engineered, induced pluripotent stem cell (iPSC)-derived cellular immunotherapies to patients.

As of December 31, 2025, the Company has devoted substantially all of its efforts to product development, raising capital and building infrastructure and has not generated any revenues from any sales of its therapeutic product candidates. To date, the Company’s revenues have been derived from collaboration agreements and government grants.

Corporate Restructuring

Use of Estimates

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation.

Fair Value of Financial Instruments

Level 1: Observable inputs such as quoted prices in active markets;

Level 2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and

Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.

Cash, Cash Equivalents and Restricted Cash


	Years Ended December 31,
	2025		2024
Cash and cash equivalents	$	46,628	$	36,056
Restricted cash		10,227		10,227
Total cash, cash equivalents, and restricted cash shown in the consolidated statement of cash flows	$	56,855	$	46,283

Investments

Concentration of Credit Risk

Property and Equipment

Impairment of Long-Lived Assets

Collaborative Arrangements

Revenue Recognition

Leases

Stock Price Appreciation Milestones

Stock-Based Compensation

Income Taxes

Comprehensive Loss

Net Loss Per Common Share

Basic and diluted net loss per share attributable to stockholders for the years ended December 31, 2025 and 2024 are calculated as follows (in thousands, except share and per share data):


	For the Years Ended December 31,
	2025			2024
Numerator:
Net loss	$	(136,315	)	$	(186,262	)
Denominator:
Shares used to compute net loss per share, basic and diluted
Weighted-average common shares outstanding		114,896,300			110,596,272
Weighted-average pre-funded warrants		3,893,674			3,088,905
Weighted-average common shares outstanding used to compute basic and diluted net loss per share	$	118,789,974			113,685,177
Net loss per share, basic and diluted
Basic and diluted	$	(1.15	)	$	(1.64	)


	As of December 31,
	2025		2024
Convertible preferred stock		13,775,430		13,775,430
Outstanding options to purchase common stock		12,400,620		10,722,674
Outstanding restricted stock awards		6,635,820		6,214,064
Total		32,811,870		30,712,168

Going Concern Assessment

Recently Adopted Accounting Pronouncements

Recently Issued Accounting Pronouncements

Pay vs Performance Disclosure - USD ($) $ in Thousands	12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Pay vs Performance Disclosure
Net Income (Loss)	$ (136,315)	$ (186,262)

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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Reference 2: http://www.xbrl.org/2003/role/exampleRef
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481687/323-10-50-3

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482765/220-10-50-6

Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-3

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-1

Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480175/815-40-65-1

Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-8

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-11

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-11

Reference 29: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section 45
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479105/946-220-45-7

Reference 30: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(18))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477250/944-220-S99-1

Reference 31: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(9))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 32: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.6-09(1)(d))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-3

Reference 33: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 34: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 470
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-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(ii))
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-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 35: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
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Reference 36: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
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Reference 37: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
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-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 38: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 39: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(A))
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Reference 40: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
-Section S99
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-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 41: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
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-Subparagraph (SX 210.13-02(a)(4)(iv))
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-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 42: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
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Reference 43: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 60B
-Subparagraph (a)
-Publisher FASB
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Reference 44: http://www.xbrl.org/2003/role/disclosureRef
-Topic 205
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483499/205-20-50-7

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

Reference 46: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 45
-Paragraph 1A
-Subparagraph (a)
-Publisher FASB
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Reference 47: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
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Reference 48: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
-Section 65
-Paragraph 4
-Subparagraph (f)(4)
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-URI https://asc.fasb.org/1943274/2147481538/470-20-65-4

Reference 49: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 942
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478524/942-220-S99-1

+ Details

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Operating activities:
Net loss	$ (136,315)	$ (186,262)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation and amortization	12,901	18,962
Stock-based compensation	24,924	41,496
Accretion and amortization of premiums and discounts on investments, net	(3,606)	(9,080)
Deferred revenue	(12)	(892)
Changes in fair value of stock price appreciation milestones	(244)	(819)
Impairment of long-lived assets	0	14,737
Loss on disposal of property and equipment	9	942
Changes in assets and liabilities:
Accounts receivable	2,624	(1,113)
Prepaid expenses and other assets	5,179	5,237
Accounts payable and accrued expenses	(9,027)	(1,661)
Right-of-use assets and lease liabilities, net	(2,517)	(4,421)
Net cash used in operating activities	(106,084)	(122,874)
Investing activities
Proceeds from sale of property and equipment	362	0
Purchases of property and equipment	(5,953)	(730)
Purchases of investments	(195,143)	(317,750)
Maturities of investments	311,900	330,698
Net cash provided by investing activities	111,166	12,218
Financing activities
Issuance of common stock from equity incentive plans, net of issuance costs	0	295
Proceeds from public offering of common stock, net of issuance costs	0	74,531
Proceeds from issuance of pre-funded warrants, net of issuance costs	0	19,996
Proceeds from FT819 CIRM award	1,490	5,070
Proceeds from FT836 CIRM award	4,000	0
Net cash provided by financing activities	5,490	99,892
Net change in cash, cash equivalents and restricted cash	10,572	(10,764)
Cash, cash equivalents and restricted cash at beginning of the year	46,283	57,047
Cash, cash equivalents and restricted cash at end of the year	56,855	46,283
Supplemental schedule of noncash investing and financing activities
Purchases of property and equipment in accounts payable	$ 0	$ 140

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2025

Fair Value Disclosures [Abstract]

Schedule of Assets Measured at Fair Value on Recurring Basis

The following tables presents the Company’s financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2025 and 2024 (in thousands):


			Fair Value Measurements at Reporting Date Using
	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
As of December 31, 2025:
Financial assets:
Money market fund	$	31,693	$	31,693	$	—	$	—
U.S. Treasury debt securities		33,779		33,779		—		—
Non-US government securities		3,247		—		3,247		—
Corporate debt securities		87,710		—		87,710		—
Commercial paper		41,941		—		41,941		—
Total assets measured at fair value on a recurring basis	$	198,370	$	65,472	$	132,898	$	—

Financial liabilities:
Stock price appreciation milestones	$	283	$	—	$	—	$	283
Total financial liabilities measured at fair value on a recurring basis	$	283	$	—	$	—	$	283

As of December 31, 2024:
Financial assets:
Money market fund	$	29,491	$	29,491	$	—	$	—
U.S. Treasury debt securities		50,036		50,036		—		—
Non-US government securities		2,995		—		2,995		—
Municipal securities		2,492		—		2,492		—
Corporate debt securities		188,239		—		188,239		—
Commercial paper		26,907		—		26,907		—
Total assets measured at fair value on a recurring basis	$	300,160	$	79,527	$	220,633	$	—

Financial liabilities:
Stock price appreciation milestones	$	527	$	—	$	—	$	527
Total financial liabilities measured at fair value on a recurring basis	$	527	$	—	$	—	$	527

Summary of Changes in the Fair Value of the Company’s Level 3 Enterprise Fair Value Milestone Payment Liability

The following table presents the changes in fair value of the Company’s Level 3 stock price appreciation milestones liability (in thousands):


Balance at December 31, 2023	$	1,346
Changes in fair value of stock price appreciation milestones liability		(819	)
Balance at December 31, 2024	$	527
Changes in fair value of stock price appreciation milestones liability		(244	)
Balance at December 31, 2025	$	283

Investments (Tables)

12 Months Ended

Dec. 31, 2025

Investments [Abstract]

Summary of Investments

The following table summarizes the Company’s investments accounted for as available-for-sale securities as of December 31, 2025 and 2024 (in thousands):


	Maturity (in years)	Amortized Cost		Unrealized Losses			Unrealized Gains		Estimated Fair Value
December 31, 2025
Classified as current assets:
Money market fund	1 or less	$	31,693	$	—		$	—	$	31,693
U.S. Treasury debt securities	1 or less		33,740		—			39		33,779
Non-US government securities	1 or less		3,245		—			2		3,247
Corporate debt securities	1 or less		86,167		(15	)		86		86,238
Commercial paper	1 or less		41,941		(10	)		10		41,941
Total short-term investments		$	196,786	$	(25	)	$	137	$	196,898
Classified as non-current assets:
Corporate debt securities	Greater than 1	$	1,468	$	—		$	4	$	1,472
Total long-term investments		$	1,468	$	—		$	4	$	1,472

December 31, 2024
Classified as current assets:
Money market fund	1 or less	$	29,491	$	—		$	—	$	29,491
U.S. Treasury debt securities	1 or less		40,206		(6	)		91		40,291
Non-US government securities	1 or less		2,994		—			1		2,995
Municipal securities	1 or less		2,490		—			2		2,492
Corporate debt securities	1 or less		170,169		(70	)		228		170,327
Commercial paper	1 or less		26,903		(10	)		14		26,907
Total short-term investments		$	272,253	$	(86	)	$	336	$	272,503
Classified as non-current assets:
U.S. Treasury debt securities	Greater than 1	$	9,752	$	(9	)	$	2	$	9,745
Corporate debt securities	Greater than 1		17,887		(7	)		32		17,912
Total long-term investments		$	27,639	$	(16	)	$	34	$	27,657

- Definition

Tabular disclosure of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-9

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (aa)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (aaa)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 11: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

+ Details

Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Other Comprehensive Gain (Loss)	Accumulated Deficit	Convertible Preferred Stock Preferred Stock
Balance at Dec. 31, 2023	$ 368,417	$ 99	$ 1,580,032	$ 15	$ (1,211,732)	$ 3
Balance (in shares) at Dec. 31, 2023		98,627,076				2,761,108
Exercise of stock options, net of issuance costs	295		295
Exercise of stock options, net of issuance costs (in shares)		45,438
Issuance of common stock upon vesting of restricted stock units (in shares)		680,201
Conversion of preferred shares to common stock (in shares)		30,110				(6,022)
Stock–based compensation	41,496		41,496
Unrealized loss on investments, net	253			253
Public offering of common stock and issuance of pre-funded warrants, net of offering costs	74,531	$ 15	74,516
Public offering of common stock and issuance of pre-funded warrants, net of offering costs (in shares)		14,545,454
Private placement of pre-funded warrants	19,996		19,996
Net Income (Loss)	(186,262)				(186,262)
Balance at Dec. 31, 2024	318,726	$ 114	1,716,335	268	(1,397,994)	$ 3
Balance (in shares) at Dec. 31, 2024		113,928,279				2,755,086
Exercise of stock options, net of issuance costs (in shares)		832
Issuance of common stock upon vesting of restricted stock units	1	$ 1
Issuance of common stock upon vesting of restricted stock units (in shares)		1,430,624
Stock–based compensation	24,924		24,924
Unrealized loss on investments, net	(152)			(152)
Net Income (Loss)	(136,315)				(136,315)
Balance at Dec. 31, 2025	$ 207,184	$ 115	$ 1,741,259	$ 116	$ (1,534,309)	$ 3
Balance (in shares) at Dec. 31, 2025		15,359,735				2,755,086

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2025

Income Tax Disclosure [Abstract]

Schedule of reconciliation of the Company's expected federal income tax provision (benefit) to the actual income tax provision

The following is a reconciliation of the Company’s expected federal income tax provision (benefit) to the actual income tax provision (in thousands) (after the adoption of ASU 2023-09):


	Year Ended December 31,
	2025
Income tax (benefit) at statutory rate	$	(28,626	)	21.0	%
State and local tax, net of federal income tax effect (1)		(10,362	)	7.6	%
Effects of changes in tax laws or rates enacted in the current period		—		—
Tax Credits
R&D tax credits		(2,952	)	2.2	%
Changes in valuation allowance		25,362		-18.6	%
Nontaxable or nondeductible items
Stock Compensation		5,886		-4.3	%
Nondeductible executive compensation		21		0.0	%
Other		202		-0.2	%
Changes in unrecognized tax benefits		10,363		-7.6	%
Other		108		-0.1	%
Income tax expense	$	2		0.0	%

(1) The state of California comprises greater than 50% of the Company’s state tax benefit.

The following is a reconciliation of the Company’s expected federal income tax provision (benefit) to the actual income tax provision (in thousands) (prior to the adoption of ASU 2023-09):


	Year Ended December 31,
	2024
Tax computed at federal statutory rate	$	(39,115	)
State tax, net of federal tax benefit		(8,429	)
Non-deductible compensation		35
Permanent differences		22
Stock Compensation		8,560
R&D tax credits		(7,672	)
Reserve for uncertain tax positions		8,612
Other		(135	)
Valuation Allowance		38,122
Income tax expense	$	—

Summary of significant components of the Company's deferred tax assets

Significant components of the Company’s deferred tax assets are summarized as follows (in thousands):


	December 31,
	2025			2024
Deferred tax assets:
Capitalized R&D expense	$	111,424		$	127,559
Net operating losses		186,855			147,019
R&D tax credits		66,653			63,126
Intangible asset amortization		8,000			8,692
Deferred revenue		2,298			1,147
Stock compensation		6,731			7,836
Lease liability		16,348			17,925
Other		1,026			788
Total deferred tax assets		399,335			374,092
Deferred tax liabilities:
Depreciation		(2,623	)		(2,212	)
Right-of-use assets		(8,738	)		(9,796	)
Total deferred tax liabilities		(11,361	)		(12,008	)
Net of deferred tax assets and liabilities		387,974			362,084
Valuation allowance		(387,974	)		(362,084	)
Net deferred tax assets	$	—		$	—

Schedule of Income taxes paid or refunded

Income taxes paid or refunded consist of the following as of:


	Years Ended December 31,
	2025		2024
Federal	$	—	$	—
State		1,600		1,700
Total income taxes paid (refunded)	$	1,600	$	1,700

Summary of the change in the Company's unrecognized tax benefits

The change in the Company’s unrecognized tax benefits is summarized as follows (in thousands):


	December 31,
	2025		2024
Beginning unrecognized tax benefits	$	70,505	$	59,680
Increase related to current year tax positions		11,630		10,345
Increase related to prior year tax positions		275		687
Decrease related to prior year tax positions		—		(207	)
Ending unrecognized tax benefits	$	82,410	$	70,505

Convertible Preferred Stock and Stockholders' Equity - Restricted stock unit activity under all equity and stock option plans (Details) - Outstanding restricted stock awards $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2025 USD ($) $ / shares shares
Number of Restricted Stock Units
Balance at the beginning of the period \| shares	6,214,064
Granted \| shares	3,550,520
Vested \| shares	(1,430,624)
Cancelled \| shares	(1,698,140)
Balance at the end of the period \| shares	6,635,820
Expected to vest at the end of the period \| shares	5,840,196
Weighted-Average Grant Date Fair Value per Share
Balance at the beginning of the period \| $ / shares	$ 15.50
Granted \| $ / shares	1.21
Vested \| $ / shares	15.88
Cancelled \| $ / shares	7.63
Balance at the end of the period \| $ / shares	9.78
Expected to vest at the end of the period \| $ / shares	$ 4.3
Weighted Average Remaining Vesting Period
Outstanding at the end of the period	1 year 9 months 7 days
Expected to vest at the end of the period	1 year 10 months 2 days
Aggregate Intrinsic Value
Outstanding at the end of the period \| $	$ 6,503
Restricted stock units expected to vest at December 31, 2025 \| $	$ 5,723

Segment Reporting

12 Months Ended

Dec. 31, 2025

Segment Reporting [Abstract]

Segment Reporting

11. Segment Reporting

The Company has one reportable segment relating to its operations. The segment derives its current revenues from research and development collaborations.

The Company’s Chief Operating Decision Maker (the CODM), its Chief Executive Officer, manages the Company’s operations on an integrated basis for the purposes of allocating resources. When evaluating the Company’s financial performance, the CODM reviews total revenues, total expenses and expenses by certain categories and makes decisions using this information.

The table below is a summary of the segment profit or loss, including significant segment expenses (in thousands):


	Years Ended December 31,
	2025			2024
Collaboration revenue	$	6,646		$	13,631
Less:
Personnel costs		44,002			43,684
Clinical programs		24,397			25,818
Research activities		6,888			14,692
Facilities costs		23,174			26,648
Other segment expenses (1)		55,889			113,065
Total operating expenses		154,350			223,907
Loss from operations		(147,704	)		(210,276	)
Other income (expense):
Interest income		11,052			17,288
Change in fair value of stock price appreciation milestones		244			819
Other income		93			5,907
Total other income		11,389			24,014
Net loss	$	(136,315	)	$	(186,262	)

(1) Other segment expenses include stock compensation expense, depreciation, legal fees, general & administrative expenses, and corporate expenses.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/exampleRef
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-Topic 280
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Reference 14: http://www.xbrl.org/2003/role/exampleRef
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Reference 15: http://www.xbrl.org/2003/role/exampleRef
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+ Details

Organization and Summary of Significant Accounting Policies (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Organization and summary of significant accounting policies
Uncertain tax position description	more than 50 percent
Letters of credit outstanding amount	$ 10.2	$ 10.2
Impairment charge on property and equipment	0.0	13.4
Impairment of Right of Use Asset		$ 1.3
Restructuring Charges	$ 1.1
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration]	Operating Expenses
Research and Development Expense
Organization and summary of significant accounting policies
Severance and other employee termination-related costs	$ 0.9
General and Administrative Expenses
Organization and summary of significant accounting policies
Severance and other employee termination-related costs	$ 0.2

Organization and Summary of Significant Accounting Policies (Details 2) - Scientific equipment [Member]	Dec. 31, 2025
Minimum
Property and equipment
Estimated useful lives	2 years
Maximum
Property and equipment
Estimated useful lives	5 years

Property and Equipment (Additional Information) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Property, Plant and Equipment [Line Items]
Depreciation expense	$ 12,901	$ 18,962
Impairment charge on property and equipment	$ 0	$ 13,400

Investments (Details) - USD ($)	12 Months Ended
Investments (Details) - USD ($)	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Schedule Of Available For Sale Securities [Line Items]
Available-for-sale securities, impairment			$ 0	$ 0	$ 0
Available-for-sale securities, realized gains (losses) on sales	$ 0	$ 0
Available-for-sale securities, recognition of expected credit losses	0	0
Prepaid Expenses And Other Assets
Schedule Of Available For Sale Securities [Line Items]
Accured Interest on investments	$ 700,000	$ 2,100,000
Treasuries, Commercial paper. Non US government securities and Corporate Debt Securities
Schedule Of Available For Sale Securities [Line Items]
Short term investments, maturity start range	3 months
Short term investments, maturity end range	36 months

Leases (Additional Information) (Details) $ in Thousands	1 Months Ended	12 Months Ended
Leases (Additional Information) (Details) $ in Thousands	Jan. 31, 2020	Dec. 31, 2025 USD ($)	Dec. 31, 2024 USD ($)	Oct. 31, 2024 ft²
Lessee Lease Description [Line Items]
Impairment of Right of Use Asset			$ 1,300
Lessee, operating lease, option to extend		These leases have original terms varying from six to approximately sixteen years, with renewal options of up to ten years
Tenant improvements			2,500
Net Rentable Area \| ft²				72,000
Future minimum payments under the operating leases		$ 119,303
Remaining weighted-average lease term		10 years 1 month 6 days
Operating lease liabilities, weighted-average discount rate		8.50%
The Premises 2020 Lease Agreement
Lessee Lease Description [Line Items]
Impairment of Right of Use Asset			$ 1,300
Lessee, operating lease, existence of option to extend	true
Minimum
Lessee Lease Description [Line Items]
Future minimum payments under the operating leases		$ 119,300
Maximum
Lessee Lease Description [Line Items]
Lease term		16 years
Maximum \| The Premises 2020 Lease Agreement
Lessee Lease Description [Line Items]
Renewal term		10 years

Collaboration and License Agreements (Details 1) - Amended MSK License $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2025 USD ($) $ / shares
Milestone One
Collaboration agreement
Common stock multiple	5.0x
Ten-trading day trailing average common stock price \| $ / shares	$ 50.18
Stock price appreciation milestone payment \| $	$ 20.0
Milestone Two
Collaboration agreement
Common stock multiple	10.0x
Ten-trading day trailing average common stock price \| $ / shares	$ 100.36
Stock price appreciation milestone payment \| $	$ 30.0
Milestone Three
Collaboration agreement
Common stock multiple	15.0x
Ten-trading day trailing average common stock price \| $ / shares	$ 150.54
Stock price appreciation milestone payment \| $	$ 25.0

Income Taxes - Income Taxes Paid Or Refunded (Details) - USD ($)	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Income Tax Paid, by Individual Jurisdiction [Abstract]
Federal	$ 0	$ 0
State	1,600	1,700
Total income taxes paid (refunded)	$ 1,600	$ 1,700

Income Taxes - Summary of the change in the Company's unrecognized tax benefits - (Details ) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Change in the Company's unrecognized tax benefits
Beginning unrecognized tax benefits	$ 70,505	$ 59,680
Increase related to current year tax positions	11,630	10,345
Increase related to prior year tax positions	275	687
Decrease related to prior year tax positions	0	(207)
Ending unrecognized tax benefits	$ 82,410	$ 70,505

Convertible Preferred Stock and Stockholders' Equity - Schedule of common stock reserved for future issuance (Details ) - shares	Dec. 31, 2025	Dec. 31, 2024	May 10, 2016
Weighted-average assumptions to determine fair value of stock options
Shares reserved for issuance	50,607,509	43,288,965
Awards available under the 2022 Plan
Weighted-average assumptions to determine fair value of stock options
Shares reserved for issuance	16,190,801	11,656,109
Awards available under the Inducement Plan
Weighted-average assumptions to determine fair value of stock options
Shares reserved for issuance	1,604,838	920,688	500,000
Common stock options
Weighted-average assumptions to determine fair value of stock options
Shares reserved for issuance	12,400,620	10,722,674
Outstanding restricted stock awards
Weighted-average assumptions to determine fair value of stock options
Shares reserved for issuance	6,635,820	6,214,064
Convertible Preferred Stock (if converted)
Weighted-average assumptions to determine fair value of stock options
Shares reserved for issuance	13,775,430	13,775,430

Property and Equipment (Details) - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Property and equipment
Property and equipment, gross	$ 93,148	$ 99,520
Less accumulated depreciation and amortization	(36,223)	(35,136)
Total property and equipment, net	56,925	64,384
Furniture and fixtures [Member]
Property and equipment
Property and equipment, gross	71	508
Computer and office equipment [Member]
Property and equipment
Property and equipment, gross	1,822	2,444
Software [Member]
Property and equipment
Property and equipment, gross	1,188	1,188
Leasehold improvements-building [Member]
Property and equipment
Property and equipment, gross	62,355	59,485
Scientific equipment [Member]
Property and equipment
Property and equipment, gross	$ 27,712	$ 35,895

Accrued Expenses (Details) - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Current accrued expenses
Accrued payroll and other employee benefits	$ 9,083	$ 9,710
Accrued clinical trial related costs	6,529	5,279
Accrued other	4,412	6,359
Total current accrued expenses	$ 20,024	$ 21,348

Collaboration and License Agreements (Details 2) - Amended MSK License - $ / shares	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Determine the estimated fair value of the enterprise value milestone payments
Risk-free interest rate	4.30%	4.80%
Expected volatility	86.70%	85.30%
Estimated term (in years)	13 years	14 years
Closing stock price as of measurement date	$ 0.98	$ 1.65

Segment Reporting (Additional Information) (Details)	12 Months Ended
Segment Reporting (Additional Information) (Details)	Dec. 31, 2025 Segment
Segment Reporting [Abstract]
Number of operating segments	1
Segment Reporting Expense Information	The Company’s Chief Operating Decision Maker (the CODM), its Chief Executive Officer, manages the Company’s operations on an integrated basis for the purposes of allocating resources. When evaluating the Company’s financial performance, the CODM reviews total revenues, total expenses and expenses by certain categories and makes decisions using this information.

Leases (Details 1) - USD ($) $ in Thousands	12 Months Ended
Leases (Details 1) - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Lease, Cost [Abstract]
Straight-line lease expense	$ 11,844	$ 12,737
Variable lease expense	3,186	3,733
Total operating lease expense	$ 15,030	$ 16,470

Employee Benefits (Details) - USD ($) $ in Millions		12 Months Ended
Employee Benefits (Details) - USD ($) $ in Millions	Jan. 01, 2009	Dec. 31, 2025	Dec. 31, 2024
Retirement Benefits [Abstract]
Minimum age of employees	21 years
Percentage of discretionary contributions description		The Company makes discretionary contributions to the 401(k) Plan equal to 100 percent of each employee’s pretax contributions up to 20 percent of the IRS Standard Limit.
Total Company's Contributions		$ 0.6	$ 0.7

Commitments and Contingencies (Details) $ in Millions	12 Months Ended
Commitments and Contingencies (Details) $ in Millions	Dec. 31, 2025 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Minimum annual payments to maintain licenses	$ 0.4