0001564590-22-009702 | 10-K | XBRL Viewer | Oncternal Therapeutics INC

Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Parenthetical) $ in Thousands	12 Months Ended
Dec. 31, 2020 USD ($)
Statement Of Stockholders Equity [Abstract]
Common stock and common stock warrants, issuance cost	$ 11,103

Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit
Balance at Dec. 31, 2019	$ 14,312	$ 15	$ 79,869	$ (65,572)
Balance (in shares) at Dec. 31, 2019		15,387,000
Exercise of stock options for cash	4		4
Exercise of stock options for cash (in shares)		5,000
Cashless exercise of warrants		36,000
Vesting related to repurchase liability	13		13
Issuance of common stock, net of issuance cost	113,876	$ 34	113,842
Issuance of common stock, net of issuance cost (in shares)		33,374,000
Issuance of 2019 bonus awards with stock option in lieu of cash	415		415
Stock-based compensation	1,556		1,556
Net loss	(17,225)			(17,225)
Balance at Dec. 31, 2020	$ 112,951	$ 49	195,699	(82,797)
Balance (in shares) at Dec. 31, 2020	48,802,000	48,802,000
Exercise of stock options for cash	$ 415		415
Exercise of stock options for cash (in shares)		108,000
Cashless exercise of warrants		459,000
Exercise of warrants for cash	202		202
Exercise of warrants for cash (in shares)		60,000
Vesting related to repurchase liability	10		10
Stock-based compensation	5,875		5,875
Net loss	(31,333)			(31,333)
Balance at Dec. 31, 2021	$ 88,120	$ 49	$ 202,201	$ (114,130)
Balance (in shares) at Dec. 31, 2021	49,429,000	49,429,000

License, Collaboration and Research Subaward Agreements - Additional Information (Details) - USD ($)	1 Months Ended						12 Months Ended
	Jan. 01, 2022	Nov. 01, 2021	Aug. 31, 2021	Oct. 31, 2017	Aug. 31, 2017	May 31, 2016	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2017	Dec. 31, 2015	Jul. 31, 2020	Dec. 31, 2014
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Research and development expense							$ 0	$ 0
Research and development expense							0	0
Patent costs as general and administrative expense							11,595,000	8,373,000
Grant revenue							4,315,000	3,375,000
The National Institute of Health (“NIH”) Grant Awards
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Grants awarded to researchers			$ 2,200,000
Grant revenue							0
Payable to subawardees			$ 700,000
Award payments received							143,000,000
MD Anderson Cancer Center
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Aggregate cost											$ 800,000
Research and development expense							100,000	100,000
Research and development expense							100,000	100,000
Regents of the University of California
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Research and development expense							25,000	25,000
Upfront license fees paid						$ 500,000
Common stock shares issued						107,108
Annual license maintenance fees									$ 25,000
Worldwide sales milestones based on achievement of tiered revenue levels						$ 75,000,000.0
Research and development expense							25,000	25,000
Patent costs as general and administrative expense							300,000	200,000
University of California San Diego School of Medicine \| The California Institute for Regenerative Medicine ("CIRM") Award
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Grants awarded to researchers				$ 5,800,000	$ 18,300,000
Development milestones to be received under research subaward agreements throughout award project period					$ 14,400,000
Subaward payments received							2,200,000	1,400,000
Grant revenue							4,200,000	3,400,000
Related qualifying subaward costs							8,800,000	5,200,000
Exclusive License Agreement \| Georgetown University
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Annual license maintenance fee to be paid and payment made										$ 10,000
Potential milestone payments							$ 0
Written notice of termination, period							90 days
Days after receipt of notice, to pay failure amount							30 days
Days after receipt of notice for default in payment							60 days
Minimum period in days of written notice to terminate license agreement							60 days
Collaboration Agreement \| MD Anderson Cancer Center
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Potential regulatory milestone payments												$ 1,000,000.0
Regents License Agreement \| Regents of the University of California
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Written notice of termination, period							60 days
Research Agreement \| Regents of the University of California \| The National Institute of Health (“NIH”) Grant Awards
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Research and development expense							$ 300,000	500,000
Research and development expense							$ 300,000	500,000
Research agreement term	4 years						5 years
Aggregate research agreement budget	$ 1,600,000						$ 3,600,000
Research Agreement 2022 \| Regents of the University of California \| The National Institute of Health (“NIH”) Grant Awards
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Research amount payable quarterly	125,000
Research Agreement 2023 \| Regents of the University of California \| The National Institute of Health (“NIH”) Grant Awards
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Research amount payable quarterly	131,250
Research Agreement 2024 \| Regents of the University of California \| The National Institute of Health (“NIH”) Grant Awards
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Research amount payable quarterly	$ 137,813
License Agreement \| University of Tennessee Research Foundation
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Research and development expense							100,000	200,000
Research and development expense							$ 100,000	$ 200,000
Contingent Value Rights Agreement
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Percentage of net proceeds entitled to be received per CVR		50.00%
Percentage of net sales		5.00%
Period from closing during which payment of percentage of net proceeds would be payable under the CVR		15 years
Period from closing during which the grant, sale or transfer of rights to the Company's SARD or SARM technology could trigger a payment under the CVR Agreement		10 years
Maximum \| The California Institute for Regenerative Medicine ("CIRM") Award
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Amount agreed to be provided in contingency funds				$ 1,000,000.0
Maximum \| Regents of the University of California
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Potential regulatory milestone payments						12,500,000
Maximum \| Exclusive License Agreement \| Georgetown University
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Potential milestone payments										$ 200,000
Minimum [Member] \| Regents of the University of California
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Potential regulatory milestone payments						10,000,000.0
Advance licensed assets						$ 1,000,000.0

Stockholders' Equity - Securities Purchase Agreements and Underwritten Offering (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended					12 Months Ended
	Dec. 31, 2020	Nov. 30, 2020	Aug. 31, 2020	Jul. 31, 2020	May 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Schedule Of Capitalization Equity [Line Items]
Proceeds from the issuance of common stock and common stock warrants, net							$ 113,876
Warrants issued	5,031,841,000					4,234,910,000	5,031,841,000	841,424,000
Warrant exercise price per share	$ 9.25					$ 10.50	$ 9.25	$ 37.97
Common Stock
Schedule Of Capitalization Equity [Line Items]
Common stock shares issued						50,000.0
Purchase Agreement \| Warrants to purchase common stock
Schedule Of Capitalization Equity [Line Items]
Combined purchase price of share and warrant per unit					$ 2.5725
Purchase Agreement \| Warrants to purchase common stock \| Maximum
Schedule Of Capitalization Equity [Line Items]
Warrants issued					971,818
Purchase Agreement \| Warrants to purchase common stock \| Placement Agent
Schedule Of Capitalization Equity [Line Items]
Warrants issued					116,618
Warrant exercise price per share					$ 3.2156
Common stock warrants excercisable and expiration date					May 21, 2025
Purchase Agreement \| Common Stock
Schedule Of Capitalization Equity [Line Items]
Common stock shares issued					1,943,636
Proceeds from the issuance of common stock and common stock warrants, net					$ 4,400
July Purchase Agreement \| Warrants to purchase common stock
Schedule Of Capitalization Equity [Line Items]
Combined purchase price of share and warrant per unit				$ 2.3825
Warrant exercise price per share				$ 2.32
Common stock warrants expiration date				Jan. 21, 2026
July Purchase Agreement \| Warrants to purchase common stock \| Maximum
Schedule Of Capitalization Equity [Line Items]
Warrants issued				1,290,933
July Purchase Agreement \| Warrants to purchase common stock \| Placement Agent
Schedule Of Capitalization Equity [Line Items]
Warrants issued				154,912
Warrant exercise price per share				$ 2.9781
Common stock warrants excercisable and expiration date				Jul. 21, 2025
July Purchase Agreement \| Common Stock
Schedule Of Capitalization Equity [Line Items]
Common stock shares issued				2,581,867
Proceeds from the issuance of common stock and common stock warrants, net				$ 5,700
August Underwriting Agreement \| Warrants to purchase common stock
Schedule Of Capitalization Equity [Line Items]
Combined purchase price of share and warrant per unit			$ 2.10
Warrant exercise price per share			$ 2.625
Common stock warrants excercisable and expiration date			Aug. 27, 2025
August Underwriting Agreement \| Warrants to purchase common stock \| Maximum
Schedule Of Capitalization Equity [Line Items]
Warrants issued			145,733
August Underwriting Agreement \| Common Stock
Schedule Of Capitalization Equity [Line Items]
Common stock shares issued			2,428,886
Proceeds from the issuance of common stock and common stock warrants, net			$ 4,400
November Underwriting Agreement \| Warrants to purchase common stock
Schedule Of Capitalization Equity [Line Items]
Combined purchase price of share and warrant per unit		$ 3.10
Warrant exercise price per share		$ 3.875
Common stock warrants excercisable and expiration date		Nov. 17, 2025
November Underwriting Agreement \| Warrants to purchase common stock \| Maximum
Schedule Of Capitalization Equity [Line Items]
Warrants issued		435,484
November Underwriting Agreement \| Common Stock
Schedule Of Capitalization Equity [Line Items]
Common stock shares issued		7,258,065
Proceeds from the issuance of common stock and common stock warrants, net		$ 20,400
December Underwriting Agreement \| Warrants to purchase common stock
Schedule Of Capitalization Equity [Line Items]
Combined purchase price of share and warrant per unit	4.50						4.50
Warrant exercise price per share	$ 5.625						$ 5.625
Common stock warrants excercisable and expiration date	Dec. 09, 2025
December Underwriting Agreement \| Warrants to purchase common stock \| Maximum
Schedule Of Capitalization Equity [Line Items]
Warrants issued	1,149,700						1,149,700
December Underwriting Agreement \| Common Stock
Schedule Of Capitalization Equity [Line Items]
Common stock shares issued	19,161,667
Proceeds from the issuance of common stock and common stock warrants, net	$ 79,000
At The Market Facility \| Maximum
Schedule Of Capitalization Equity [Line Items]
Execution of ATM Facility						$ 50,000

Income Taxes - Summary of Significant Components of Net Deferred Tax Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Deferred tax assets:
Net operating loss carryforwards	$ 21,254	$ 17,852
Research and development credit carryforwards	3,051	1,952
Accrued expenses	484	367
Capitalized research and development costs	15,847	11,987
Other, net	24	90
Total deferred tax assets	41,866	32,551
Valuation allowance	(41,845)	(32,540)
Net deferred tax assets and liabilities	21	11
Stock based compensation	1,206	303
Deferred tax liabilities:
Right of use asset	(21)	(11)
Total deferred tax liabilities	$ (21)	$ (11)

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Cash flows from operating activities
Net loss	$ (31,333)	$ (17,225)
Adjustments to reconcile net loss to net cash used in operating activities:
Gain on forgiveness of payroll protection program loan		(301)
Stock-based compensation	5,875	1,556
Noncash lease expense	169	150
Changes in operating assets and liabilities:
Prepaid and other assets	(713)	(529)
Accounts payable	816	272
Accrued liabilities	399	739
Change in lease liability	(169)	(150)
Deferred grant revenue	(1,633)	(2,007)
Net cash used in operating activities	(26,589)	(17,495)
Cash flows from financing activities
Proceeds from payroll protection loan		301
Proceeds from exercise of stock options and common stock warrants	617	4
Proceeds from the issuance of common stock and common stock warrants, net		113,876
Net cash provided by financing activities	617	114,181
Net increase (decrease) increase in cash and cash equivalents	(25,972)	96,686
Cash and cash equivalents at beginning of period	116,737	20,051
Cash and cash equivalents at end of period	90,765	116,737
Supplemental disclosure of non-cash investing and financing activities:
Cashless exercise of warrants	$ 1,836
Fair value of warrants issued to placement agent		5,325
Gain on forgiveness of payroll protection program loan		301
Payment of 2019 bonus awards with stock options in lieu of cash		$ 415

Commitments, Contingencies and Related Party Transactions - Additional Information (Details)			12 Months Ended
	Mar. 17, 2021 USD ($)	May 22, 2019 USD ($) ft²	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
Commitments And Contingencies [Line Items]
Insurance premiums			$ 1,800,000	$ 1,400,000
Shanghai Pharmaceutical (USA) Inc.
Commitments And Contingencies [Line Items]
Amounts receivable			400,000
Agent
Commitments And Contingencies [Line Items]
Insurance commissions			100,000
San Diego, California \| Office Space
Commitments And Contingencies [Line Items]
Rent expense			$ 200,000	$ 200,000
Rentable area \| ft²		4,677
Lease expiration date	May 31, 2022	Mar. 31, 2021
Remainder of the lease term base rent	$ 77,000	$ 77,000
Lease discount rate			10.00%
Operating lease liability			$ 75,000
Weighted average remaining lease term			5 months 1 day

Stockholders' Equity - Equity Incentive Plans (Details) - USD ($) $ / shares in Units, $ in Thousands		1 Months Ended	12 Months Ended
	Jun. 07, 2019	Jul. 31, 2015	Dec. 31, 2021	Dec. 31, 2020
Class Of Stock [Line Items]
Number of common stock shares provided for issuance of stock awards to its employees			12,522,000	8,196,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value			$ 419,755	$ 10,413
2019 incentive award plan
Class Of Stock [Line Items]
Shares of common stock reserved for issuance	1,678,571,000
Maximum number of shares of common stock a participant may receive	275,579,000
Percentage of annual increase in shares reserved for issuance	5.00%
2019 incentive award plan and inducement plan
Class Of Stock [Line Items]
Number of common stock shares provided for issuance of stock awards to its employees			1,842,432,000
2015 plan
Class Of Stock [Line Items]
Options expiration term		10 years
Options vesting period		4 years
2015 plan \| Private Oncternal
Class Of Stock [Line Items]
Number of common stock shares provided for issuance of stock awards to its employees		631,120
2019 and 2015 plan
Class Of Stock [Line Items]
Weighted average grant date fair value per share of option grants			$ 4.35	$ 2.53

Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2021

Accounting Policies [Abstract]

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Oncternal Oncology, Inc. and Oncternal, Inc. All intercompany accounts and transactions have been eliminated in the preparation of the consolidated financial statements.

Liquidity and Going Concern

From inception, the Company has devoted substantially all of its efforts to drug discovery and development and conducting preclinical studies and clinical trials. The Company has a limited operating history and the sales and income potential of the Company’s business and market are unproven. Successful transition to attaining profitable operations is dependent upon achieving a level of revenues adequate to support the Company’s cost structure.

As of December 31, 2021, the Company had $90.8 million in cash and cash equivalents and no debt. The Company believes it has sufficient cash to fund its projected operating requirements for at least twelve months from the date of issuance. However, the Company has experienced net losses and negative cash flows from operating activities since its inception and has an accumulated deficit of $114.1 million as of December 31, 2021. The Company expects to continue to incur net losses for the foreseeable future and believes it will need to raise substantial additional capital to accomplish its business plan over the next several years. The Company plans to continue to fund its losses from operations and capital funding needs through a combination of public or private equity or debt offerings or other sources, including potential collaborations, strategic alliances and other similar licensing arrangements in both the short term and long term. If the Company is unable to secure adequate additional funding, the Company may be forced to make reductions in spending, including potentially delaying, scaling back or eliminating certain of our pipeline development programs, extend payment terms with suppliers, or liquidate assets where possible. Any of these actions could materially harm the Company’s business, results of operations and future prospects.

The Company currently has capacity to issue $50.0 million of additional shares of common stock under its recently established and unused ATM program. There can be no assurance that the Company will be able to sell any shares of its common stock under the ATM Program or regarding the price at which it will be able to sell any such shares, and any sales of shares of its common stock under the ATM Program may be at prices that result in additional dilution to existing stockholders of the Company.

The Company's ability to obtain additional financing (including through collaborating and licensing arrangements) will depend on a number of factors, including, among others, its ability to generate positive data from its clinical trials and preclinical studies, the condition of the capital markets and the other risks, many of which are dependent on factors outside of its control. There can be no assurance as to the availability or terms upon which such financing and capital might be available in the future.

Use of Estimates

The Company’s consolidated financial statements are prepared in accordance with GAAP. The preparation of the Company’s consolidated financial statements and accompanying notes requires it to make estimates and assumptions that impact the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities. Significant estimates consist of those used to determine the fair value of the Company’s stock-based awards, and those used to determine grant revenue and accruals for research and development costs. 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.

Cash and Cash Equivalents

The Company considers all highly liquid investments with maturities of three months or less when purchased to be cash equivalents. Cash and cash equivalents include cash in readily available checking accounts and money market accounts.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents. 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 believes it is not exposed to significant risk on its cash balances due to the financial position of the depository institution in which those deposits are held. Additionally, the Company established guidelines regarding approved investments and maturities of investments, which are designed to maintain safety and liquidity.

Patent Costs

Costs related to filing and pursuing patent applications are recorded as general and administrative expense and expensed as incurred since recoverability of such expenditures is uncertain.

Research and Development Expenses and Accruals

Research and development expenses consist of costs incurred for the Company’s own and for sponsored and collaborative research and development activities. Research and development costs are expensed as incurred and include manufacturing process development costs, manufacturing costs, costs associated with preclinical studies and clinical trials, regulatory and medical affairs activities, quality assurance activities, salaries and benefits, including stock-based compensation, fees paid to third-party consultants, license fees and overhead.

The Company has entered into various research and development contracts with research institutions, clinical research organizations, clinical manufacturing organizations and other companies. Payments for these activities are based on the terms of the individual agreements, which may differ from the pattern of costs incurred, and payments made in advance of performance are reflected in the accompanying consolidated balance sheets as prepaid and other assets or accrued liabilities. The Company records accruals for estimated costs incurred for ongoing research and development activities. When evaluating the adequacy of the accrued liabilities, the Company analyzes progress of the services, including the phase or completion of events, invoices received and contracted costs. Significant judgments and estimates may be made in determining the prepaid or accrued balances at the end of any reporting period. Actual results could differ from the Company’s estimates. As of December 31, 2021, the Company’s clinical trial accrual balance of $0.5 million is included in accrued liabilities. The Company’s related clinical trial expenses are included in research and development expenses of $24.1 million and $12.5 million at December 31, 2021 and December 31, 2020, respectively.

Fair Value Measurements

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 non-recurring 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.

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

The carrying amounts of the Company’s current financial assets and liabilities are considered to be representative of their respective fair values because of the short-term nature of those instruments. The Company has no financial assets or liabilities measured at fair value on a recurring basis. No transfers between levels have occurred during the periods presented.

Revenue Recognition

The Company generates revenue from certain grant awards or a research subaward (the “Grant Awards”)(see Note 4), which provides the Company with payments in return for certain research and development activities over a contractually defined period. Revenue from such Grant Awards is recognized in the period during which the related qualifying services are rendered and costs are incurred, provided that the applicable conditions under the Grant Awards have been met.

The Grant Awards are on a best-efforts basis and do not require scientific achievement as a performance obligation. The Grant Awards are non-refundable. The costs associated with the Grant Awards are expensed as incurred and reflected as a component of research and development expense in the accompanying consolidated statements of operations.

Funds received from the Grant Awards are recorded as revenue as the Company is the principal participant in the arrangement because the activities under the Grant Awards are part of the Company’s development programs. In those instances where the Company first receives consideration in advance of providing underlying services, the Company classifies such consideration as deferred revenue until (or as) the Company provides the underlying services. In those instances where the Company first provides the underlying services prior to its receipt of consideration, the Company records a grant receivable. At December 31, 2021 and 2020, the Company had a grant receivable of $0.4 million and deferred grant revenue of $1.6 million, respectively.

Stock-Based Compensation

Stock-based compensation expense represents the fair value of equity awards, on the grant date, recognized in the period using the Black- Scholes option pricing model. The Company recognizes expense for awards with graded vesting schedules over the requisite service period of the awards (usually the vesting period) on a straight-line basis. For equity awards for which vesting is subject to performance-based milestones, the expense is recorded over the remaining service period after the point when the achievement of the milestone is probable. 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 consolidated 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.

Segment Reporting

Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision-maker in making decisions regarding resource allocation and assessing performance. The Company views its operations and manages its business in one operating segment in the United States.

Net Loss Per Share

Basic net loss per share is computed by dividing the net loss by the weighted-average number of common shares outstanding for the period, without consideration for potentially dilutive securities and adjusted for the weighted-average number of common shares outstanding that are subject to repurchase. The Company has excluded weighted-average shares subject to repurchase of 7,000 shares and 25,000 shares from the weighted-average number of common shares outstanding for the years ended December 31, 2021 and 2020, respectively. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock and dilutive common stock equivalents outstanding for the period determined using the treasury-stock and if-converted methods. For all periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding as inclusion of the potentially dilutive securities would be antidilutive.

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

	December 31,
	2021		2020
Warrants to purchase common stock		4,235		5,032
Common stock options		6,445		2,226
Common stock subject to repurchase		—		15
		10,680		7,273

Recently Accounting Pronouncements

Recently Adopted Accounting Pronouncements

ASU 2021-10

In November 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2021-10, Government Assistance (Topic 832) Disclosures by Business Entities about Government Assistance (“ASU 2021-10”). The FASB issued the ASU to improve transparency by requiring business entities to disclose information about certain types of government assistance they receive in the notes to the financial statements. The disclosure requirements in ASU 2021-10 only apply to transactions with a government that are accounted for by analogizing to either a grant model (for example, in International Accounting Standard (IAS) 20, Accounting for Government Grants and Disclosure of Government Assistance), or a contribution model. ASU 2021-10 requires the entity to disclose the nature and significant terms and conditions of the transaction, accounting policies used to account for the transaction, and line items in the financial statements affected by the transaction. ASU 2021-10 is effective for annual periods beginning

after December 15, 2021. Early adoption is permitted, including adoption in an interim period. The Company elected to early adopt ASU 2021-10 under the prospective method of transition effective January 1, 2021, and determined that there was no cumulative effect to be recognized upon early adoption.

In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity. Specifically, ASU 2020-06 simplifies accounting for the issuance of convertible instruments by removing major separation models required under current GAAP. In addition, the ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception and simplifies the diluted earnings per share (EPS) calculation in certain areas. ASU 2020-06 will be effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted, beginning in fiscal years which begin after December 15, 2020. The FASB has specified that an entity should adopt the guidance as of the beginning of its annual fiscal year. The Company adopted this standard effective January 1, 2021, and the adoption had no impact on the consolidated financial statements.

Accounting Standards Not Yet Adopted

In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Statements (Topic 362), which intends to improve financial reporting by requiring earlier recognition of credit losses on certain financial assets, such as available-for-sale debt securities. Subsequent to the issuance of ASU 2016-13, the FASB issued several additional ASUs to clarify implementation guidance, provide narrow-scope improvements and provide additional disclosure guidance. In November 2019, the FASB issued an amendment making this ASU effective for fiscal years beginning after December 15, 2022 for smaller reporting companies. The Company was a smaller reporting company at the determination date, and therefore the new standard will be effective for the Company on January 1, 2023. The Company is currently evaluating the potential impact that the adoption of ASU 2016-13 may have on its consolidated financial statements and related disclosures.

In May 2021, the FASB issued ASU 2021-04, Earnings Per Share (Topic 260), Debt-Modifications and Extinguishments (Subtopic 470-50), Compensation-Stock Compensation (Topic 718), and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options, which intends to clarify and reduce diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options (for example, warrants) that remain equity classified after modification or exchange. The guidance is effective for fiscal years beginning after December 15, 2021, including interim periods therein, and early adoption is permitted. The Company is currently evaluating the potential impact that the adoption of ASU 2021-04 may have on its consolidated financial statements and related disclosures.

Stockholders' Equity

12 Months Ended

Dec. 31, 2021

Equity [Abstract]

Stockholders' Equity

6.	Stockholders’ Equity

Amended and Restated Articles of Incorporation

On May 25, 2021, the Company’s certificate of incorporation was amended and restated to authorize 120,000,000 shares of common stock and 5,000,000 shares of undesignated preferred stock, each with a par value of $0.001 per share.

Securities Purchase Agreements and Underwritten Offering

In May 2020, the Company entered into a Securities Purchase Agreement (the “May Purchase Agreement”) with several institutional and individual investors for the concurrent sale of: (i) 1,943,636 shares of the Company’s common stock in a registered direct offering, resulting in net proceeds of $4.4 million, after deducting the placement agent’s cash commissions and other offering expenses, and excluding the proceeds, if any, from the exercise of the warrants, and (ii) unregistered warrants to purchase up to an aggregate of 971,818 shares of common stock. The combined purchase price for one share and one warrant to purchase half of a share of common stock was $2.5725. In addition, the Company issued warrants to purchase 116,618 shares of common stock at an exercise price of $3.2156 per share to the placement agent, H.C. Wainwright & Co., LLC (“Wainwright” or the “placement agent”) as part of its compensation, which warrants were immediately exercisable and expire on May 21, 2025. An investor participating in the transaction included an entity affiliated with David F. Hale, the chairman of the Company’s board of directors.

In July 2020, the Company entered into a Securities Purchase Agreement (the “July Purchase Agreement”) with several institutional and individual investors for the concurrent sale of: (i) 2,581,867 shares of the Company’s common stock in a registered direct offering, resulting in net proceeds of $5.7 million, after deducting the placement agent’s cash commissions and other offering expenses, and excluding the proceeds, if any, from the exercise of the

warrants, and (ii) unregistered warrants to purchase up to an aggregate of 1,290,933 shares of common stock. The combined purchase price for one share and one warrant to purchase half of a share of common stock was $2.3825. The warrants issued to investors were, subject to certain ownership limitations, immediately exercisable at an exercise price equal to $2.32 per share and expire on January 21, 2026. In addition, the Company issued warrants to purchase 154,912 shares of common stock at an exercise price of $2.9781 per share to the placement agent as part of its compensation, which warrants were immediately exercisable upon issuance and terminate on July 21, 2025. Other investors participating in the July Purchase Agreement included an entity affiliated with SPH USA, and Daniel L. Kisner, a member of the Company’s board of directors.

In August 2020, the Company entered into an underwriting agreement (as amended and restated, the “August Underwriting Agreement”) with Wainwright for the sale of 2,428,886 shares of the Company’s common stock at a price to the public of $2.10 per share, resulting in net proceeds of $4.4 million, after deducting the underwriter’s discounts, commissions and other offering expenses. In addition, the Company issued warrants to purchase 145,733 shares of common stock at an exercise price of $2.625 per share to Wainwright as part of its compensation, which warrants were immediately exercisable upon issuance and terminate on August 27, 2025. An investor participating in the transaction included Michael G. Carter, a member of the Company’s board of directors.

In November 2020, the Company entered into an underwriting agreement (as amended and restated, the “November Underwriting Agreement”) with Wainwright for the sale of 7,258,065 shares of the Company’s common stock at a price to the public of $3.10 per share, resulting in net proceeds of $20.4 million, after deducting the underwriter’s discounts, commissions and other offering expenses. In addition, the Company issued warrants to purchase 435,484 shares of common stock at an exercise price of $3.875 per share to Wainwright as part of its compensation, which warrants were immediately exercisable upon issuance and terminate on November 17, 2025.

In December 2020, the Company entered into an underwriting agreement (as amended and restated, the “December Underwriting Agreement”) with Wainwright for the sale of 19,161,667 shares of the Company’s common stock at a price to the public of $4.50 per share, resulting in net proceeds of $79.0 million, after deducting the underwriter’s discounts, commissions and other offering expenses In addition, the Company issued warrants to purchase 1,149,700 shares of common stock at an exercise price of $5.625 per share to Wainwright as part of its compensation, which warrants were immediately exercisable upon issuance and terminate on December 9, 2025.

In connection with the May Purchase Agreement and July Purchase Agreement, the Company also agreed, on a best-efforts basis, to: (i) maintain its listing on The Nasdaq Capital Market to provide for the resale of the shares of common stock issuable upon the exercise of the warrants, and (ii) not enter into any agreement for the issuance of any shares of common stock involving a variable rate transaction before July 21, 2021, which expired in 2021. In December 2021, the Company executed an at-the-market (“ATM”) facility of up to $50.0 million. During the year ended December 31, 2021, the Company did not sell shares under the ATM.

Common Stock Warrants

A summary of warrant activity and changes in warrants outstanding is presented below:

	Number of Shares Underlying Warrants			Weighted-Average Exercise Price per Share		Weighted-Average Remaining Contractual Term
Balance Outstanding - December 31, 2019		841,424		$	37.97		2.75
Issued		4,265,198		$	3.47
Exercised		(74,781	)	$	3.22		—
Balance Outstanding - December 31, 2020		5,031,841		$	9.25		4.40
Issued		—		$	—		—
Exercised		(796,931	)	$	2.56		—
Balance Outstanding - December 31, 2021		4,234,910		$	10.50		3.31

As of December 31, 2021 and 2020, all warrants met the criteria for classification in stockholders’ equity.

Equity Incentive Plans

Contemporaneous with the Merger closing: (i) Private Oncternal’s 2015 Equity Incentive Plan, as amended (the “2015 Plan”) was assumed by the Company, and (ii) the Company adopted the 2019 Incentive Award Plan (“2019 Plan”) under which the sum of: (a) 1,678,571 shares of common stock, (b) 275,579 shares of common stock previously outstanding under the GTx 2013 Equity Incentive Plan that were cancelled became available for issuance under the 2019 Plan, and (c) an annual increase on the first day of each calendar year beginning January 1, 2020, and ending on and including January 1, 2029, equal to the lesser of (A) 5% of the aggregate number of shares of common stock outstanding on the final day of the immediately preceding calendar year and (B) such smaller number of shares of common stock as is determined by the Board, are reserved for issuance. At December 31, 2021, 1,842,432 shares remain available for future issuance under the 2019 Plan and Inducement Plan (as defined below).

In July 2015, Private Oncternal adopted the 2015 Plan which provided for the issuance of up to 631,120 shares of common stock for incentive stock options, non-statutory stock options, restricted stock awards, restricted stock unit awards and other stock awards to its employees, members of its board of directors and consultants. In general, the options issued under the 2015 Plan expire ten years from the date of grant and vest over a four-year period. Certain grants vest based on the achievement of development or regulatory milestones. The 2015 Plan was terminated as to new grants in June 2019.

The 2019 Plan provides for the issuance of shares of common stock for incentive stock options, non-statutory stock options, restricted stock awards, restricted stock unit awards and other stock awards to its employees, members of its board of directors and consultants. In general, the stock options issued under the 2019 Plan expire ten years from the date of grant and vest over a four-year period. Certain stock option grants vest based on the achievement of development or regulatory milestones. The 2019 Plan allows for the early exercise of all stock option grants if authorized by the board of directors at the time of grant.

On February 11, 2021, the Company’s board of directors adopted the 2021 Employment Inducement Incentive Award Plan (the “Inducement Plan”). The Inducement Plan is a non-shareholder approved stock plan adopted pursuant to the “inducement exception” provided under Nasdaq listing rules. The Inducement Plan is used exclusively for the issuance of non-statutory stock options to certain new hires who satisfied the requirements to be granted inducement grants under Nasdaq rules as an inducement material to the individual’s entry into employment with the Company. The terms of the Inducement Plan are substantially similar to the terms of our 2019 Plan. As amended on May 25, 2021 and December 16, 2021, the Company has reserved 2,800,000 shares of common stock under the Inducement Plan.

A summary of the Company’s stock option activity under the 2015 Plan, 2019 Plan and Inducement Plan is as follows:

	Number of Options			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value
Outstanding at December 31, 2020		2,107,625		$	4.08
Granted		4,884,800		$	5.78
Cancelled		(439,684	)	$	5.46
Exercised		(107,997	)	$	3.84
Outstanding at December 31, 2021		6,444,744		$	5.28		8.7	$	613,190
Vested and exercisable at December 31, 2021		1,440,122		$	3.92		6.8	$	488,187

The weighted average grant date fair value per share of option grants for the years ended December 31, 2021 and 2020 was $4.35 and $2.53 per share, respectively. The intrinsic value is calculated as the difference between the fair value of the Company’s common stock at the time of the option exercise and the exercise price of that stock option. The aggregate intrinsic value of stock options exercised during the years ended December 31, 2021 and 2020 was $419,755 and $10,413.

Stock-Based Compensation Expense

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

	Years Ended December 31,
	2021			2020
Risk-free interest rate		0.9	%		0.7	%
Expected volatility		92.8	%		91.6	%
Expected term (in years)		6.2			6.7
Expected dividend yield		—	%		—	%

Expected volatility. The expected volatility assumption is based on volatilities of a peer group of similar companies whose share prices are publicly available. The peer group was developed based on companies in the life sciences industry. The Company will continue to apply this process until a sufficient amount of historical information regarding the volatility of its own stock price becomes available.

Expected term. The expected term represents the period of time that options are expected to be outstanding. Because Private Oncternal did not have historical exercise behavior, it determined the expected term assumption using the simplified method for employees, which is an average of the contractual term of the option and its vesting period. The expected term for nonemployee options is generally the remaining contractual term.

Risk-free interest rate. The risk-free interest rate is based on the implied yield on the U.S. Treasury securities with a maturity date similar to the expected term of the associated stock option award.

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 and, therefore, used an expected dividend yield of zero.

Stock-based compensation expense recognized for all equity awards has been reported in the statements of operations as follows (in thousands):

	Years Ended December 31,
	2021		2020
Research and development	$	3,136	$	544
General and administrative		2,739		1,012
	$	5,875	$	1,556

At December 31, 2021, the total compensation cost related to nonvested awards not yet recognized was $17.4 million and the weighted-average period over which it is expected to be recognized was 3.2 years.

Common Stock Reserved for Future Issuance

Common stock reserved for future issuance is as follows (in thousands):

	December 31,
	2021		2020
Common stock warrants		4,235		5,032
Common stock options issued and outstanding		6,445		2,226
Common stock available for issuance under equity plans		1,842		938
		12,522		8,196

- Definition

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

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+ Details

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Current assets:
Cash and cash equivalents	$ 90,765	$ 116,737
Prepaid and other	2,088	1,266
Total current assets	92,853	118,003
Right-of-use asset	75	40
Other assets	657	766
Total assets	93,585	118,809
Current liabilities:
Accounts payable	1,959	1,143
Accrued liabilities	3,431	3,042
Deferred grant revenue	1,600	1,633
Lease, current	75	40
Total current liabilities	5,465	5,858
Commitments and contingencies (Note 3)
Stockholders’ equity:
Preferred stock, $0.001 par value, authorized shares – 5,000 at December 31, 2021 and 2020; issued and outstanding shares – none
Common stock, $0.001 par value; authorized shares – 120,000 at December 31, 2021 and 60,000 at 2020; issued and outstanding shares – 49,429 and 48,802 at December 31, 2021 and 2020, respectively	49	49
Additional paid-in capital	202,201	195,699
Accumulated deficit	(114,130)	(82,797)
Total stockholders’ equity	88,120	112,951
Total liabilities and stockholders’ equity	$ 93,585	$ 118,809

Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Income Statement [Abstract]
Grant revenue	$ 4,315	$ 3,375
Operating expenses:
Research and development	24,086	12,544
General and administrative	11,595	8,373
Total operating expenses	35,681	20,917
Loss from operations	(31,366)	(17,542)
Other income (expense):
Other income		301
Interest income	33	16
Total other income (expense)	33	317
Net loss	$ (31,333)	$ (17,225)
Net loss per share, basic and diluted	$ (0.64)	$ (0.85)
Weighted-average shares outstanding, basic and diluted	49,321	20,305

Stockholders' Equity (Tables)

12 Months Ended

Dec. 31, 2021

Summary Of Warrant Activity And Changes In Warrants Outstanding

A summary of warrant activity and changes in warrants outstanding is presented below:

	Number of Shares Underlying Warrants			Weighted-Average Exercise Price per Share		Weighted-Average Remaining Contractual Term
Balance Outstanding - December 31, 2019		841,424		$	37.97		2.75
Issued		4,265,198		$	3.47
Exercised		(74,781	)	$	3.22		—
Balance Outstanding - December 31, 2020		5,031,841		$	9.25		4.40
Issued		—		$	—		—
Exercised		(796,931	)	$	2.56		—
Balance Outstanding - December 31, 2021		4,234,910		$	10.50		3.31

Summary of Stock Option Activity

A summary of the Company’s stock option activity under the 2015 Plan, 2019 Plan and Inducement Plan is as follows:

	Number of Options			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value
Outstanding at December 31, 2020		2,107,625		$	4.08
Granted		4,884,800		$	5.78
Cancelled		(439,684	)	$	5.46
Exercised		(107,997	)	$	3.84
Outstanding at December 31, 2021		6,444,744		$	5.28		8.7	$	613,190
Vested and exercisable at December 31, 2021		1,440,122		$	3.92		6.8	$	488,187

Summary of Share-Based Compensation Expense

Stock-based compensation expense recognized for all equity awards has been reported in the statements of operations as follows (in thousands):

	Years Ended December 31,
	2021		2020
Research and development	$	3,136	$	544
General and administrative		2,739		1,012
	$	5,875	$	1,556

Common Stock Reserved for Future Issuance

Common stock reserved for future issuance is as follows (in thousands):

	December 31,
	2021		2020
Common stock warrants		4,235		5,032
Common stock options issued and outstanding		6,445		2,226
Common stock available for issuance under equity plans		1,842		938
		12,522		8,196

Stock Option Grants

Schedule of Assumptions Used to Determine Fair Value

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

	Years Ended December 31,
	2021			2020
Risk-free interest rate		0.9	%		0.7	%
Expected volatility		92.8	%		91.6	%
Expected term (in years)		6.2			6.7
Expected dividend yield		—	%		—	%

- Definition

Tabular disclosure of an entity's stock, including par or stated value per share, number and dollar amount of share subscriptions, shares authorized, shares issued, shares outstanding, number and dollar amount of shares held in an employee trust, dividend per share, total dividends, share conversion features, par value plus additional paid in capital, the value of treasury stock and other information necessary to a fair presentation, and EPS information. Stock by class includes common, convertible, and preferred stocks which are not redeemable or redeemable solely at the option of the issuer. Includes preferred stock with redemption features that are solely within the control of the issuer and mandatorily redeemable stock if redemption is required to occur only upon liquidation or termination of the reporting entity. If more than one issue is outstanding, state the title of each issue and the corresponding dollar amount; dollar amount of any shares subscribed but unissued and the deduction of subscriptions receivable there from; number of shares authorized, issued, and outstanding.

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+ Details

Income Taxes - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Income Taxes [Line Items]
Deferred tax assets, fully offset by valuation allowance	$ 41,845,000	$ 32,540,000
Change In Valuation Allowance	9,300,000	5,000,000.0
Research and development credit carryforward	$ 3,051,000	1,952,000
Cumulative changes in ownership percentage	50.00%
Period for cumulative change in ownership	3 years
Unrecognized Tax Benefits	$ 0	$ 0
Interest and penalties	0
Federal
Income Taxes [Line Items]
Net operating loss carryforwards	81,500,000
Operating loss carryforwards non expire portion	$ 55,200,000
Operating loss carryforwards expiration year	2033
Research and development credit carryforward	$ 2,100,000
Research and development credit carryforward expiration year	2034
State
Income Taxes [Line Items]
Net operating loss carryforwards	$ 59,400,000
Operating loss carryforwards expiration year	2029
Research and development credit carryforward	$ 1,300,000

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2021

Income Tax Disclosure [Abstract]

Summary of Reconciliation of Effective Tax Rate and Federal Statutory Tax Rate

A reconciliation of the Company’s effective tax rate and federal statutory tax rate is as follows (in thousands):

	Years Ended December 31,
	2021			2020
Federal income taxes	$	(6,579	)	$	(3,617	)
State income taxes, net of federal benefit		(2,013	)		(1,113	)
Permanent items		4			(65	)
Stock based compensation		512			226
Research and development credit carryforwards		(1,099	)		(505	)
Other, net		(131	)		—
Change in valuation allowance		9,306			5,074
Provision for income taxes	$	—		$	—

Summary of Significant Components of Net Deferred Tax Assets

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

	December 31,
	2021			2020
Deferred tax assets:
Net operating loss carryforwards	$	21,254		$	17,852
Research and development credit carryforwards		3,051			1,952
Accrued expenses		484			367
Capitalized research and development costs		15,847			11,987
Stock based compensation		1,206			303
Other, net		24			90
Total deferred tax assets		41,866			32,551
Valuation allowance		(41,845	)		(32,540	)
		21			11
Deferred tax liabilities:
Right of use asset		(21	)		(11	)
Total deferred tax liabilities		(21	)		(11	)
Net deferred tax assets	$	—		$	—

Description of Business, Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2021 USD ($) segment shares	Dec. 31, 2020 USD ($) shares
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Accumulated deficit	$ (114,130)	$ (82,797)
Cash and cash equivalents	90,765	116,737
Accrued Clinical Trials	518	980
Research and development	24,086	12,544
Grants receivable	400	400
Deferred grant revenue	$ 1,600	$ 1,633
Number of operating segments \| segment	1
Weighted-average shares subject to repurchase \| shares	7,000	25,000
Common Stock
Description Of Business Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Common stock shares issued \| shares	50,000.0

Income Taxes

12 Months Ended

Dec. 31, 2021

Income Tax Disclosure [Abstract]

Income Taxes

8.	Income Taxes

A reconciliation of the Company’s effective tax rate and federal statutory tax rate is as follows (in thousands):

	Years Ended December 31,
	2021			2020
Federal income taxes	$	(6,579	)	$	(3,617	)
State income taxes, net of federal benefit		(2,013	)		(1,113	)
Permanent items		4			(65	)
Stock based compensation		512			226
Research and development credit carryforwards		(1,099	)		(505	)
Other, net		(131	)		—
Change in valuation allowance		9,306			5,074
Provision for income taxes	$	—		$	—

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

	December 31,
	2021			2020
Deferred tax assets:
Net operating loss carryforwards	$	21,254		$	17,852
Research and development credit carryforwards		3,051			1,952
Accrued expenses		484			367
Capitalized research and development costs		15,847			11,987
Stock based compensation		1,206			303
Other, net		24			90
Total deferred tax assets		41,866			32,551
Valuation allowance		(41,845	)		(32,540	)
		21			11
Deferred tax liabilities:
Right of use asset		(21	)		(11	)
Total deferred tax liabilities		(21	)		(11	)
Net deferred tax assets	$	—		$	—

As of December 31, 2021 and 2020, management assessed the realizability of deferred tax assets and evaluated the need for a valuation allowance for deferred tax assets on a jurisdictional basis. This evaluation utilizes the framework contained in ASC 740, Income Taxes, wherein management analyzes all positive and negative evidence available at the balance sheet date to determine whether all or some portion of the Company's deferred tax assets will not be realized. Under this guidance, a valuation allowance must be established for deferred tax assets when it is more-likely-than-not that the asset will not be realized. In assessing the realization of the Company's deferred tax assets, management considers all available evidence, both positive and negative.

In concluding on the evaluation, management placed significant emphasis on guidance in ASC 740, which states that “a cumulative loss in recent years is a significant piece of negative evidence that is difficult to overcome.” Based upon available evidence, it was concluded on a more-likely-than-not basis that all deferred tax assets were not realizable as of December 31, 2021. Accordingly, a valuation allowance of $41.8 million has been recorded to offset this deferred tax asset. The valuation allowance increased by $9.3 million and $5.0 million for the years ended December 31, 2021 and 2020, respectively.

At December 31, 2021, the Company had federal and state net operating loss (NOL) carryforwards of approximately $81.5 million and $59.4 million, respectively. Of the federal net operating losses at December 31, 2021, $55.2 million do not expire, and the remaining federal and state net operating loss carryforwards will begin expiring in 2033 and 2029, respectively, unless previously utilized. At December 31, 2021, the Company also had federal and state research and development credit carryforwards of approximately $2.1 million and $1.3 million, respectively. The federal research and development credit carryforwards will begin expiring in 2034 unless previously utilized. The state research and development credits do not expire.

Pursuant to Internal Revenue Code Sections 382 and 383, annual use of the Company’s net operating loss and research and development tax credit carryforwards may be limited in the event a cumulative change in ownership of more than 50% occurs within a three-year period. The Company has not completed a Section 382 study to assess whether an ownership change has occurred or whether there have been multiple ownership changes since the Company’s formation due to the complexity and cost associated with such a study and the fact that there may be additional such ownership changes in the future. If eliminated, the related asset would be removed from the deferred tax asset schedule with a corresponding reduction in the valuation allowance. Due to the existence of the valuation allowance, limitations created by future ownership changes, if any, will not impact the Company’s effective tax rate.

The Company recognizes a tax benefit from an uncertain tax position when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. Income tax positions must meet a more likely than not recognition at the effective date to be recognized. At December 31, 2021 and 2020, there were no unrecognized tax benefits recorded in the consolidated financial statements. The Company does not expect any material changes to unrecognized tax benefits within the next twelve months.

The Company is subject to taxation in the United States federal and state jurisdictions. The Company’s 2014 through 2021 federal income tax and state income tax returns are subject to examination by federal and state tax authorities due to the carryforward of unutilized net operating losses and research and development credits. The Company is not currently under examination by any tax authority.

The Company’s policy is to recognize interest and penalties related to income tax matters in income tax expense. The Company has not recognized interest or penalties in its consolidated statements of operations since inception.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI http://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI http://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI http://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI http://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI http://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

License, Collaboration and Research Subaward Agreements

12 Months Ended

Dec. 31, 2021

Organization Consolidation And Presentation Of Financial Statements [Abstract]

License, Collaboration and Research Subaward Agreements

4.	License, Collaboration, Research Subaward Agreement and CVR Agreements

Georgetown University (“Georgetown”)

In March 2014, the Company entered into an Exclusive License Agreement (the “Georgetown License Agreement”) with Georgetown, pursuant to which the Company: (i) licensed the exclusive worldwide right to patents and technologies for the development and commercialization of certain product candidates targeting EWS-FLI1 as an anti-tumor therapy for therapeutic, diagnostics, or research tool purposes, (ii) is solely responsible for all development and commercialization activities and costs, and (iii) is responsible for all costs related to the filing, prosecution and maintenance of the licensed patent rights.

Under the terms of the Georgetown License Agreement, commencing in 2015, the Company: (i) shall pay and has paid an annual license maintenance fee of $10,000 until the first commercial sale occurs, (ii) is required to make up to $0.2 million in aggregate milestone payments upon the achievement of certain regulatory milestones, and (iii) will be required to pay low single digit royalties based on annual net product sales. The Company accounted for the licensed technology as an asset acquisition because it did not meet the definition of a business. All milestone payments under the Georgetown License Agreement will be recognized as research and development expense upon completion of the required events, as the triggering events are not considered to be probable until they are achieved. As of December 31, 2021, the Company had not triggered or made any milestone payments under the Georgetown License Agreement.

The Georgetown License Agreement may be terminated by either party upon material breach or may be terminated by the Company as to one or more countries with 90 days written notice of termination. The term of the Georgetown License Agreement will continue until the expiration of the last valid claim within the patent rights covering the product. Georgetown may terminate the agreement in the event: (i) the Company fails to pay any amount and fails to cure such failure within 30 days after receipt of notice, (ii) the Company defaults in its obligation to obtain and maintain insurance and fails to remedy such breach within 60 days after receipt of notice, or (iii) the Company declares insolvency or bankruptcy. The Company may terminate the Georgetown License Agreement at any time upon at least 60 days’ written notice.

The University of Texas MD Anderson Cancer Center (“MD Anderson”)

In December 2014, the Company entered into a collaboration agreement (as amended, the “Collaboration”) with MD Anderson, which provides for the conduct of preclinical and clinical research for ONCT-216 in exchange for certain program payments. If MD Anderson successfully completes all the requirements of the Collaboration in full and the program is successfully commercialized, the Company will be required to pay aggregate milestone payments of $1.0 million based on net product sales. In July 2020 and September 2021, the Company entered into two research agreements with MD Anderson for certain services up to an aggregate cost of $0.8 million. The amount recorded as research and development expense for the year ended December 31, 2021 and 2020 was $0.1 million.

Agreements with the Regents of the University of California (the “Regents”)

In March 2016, and as amended and restated in August 2018, and as amended in March and May 2019 and February 2021, the Company entered into a license agreement (as amended and restated, the “Regents License Agreement”) for the development, manufacturing and distribution rights related to the development and commercialization of ROR1 related naked antibodies, antibody fragments or synthetic antibodies, and genetically engineered cellular therapy. The Regents License Agreement provides for the following: (i) in May 2016, an upfront license fee of $0.5 million was paid and 107,108 shares of common stock were issued, (ii) $25,000 in annual license maintenance fees commencing in 2017, (iii) reimbursement of certain annual patent costs, (iv) certain development and regulatory milestones aggregating from $10.0 million to $12.5 million, on a per product basis, (v) certain worldwide sales milestones based on achievement of tiered revenue levels aggregating $75.0 million, (vi) low single-digit royalties, including potential future minimum annual royalties, on net sales of each target, and (vii) minimum diligence to advance licensed assets consisting of at least $1.0 million in development spend annually through 2021. Under the Regents License Agreement, the Company recorded: (i) $25,000 in license maintenance fees as research and development expense for each of the years ended December 31, 2021 and 2020, and (ii) approximately $0.3 million and $0.2 million in patent costs as general and administrative expense for the years ended December 31, 2021 and 2020, respectively. As of December 31, 2021, the Company believes it has met its obligations under the Regents License Agreement.

The Regents License Agreement will expire upon the later of the expiration date of the longest-lived patent rights or the 15^th anniversary of the first commercial sale of a licensed product. The Regents may terminate the Regents License Agreement if: (i) a material breach by the Company is not cured within a reasonable time, (ii) the Company files a claim asserting the Regents licensed patent rights are invalid or unenforceable and (iii) the Company files for bankruptcy. The Company may terminate the agreement at any time upon at least 60 days’ written notice.

In July 2016, and as modified by the amended and restated Regents License Agreement in August 2018, the Company entered into a Research Agreement with the Regents for further research on a ROR1 therapeutic development program. Under this five-year agreement that expired in 2021, the Regents was paid an aggregate of $3.6 million. The Company recorded $0.3 million and $0.5 million in research and development expense under this agreement for each of the years ended December 31, 2021 and 2020, respectively. Such costs are includable as part of the Company’s annual diligence obligations under the Regents License Agreement. Effective January 1, 2022, the Company entered into a Research Agreement (the “Research Agreement”) with the Regents for further research on a ROR1 therapeutic development program. Under this four-year agreement that expires on December 31, 2025, the Regents will have an aggregate budget of $1.6 million, with quarterly payments of $125,000 in 2022, $131,250 in 2023, and $137,813 in 2024.

University of Tennessee Research Foundation (“UTRF”)

In March 2015, and as amended and restated in March 2022, the Company and UTRF entered into a license agreement (the “DAARI License Agreement”; formerly known as the SARD License Agreement) pursuant to which the Company was granted exclusive worldwide rights in all existing selective androgen receptor degrader technologies owned or controlled by UTRF, including all improvements thereto, which is now known as the dual action androgen receptor inhibitor, or DAARI program. Under the DAARI License Agreement, the Company is obligated to employ active, diligent efforts to conduct preclinical research and development activities for the DAARI program to advance one or more lead compounds into clinical development. The Company is also obligated to pay UTRF annual license maintenance fees, low single-digit royalties on net sales of products and additional royalties on sublicense revenues, depending on the state of development of a clinical product candidate at the time it is sublicensed. The Company recorded research and development expenses under this agreement of $0.1 million and $0.2 million for each of the years ended December 31, 2021 and 2020, respectively. As of December 31, 2021, the Company believes it has met its obligations under the DAARI License Agreement.

The California Institute for Regenerative Medicine (“CIRM”) Award

In August 2017, and as amended and restated in December 2020, CIRM awarded an $18.3 million grant to researchers at UC San Diego to advance the Company’s Phase 1/2 clinical trial evaluating zilovertamab in combination with ibrutinib for the treatment of patients with B-cell lymphoid malignancies, including chronic lymphocytic leukemia (“CLL”) and mantle cell lymphoma (“MCL”). This study is known as CIRM-0001, or Cirmtuzumab and Ibrutinib for Relapsed Lymphoma or Leukemia (“CIRLL”) study. The Company: (i) is conducting this study in collaboration with UC San Diego, (ii) estimates it will receive approximately $14.4 million in development milestones under research subaward agreements throughout the award project period, estimated to be from October 1, 2017 to March 31, 2022, (iii) is committed to certain co-funding requirements, (iv) received subaward payments of $2.2 million and $1.4 million in the years ended December 31, 2021 and 2020, respectively, and (v) is required to provide UC San Diego progress and financial update reports throughout the award period. The subaward does not bear a royalty payment commitment, nor is the subaward otherwise refundable. For the years ended December 31, 2021 and 2020, the Company’s grant revenue was $4.2 million and $3.4 million, respectively. Related qualifying subaward costs for the years ended December 31, 2021 and 2020 were $8.8 million and $5.2 million, respectively. As of December 31, 2021, the Company believes it has met its obligations under the CIRM award and UC San Diego subawards.

In October 2017, CIRM awarded a $5.8 million grant to the researchers at the University of California San Diego School of Medicine (“UC San Diego”) to develop a novel anti-cancer stem cell targeted therapy for patients with advanced solid and hematological malignancies. In connection with such CIRM award, the Company agreed to provide up to $1.0 million in contingency funds if required during the grant period. The Company recorded no research and development expense, and no contingency funds have been provided under such CIRM award for the years ended December 31, 2021 and 2020. The grant expired in 2021 and the Company believes there are no obligations as of December 31, 2021.

The National Institutes of Health (“NIH”) Grant Awards

In August 2021, the NIH awarded the Company two research and development grants for up to $2.2 million to support preclinical activities for the Company’s ONCT-216 and ONCT-534 programs, including $0.7 million payable to subawardees. Under the terms of the grant awards, the Company is entitled to receive reimbursement in arrears of incurring allowable expenditures. The earned NIH funds are non-refundable and the Company is required to provide periodic progress performance reports. During the year ended December 31, 2021, the Company received no award payments from the NIH and recorded $143,000 in grant revenue and unbilled receivables which has been included in prepaid and other assets.

Clinical Trial and Supply Agreement

In April 2018, and as amended in August 2019, the Company entered into a Clinical Trial and Supply Agreement with Pharmacyclics, LLC, an AbbVie Company (“Pharmacyclics”) to supply ibrutinib for the Company’s Phase 1/2 clinical trial evaluating zilovertamab in combination with ibrutinib. Such agreement does not bear any upfront costs, inventory purchase costs, milestone or royalty payment commitments or other financial obligations.

SPH USA, a Related Party

License and Development Agreement (“LDA”)

In November 2018, and as amended in August 2020, the Company entered into the LDA with SPH USA for: (i) the territory of the People’s Republic of China, Hong Kong, Macau, and Taiwan (“Greater China”), and (ii) rights to manufacture, develop, market, distribute and sell all of the Company’s product candidates under the Georgetown License Agreement and the Regents License Agreement (exclusive to Greater China only). Under the LDA, SPH USA is solely responsible for: (a) all preclinical and clinical development activities required in order to obtain regulatory approval in Greater China for such product candidates, (b) any third-party license milestone or royalty payments owed under the Georgetown License Agreement and the Regents License Agreement, and (c) paying the Company a low single digit royalty on net sales in the territory.

The LDA will expire upon the expiration of the last royalty term for the last licensed product. The LDA may be terminated by: (i) SPH USA on a country/region-by-country/region or product by product basis with 180 days written notice, (ii) either party upon material breach that is not cured within 90 days, and (iii) either party in the event the other party declares insolvency or bankruptcy. There has been no significant activity under this agreement for the years ended December 31, 2021 and 2020. See Note 3.

Contingent Value Rights Agreement (“CVR Agreement”)

Pursuant to the GTx merger agreement entered into in June 2019 (the “Merger”), the Company, a representative of holders of the CVRs, and Computershare, Inc. as rights agent entered into the CVR Agreement. Pursuant to the CVR Agreement, the Company’s stockholders of record as of immediately prior to the Merger received one CVR for each share of the Company’s common stock held immediately prior to the Merger.

As amended on November 1, 2021, the CVR Agreement entitles holders of CVRs to receive: (i) 50% of certain net proceeds received by the Company during the 15-year period after the closing of the Merger (the “CVR Term”) from a transaction, if any, resulting in the grant, sale, or transfer of DAARI technology to a third party that occurs during the 10-year period after the closing of the Merger (or in the 11th year if based on a term sheet approved during the initial 10-year period); and (ii) 5% of net sales of products by Parent or its affiliates during the CVR Term incorporating the DAARI technology. As of December 31, 2021, no transactions or net sales relating to the DAARI technology had occurred.

Stockholders' Equity - Summary of Stock Option Activity (Details) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2021 USD ($) $ / shares shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Remaining weighted-average period, outstanding	3 years 2 months 12 days
Equity incentive plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of options, beginning balance \| shares	2,107,625,000
Number of options, granted \| shares	4,884,800,000
Number of options, cancelled \| shares	(439,684,000)
Number of options, exercised \| shares	(107,997,000)
Number of options, ending balance \| shares	6,444,744,000
Number of options, vested and exercisable \| shares	1,440,122,000
Weighted average exercise price, beginning balance \| $ / shares	$ 4.08
Weighted average exercise price, granted \| $ / shares	5.78
Weighted average exercise price, cancelled \| $ / shares	5.46
Weighted average exercise price, exercised \| $ / shares	3.84
Weighted average exercise price, exercised \| $ / shares	5.28
Weighted average exercise price, vested and exercisable \| $ / shares	$ 3.92
Remaining weighted-average period, outstanding	8 years 8 months 12 days
Remaining weighted-average period, vested and exercisable	6 years 9 months 18 days
Options outstanding, Aggregate Intrinsic Value \| $	$ 613,190
Vested and exercisable, Aggregate intrinsic value \| $	$ 488,187

Description of Business, Basis of Presentation and Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2021

Organization Consolidation And Presentation Of Financial Statements [Abstract]

Description of Business, Basis of Presentation and Summary of Significant Accounting Policies

1.	Description of Business, Basis of Presentation and Summary of Significant Accounting Policies

Description of Business

Oncternal Therapeutics, Inc. (the “Company,” “Oncternal,” or the “combined company”), formerly known as GTx, Inc., was incorporated in Tennessee in September 1997 and reincorporated in Delaware in 2003 and is based in San Diego, California. The Company is a clinical-stage biopharmaceutical company focused on the development of novel oncology therapies for the treatment of cancers with critical unmet medical need. The Company’s clinical pipeline includes zilovertamab, a humanized monoclonal antibody that binds to ROR1 (Receptor-tyrosine kinase-like Orphan Receptor 1), and ONCT-216, a small molecule inhibiting the biological activity of ETS-family transcription factor oncoproteins. The Company is also developing ONCT-808, a CAR-T (chimeric antigen receptor T-cells) product candidate that targets ROR1 and ONCT-534, a dual-action androgen receptor inhibitor product candidate for the treatment of castration-resistant prostate and other androgen receptor-driven cancers.

Principles of Consolidation

Liquidity and Going Concern

Use of Estimates

Cash and Cash Equivalents

Concentration of Credit Risk

Patent Costs

Costs related to filing and pursuing patent applications are recorded as general and administrative expense and expensed as incurred since recoverability of such expenditures is uncertain.

Research and Development Expenses and Accruals

Fair Value Measurements

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.

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

Revenue Recognition

Stock-Based Compensation

Income Taxes

Segment Reporting

Net Loss Per Share

	December 31,
	2021		2020
Warrants to purchase common stock		4,235		5,032
Common stock options		6,445		2,226
Common stock subject to repurchase		—		15
		10,680		7,273

Recently Adopted Accounting Pronouncements

ASU 2021-10

Accounting Standards Not Yet Adopted

Debt - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	May 31, 2020
Debt Instrument [Line Items]
Loan forgiveness (other income)		$ 301
Unsecured Debt \| Paycheck Protection Program
Debt Instrument [Line Items]
Loan amount			$ 300
Interest rate, stated percentage			1.00%
Loan forgiveness (other income)	$ 300

Description of Business, Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Potentially Dilutive Securities Excluded from Calculation of Diluted Net Loss per Share Would Be Anti-dilutive (Detail) - shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Potentially dilutive securities	10,680,000	7,273,000
Warrants to purchase common stock
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Potentially dilutive securities	4,235,000	5,032,000
Common Stock Options
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Potentially dilutive securities	6,445,000	2,226,000
Common Stock Subject to Repurchase
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Potentially dilutive securities		15,000

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2021	Dec. 31, 2020
Statement Of Financial Position [Abstract]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	120,000,000	60,000,000
Common stock, shares issued	49,429,000	48,802,000
Common stock, shares outstanding	49,429,000	48,802,000

Stockholders' Equity - Schedule of Assumptions Used to Estimate Fair Value of Stock Option Grants (Details)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Risk-free interest rate	0.90%	0.70%
Expected volatility	92.80%	91.60%
Expected term (in years)	6 years 2 months 12 days	6 years 8 months 12 days

Balance Sheet Details - Accrued Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Payables And Accruals [Abstract]
Research and development	$ 779	$ 412
Accrued Clinical Trials	518	980
Legal fees	154	77
Unvested share liability		10
Compensation	1,955	1,528
Other	25	35
Total accrued liabilities	$ 3,431	$ 3,042

Stockholders' Equity - Stock-Based Compensation Expense (Details) $ in Millions	12 Months Ended
	Dec. 31, 2021 USD ($)
Equity [Abstract]
Compensation cost related to nonvested awards not yet recognized	$ 17.4
Remaining weighted-average period	3 years 2 months 12 days

Stockholders' Equity - Share-Based Compensation Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 5,875	$ 1,556
Research and development
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	3,136	544
General and administrative
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 2,739	$ 1,012