v3.26.1
Pay vs Performance Disclosure - USD ($)
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Pay vs Performance Disclosure      
Pay vs Performance Disclosure, Table

Pay Versus Performance

The following table reports the compensation of our Principal Executive Officer ("PEO") and our other highest paid executive officers as reported in the Summary Compensation Table, as well as compensation actually paid ("CAP") for fiscal year 2025, 2024 and 2023:

 

Year(1)

 

Summary
Compensation
Table Total for
PEO ($)

 

 

Compensation
Actually Paid to
PEO ($)
(2)

 

 

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

 

 

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

 

 

Value of Initial
Fixed $100
Investment
Based on Total
Shareholder
Return ($)
(3)

 

 

Net Loss ($ in thousands)(4)

 

2025

 

 

3,023,344

 

 

 

890,939

 

 

 

1,909,710

 

 

 

884,143

 

 

 

201

 

 

 

(45,851

)

2024

 

 

2,401,376

 

 

 

4,708,410

 

 

 

1,269,631

 

 

 

2,212,850

 

 

 

310

 

 

 

(45,431

)

2023

 

 

1,547,772

 

 

 

1,440,564

 

 

 

1,087,586

 

 

 

993,531

 

 

 

106

 

 

 

(41,441

)

   
Named Executive Officers, Footnote
(1)
Mr. Erlander served as our PEO during each year shown. The Non-PEO NEO's presented in the table during the respective years are as follows:
2025: Roger Sidhu and James Levine
2024: Fairooz Kabbinavar and James Levine
2023: Fairooz Kabbinavar and James Levine
   
PEO Total Compensation Amount $ 3,023,344 $ 2,401,376 $ 1,547,772
PEO Actually Paid Compensation Amount $ 890,939 4,708,410 1,440,564
Adjustment To PEO Compensation, Footnote
(2)
The Summary Compensation Table totals reported for the PEO and the average of the Other NEOs for each year were subject to the following adjustments per Item 402(v)(2)(iii) of Regulation S-K to calculate “compensation actually paid”:

 

 

2025

 

 

2024

 

 

2023

 

 

PEO ($)

 

 

Average for
Other
NEOs ($)

 

 

PEO ($)

 

 

Average for
Other
NEOs ($)

 

 

PEO ($)

 

 

Average for
Other
NEOs ($)

 

Summary Compensation Table

 

 

3,023,344

 

 

 

1,909,710

 

 

 

2,401,376

 

 

 

1,269,631

 

 

 

1,547,772

 

 

 

1,087,586

 

Adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deduction for amounts reported under the “Stock Awards” and “Option Awards” columns of the Summary Compensation Table(i)

 

 

(2,266,106

)

 

 

(1,457,075

)

 

 

(1,471,762

)

 

 

(591,614

)

 

 

(672,978

)

 

 

(438,573

)

Increase/(decrease) for the Inclusion of "Rule 402(v) Equity Values" (i)

 

 

133,701

 

 

 

431,508

 

 

 

3,778,796

 

 

 

1,534,833

 

 

 

565,770

 

 

 

344,518

 

Compensation Actually Paid

 

 

890,939

 

 

 

884,143

 

 

 

4,708,410

 

 

 

2,212,850

 

 

 

1,440,564

 

 

 

993,531

 

 

 

(i)
Compensation Actually Paid excludes the Stock Awards and Option Awards columns from the relevant fiscal year’s Summary Compensation Table total. The Rule 402(v) Equity Values instead reflect the aggregate of the following components, as applicable: (i) the fair value as of the end of the listed fiscal year of unvested equity awards granted in that year; (ii) the change in fair value during the listed fiscal year of equity awards granted in prior years that remained outstanding and unvested at the end of the listed fiscal year; and (iii) the change in fair value during the listed fiscal year through the vesting date of equity awards granted in prior years that vested during the listed fiscal year, less the fair value at the end of the prior year of awards granted prior to the listed fiscal year that failed to meet applicable vesting conditions during the listed fiscal year. Equity values are calculated in accordance with FASB ASC Topic 718, calculated as follows:

 

 

2025

 

 

2024

 

 

2023

 

“Inclusion of Rule 402(v) Equity Values”

 

PEO ($)

 

 

Average
for Other
NEOs ($)

 

 

PEO ($)

 

 

Average
for Other
NEOs ($)

 

 

PEO ($)

 

 

Average
for Other
NEOs ($)

 

Add: Year-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year

 

 

1,580,871

 

 

 

983,701

 

 

 

1,883,634

 

 

 

757,177

 

 

 

528,548

 

 

 

334,957

 

Add: Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards

 

 

(811,591

)

 

 

(262,939

)

 

 

1,120,775

 

 

 

505,406

 

 

 

12,311

 

 

 

620

 

Add: Awards that are granted and vest in the same year, the fair value as of the vesting date

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change in Fair Value of Prior Years’ Equity Awards that Vested During the Year

 

 

(635,579

)

 

 

(289,254

)

 

 

774,387

 

 

 

272,250

 

 

 

24,911

 

 

 

8,941

 

Subtract: Awards Granted in any prior fiscal year that failed to vest Change in Value of Prior Years’ Equity Awards that Forfeited During the Year

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Increase/(decrease) for the “Inclusion of Rule 402(v) Equity Values” (i)

 

 

133,701

 

 

 

431,508

 

 

 

3,778,796

 

 

 

1,534,833

 

 

 

565,770

 

 

 

344,518

 

   
Non-PEO NEO Average Total Compensation Amount $ 1,909,710 1,269,631 1,087,586
Non-PEO NEO Average Compensation Actually Paid Amount $ 884,143 2,212,850 993,531
Adjustment to Non-PEO NEO Compensation Footnote
(2)
The Summary Compensation Table totals reported for the PEO and the average of the Other NEOs for each year were subject to the following adjustments per Item 402(v)(2)(iii) of Regulation S-K to calculate “compensation actually paid”:

 

 

2025

 

 

2024

 

 

2023

 

 

PEO ($)

 

 

Average for
Other
NEOs ($)

 

 

PEO ($)

 

 

Average for
Other
NEOs ($)

 

 

PEO ($)

 

 

Average for
Other
NEOs ($)

 

Summary Compensation Table

 

 

3,023,344

 

 

 

1,909,710

 

 

 

2,401,376

 

 

 

1,269,631

 

 

 

1,547,772

 

 

 

1,087,586

 

Adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deduction for amounts reported under the “Stock Awards” and “Option Awards” columns of the Summary Compensation Table(i)

 

 

(2,266,106

)

 

 

(1,457,075

)

 

 

(1,471,762

)

 

 

(591,614

)

 

 

(672,978

)

 

 

(438,573

)

Increase/(decrease) for the Inclusion of "Rule 402(v) Equity Values" (i)

 

 

133,701

 

 

 

431,508

 

 

 

3,778,796

 

 

 

1,534,833

 

 

 

565,770

 

 

 

344,518

 

Compensation Actually Paid

 

 

890,939

 

 

 

884,143

 

 

 

4,708,410

 

 

 

2,212,850

 

 

 

1,440,564

 

 

 

993,531

 

 

 

(i)
Compensation Actually Paid excludes the Stock Awards and Option Awards columns from the relevant fiscal year’s Summary Compensation Table total. The Rule 402(v) Equity Values instead reflect the aggregate of the following components, as applicable: (i) the fair value as of the end of the listed fiscal year of unvested equity awards granted in that year; (ii) the change in fair value during the listed fiscal year of equity awards granted in prior years that remained outstanding and unvested at the end of the listed fiscal year; and (iii) the change in fair value during the listed fiscal year through the vesting date of equity awards granted in prior years that vested during the listed fiscal year, less the fair value at the end of the prior year of awards granted prior to the listed fiscal year that failed to meet applicable vesting conditions during the listed fiscal year. Equity values are calculated in accordance with FASB ASC Topic 718, calculated as follows:

 

 

2025

 

 

2024

 

 

2023

 

“Inclusion of Rule 402(v) Equity Values”

 

PEO ($)

 

 

Average
for Other
NEOs ($)

 

 

PEO ($)

 

 

Average
for Other
NEOs ($)

 

 

PEO ($)

 

 

Average
for Other
NEOs ($)

 

Add: Year-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year

 

 

1,580,871

 

 

 

983,701

 

 

 

1,883,634

 

 

 

757,177

 

 

 

528,548

 

 

 

334,957

 

Add: Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards

 

 

(811,591

)

 

 

(262,939

)

 

 

1,120,775

 

 

 

505,406

 

 

 

12,311

 

 

 

620

 

Add: Awards that are granted and vest in the same year, the fair value as of the vesting date

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change in Fair Value of Prior Years’ Equity Awards that Vested During the Year

 

 

(635,579

)

 

 

(289,254

)

 

 

774,387

 

 

 

272,250

 

 

 

24,911

 

 

 

8,941

 

Subtract: Awards Granted in any prior fiscal year that failed to vest Change in Value of Prior Years’ Equity Awards that Forfeited During the Year

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Increase/(decrease) for the “Inclusion of Rule 402(v) Equity Values” (i)

 

 

133,701

 

 

 

431,508

 

 

 

3,778,796

 

 

 

1,534,833

 

 

 

565,770

 

 

 

344,518

 

   
Compensation Actually Paid vs. Total Shareholder Return

 

img55633110_1.gif

   
Compensation Actually Paid vs. Net Income

img55633110_2.gif

   
Total Shareholder Return Amount $ 201 310 106
Net Income (Loss) $ (45,851) $ (45,431) $ (41,441)
PEO Name Mr. Erlander Mr. Erlander Mr. Erlander
PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount $ (2,266,106) $ (1,471,762) $ (672,978)
PEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 133,701 3,778,796 565,770
PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 1,580,871 1,883,634 528,548
PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (811,591) 1,120,775 12,311
PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0 0 0
PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (635,579) 774,387 24,911
PEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0 0 0
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (1,457,075) (591,614) (438,573)
Non-PEO NEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 431,508 1,534,833 344,518
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 983,701 757,177 334,957
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (262,939) 505,406 620
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0 0 0
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (289,254) 272,250 8,941
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount $ 0 $ 0 $ 0