0000950170-25-046217 | 10-K | XBRL Viewer

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Document and Entity Information - USD ($) $ in Millions	12 Months Ended
Document and Entity Information - USD ($) $ in Millions	Dec. 31, 2024	Mar. 26, 2025	Jun. 30, 2024
Document Information [Line Items]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2024
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	FY
Document Annual Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes
Entity Incorporation, State or Country Code	DE
Entity Registrant Name	BIOATLA, INC.
Entity Central Index Key	0001826892
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Title of 12(b) Security	Common Stock, $0.0001 par value per share
Trading Symbol	BCAB
Security Exchange Name	NASDAQ
Entity Public Float			$ 59.9
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity File Number	001-39787
Entity Tax Identification Number	85-1922320
Entity Address, Address Line One	11085 Torreyana Road
Entity Address, City or Town	San Diego
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92121
City Area Code	858
Local Phone Number	558-0708
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
ICFR Auditor Attestation Flag	false
Documents Incorporated by Reference	Part III incorporates by reference certain information from the registrant’s definitive proxy statement (the “Proxy Statement”) relating to its 2025 Annual Meeting of Stockholders. The Proxy Statement will be filed with the United States Securities and Exchange Commission within 120 days after the end of the fiscal year to which this report relates.
Document Financial Statement Error Correction [Flag]	false
Auditor Name	Ernst & Young LLP
Auditor Location	San Diego, CaliforniaMarch
Auditor Firm ID	42
Auditor Opinion	Opinion on the Financial Statements We have audited the accompanying balance sheets of BioAtla, Inc. (the Company) as of December 31, 2024 and 2023, the related statements of operations and comprehensive loss, stockholders’ equity and cash flows for each of the two years in the period ended December 31, 2024, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the two years in the period ended December 31, 2024, in conformity with U.S. generally accepted accounting principles.
Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		58,401,147
Common Class B
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		0

Leases

12 Months Ended

Dec. 31, 2024

Leases [Abstract]

Leases

. Leases

The Company has a single operating lease for its corporate headquarters and laboratory space in San Diego, California. The lease expires in July 2025 and the Company has an option to extend the term of the lease for an additional five years. Additionally, the lease includes certain rent abatement, rent escalations, tenant improvement allowances and additional charges for common area maintenance and other costs.

The components of lease expense included in the Company’s statements of operations and loss include (in thousands):


	Years ended December 31,
	2024		2023
Operating lease expense	$	1,043	$	1,043
Variable lease expense		689		544
Total lease expense, net	$	1,732	$	1,587

Variable lease costs are primarily related to payments made to lessors for common area maintenance, property taxes, insurance, and other operating expenses. The Company did not have any short-term leases or finance leases for the year ended December 31, 2024.

The weighted average remaining lease term and weighted average discount rate for operating leases were as follows:


	December 31,
	2024			2023
Weighted average remaining lease term (in years)		0.5			1.5
Weighted average discount rate percentage		3.50	%		3.50	%

Supplemental cash flow information related to leases under which the Company is the lessee was as follows (amounts in thousands):


	Years ended December 31,
	2024		2023
Cash paid for amounts included in the measurement of operating leases	$	1,685	$	1,500

Maturities of operating lease liabilities as of December 31, 2024 were as follows (in thousands):


Years ending December 31:	Operating lease
2025	$	845
Thereafter		—
Total future lease payments		845
Less imputed interest		(9	)
Total operating lease liabilities	$	836

Organization and Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Organization

BioAtla, LLC was formed in Delaware in March 2007 and was converted to a Delaware corporation in July 2020 and renamed BioAtla, Inc. (the “Company”). The Company has a proprietary platform for creating biologics, including its conditionally active biologics (“CAB” or “CABs”). CABs have been designed to be active only under certain conditions found in diseased tissue, while remaining inactive in normal tissue. The Company is currently in clinical development of several CAB drug candidates including: its two lead CAB antibody drug conjugates (“CAB ADC”), mecbotamab vedotin (BA3011), a CAB ADC targeting AXL and ozuriftamab vedotin (BA3021), a CAB ADC targeting ROR2; evalstotug (BA3071), a CAB anti-CTLA-4 antibody; and BA3182 (CAB-EpCAM x CAB-CD3), a CAB bispecific antibody targeting EpCAM.

Basis of Presentation

Basis of PresentationThe accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). BioAtla, Inc. is a single legal entity with no consolidated variable interest entities ("VIEs") or subsidiaries (see Note 8).

Liquidity and Going Concern

The Company has incurred cumulative operating losses and negative cash flows from operations since its inception and expects to continue to incur significant expenses and operating losses for the foreseeable future as it continues the development of its product candidates. As of December 31, 2024, the Company had an accumulated deficit of $486.0 million. The Company plans to continue to fund its losses from operations and capital funding needs through public or private equity or debt financings, or other sources. If the Company is not able to secure adequate additional funding, the Company may be forced to make reductions in spending, extend payment terms with suppliers, liquidate assets where possible, or suspend or curtail planned programs. Any of these actions could materially harm the Company’s business, results of operations and future prospects.

In January 2023, the Company entered into an Open Market Sale Agreement (the “Sales Agreement”) with Jefferies LLC pursuant to which the Company may, from time to time at its sole discretion, sell shares of the Company’s common stock, with aggregate gross sales proceeds of up to $100.0 million. The Company has not sold any shares of its common stock under the Sales Agreement as of December 31, 2024.

Management is required to perform a two-step analysis of the Company’s ability to continue as a going concern. Management must first evaluate whether there are conditions and events that raise substantial doubt about the Company’s ability to continue as a going concern (Step 1). If management concludes that substantial doubt is raised, management is also required to consider whether its plans alleviate that doubt (Step 2). Management’s assessment concluded that there is substantial doubt about the Company’s ability to continue as a going concern for a period of at least one year from the issuance date of these financial statements.

The Company has prepared its consolidated financial statements on a going concern basis, which assumes that the Company will realize its assets and satisfy its liabilities in the normal course of business. The accompanying consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the outcome of the uncertainty concerning the Company’s ability to continue as a going concern.

Variable Interest Entities ("VIE")

Variable Interest Entities (“VIE”)

The Company consolidates entities in which it has a controlling financial interest. The Company determines whether it has a controlling financial interest in an entity by first evaluating whether the entity is a voting interest entity or a VIE. VIEs are entities in which (i) the total equity investment at risk is sufficient to enable the entity to finance its activities independently, (ii) the equity holders have the power to direct the activities of the entity that most significantly impact its economic performance, the obligation to absorb the losses of the entity and the right to receive the residual returns of the entity and (iii) the legal entity is structured with substantive voting rights. A VIE is an entity that lacks one or more of the characteristics of a voting interest entity. The Company has a controlling financial interest in a VIE when the Company has a variable interest or interests that provide it with (i) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and (ii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. The Company evaluates its relationships with its VIEs on an ongoing basis to determine whether or not it has a controlling financial interest (see Note 8).

Use of Estimates

The Company’s financial statements are prepared in accordance with U.S. GAAP. The preparation of the Company’s financial statements 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 in the Company’s financial statements and accompanying notes. The most significant estimates in the Company’s financial statements relate to accruals for research and development costs, equity-based compensation and fair value measurements. These estimates and assumptions are based on current facts, historical experience and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recording of revenue and expenses that are not readily apparent from other sources. Actual results may differ materially and adversely from these estimates. To the extent there are material differences between the estimates and actual results, the Company’s future results of operations will be affected.

Cash and Cash Equivalents

The Company considers all highly liquid investments with original maturities of 90 days or less at the date of purchase to be cash equivalents. Cash equivalents consist of highly rated securities including U.S. Government and U.S. Treasury money market funds, which are unrestricted as to withdrawal or use. The cash and cash equivalents balance as of December 31, 2024 and 2023 includes $38.8 million and $50.4 million, respectively, invested in U.S. Government and U.S. Treasury money market funds.

Concentration of Risk

Concentrations of Risk

Financial instruments that potentially subject the Company to a significant concentration 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 and may invest cash that is not required for immediate operating needs in highly liquid instruments that bear minimal risk. The Company has not experienced any losses in such accounts and management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held.

Property and Equipment

Property and equipment are stated at cost and depreciated on a straight-line basis over the estimated useful life of the related assets. Leasehold improvements are stated at cost and amortized on a straight-line basis over the lesser of the remaining term of the related lease or the estimated useful life of the leasehold improvements. Repairs and maintenance costs are charged to expense as incurred and expenditures that materially extend the useful lives of assets are capitalized.

Impairment of Long-Lived Assets

The Company reviews long-lived assets, such as property and equipment, for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets. Fair value would be assessed using discounted cash flows or other appropriate measures of fair value. The Company has not recognized any impairment losses for the years ended December 31, 2024 and 2023.

Leases

The Company determines if an arrangement is a lease at inception. An arrangement is or contains a lease if it conveys the right to control the use of an identified asset for a period of time in exchange for consideration. If a lease is identified, classification is determined at lease commencement. Operating lease liabilities are recognized at the present value of the future lease payments at the lease commencement date. The Company’s leases do not provide an implicit interest rate and therefore the Company estimates its incremental borrowing rate to discount lease payments. The incremental borrowing rate reflects the interest rate that the Company would have to pay to borrow on a collateralized basis an amount equal to the lease payments in a similar economic environment over a similar term. Operating lease right-of-use (“ROU”) assets are based on the corresponding lease liability adjusted for any lease payments made at or before commencement, initial direct costs, and lease incentives. Renewals or early terminations are not accounted for unless the Company is reasonably certain to exercise these options. Operating lease expense is recognized and the ROU asset is amortized on a straight-line basis over the lease term. Variable lease costs are recognized as incurred and are not included in the calculation of the ROU asset or the related lease liability.

The Company has a single lease agreement with lease and non-lease components, which are accounted for as a single lease component. Payments for short-term leases, defined as leases with a term of twelve months or less, are expensed on a straight-line basis over the lease term. The Company does not currently have any short-term leases.

Operating leases are included in operating lease right-of-use assets, operating lease liabilities, and operating lease liabilities, non-current on the Company’s balance sheets. The Company does not have any finance leases.

Derivative Instruments and Warrant Liabilities

The Company evaluates its financial instruments and other contracts, including issued warrants to purchase common stock, to determine if those instruments are required to be recognized as derivatives or contain features that qualify as embedded derivatives under the relevant accounting standards (see Note 3 and Note 6). The result of this accounting treatment is that the derivative is carried at fair value as an asset or liability with changes in fair value recognized in earnings at each reporting date. Changes in the fair value of derivatives are recorded in the statement of operations and comprehensive loss as a component of other income (expense).

Revenue Recognition

The Company recognizes revenue in a manner that depicts the transfer of control of a product or a service to a customer and reflects the amount of the consideration the Company is entitled to receive in exchange for such product or service. In doing so, the Company follows a five-step approach: (i) identify the contract with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations, and (v) recognize revenue when (or as) the customer obtains control of the product or service. The Company considers the terms of a contract and all relevant facts and circumstances when applying the revenue recognition standard.

A customer is a party that has entered into a contract with the Company, where the purpose of the contract is to obtain a product or a service that is an output of the Company’s ordinary activities in exchange for consideration. To be considered a contract, (i) the contract must be approved (in writing, orally, or in accordance with other customary business practices), (ii) each party’s rights regarding the product or the service to be transferred can be identified, (iii) the payment terms for the product or the service to be transferred can be identified, (iv) the contract must have commercial substance (that is, the risk, timing or amount of future cash flows is expected to change as a result of the contract), and (v) it is probable that the Company will collect substantially all of the consideration to which it is entitled to receive in exchange for the transfer of the product or the service.

A performance obligation is defined as a promise to transfer a product or a service to a customer. The Company identifies each promise to transfer a product or a service (or a bundle of products or services, or a series of products and services that are substantially the same and have the same pattern of transfer) that is distinct. A product or a service is distinct if both (i) the customer can benefit from the product or the service either on its own or together with other resources that are readily available to the customer and (ii) the Company’s promise to transfer the product or the service to the customer is separately identifiable from other promises in the contract. Each distinct promise to transfer a product or a service is a unit of accounting for revenue recognition. If a promise to transfer a product or a service is not separately identifiable from other promises in the contract, such promises should be combined into a single performance obligation.

The transaction price is the amount of consideration the Company is entitled to receive in exchange for the transfer of control of a product or a service to a customer. To determine the transaction price, the Company considers the existence of any significant financing component, the effects of any variable elements, noncash consideration and consideration payable to the customer. If a significant financing component exists, the transaction price is adjusted for the time value of money. If an element of variability exists, the Company must estimate the consideration it expects to receive and use that amount as the basis for recognizing revenue as the product or the service is transferred to the customer. There are two methods for determining the amount of variable consideration: (i) the expected value method, which is the sum of probability-weighted amounts in a range of possible consideration amounts, and (ii) the mostly likely amount method, which identifies the single most likely amount in a range of possible consideration amounts.

If a contract has multiple performance obligations, the Company allocates the transaction price to each distinct performance obligation in an amount that reflects the consideration the Company is entitled to receive in exchange for satisfying each distinct performance obligation. For each distinct performance obligation, revenue is recognized when the Company transfers control of the product or the service applicable to such performance obligation.

In those instances where the Company first receives consideration in advance of satisfying its performance obligation, the Company classifies such consideration as deferred revenue until (or as) the Company satisfies such performance obligation. In those instances where the Company first satisfies its performance obligation prior to its receipt of consideration, the consideration is recorded as accounts receivable.

The Company expenses incremental costs of obtaining and fulfilling a contract as incurred if the expected amortization period of the asset that would be recognized is one year or less, or if the amount of the asset is immaterial. Otherwise, such costs are capitalized as contract assets if they are incremental to the contract and amortized to expense proportionate to revenue recognition of the underlying contract.

Research and Development Expenses

The Company’s activities have largely consisted of research and development efforts related to developing our CAB programs. Research and development expenses consist of expenses incurred in performing research and development activities including salaries and benefits, facilities and other overhead expenses, clinical trials, contract services and other outside expenses. Research and development expenses are charged to expense as incurred. Payments for these activities are based on the terms of the individual agreements, which may differ from the pattern of costs incurred, and are reflected in the accompanying balance sheets as prepaid or accrued expenses. When evaluating the adequacy of the accrued expenses, 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 accrued balances at the end of any reporting period. Actual results could differ from the Company’s estimates.

As of December 31, 2024, the Company has accrued $5.7 million related to clinical trial costs. The Company has entered into contracts related to its clinical trials with clinical research organizations. The Company reviews and accrues clinical trial costs based on work performed, which relies on estimates and assumptions of total trial management costs, sites activated, patients enrolled, and number of patient visits. The Company follows this method since reasonably dependable estimates of the costs applicable to clinical trials can be made. Accrued clinical trial costs are subject to revisions as the trials progress. Revisions are charged to expense in the period in which the facts that give rise to the revision become known. A modification in the protocol of a clinical trial or cancellation of a trial could result in a material change to the Company's results of operations.

Patent Costs

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

Stock-Based Compensation

Stock-based compensation expense represents the grant date fair value of equity awards, consisting of stock options, restricted stock units (“RSUs”) and employee stock purchase plan rights, over the requisite service period of the awards (usually the vesting period) on a straight-line

basis. The Company estimates the fair value of stock option grants and employee stock purchase plan rights using the Black-Scholes option pricing model. Prior to the Company’s IPO, the fair value of RSUs was based on the estimated fair value of the underlying common stock on the date of grant and, subsequent to the Company’s IPO, the fair value is based on the closing sales price of the Company’s common stock on the date of grant. Equity award forfeitures are recognized as they occur.

Income Taxes

The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on 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 as 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, exclusive of reversing temporary difference, tax-planning strategies, and the results of recent operations. If management determines that the Company would be able to realize its deferred tax assets in the future in excess of their net recorded amount, management would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes.

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

Comprehensive Loss

Comprehensive loss is defined as a change in equity during a period from transactions and other events and circumstances from non-owner sources, and consists of net loss and other comprehensive gain (loss). There have been no items qualifying as other comprehensive loss and, therefore, for all periods presented, the Company’s comprehensive loss was the same as its reported net loss.

Net Loss Per Share

Basic net loss per common 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. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of common shares and dilutive common stock equivalents outstanding for the period determined using the treasury-stock method. Dilutive common stock equivalents are comprised of RSUs, common stock options outstanding under the Company’s stock option plan, and contingently issuable shares under the BioAtla, Inc. Employee Stock Purchase Plan (the “ESPP”).

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


	December 31,
	2024		2023
Common stock warrants		9,679,158		—
Common stock options		6,096,046		6,273,507
Restricted stock units		1,553,000		99,104
ESPP Shares		78,869		57,253
Total		17,407,073		6,429,864

Recent Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (“ASU”) No. 2023 07, Segment Reporting (Topic 280) – Improvements to Reportable Segment Disclosures (ASU 2023-07), which is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. Effective January 1, 2024, the Company adopted the new standard on a retrospective basis for annual periods, and interim periods beginning for the first quarter of 2025. The Company has included the new disclosures in Note 11 to the financial statements.

In December 2023, the FASB issued ASU No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures”. ASU 2023-09 requires disaggregated information about a reporting entity's effective tax rate reconciliation as well as information on income taxes paid. ASU 2023-09 is effective for public entities with annual periods beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of this guidance on its financial statements.

Leases - Summary of Weighted Average Remaining Lease Term And Weighted Average Discount Rate (Details)	Dec. 31, 2024	Dec. 31, 2023
Leases [Abstract]
Weighted average remaining lease term (in years)	6 months	1 year 6 months
Weighted average discount rate percentage	3.50%	3.50%

Segment Information

12 Months Ended

Dec. 31, 2024

Segment Reporting [Abstract]

Segment Information

11. Segment Information

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 is a clinical-stage biopharmaceutical company and has not generated any product revenue from its CAB antibody-based products. The Company’s operations are organized and reported as a single reportable segment, which includes all activities related to the discovery, development, and commercialization of its CAB products. The Company’s CODM, its chief executive officer, reviews operating results on an aggregate basis and manages the operations as a single operating segment. The measure of segment assets is reported on the balance sheets as total assets. The CODM evaluates performance and allocates resources based on consolidated net income or loss that also is reported on the statements of operations and comprehensive loss as net loss, and cash used in operations.

The following table provides R&D expenses by program with a reconciliation to net loss for the periods indicated, which are regularly reviewed by the CODM:


	Years Ended December 31,
	2024			2023
	(in thousands)
Collaboration and other revenue	$	11,000		$	—
Program expenses:
Mecbotamab vedotin, BA3011 (CAB AXL-ADC)		12,934			24,533
Ozuriftamab vedotin, BA3021 (CAB ROR2-ADC)		8,962			13,530
Evalstotug, BA3071 (CAB CTLA-4)		9,103			17,099
BA3182 (CAB EpCAM x CAB CD3)		5,111			4,048
Other CAB Programs		6,912			22,159
Total program expenses		43,022			81,369
Personnel and related		12,082			12,552
Equity-based compensation		4,238			5,462
Facilities and other		3,753			4,348
Total research and development expenses		63,095			103,731
General and administrative expenses
Personnel and related		7,213			7,553
Equity-based compensation		4,683			8,082
Facilities and other		9,952			10,321
Total general and administrative expenses		21,848			25,956
Interest and other income/(expense)		4,167			6,225
Net loss and comprehensive loss	$	(69,776	)	$	(123,462	)

- Definition

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

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-Paragraph 26C
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-26C

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 26B
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-26B

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-15

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 42
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-42

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 40
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-40

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-URI https://asc.fasb.org/280/tableOfContent

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 26
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-26

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-41

Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-21

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-21

Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

+ Details

Leases - Additional Information (Details)	12 Months Ended
Leases - Additional Information (Details)	Dec. 31, 2024
Leases [Abstract]
Lessor Operating Leases Option To Extend	5 years
Lessor, operating lease, option to extend	The lease expires in July 2025 and the Company has an option to extend the term of the lease for an additional five years. Additionally, the lease includes certain rent abatement, rent escalations, tenant improvement allowances and additional charges for common area maintenance and other costs.

Balance Sheet Details - Schedule Of Prepaid Expenses Other Current Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Balance Sheet Related Disclosures [Abstract]
Prepaid research and development	$ 1,739	$ 4,615
Other prepaid expenses and current assets	447	320
Total	$ 2,186	$ 4,935

Fair Value Measurements - Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation (Details) - $ / shares	12 Months Ended
	Dec. 31, 2024	Dec. 20, 2024	Dec. 31, 2023
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Risk-free rate	4.25%		3.89%
Expected term ( in years)	5 years 11 months 12 days		6 years 18 days
Expected volatility	8.70%		7.90%
Dividend yield	0.00%		0.00%
Warrant [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Common stock price	$ 0.59	$ 0.69
Risk-free rate	4.40%	4.39%
Expected term ( in years)	5 years 5 months 19 days	5 years 6 months
Expected volatility	94.60%	94.40%
Dividend yield	0.00%	0.00%

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2024

Income Tax Contingency [Line Items]

Schedule of Deferred Tax Assets and Liabilities

The Company’s net deferred tax assets (liabilities) are as follows (in thousands):


	Years Ended December 31,
	2024			2023
Deferred tax assets:
Net operating loss carryforwards	$	33,799		$	25,034
Liability to licensor		4,159			4,159
Goodwill		2,683			2,938
Lease liability		176			517
Accrued compensation		556			746
Research credit carryforwards		13,221			10,379
Section 174 cost capitalization		36,951			31,220
Section 59(e) cost capitalization		7,350			8,400
Stock-based compensation		3,938			2,790
Other		5			4
Gross deferred tax assets		102,838			86,187
Less: valuation allowance		(102,655	)		(85,642	)
Total deferred tax assets		183			545
Deferred tax liabilities:
Fixed assets		(75	)		(231	)
Operating lease right-of-use asset		(108	)		(314	)
Total deferred tax liabilities		(183	)		(545	)
Net deferred tax assets	$	—		$	—

Schedule of Unrecognized Tax Benefits


	Years Ended December 31,
	2024		2023
Unrecognized tax benefits - beginning	$	3,602	$	1,968
Gross increases - tax positions in prior period		—		161
Gross increase – current-period tax positions		980		1,473
Unrecognized tax benefits - ending	$	4,582	$	3,602

U.S. Federal Statutory Income Tax Rate [Member]

Income Tax Contingency [Line Items]

Schedule of Unrecognized Tax Benefits

A reconciliation of income tax expense computed at the U.S. federal statutory income tax rate to the Company’s income tax expense is as follows (in thousands):


	Years Ended December 31,
	2024			2023
Tax computed at the federal statutory rate	$	(14,653	)	$	(25,927	)
State income taxes, net of federal tax benefit		(49	)		(8	)
Nondeductible executive compensation		369			99
Stock-based compensation		294			1,326
Research and development and orphan drug credits		(3,789	)		(6,205	)
Uncertain tax positions		947			1,551
Other, net		(132	)		228
Valuation allowance		17,013			28,936
Income tax expense	$	—		$	—

Balance Sheet Details - Schedule of Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Balance Sheet Related Disclosures [Abstract]
Accounts payable	$ 1,902	$ 3,819
Accrued compensation	2,726	3,790
Accrued research and development	8,033	18,246
Other accrued expenses	1,043	865
Total	$ 13,704	$ 26,720

Stockholders' Equity - Schedule of Common Stock Reserved for Future Issuance (Details) - shares	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Class Of Stock [Line Items]
Common stock, shares issued (in shares)	58,099,164	48,077,599
Common stock, shares outstanding (in shares)	58,099,164	48,077,599
Total common stock reserved for future issuance	20,174,431	8,776,826
Warrants [Member]
Class Of Stock [Line Items]
Warrants for the purchase of common stock	9,679,158	0
Common Stock Options and Restricted Stock Units [Member]
Class Of Stock [Line Items]
Common stock, shares issued (in shares)	7,649,046	6,372,611
Common stock, shares outstanding (in shares)	7,649,046	6,372,611
2020 Plan [Member]
Class Of Stock [Line Items]
Awards	1,154,335	991,413
Employees Stock Purchase Plan Shares
Class Of Stock [Line Items]
Common stock, shares issued (in shares)	265,412	165,550
Awards	1,691,892	1,412,802
Total common stock reserved for future issuance	1,691,892

Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Deferred tax assets:
Net operating loss carryforwards	$ 33,799	$ 25,034
Liability to licensor	4,159	4,159
Goodwill	2,683	2,938
Lease liability	176	517
Accrued compensation	556	746
Research credit carryforwards	13,221	10,379
Section 174 cost capitalization	36,951	31,220
Section 59(e) cost capitalization	7,350	8,400
Stock-based compensation	3,938	2,790
Other	5	4
Gross deferred tax assets	102,838	86,187
Less valuation allowance	(102,655)	(85,642)
Total deferred tax assets	183	545
Deferred tax liabilities:
Fixed assets	(75)	(231)
Operating lease right-of-use asset	(108)	(314)
Total deferred tax liabilities	(183)	(545)
Net deferred tax assets	$ 0	$ 0

Organization and Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Organization And Summary Of Significant Accounting Policies [Line Items]
Entity incorporation state country code	DE
Company formation date	2007-03
Common stock, shares issued (in shares)	58,099,164	48,077,599
Preferred stock, shares issued (in shares)	0	0
Accumulated deficit	$ (486,039)	$ (416,263)
Aggregate potential future gross sale proceeds	$ 9,215	0
Uncertain tax positions percentage	50.00%
Impairment losses	$ 0	0
Cash and cash equivalents	38,800	50,400
Operating lease right-of-use-asset, net	512	1,495
Operating lease liabilities	836	1,624
Operating lease liabilities, less current portion	0	$ 836
Accrued clinical trial cost	5,700
Accumulated deficit
Organization And Summary Of Significant Accounting Policies [Line Items]
Accumulated deficit	(486,000)
Aggregate potential future gross sale proceeds	$ 100,000

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2024

Fair Value Disclosures [Abstract]

Schedule Of Fair Value Assets And Liabilities Measured On Recurring Basis

The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values (in thousands):


	As of December 31, 2024
	Level 1		Level 2		Level 3		Total
Assets
Cash equivalents	$	38,822	$	—	$	—	$	38,822
Liabilities
Warrants	$	—	$	—	$	3,811	$	3,811


	As of December 31, 2023
	Level 1		Level 2		Level 3		Total
Assets
Cash equivalents	$	50,416	$	—	$	—	$	50,416
Liabilities
Warrants	$	—	$	—	$	—	$	—

Schedule of Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation

The significant inputs used in the valuation models at issuance and December 31, 2024, to measure the fair value of the Warrants are as follows:


	Valuation Date
	December 20, 2024	December 31, 2024
Common stock price	$0.69	$0.59
Risk-free rate	4.39%	4.40%
Expected term (in years)	5.50	5.47
Expected volatility	94.4%	94.6%
Dividend yield	0.0%	0.0%

Schedule of the Changes in the Fair Value of liabilities

The following table presents the changes in the fair value of Level 3 liabilities for the year ended December 31, 2024 (in thousands):


	Warrant Liability
Balance at December 31, 2023	$	—
Issuance of warrants		4,618
Change in fair value of warrant liability		(807	)
Balance at December 31, 2024	$	3,811

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2024	Dec. 31, 2023
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	200,000,000	200,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	350,000,000	350,000,000
Common stock, shares issued (in shares)	58,099,164	48,077,599
Common stock, shares outstanding (in shares)	58,099,164	48,077,599
Class B Common Stock
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	15,368,569	15,368,569
Common stock, shares issued (in shares)	0	0
Common stock, shares outstanding (in shares)	0	0

Stockholders' Equity

12 Months Ended

Dec. 31, 2024

Equity [Abstract]

Stockholders' Equity

6. Stockholders’ Equity

Description of securities of Delaware corporation

The Company is authorized to issue 200,000,000 shares of preferred stock, par value $0.0001 per share, 350,000,000 shares of common stock, par value $0.0001 per share, and 15,368,569 shares of Class B common stock, par value $0.0001 per share.

Dividends

Subject to preferences that may be applicable to any outstanding shares of preferred stock, holders of the Company’s common stock and Class B common stock are entitled to receive dividends only if declared from time to time by the Company’s board of directors out of assets which are legally available.

Liquidation preferences

Upon any liquidation, dissolution or winding-up of the Company, holders of the Company’s common stock and Class B common stock are entitled to share ratably in all assets remaining after payment of all liabilities and the liquidation preferences of any of our outstanding shares of preferred stock.

Conversion

Holders of the Company’s common stock have no conversion rights, while holders of the Company’s Class B common stock shall have the right to convert each share of Class B common stock into one share of common stock at such holder’s election, provided that as a result of such conversion, such holder would not beneficially own in excess of 4.99% of any class of the Company’s securities registered under the Securities Exchange Act of 1934, as amended, unless otherwise as expressly provided for in the Company’s amended and restated certificate of incorporation. This ownership limitation may be increased or decreased to any other percentage designated by such holder of Class B common stock upon 61 days’ notice to the Company.

Voting rights

Except as otherwise expressly provided in the Company’s amended and restated certificate of incorporation or as required by applicable law, on any matter that is submitted to a vote by the Company’s stockholders, holders of the Company’s common stock are entitled to one vote per share of common stock, and holders of the Company’s Class B common stock are not entitled to any votes per share of Class B common stock, including for the election of directors.

Open Market Sale Agreement

In January 2023, BioAtla, Inc. (the “Company”) entered into an open market sale agreement under which the Company may offer and sell, from time to time in its sole discretion, shares of the Company’s common stock, par value $0.0001 per share, with aggregate gross sales proceeds of up to $100,000,000 through an “at the market” equity offering program under which Jefferies LLC will act as sales agent. No shares have been sold under the agreement to date.

December 2024 Offering and Warrant Issuance

In December 2024, the Company closed on an offering (the “December 2024 Offering) of 9,679,158 shares of common stock at a price of $0.9520 per share with accompanying warrants to purchase up to 9,679,158 shares of common stock, which have an exercise price of $1.19 per share (the “Warrants”). The gross proceeds from the December 2024 Offering were approximately $9.2 million, before deducting $0.7 million of placement agent fees and other offering expenses payable by the Company. As discussed in Note 3, the Company recorded a liability of $4.6 million related to the issuance of the Warrants. The issuance costs of $0.7 million were allocated between the equity and warrant liability on a relative fair value basis. $0.4 million of issuance costs were allocated to the shares of common stock as a reduction to the proceeds, while $0.3 million of issuance costs were allocated to the liability-classified warrants and immediately expensed. The accompanying Warrants become exercisable beginning six months from issuance and will expire five years from the date of initial exercisability. Accordingly, there were 9,679,158 common stock warrants outstanding but not yet exercisable at December 31, 2024.

2020 Equity Incentive Plan

On October 29, 2020, the Company’s board of directors approved the adoption of the BioAtla, Inc. 2020 Equity Incentive Plan (the “2020 Plan”) and approved certain amendments to the 2020 Plan in December 2020. The Company’s stockholders approved the 2020 Plan, as amended, in December 2020. Under the 2020 Plan, the Company may grant awards of common stock to the Company’s employees, consultants and non-employee directors pursuant to option awards, stock appreciation rights awards, restricted stock awards, restricted stock unit awards, performance stock awards, performance stock unit awards and other stock-based awards. As of December 31, 2024 and 2023, the total number of common shares authorized for issuance under the 2020 Plan was 10,735,431 and 9,196,970, respectively. On January 1st of each year, commencing with the first January 1st following the effective date of the 2020 Plan, the shares authorized for issuance under the 2020 Plan shall be increased by the number of shares equal to the lesser of 4% of the total number of shares outstanding on the immediately preceding December 31st and such lesser number of shares determined by the Company’s board of directors. The maximum term of the options granted under the 2020 Plan is no more than ten years. Awards under the 2020 Plan generally vest at 25% one year from the vesting commencement date and ratably each month thereafter for a period of 36 months, subject to continuous service.

On February 26, 2023, the Compensation Committee of the Company’s board of directors approved a modification to the Company’s 2020 Plan to allow vesting of RSUs or stock options, as applicable, subject to the grantee’s continued service to the Company and/or one of its subsidiaries as an employee, non-employee director, or independent contractor. Unvested RSUs totaling 139,730 shares and 574,244 unvested options, which would have been forfeited under the original terms of the 2020 Plan, continued to vest. The Company applied modification accounting to these awards which resulted in a decrease in fair value to these awards. The Company calculated compensation cost for the modified unvested awards of $416,000 related to the RSUs and $962,000 related to the options, and will recognize these amounts over the remaining requisite service periods. The modification also resulted in an increase to the term of 130,699 fully vested options for which $123,000 of incremental compensation cost was immediately recognized on the date of the modification.

Stock-based compensation expense recognized for all equity awards under the 2020 Plan has been reported in the statements of operations and comprehensive loss as follows (in thousands):


	Years ended December 31,
	2024		2023
Research and development	$	4,238	$	5,462
General and administrative		4,683		8,082
Total	$	8,921	$	13,544

Restricted Stock Units

In December 2022, the Company’s board of directors approved an amendment to the Director Compensation Policy, which allows each director to elect to receive their quarterly director fees in the form of restricted stock in lieu of cash. Two board members elected to receive shares of restricted stock in lieu of cash. For the twelve months ended December 31, 2023, the Company issued 45,290 shares of fully vested restricted stock to the two board members. Compensation expense was earned and recognized for these fully vested restricted stock grants in the amount of $0.1 million for the twelve months ended December 31, 2023. This election was discontinued in 2024.

The following table summarizes RSU activity under the 2020 Plan for the years ended December 31, 2024 and 2023:


	Number of Shares			Weighted - average grant date fair value
Outstanding at December 31, 2022		510,039		$	18.00
Granted		45,290		$	2.35
Vested		(433,948	)	$	16.37
Forfeited		(22,277	)	$	18.00
Outstanding at December 31, 2023		99,104		$	18.00
Granted		1,598,000		$	2.48
Vested		(99,104	)	$	18.00
Forfeited		(45,000	)	$	2.65
Outstanding at December 31, 2024		1,553,000		$	2.48

As of December 31, 2024, total unrecognized stock-based compensation expense for RSUs was $3.0 million, which is expected to be recognized over a remaining weighted-average period of approximately 3.0 years.

Stock Options

The following table summarizes stock option activity under the 2020 Plan for the year ended December 31, 2024 and 2023 (in thousands, except share and per option data and years):


	Number of options			Weighted - average exercise price per option		Weighted - average remaining contractual term (in years)		Aggregate intrinsic value
Balance at December 31, 2022		2,736,918		$	13.82		8.82	$	3,636,148
Granted		4,020,395		$	3.74
Exercised		—		$	—
Forfeited		(371,439	)	$	7.20
Expired		(112,367	)	$	20.96
Balance at December 31, 2023		6,273,507		$	7.62	8.64		$	74,680
Granted		37,000		$	2.70
Exercised		—		$	—
Forfeited		(160,072	)	$	3.37
Expired		(54,389	)	$	14.15
Balance at December 31, 2024		6,096,046		$	7.65		7.59	$	—
Vested and expected to vest at December 31, 2024		6,096,046		$	7.65		7.59	$	—
Exercisable at December 31, 2024		3,796,572		$	9.30		7.38	$	—

As of December 31, 2024, total unrecognized stock-based compensation cost for unvested common stock options was $7.7 million, which is expected to be recognized over a remaining weighted-average period of approximately 2.0 years. The weighted- average grant date fair value of stock options granted during the years ended December 31, 2024 and 2023 was $2.04 per share and $2.61 per share, respectively. The total fair

value of options vested during the years ended December 31, 2024 and 2023 was $9.7 million and $6.7 million, respectively. Upon option exercise, the Company issues new shares of its common stock.

The 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,
	2024	2023
Expected volatility	88.7%	77.9%
Risk-free interest rate	4.25%	3.89%
Expected dividend yield	0.0%	0.0%
Expected term	5.95 years	6.05 years

Expected volatility. As the Company’s common stock does not have a significant trading history, 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 biotechnology industry.

Risk-free interest rate. The Company bases the risk-free interest rate assumption on the U.S. Treasury’s rates for U.S. Treasury zero-coupon bonds with maturities similar to those of the expected term of the award being valued.

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 plans to pay cash dividends.

Expected term. For employees, the expected term represents the period of time that options are expected to be outstanding. Because the Company has minimal historical exercise behavior, it determines the expected life assumption using the simplified method, which is an average of the contractual term of the option and its vesting period. For nonemployees, the expected term is generally the contractual term of the option.

Employee Stock Purchase Plan

In December 2020, the Company’s board of directors and stockholders approved the BioAtla, Inc. Employee Stock Purchase Plan (the “ESPP”). The ESPP permits participants to purchase common stock through payroll deductions of up to 15% of their eligible compensation. As of December 31, 2024 and 2023, a total of 2,281,600 and 1,737,098 shares, respectively, of common stock were authorized for issuance under the ESPP. The number of shares of common stock authorized for issuance will automatically increase on January 1 of each calendar year, from January 1, 2021 through January 1, 2030 by the least of (i) 1.0% of the total number of common shares of our common stock outstanding on December 31 of the preceding calendar year (calculated on a fully diluted basis), (ii) 929,658 common shares or (iii) a number determined by the Company’s board of directors that is less than (i) and (ii). During the years ended December 31, 2024 and 2023, the Company issued 265,412 and 165,550 shares of common stock under the ESPP, respectively. As of December 31, 2024, 1,691,892 shares of common stock remained available for issuance under the ESPP. Stock-based compensation expense related to the ESPP for the twelve months ended December 31, 2024 and 2023 was $0.2 million, respectively.

Common Stock Reserved For Future Issuance

Common stock reserved for future issuance are as follows in common equivalent shares:


	December 31,
	2024	2023
Warrants for the purchase of common stock	9,679,158	—
Common stock options and restricted stock units issued and outstanding	7,649,046	6,372,611
Awards available for future issuance under the 2020 Plan	1,154,335	991,413
Awards available for future issuance under the ESPP	1,691,892	1,412,802
Total common stock reserved for future issuance	20,174,431	8,776,826

- Definition

The entire disclosure for equity.

+ References

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

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

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

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

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

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

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

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

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Section 50
-Paragraph 16
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-16

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

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

+ Details

Leases (Tables)

12 Months Ended

Dec. 31, 2024

Lessee Disclosure [Abstract]

Components of Lease Expense

The components of lease expense included in the Company’s statements of operations and loss include (in thousands):


	Years ended December 31,
	2024		2023
Operating lease expense	$	1,043	$	1,043
Variable lease expense		689		544
Total lease expense, net	$	1,732	$	1,587

Summary of Weighted Average Remaining Lease Term and Weighted Average Discount Rate

The weighted average remaining lease term and weighted average discount rate for operating leases were as follows:


	December 31,
	2024			2023
Weighted average remaining lease term (in years)		0.5			1.5
Weighted average discount rate percentage		3.50	%		3.50	%

Supplemental Cash Flow Information Related to Leases

Supplemental cash flow information related to leases under which the Company is the lessee was as follows (amounts in thousands):


	Years ended December 31,
	2024		2023
Cash paid for amounts included in the measurement of operating leases	$	1,685	$	1,500

Maturities of Operating Lease Liabilities

Maturities of operating lease liabilities as of December 31, 2024 were as follows (in thousands):


Years ending December 31:	Operating lease
2025	$	845
Thereafter		—
Total future lease payments		845
Less imputed interest		(9	)
Total operating lease liabilities	$	836

Stockholders' Equity - Summary of Restricted Stock Units (Details) - Restricted Stock Units (RSUs) - $ / shares	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Class Of Stock [Line Items]
Number of Outstanding Shares, Beginning Balance	99,104	510,039
Number of Shares, Granted	1,598,000	45,290
Number of Shares, Vested	(99,104)	(433,948)
Number of Shares, forfeited	(45,000)	(22,277)
Number of Outstanding Shares, Ending Balance	1,553,000	99,104
Weighted Average Grant Date Fair Value, Beginning Balance	$ 18	$ 18
Weighted Average Grant Date Fair Value, Granted	2.48	2.35
Weighted Average Grant Date Fair Value, Vested	18	16.37
Weighted Average Grant Date Fair Value, Forfeited	2.65	18
Weighted Average Grant Date Fair Value, Ending Balance	$ 2.48	$ 18

Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
Statements of Cash Flows - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Cash flows from operating activities
Net loss	$ (69,776)	$ (123,462)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	925	1,221
Loss on disposal of property and equipment	0	2
Change in fair value of warrant liability	(807)	0
Stock-based compensation	8,921	13,544
Changes in operating assets and liabilities:
Prepaid expenses and other assets	2,903	(11)
Accounts payable and accrued expenses	(13,461)	5,284
Right-of-use assets and lease liabilities, net	(641)	(593)
Net cash used in operating activities	(71,936)	(104,015)
Cash flows from investing activities
Purchases of property and equipment	0	(98)
Net cash used in investing activities	0	(98)
Cash flows from financing activities
Proceeds from issuance of common stock and warrants, net of issuance costs	9,215	0
Proceeds from issuance of common stock under Employee Stock Purchase Plan	342	336
Payments for taxes related to net settlement of equity awards	(46)	(259)
Net cash provided by financing activities	9,511	77
Net decrease in cash and cash equivalents	(62,425)	(104,036)
Cash and cash equivalents, beginning of period	111,471	215,507
Cash and cash equivalents, end of period	49,046	111,471
Supplemental disclosure of non-cash investing and financing activities
Equity issuance costs included in accounts payable and accrued expense	445	0
Tax related to net settlement of equity award included in accounts payable and accrued expenses	$ 0	$ 6

Collaboration, License and Option Agreements

12 Months Ended

Dec. 31, 2024

Collaboration License And Option Agreements [Abstract]

Collaboration, License and Option Agreements

7. Collaboration, License and Option Agreements

Global Co-Development and Collaboration Agreement with BeiGene

In April 2019, the Company entered into a Global Co-Development and Collaboration agreement (the “BeiGene Collaboration”) with BeiGene, Ltd. and BeiGene Switzerland GmbH (collectively “BeiGene”), for the development, manufacturing and commercialization of the Company’s investigational CAB CTLA-4 antibody (evalstotug, BA3071). The BeiGene Collaboration was amended several times between 2019 and 2021 and the Company received a total of $25.0 million in non-refundable payments from BeiGene during that time.

In November 2021, the BeiGene Collaboration was terminated, subject to survival of certain provisions, and BeiGene handed back rights to know-how and materials received under the amended BeiGene Collaboration. As a result, the Company is responsible for the global development and commercialization of evalstotug. As consideration for this amendment, the Company agreed to pay BeiGene mid-single digit royalties on

sales worldwide and on a limited basis will share in any upfront and milestone payments received through a sublicense of evalstotug. The Company reclassified its then remaining $19.8 million of deferred revenue as a long-term liability which is expected to settle as licensing payments are made to BeiGene in accordance with the resulting amendment. In the event the license is terminated, the liability will be extinguished with no further payment to BeiGene.

The Company did not recognize any revenue related to the collaboration agreement with BeiGene for the years ended December 31, 2024 and 2023. The Company had a $19.8 million Liability to Licensor as of December 31, 2024 and 2023.

Collaboration and Supply Agreement with Bristol-Myers Squibb

In January 2022, the Company and Bristol-Myers Squibb Company (“BMS”) entered into a clinical trial collaboration and supply agreement (the “BMS Agreement”). Under the terms of the BMS Agreement, BioAtla and BMS collaborate on clinical trials of separate combination therapies using two of BioAtla’s CAB ADCs, mecbotamab vedotin (BA3011) and ozuriftamab vedotin (BA3021), each in combination with Opdivo® (nivolumab), BMS’ proprietary anti-PD-1 monoclonal antibody product. The Company serves as the study sponsor of the scheduled studies and is responsible for costs associated with the trial execution. BMS provides Opdivo® clinical drug supply at no cost for the combination study trials. After the completion of the combination therapy trials, the Company is obligated to provide BMS with a final report of the data resulting from the trial. The BMS Agreement was amended in October 2022 to include additional territories for our mecbotamab vedotin and ozuriftamab vedotin combination study trials. There was no impact to the Company's financial results for the years ended December 31, 2024 or 2023 as a result of this agreement.

License Agreement with Context Therapeutics Inc.

In September 2024, the Company entered into a License Agreement (the “Context License Agreement”) with Context Therapeutics Inc. (“Context”). Under the terms of the Context License Agreement, BioAtla granted Context an exclusive, worldwide license to develop, manufacture and commercialize two licensed antibodies, including BA3362 (renamed by Context as CT-202), the Company’s Nectin-4 x CD3 T cell engaging (TCE) bispecific antibody (the “License”). The Company also transferred know-how, including any necessary materials Context would need to perform research and development. In exchange for the License, the Company is eligible to receive up to $133.5 million in aggregate payments, including an upfront cash payment and potential development, regulatory and commercial milestones, as well as tiered mid-single digit to low double-digit royalties on future net sales of the products. In connection with the execution of the Context License Agreement, the Company also entered into an agreement with Himalaya Therapeutics SECZ, a related party (See Note 8).

A single performance obligation was identified under the Context License Agreement comprised of BioAtla’s promise to transfer the License. Context is responsible for developing BA3362 and for global regulatory filings and commercialization. Context will bear all costs associated with the research, development, and commercialization of any products.

In accordance with Topic 606, the Company determined the transaction price of the agreement was limited to the up-front payment received, and excluded the variable consideration of development and sale milestone payments and royalties as they are fully constrained. As part of the Company’s evaluation of the milestone constraints, the Company determined the achievement of such milestones are contingent upon success in future developments, regulatory approvals and commercial activities, which are not within its control and are uncertain at this stage. Variable consideration related to royalties will be recognized when the related sales occur. All variable consideration remains fully constrained as of December 31, 2024. Further, the Company determined that there were no significant financing components, noncash consideration, or amounts that may be refunded to the customer.

Management determined that the transfer of the License did not meet any of the criteria for recognizing revenue over time, and therefore revenue was recognized at the point in time that the Context License Agreement was executed and the License was transferred to Context. Additional revenue will be recognized for development milestone payments, the sales milestone payments, and the royalty payments if and when the constraints are resolved.

For the years ended December 31, 2024 and 2023, the Company recognized $11.0 million and $0, respectively, of revenue related to the Context License Agreement, included in Collaboration and Other Revenue.

Fair Value Measurements - Schedule of the Changes in the Fair Value of Liabilities (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Balance at December 31, 2023	$ 0
Change in fair value of warrant liability	(807)	$ 0
Balance at December 31, 2024	3,811	0
Level 3
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Balance at December 31, 2023	0
Issuance of warrants	4,618
Change in fair value of warrant liability	(807)
Balance at December 31, 2024	$ 3,811	$ 0

Segment Information (Tables)

12 Months Ended

Dec. 31, 2024

Segment Reporting [Abstract]

Schedule of Segment expenses reviewed by the CDMO

The following table provides R&D expenses by program with a reconciliation to net loss for the periods indicated, which are regularly reviewed by the CODM:


	Years Ended December 31,
	2024			2023
	(in thousands)
Collaboration and other revenue	$	11,000		$	—
Program expenses:
Mecbotamab vedotin, BA3011 (CAB AXL-ADC)		12,934			24,533
Ozuriftamab vedotin, BA3021 (CAB ROR2-ADC)		8,962			13,530
Evalstotug, BA3071 (CAB CTLA-4)		9,103			17,099
BA3182 (CAB EpCAM x CAB CD3)		5,111			4,048
Other CAB Programs		6,912			22,159
Total program expenses		43,022			81,369
Personnel and related		12,082			12,552
Equity-based compensation		4,238			5,462
Facilities and other		3,753			4,348
Total research and development expenses		63,095			103,731
General and administrative expenses
Personnel and related		7,213			7,553
Equity-based compensation		4,683			8,082
Facilities and other		9,952			10,321
Total general and administrative expenses		21,848			25,956
Interest and other income/(expense)		4,167			6,225
Net loss and comprehensive loss	$	(69,776	)	$	(123,462	)

Segment Information - Schedule of Segment expenses reviewed by the CDMO (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Segment Reporting Information [Line Items]
Collaboration and other revenue	$ 11,000	$ 0
Total research and development expenses	63,095	103,731
Total general and administrative expenses	21,848	25,956
Net Income (Loss)	(69,776)	(123,462)
Operating Segments [Member]
Segment Reporting Information [Line Items]
Collaboration and other revenue	11,000	0
Total research and development expenses	63,095	103,731
Total general and administrative expenses	21,848	25,956
Interest and other income/(expense)	4,167	6,225
Net Income (Loss)	(69,776)	(123,462)
Operating Segments [Member] \| Total program expenses
Segment Reporting Information [Line Items]
Total research and development expenses	43,022	81,369
Operating Segments [Member] \| Personnel and related
Segment Reporting Information [Line Items]
Total research and development expenses	12,082	12,552
Total general and administrative expenses	7,213	7,553
Operating Segments [Member] \| Equity-based compensation
Segment Reporting Information [Line Items]
Total research and development expenses	4,238	5,462
Total general and administrative expenses	4,683	8,082
Operating Segments [Member] \| Facilities And other
Segment Reporting Information [Line Items]
Total research and development expenses	3,753	4,348
Total general and administrative expenses	9,952	10,321
Operating Segments [Member] \| Mecbotamab vedotin, BA3011 \| Total program expenses
Segment Reporting Information [Line Items]
Total research and development expenses	12,934	24,533
Operating Segments [Member] \| Ozuriftamab vedotin, BA3021 \| Total program expenses
Segment Reporting Information [Line Items]
Total research and development expenses	8,962	13,530
Operating Segments [Member] \| Evalstotug, BA3071 \| Total program expenses
Segment Reporting Information [Line Items]
Total research and development expenses	9,103	17,099
Operating Segments [Member] \| BA3182 \| Total program expenses
Segment Reporting Information [Line Items]
Total research and development expenses	5,111	4,048
Operating Segments [Member] \| Other CAB Programs \| Total program expenses
Segment Reporting Information [Line Items]
Total research and development expenses	$ 6,912	$ 22,159

Stockholders' Equity - Summary of Assumptions Used in Black-Scholes Model (Details)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Stockholders' Equity Note [Abstract]
Expected volatility	8.70%	7.90%
Risk-free interest rate	4.25%	3.89%
Expected dividend yield	0.00%	0.00%
Expected term	5 years 11 months 12 days	6 years 18 days

Leases - Maturities of Operating Lease Liabilities (Details) $ in Thousands	Dec. 31, 2024 USD ($)
Leases [Abstract]
2025	$ 845
Thereafter	0
Total future lease payments	845
Less imputed interest	(9)
Total operating lease liabilities	$ 836

Stockholders' Equity - Schedule of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Class Of Stock [Line Items]
Stock-based compensation	$ 8,921	$ 13,544
Research and Development Expense
Class Of Stock [Line Items]
Stock-based compensation	4,238	5,462
General and Administrative Expense
Class Of Stock [Line Items]
Stock-based compensation	$ 4,683	$ 8,082

- Definition

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

+ References

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

Reference 2: http://www.xbrl.org/2003/role/recommendedDisclosureRef
-Topic 272
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-URI https://asc.fasb.org/1943274/2147483014/272-10-45-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 13
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Balance Sheet Details (Tables)

12 Months Ended

Dec. 31, 2024

Balance Sheet Related Disclosures [Abstract]

Schedule Of Prepaid Expenses Other Current Assets

Prepaid expenses and other current assets consist of the following (in thousands):


	December 31,
	2024		2023
Prepaid research and development	$	1,739	$	4,615
Other prepaid expenses and current assets		447		320
Total	$	2,186	$	4,935

Schedule of Property and Equipment

Property and equipment consist of the following (in thousands):


		December 31,
	Useful life (years)	2024			2023
Furniture, fixtures and office equipment	3 - 7	$	1,721		$	1,721
Laboratory equipment	5		2,280			2,280
Leasehold improvements	2 - 3		3,680			3,680
			7,681			7,681
Less accumulated depreciation and amortization			(7,003	)		(6,078	)
Total		$	678		$	1,603

Schedule of Accounts Payable and Accrued Expenses

Accounts payable and accrued expenses consist of the following (in thousands):


	December 31,
	2024		2023
Accounts payable	$	1,902	$	3,819
Accrued compensation		2,726		3,790
Accrued research and development		8,033		18,246
Other accrued expenses		1,043		865
Total	$	13,704	$	26,720

Stockholders equity (Tables)

12 Months Ended

Dec. 31, 2024

Equity [Abstract]

Schedule of Stock-Based Compensation Expense

Stock-based compensation expense recognized for all equity awards under the 2020 Plan has been reported in the statements of operations and comprehensive loss as follows (in thousands):


	Years ended December 31,
	2024		2023
Research and development	$	4,238	$	5,462
General and administrative		4,683		8,082
Total	$	8,921	$	13,544

Summary of Restricted Stock Units

The following table summarizes RSU activity under the 2020 Plan for the years ended December 31, 2024 and 2023:


	Number of Shares			Weighted - average grant date fair value
Outstanding at December 31, 2022		510,039		$	18.00
Granted		45,290		$	2.35
Vested		(433,948	)	$	16.37
Forfeited		(22,277	)	$	18.00
Outstanding at December 31, 2023		99,104		$	18.00
Granted		1,598,000		$	2.48
Vested		(99,104	)	$	18.00
Forfeited		(45,000	)	$	2.65
Outstanding at December 31, 2024		1,553,000		$	2.48

Summary of Stock Option Activity

The following table summarizes stock option activity under the 2020 Plan for the year ended December 31, 2024 and 2023 (in thousands, except share and per option data and years):


	Number of options			Weighted - average exercise price per option		Weighted - average remaining contractual term (in years)		Aggregate intrinsic value
Balance at December 31, 2022		2,736,918		$	13.82		8.82	$	3,636,148
Granted		4,020,395		$	3.74
Exercised		—		$	—
Forfeited		(371,439	)	$	7.20
Expired		(112,367	)	$	20.96
Balance at December 31, 2023		6,273,507		$	7.62	8.64		$	74,680
Granted		37,000		$	2.70
Exercised		—		$	—
Forfeited		(160,072	)	$	3.37
Expired		(54,389	)	$	14.15
Balance at December 31, 2024		6,096,046		$	7.65		7.59	$	—
Vested and expected to vest at December 31, 2024		6,096,046		$	7.65		7.59	$	—
Exercisable at December 31, 2024		3,796,572		$	9.30		7.38	$	—

Summary of Assumptions Used in Black-Scholes Model

The 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,
	2024	2023
Expected volatility	88.7%	77.9%
Risk-free interest rate	4.25%	3.89%
Expected dividend yield	0.0%	0.0%
Expected term	5.95 years	6.05 years

Schedule of Common Stock Reserved for Future Issuance

Common stock reserved for future issuance are as follows in common equivalent shares:


	December 31,
	2024	2023
Warrants for the purchase of common stock	9,679,158	—
Common stock options and restricted stock units issued and outstanding	7,649,046	6,372,611
Awards available for future issuance under the 2020 Plan	1,154,335	991,413
Awards available for future issuance under the ESPP	1,691,892	1,412,802
Total common stock reserved for future issuance	20,174,431	8,776,826

401(k) Plan - Additional Information (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2024 USD ($)
Retirement Benefits [Abstract]
Contributions made by company	$ 0

Leases - Supplemental Cash Flow Information Related to Leases (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Leases [Abstract]
Cash paid for amounts included in the measurement of operating leases	$ 1,685	$ 1,500

Related Party Transactions - Additional Information (Details) - USD ($)		12 Months Ended
	Jul. 07, 2020	Dec. 31, 2024	Dec. 31, 2023	Jan. 01, 2020
Related Party Transaction [Line Items]
Research and development expense		$ 63,095,000	$ 103,731,000
Description Of Agreement With Related Party		In September 2024, the Company entered into a Global Transaction Agreement (the “Himalaya Agreement”) with Himalaya. BioAtla and Himalaya had previously entered into an Amended and Restated Exclusive Rights Agreement (the “Amended Rights Agreement”) in January of 2020. Pursuant to the Amended Rights Agreement, Himalaya controls rights to develop, manufacture and commercialize certain assets, including BA3362 which was licensed to Context (see Note 7), in certain territories as further specified in the Amended Rights Agreement. Pursuant to the Himalaya Agreement, Himalaya consented to BioAtla’s execution and performance of the Agreement, and granted to BioAtla an exclusive, worldwide, sublicensable license for those impacted products and intellectual property. Further, as set forth in the Amended Rights Agreement and further clarified in the Himalaya Agreement, BioAtla agreed to pay, subject to any applicable tax withholdings, to Himalaya (i) a mid-teens percentage of all upfront payments and development milestones received by BioAtla from Context under the Context License Agreement; and (ii) a specified percentage of any and all sales milestones and/or royalties based upon Net Sales (as defined in the Context License Agreement) in the People’s Republic of China and the Special Administrative Regions of Hong Kong, Macao and Taiwan that BioAtla receives from Context under the Context License Agreement.
Inversagen LLC
Related Party Transaction [Line Items]
Royalty Expense	$ 0
Options grants related to royalty payment, Period		10 years
Assets or liabilities associated with related party variable interest		$ 0	0
Himalaya Therapeutics SEZC
Related Party Transaction [Line Items]
Research and development expense		2,200,000	100,000
Royalty Expense		$ 0
Description Of Agreement With Related Party		In January 2024, the Company entered into an amended Clinical Trial Services Agreement (as so amended, the “Clinical Trial Services Agreement”) with Himalaya Therapeutics SEZC (“Himalaya”). Under the Clinical Trial Services Agreement, BioAtla will pay Himalaya for the full-time use of two of its personnel and provide services related to the initiation of clinical trials for evalstotug in China for a period of 12 months. All payments have been made under this agreement as of December 31, 2024.
Assets or liabilities associated with related party variable interest		$ 0
Bio Atla Holdings LLC
Related Party Transaction [Line Items]
Assets or liabilities associated with related party variable interest		$ 0	$ 0
Options grants related to royalty payments, Period	10 years
Share of Royalties under Royalty Sharing Agreement				50.00%

Commitments and Contingencies

12 Months Ended

Dec. 31, 2024

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

5. Commitments and Contingencies

From time to time, the Company may be subject to various claims and suits arising in the ordinary course of business. The Company is not currently a party to any legal proceedings the outcome of which the Company believes, if determined adversely to the Company, would individually or in the aggregate have a material adverse effect on the Company’s business, operating results or financial condition.

Income Taxes - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Operating Loss Carryforwards [Line Items]
Deferred tax asset valuation allowance	$ 102,655	$ 85,642
Change in Valuation Allowance	$ 17,000
Percentage of Limitation Against Taxable Income	80.00%
Federal net operating loss carryforward	$ 400
State net operating loss carryforwards	$ 42,000
Tax credit limitation on use	The federal and approximately $41.5 million of state net operating losses can be carried forward indefinitely, subject to an 80% limitation against taxable income. The remaining state net operating losses of approximately $0.4 million will begin to expire in 2042, unless previously utilized.
Tax Credit Carryforward, Amount	$ 10,100
Orphan Drug Credit	$ 4,900
Operating Loss Carryforwards Expiration Period	2042
Use of annual operating loss carryforwards	Sections 382 and 383, annual use of the Company's net operating loss carryforwards may be limited in the event a cumulative change in ownership of more than 50% occurs within a three-year period.
CARES Act NOL carryover/carryback offset to taxable income.	50.00%
Unrecognized tax benefits	$ 4,582	$ 3,602	$ 1,968
Domestic Tax Authority
Operating Loss Carryforwards [Line Items]
Federal net operating loss carryforward	$ 41,500
Operating Loss Carryforwards Expiration Period	2040
Orphan drug credit carryforwards expiration period	2041
Domestic Tax Authority \| Research and Development Tax Credit
Operating Loss Carryforwards [Line Items]
Federal net operating loss carryforward	$ 160,600
California Franchise Tax Board \| Research and Development Tax Credit
Operating Loss Carryforwards [Line Items]
Tax Credit Carryforward, Amount	$ 3,300

Statements of Stockholders' Equity - USD ($) $ in Thousands	Total	Class B Common Stock	Common Stock	Additional Paid-in Capital	Accumulated deficit
Balance at Dec. 31, 2022	$ 180,339		$ 5	$ 473,135	$ (292,801)
Balance, shares at Dec. 31, 2022		1,211,959	46,336,166
Issuance of common stock under equity incentive plans, net of shares withheld for taxes, shares			318,634
Issuance of common stock for Employee Stock Purchase Plan	336			336
Issuance of common stock for Employee Stock Purchase Plan, shares			165,550
Issuance of common stock for director compensation	107			107
Issuance of common stock for director compensation, shares			45,290
Taxes related to net share settlement of equity awards	(192)			(192)
Conversion of Class B Common Stock, shares		(1,211,959)	1,211,959
Stock-based compensation expense	13,544			13,544
Net loss	(123,462)				(123,462)
Balance at Dec. 31, 2023	70,672		$ 5	486,930	(416,263)
Balance, shares at Dec. 31, 2023			48,077,599
Issuance of common stock, net of issuance costs and warrant liability, shares			9,679,158
Issuance of common stock, net of issuance costs and warrant liability	4,152		$ 1	4,151
Issuance of common stock under equity incentive plans, net of shares withheld for taxes, shares			76,995
Issuance of common stock for Employee Stock Purchase Plan	342			342
Issuance of common stock for Employee Stock Purchase Plan, shares			265,412
Taxes related to net share settlement of equity awards	(46)			(46)
Stock-based compensation expense	8,921			8,921
Net loss	(69,776)				(69,776)
Balance at Dec. 31, 2024	$ 14,265		$ 6	$ 500,298	$ (486,039)
Balance, shares at Dec. 31, 2024			58,099,164

Collaboration, License and Option Agreements - Additional Information (Details) - USD ($) $ in Thousands		12 Months Ended		36 Months Ended
	Nov. 18, 2021	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2021
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Collaboration Amendment Date				2019-04
Liability to licensor		$ 19,806	$ 19,806
BeiGene
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Collaboration Amendment Date				2021-11
Upfront Non-Refundable Payment				$ 25,000
Revenues		0
License termination information, Description	In the event the license is terminated, the liability will be extinguished with no further payment to BeiGene.
Current portion of deferred revenue	$ 19,800
Liability to licensor		19,800	19,800
Context Therapeutics Inc
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Revenues		11,000	$ 0
Maximum Potential Aggregate Payments		$ 133,500

Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Leases [Abstract]
Operating lease expense	$ 1,043	$ 1,043
Variable lease expense	689	544
Total lease expense, net	$ 1,732	$ 1,587

Income Taxes - Schedule of Income Tax Reconciliation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Tax computed at the federal statutory rate	$ (14,653)	$ (25,927)
State income taxes, net of federal tax benefit	(49)	(8)
Nondeductible executive compensation	369	99
Stock-based compensation	294	1,326
Research and development and orphan drug credits	(3,789)	(6,205)
Uncertain tax positions	947	1,551
Other, net	(132)	228
Valuation allowance	17,013	28,936
Income tax expense	$ 0	$ 0

Fair Value Measurements - Schedule Of Fair Value Assets And Liabilities Measured On Recurring Basis (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant	$ 3,811	$ 0
Cash And Cash Equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	38,822	50,416
Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant	0	0
Level 1 \| Cash And Cash Equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	38,822	50,416
Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant	0	0
Level 2 \| Cash And Cash Equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	0	0
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant	3,811	0
Level 3 \| Cash And Cash Equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets	$ 0	$ 0

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 49,046	$ 111,471
Prepaid expenses and other current assets	2,186	4,935
Total current assets	51,232	116,406
Property and equipment, net	678	1,603
Operating lease right-of-use-asset, net	512	1,495
Other assets	0	154
Total assets	52,422	119,658
Current liabilities:
Accounts payable and accrued expenses	13,704	26,720
Operating lease liabilities	836	1,624
Total current liabilities	14,540	28,344
Operating lease liabilities, less current portion	0	836
Liability to licensor	19,806	19,806
Warrant liability	3,811	0
Total liabilities	38,157	48,986
Commitments and contingencies (Note 5)
Stockholders' equity:
Preferred stock, $0.0001 par value; 200,000,000 shares authorized at December 31, 2024 and December 31, 2023; 0 shares issued and outstanding at December 31, 2024 and December 31, 2023	0	0
Common stock value	6	5
Additional paid-in capital	500,298	486,930
Accumulated deficit	(486,039)	(416,263)
Total stockholders' equity	14,265	70,672
Total liabilities and stockholders' equity	$ 52,422	$ 119,658

Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Collaboration and other revenue	$ 11,000	$ 0
Operating expenses:
Research and development expense	63,095	103,731
General and administrative expense	21,848	25,956
Total operating expenses	84,943	129,687
Loss from operations	(73,943)	(129,687)
Other income
Interest income	3,369	6,312
Gain (loss) on warrant liability	807	0
Other income (expense)	(9)	(87)
Total other income	4,167	6,225
Net loss and comprehensive loss	$ (69,776)	$ (123,462)
Net loss per common share, basic	$ (1.44)	$ (2.58)
Net loss per common share, diluted	$ (1.44)	$ (2.58)
Weighted-average shares of common stock outstanding, basic	48,573,364	47,777,568
Weighted-average shares of common stock outstanding, diluted	48,573,364	47,777,568

Stockholders' Equity - Additional Information (Details) - USD ($)		1 Months Ended	12 Months Ended
	Jan. 01, 2021	Jan. 31, 2023	Dec. 31, 2024	Dec. 31, 2023
Class Of Stock [Line Items]
Common stock, shares issued			58,099,164	48,077,599
Preferred stock, shares authorized			200,000,000	200,000,000
Preferred stock, par value			$ 0.0001	$ 0.0001
Common stock, shares authorized			350,000,000	350,000,000
Common stock par value per share			$ 0.0001	$ 0.0001
Warrant Liability			$ 3,811,000	$ 0
Conversion of stock, description			Holders of the Company’s common stock have no conversion rights, while holders of the Company’s Class B common stock shall have the right to convert each share of Class B common stock into one share of common stock at such holder’s election, provided that as a result of such conversion, such holder would not beneficially own in excess of 4.99% of any class of the Company’s securities registered under the Securities Exchange Act of 1934
Period related to changing of ownership limitation percentage designated by Class B common stock holder			61 days
Fair value of options, vested			$ 9,700,000	$ 6,700,000
Share-based payment arrangement, nonvested award, cost not yet recognized, period for recognition			3 years
Total common stock reserved for future issuance			20,174,431	8,776,826
Equity Option
Class Of Stock [Line Items]
Share-based payment arrangement, nonvested award, option, cost not yet recognized, amount			$ 7,700,000
Share-based payment arrangement, nonvested award, cost not yet recognized, period for recognition			2 years
Share-based compensation arrangement by share based payment award options grants in period weighted average grant date fair value			$ 2.04	$ 2.61
Restricted Stock Units (RSUs)
Class Of Stock [Line Items]
Number of shares, vested			99,104	433,948
Compensation expense on issuance of director compensation				$ 100,000
Share-based payment arrangement, nonvested award, option, cost not yet recognized, amount			$ 3,000,000
Restricted Stock Units (RSUs) \| Board of Directors
Class Of Stock [Line Items]
Number of shares, vested				45,290
Open Market Sale Agreement
Class Of Stock [Line Items]
Common stock par value per share		$ 0.0001
Maximum aggregate gross proceeds		$ 100,000,000
2020 Equity Incentive Plan
Class Of Stock [Line Items]
Common shares authorized for issuance			10,735,431	9,196,970
Shares available for awards, description	4
Vesting percentage			25.00%
Vesting period			36 months
Vesting terms, description			ten years
Compensation cost for the modified unvested restricted stock units				$ 416,000
Number of modified fully vested options				130,699
Increase in compensation cost of fully vested options				$ 123,000
2020 Equity Incentive Plan \| Restricted Stock Units (RSUs)
Class Of Stock [Line Items]
Total number of modified unvested restricted stock units				139,730
Employees Stock Purchase Plan Shares
Class Of Stock [Line Items]
Common stock, shares issued			265,412	165,550
Common stock, shares authorized			2,281,600	1,737,098
Purchase common stock through payroll deductions of up to compensations, percent			15.00%
Share-based compensation arrangement by share based payment award percentage of outstanding stock maximum			1.00%
Increase in issuance of common stock			929,658
Total common stock reserved for future issuance			1,691,892
Stock-based compensation expense			$ 200,000	$ 200,000
December 2024 Offering and Warrant Issuance
Class Of Stock [Line Items]
Common stock price			$ 0.952
Common stock, shares issued			9,679,158
Purchase of common stock by warrants			9,679,158
Warrants excercise price			$ 1.19
Common stock warrants outstanding			$ 9,679,158
Warrants and Rights OutstandingTerm			5 years
Aggregate gross proceeds			$ 9,200,000
Placement agent fees			700,000
Warrant Liability			4,600,000
Issuance Costs			700,000
Allocation Of Issuance Costs To Equity			400,000
Allocation of the issuance costs to the liability-classified warrants			$ 300,000
Class B Common Stock
Class Of Stock [Line Items]
Common stock, shares issued			0	0
Common stock, shares authorized			15,368,569	15,368,569
Common stock par value per share			$ 0.0001	$ 0.0001
Common Stock
Class Of Stock [Line Items]
Common stock, voting rights			one
Common Stock Options \| 2020 Equity Incentive Plan
Class Of Stock [Line Items]
Total number of modified unvested options				574,244
Compensation cost for the modified unvested options				$ 962,000

Balance Sheet Details - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross	$ 7,681	$ 7,681
Less accumulated depreciation and amortization	(7,003)	(6,078)
Total	678	1,603
Furniture Fixtures And Office Equipment
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross	$ 1,721	$ 1,721
Furniture Fixtures And Office Equipment \| Minimum
Property Plant And Equipment [Line Items]
Property plant and equipment useful life	3 years	3 years
Furniture Fixtures And Office Equipment \| Maximum
Property Plant And Equipment [Line Items]
Property plant and equipment useful life	7 years	7 years
Laboratory Equipment
Property Plant And Equipment [Line Items]
Property plant and equipment useful life	5 years	5 years
Property, plant and equipment, gross	$ 2,280	$ 2,280
Leasehold Improvements
Property Plant And Equipment [Line Items]
Property, plant and equipment, gross	$ 3,680	$ 3,680
Leasehold Improvements \| Minimum
Property Plant And Equipment [Line Items]
Property plant and equipment useful life	2 years	2 years
Leasehold Improvements \| Maximum
Property Plant And Equipment [Line Items]
Property plant and equipment useful life	3 years	3 years

Fair Value Measurements

12 Months Ended

Dec. 31, 2024

Fair Value Disclosures [Abstract]

Fair Value Measurements

3. Fair Value Measurements

The Company’s financial instruments consist of cash and cash equivalents, accounts payable and accrued expenses, and warrants to purchase common stock. The carrying amounts of the Company’s cash and cash equivalents and accounts payable and accrued expenses are considered to be representative of their respective fair values due to their short-term nature.

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.

When quoted market prices are available in active markets, the fair value of assets and liabilities is estimated within Level 1 of the valuation hierarchy. If quoted prices are not available, then fair values are estimated by using pricing models, quoted prices of assets and liabilities with similar characteristics, or discounted cash flows within Level 2 of the valuation hierarchy. In cases where Level 1 or Level 2 inputs are not available, the fair values are estimated by using inputs within Level 3 of the hierarchy.

The Company has determined the estimated fair value of its financial instruments based on appropriate valuation methodologies; however, considerable judgment is required to develop these estimates. Accordingly, these estimated fair values are not necessarily indicative of the

amounts the Company could realize in a current market exchange. The estimated fair values can be materially affected by using different assumptions or methodologies. The methods and assumptions used in estimating the fair values of financial instruments are based on carrying values and future cash flows.


	As of December 31, 2024
	Level 1		Level 2		Level 3		Total
Assets
Cash equivalents	$	38,822	$	—	$	—	$	38,822
Liabilities
Warrants	$	—	$	—	$	3,811	$	3,811


	As of December 31, 2023
	Level 1		Level 2		Level 3		Total
Assets
Cash equivalents	$	50,416	$	—	$	—	$	50,416
Liabilities
Warrants	$	—	$	—	$	—	$	—

Cash Equivalents

Cash equivalents are comprised of money market funds, which are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices in active markets.

Warrant Liability

As of December 31, 2024, Level 3 liabilities include the warrant liability which resulted from warrants being issued on December 20, 2024 (as further described in Note 6), which did not meet the criteria for equity classification in accordance with ASC Subtopic 815-40, Derivatives and Hedging - Contracts in Entity’s Own Equity (“ASC 815-40”), and are therefore accounted for as liabilities at fair value. The Company did not have any Level 3 assets or liabilities as of December 31, 2023.

The Company estimates the fair value of its Warrants using significant unobservable inputs, which represent Level 3 measurements within the fair value hierarchy. The Company estimated the fair value of the Warrants using the Black-Scholes option pricing model.

The significant inputs used in the valuation models at issuance and December 31, 2024, to measure the fair value of the Warrants are as follows:


	Valuation Date
	December 20, 2024	December 31, 2024
Common stock price	$0.69	$0.59
Risk-free rate	4.39%	4.40%
Expected term (in years)	5.50	5.47
Expected volatility	94.4%	94.6%
Dividend yield	0.0%	0.0%

The following table presents the changes in the fair value of Level 3 liabilities for the year ended December 31, 2024 (in thousands):


	Warrant Liability
Balance at December 31, 2023	$	—
Issuance of warrants		4,618
Change in fair value of warrant liability		(807	)
Balance at December 31, 2024	$	3,811

Changes in the fair value of the liability-classified Warrants are recognized as a component of other income, net in the statement of operations. No transfers between levels have occurred during the periods presented.

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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Reference 2: http://www.xbrl.org/2003/role/exampleRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

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

+ Details

Balance Sheet Details

12 Months Ended

Dec. 31, 2024

Balance Sheet Related Disclosures [Abstract]

Balance Sheet Details

2. Balance Sheet Details

Prepaid expenses and other current assets consist of the following (in thousands):


	December 31,
	2024		2023
Prepaid research and development	$	1,739	$	4,615
Other prepaid expenses and current assets		447		320
Total	$	2,186	$	4,935

Property and equipment consist of the following (in thousands):


		December 31,
	Useful life (years)	2024			2023
Furniture, fixtures and office equipment	3 - 7	$	1,721		$	1,721
Laboratory equipment	5		2,280			2,280
Leasehold improvements	2 - 3		3,680			3,680
			7,681			7,681
Less accumulated depreciation and amortization			(7,003	)		(6,078	)
Total		$	678		$	1,603

Accounts payable and accrued expenses consist of the following (in thousands):


	December 31,
	2024		2023
Accounts payable	$	1,902	$	3,819
Accrued compensation		2,726		3,790
Accrued research and development		8,033		18,246
Other accrued expenses		1,043		865
Total	$	13,704	$	26,720

Income Taxes

12 Months Ended

Dec. 31, 2024

Income Tax Disclosure [Abstract]

Income Taxes

10. Income Taxes

A reconciliation of income tax expense computed at the U.S. federal statutory income tax rate to the Company’s income tax expense is as follows (in thousands):


	Years Ended December 31,
	2024			2023
Tax computed at the federal statutory rate	$	(14,653	)	$	(25,927	)
State income taxes, net of federal tax benefit		(49	)		(8	)
Nondeductible executive compensation		369			99
Stock-based compensation		294			1,326
Research and development and orphan drug credits		(3,789	)		(6,205	)
Uncertain tax positions		947			1,551
Other, net		(132	)		228
Valuation allowance		17,013			28,936
Income tax expense	$	—		$	—

The Company’s net deferred tax assets (liabilities) are as follows (in thousands):


	Years Ended December 31,
	2024			2023
Deferred tax assets:
Net operating loss carryforwards	$	33,799		$	25,034
Liability to licensor		4,159			4,159
Goodwill		2,683			2,938
Lease liability		176			517
Accrued compensation		556			746
Research credit carryforwards		13,221			10,379
Section 174 cost capitalization		36,951			31,220
Section 59(e) cost capitalization		7,350			8,400
Stock-based compensation		3,938			2,790
Other		5			4
Gross deferred tax assets		102,838			86,187
Less: valuation allowance		(102,655	)		(85,642	)
Total deferred tax assets		183			545
Deferred tax liabilities:
Fixed assets		(75	)		(231	)
Operating lease right-of-use asset		(108	)		(314	)
Total deferred tax liabilities		(183	)		(545	)
Net deferred tax assets	$	—		$	—

A valuation allowance of approximately $102.7 million as of December 31, 2024 has been established to offset the deferred tax assets as the Company has determined that it is not more likely than not that these assets will be realized. The valuation allowance increased by approximately $17.0 million during 2024.

At December 31, 2024, the Company had federal and state net operating loss carryforwards of approximately $160.6 million and $42.0 million, respectively. The federal and approximately $41.5 million of state net operating losses can be carried forward indefinitely, subject to an 80% limitation against taxable income. The remaining state net operating losses of approximately $0.4 million will begin to expire in 2042, unless previously utilized.

At December 31, 2024, the Company had federal and California research and development credit carryforwards of approximately $10.1 million and $3.3 million, respectively. The federal credit carryforwards will begin to expire in 2040, unless previously utilized. The California credits will carry forward indefinitely.

At December 31, 2024, the Company also had federal orphan drug credit carryforwards of approximately $4.9 million. The orphan drug credit carryforwards will begin to expire in 2041, unless previously utilized.

Pursuant to Internal Revenue Code (“IRC”) Sections 382 and 383, annual use of the Company's net operating loss 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 an ownership change analysis pursuant to IRC Section 382. If ownership changes within the meaning of IRC Section 382 are identified as having occurred, the amount of remaining tax attribute carryforwards available to offset future taxable income and income tax expense in future years may be significantly restricted or eliminated. Further, the Company's deferred tax assets associated with such tax attributes could be significantly reduced upon realization of an ownership change within the meaning of IRC Section 382.

Under the FASB's accounting guidance related to income tax positions, among other things, the impact of an uncertain income tax position on the income tax return must be recognized at the largest amount that is more-likely-than-not to be sustained upon audit by the relevant taxing authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. Additionally, the guidance provides further clarification on derecognition, classification, interest and penalties, accounting in interim period, disclosure and transition. The Company regularly evaluates the likelihood of recognizing the benefit for income tax positions taken in various federal and state filings by considering all relevant facts, circumstances, and information available.

A reconciliation of the beginning and ending unrecognized tax benefit amount is as follows (in thousands):


	Years Ended December 31,
	2024		2023
Unrecognized tax benefits - beginning	$	3,602	$	1,968
Gross increases - tax positions in prior period		—		161
Gross increase – current-period tax positions		980		1,473
Unrecognized tax benefits - ending	$	4,582	$	3,602

As of December 31, 2024, the Company had gross unrecognized tax benefits of approximately $4.6 million, none of which would affect the Company’s effective tax rate due to the existence of the valuation allowance. The Company’s policy is to recognize interest and penalties related to income tax matters in income tax expense. The Company had no accrual for interest or penalties on the Company’s balance sheet and has not recognized interest or penalties in the statements of operations and comprehensive income for the year ended December 31, 2024. The Company does not anticipate a significant change to its liability for unrecognized tax benefits within the next twelve months.

The Company is subject to taxation in the United States and various state jurisdictions. The Company is subject to examination by tax authorities in those jurisdictions since 2021 and 2020, respectively, and forward. However, to the extent allowed by law, the taxing authorities may have the right to examine periods where NOLs and research and development credits were generated and carried forward, and make adjustments to the amount of the NOL and research credits carryforward amount. The Company is not currently under examination by any jurisdiction.

- Definition

The entire disclosure for income tax.

+ References

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

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

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Name Accounting Standards Codification
-Section 50
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-URI https://asc.fasb.org/1943274/2147482603/740-30-50-2

+ Details

Subsequent Events

12 Months Ended

Dec. 31, 2024

Subsequent Events [Abstract]

Subsequent Events

12. Subsequent Events

The Company has completed an evaluation of all subsequent events through March 27, 2025 for the financial statements as of and for the year ended December 31, 2024 to ensure these financial statements include appropriate disclosure of events both recognized in the financial statements and events which occurred but were not recognized in the financial statements. Except as described below or elsewhere in these financial statements, the Company has concluded that no subsequent event has occurred that requires disclosure.

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Dec. 31, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Pay vs Performance Disclosure - USD ($) $ in Thousands	12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ (69,776)	$ (123,462)

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Organization and Summary of Significant Accounting Policies - Schedule of R&D Expenses by Program With a Reconciliation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Collaboration and other revenue	$ 11,000	$ 0
Total research and development expenses	63,095	103,731
Total general and administrative expenses	21,848	25,956
Net Income (Loss)	$ (69,776)	$ (123,462)

- Definition

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

+ References

+ Details

Organization and Summary of Significant Accounting Policies - Schedule of Anti-dilutive Securities Excluded from Calculation of Diluted Net Loss Per Share (Details) - shares	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from calculation of diluted net loss per share	17,407,073	6,429,864
Common Stock Warrants
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from calculation of diluted net loss per share	9,679,158	0
Common Stock Options
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from calculation of diluted net loss per share	6,096,046	6,273,507
Restricted Stock Units (RSUs)
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from calculation of diluted net loss per share	1,553,000	99,104
ESPP Shares
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from calculation of diluted net loss per share	78,869	57,253

401(k) Plan

12 Months Ended

Dec. 31, 2024

Retirement Benefits [Abstract]

401(k) Plan

9. 401(k) Plan

The Company maintains a defined contribution 401(k) plan available to eligible employees. Employee contributions are voluntary and are determined on an individual basis, limited to the maximum amount allowable under federal tax regulations. The Company, at its discretion, may make certain matching contributions to the 401(k) plan. To date, the Company has not made any matching contributions.

- Definition

The entire disclosure for retirement benefits.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 70
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480794/715-70-50-1

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 17
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480482/715-20-55-17

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)(iv)(03)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480506/715-20-50-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)(i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480506/715-20-50-1

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (q)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480506/715-20-50-1

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (l)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480506/715-20-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/715/tableOfContent

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)(iii)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480506/715-20-50-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (o)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480506/715-20-50-1

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (p)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480506/715-20-50-1

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (r)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480506/715-20-50-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (r)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480506/715-20-50-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 20
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480126/715-20-S99-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 60
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480266/715-60-50-3

+ Details

Income Taxes - Schedule of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Beginning Balance	$ 3,602	$ 1,968
Gross increases - tax positions in prior period	0	161
Gross increase - current-period tax positions	980	1,473
Ending Balance	$ 4,582	$ 3,602

Organization and Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Schedule of Anti-dilutive Securities Excluded from Calculation of Diluted Net Loss Per Share

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


	December 31,
	2024		2023
Common stock warrants		9,679,158		—
Common stock options		6,096,046		6,273,507
Restricted stock units		1,553,000		99,104
ESPP Shares		78,869		57,253
Total		17,407,073		6,429,864

Stockholders' Equity - Summary of Stock Option Activity (Details) - Equity Option - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Shares, Beginning Balance	6,273,507	2,736,918
Granted, Number of Shares	37,000	4,020,395
Exercised, Number of Shares	0	0
Forfeiture, Number of Shares	(160,072)	(371,439)
Expired, Number of Shares	(54,389)	(112,367)
Number of Shares, Ending Balance	6,096,046	6,273,507	2,736,918
Vested and expected to vest, Number of Shares	6,096,046
Exercisable, Number of Shares	3,796,572
Outstanding, Beginning Balance, Weighted-Average Exercise Price per Share	$ 7.62	$ 13.82
Granted, Weighted-Average Exercise Price per Share	2.70	3.74
Exercised, Weighted-Average Exercise Price per Share	0	0
Forfeited, Weighted-Average Exercise Price per Share	3.37	7.2
Expired, Weighted-Average Exercise Price per Share	14.15	20.96
Outstanding, Ending Balance, Weighted-Average Exercise Price per Share \| $ / shares	7.65	$ 7.62	$ 13.82
Vested and expected to vest, Weighted-Average Exercise Price per Share	7.65
Exercisable, Weighted-Average Exercise Price per Share	$ 9.3
Outstanding, Weighted-Average Remaining Contractual Term (years)	7 years 7 months 2 days	8 years 7 months 20 days	8 years 9 months 25 days
Vested and expected to vest, Weighted-Average Remaining Contractual Term (years)	7 years 7 months 2 days
Exercisable, Weighted-Average Remaining Contractual Term (years)	7 years 4 months 17 days
Outstanding, Aggregate Intrinsic Value	$ 0	$ 74,680	$ 3,636,148
Vested and expected to vest, Aggregate Intrinsic Value	0
Exercisable, Aggregate Intrinsic	$ 0

Organization and Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Organization and Summary of Significant Accounting Policies

1. Organization and Summary of Significant Accounting Policies

Organization

Basis of Presentation

The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). BioAtla, Inc. is a single legal entity with no consolidated variable interest entities ("VIEs") or subsidiaries (see Note 8).

Liquidity and Going Concern

Variable Interest Entities (“VIE”)

Use of Estimates

Cash and Cash Equivalents

Concentrations of Risk

Property and Equipment

Impairment of Long-Lived Assets

Leases

Derivative Instruments and Warrant Liabilities

Research and Development Expenses

Patent Costs

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

Stock-Based Compensation

Income Taxes

Comprehensive Loss

Net Loss Per Share

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


	December 31,
	2024		2023
Common stock warrants		9,679,158		—
Common stock options		6,096,046		6,273,507
Restricted stock units		1,553,000		99,104
ESPP Shares		78,869		57,253
Total		17,407,073		6,429,864

Recent Accounting Pronouncements

Related Party Transactions

12 Months Ended

Dec. 31, 2024

Related party transactions

8. Related Party Transactions

Inversagen, LLC

On March 15, 2019, the Company entered into an Exclusive License Agreement with Inversagen (the “Inversagen License”). Under the terms of the agreement, Inversagen acquired the rights to CAB-antibodies for the field of diseases associated with aging, outside of cancer, and an immuno-oncology antibody. The Company may perform development services under the agreement and will be reimbursed by Inversagen for its costs. Commencing on the first commercial sale of the CAB-antibodies and immuno-oncology antibody subject to the Inversagen License, Inversagen will pay the Company milestone payments and royalties, which represent a variable interest held by the Company. On July 7, 2020, the Company and Inversagen entered into the First Amendment to Exclusive License Agreement (“Amended Inversagen License”), which grants the Company an option for a period of 10 years to acquire the immuno-oncology antibody in return for royalty payments in the low-single digits during the applicable royalty term. No payments have been made to date.

Inversagen has only nominal assets and liabilities and is a VIE as the entity lacks sufficient equity to finance its activities without additional subordinated financial support. The Company does not consolidate Inversagen as it is not the primary beneficiary; the Inversagen License and the Amended Inversagen License did not and do not provide the Company with any decision-making power over the activities that are most significant to the entity’s economic success, such as the direction of its development efforts or the search for or terms of any future financing arrangements. The Company has no equity interest in Inversagen, and no exposure to its losses. The Company has not provided any services to Inversagen, has not provided any support to Inversagen and has no obligation to do so, and Inversagen’s creditors have no recourse to the general credit of the Company. The Company does not have any assets or liabilities associated with its variable interest in Inversagen at December 31, 2024 and 2023.

Inversagen is a related party of the Company. Dr. Jay Short and his spouse serve as managers of Inversagen.

BioAtla Holdings, LLC

Effective January 1, 2020, the Company entered into an Exclusive License Agreement (the “BioAtla Holdings License”) with BioAtla Holdings, LLC. Under the terms of the agreement, BioAtla Holdings acquired the rights to CAB antibodies for certain targets in the field of Adoptive Cell Therapy (CAR-T format) in exchange for potential royalty payments on future net sales. On July 7, 2020, the Company and BioAtla Holdings entered into the First Amendment to Exclusive License Agreement (the “Amended BioAtla Holdings License”), which grants the Company an option for a period of 10 years to acquire the ACT Preparations and ACT Treatments in return for royalty payments in the low-single digits during the applicable royalty term. The Company has not exercised its option and no payments have been made to date under these agreements.

In addition, effective January 1, 2020, the Company entered into a Royalty Sharing Agreement whereby the Company agreed to share with BioAtla Holdings 50% of the royalties it receives from its Exclusive License Agreement with EXUMA Biotech Corp.

BioAtla Holdings is a variable interest entity as it does not have sufficient equity to finance its activities without additional subordinated financial support. The royalty payments and option to acquire assets represent variable interests held by the Company in BioAtla Holdings. The Company is not the primary beneficiary of BioAtla Holdings, however, as the BioAtla Holdings License and Amended BioAtla Holdings License did not and do not provide the Company with any decision-making power over the activities that are most significant to the entity’s economic success, such as the direction of its development efforts or the search for or terms of any future financing arrangements. The Company has no equity interest in BioAtla Holdings, and no exposure to its losses. BioAtla Holdings is currently inactive, and the Company has not provided any support to BioAtla Holdings and has no obligation to do so, and BioAtla Holdings’ creditors have no recourse to the general credit of the Company. The Company does not have any assets or liabilities associated with its variable interests in BioAtla Holdings at December 31, 2024 and 2023.

BioAtla Holdings is a related party of the Company. Dr. Jay Short and his spouse serve as managers of BioAtla Holdings.

Himalaya Therapeutics SEZC

Exclusive Rights Agreement

On January 1, 2020, the Company entered into an Amended and Restated Exclusive Rights Agreement (the “Amended Rights Agreement”) with Himalaya Therapeutics SEZC. Under the terms of the Amended Rights Agreement, Himalaya Therapeutics SEZC acquired the rights to 10 CAB-antibodies for the territory of China, Macao, Hong Kong and Taiwan, global rights to a CAB-HER2-bispecific-antibody and global co-development rights with the Company to an IL-22 non-CAB-antibody. Payments to the Company may include upfront payments, milestone payments and double digit royalties, which represent a variable interest held by the Company, but no payments have been made to the Company to date.

Himalaya Therapeutics SEZC is a VIE as it does not have sufficient equity to finance its activities without additional subordinated financial support. The Company is not obligated to provide financial support to Himalaya Therapeutics SEZC. The Company is not the primary beneficiary of Himalaya Therapeutics SEZC, however, as the Amended Rights Agreement does not provide BioAtla, Inc. with the power to direct activities of a VIE that most significantly impact the VIE’s economic performance, such as decision-making power over the direction of its development efforts or the search for or terms of any future financing arrangements. The Company does not have any assets or liabilities recorded at December 31, 2024 associated with its variable interest in Himalaya Therapeutics SEZC, and has no exposure to Himalaya Therapeutics SEZC losses.

Himalaya Therapeutics SEZC is a related party as Dr. Jay Short and his spouse serve as directors, and Dr. Short's spouse also serves as an officer of such entity.

Clinical Trial Services Agreement

In January 2024, the Company entered into an amended Clinical Trial Services Agreement (as so amended, the “Clinical Trial Services Agreement”) with Himalaya Therapeutics SEZC (“Himalaya”). Under the Clinical Trial Services Agreement, BioAtla will pay Himalaya for the full-time use of two of its personnel and provide services related to the initiation of clinical trials for evalstotug in China for a period of 12 months. All payments have been made under this agreement as of December 31, 2024.

Global Transaction Agreement

In September 2024, the Company entered into a Global Transaction Agreement (the “Himalaya Agreement”) with Himalaya. BioAtla and Himalaya had previously entered into an Amended and Restated Exclusive Rights Agreement (the “Amended Rights Agreement”) in January of 2020. Pursuant to the Amended Rights Agreement, Himalaya controls rights to develop, manufacture and commercialize certain assets, including BA3362 which was licensed to Context (see Note 7), in certain territories as further specified in the Amended Rights Agreement. Pursuant to the Himalaya Agreement, Himalaya consented to BioAtla’s execution and performance of the Agreement, and granted to BioAtla an exclusive, worldwide, sublicensable license for those impacted products and intellectual property. Further, as set forth in the Amended Rights Agreement and further clarified in the Himalaya Agreement, BioAtla agreed to pay, subject to any applicable tax withholdings, to Himalaya (i) a mid-teens percentage of all upfront payments and development milestones received by BioAtla from Context under the Context License Agreement; and (ii) a specified percentage of any and all sales milestones and/or royalties based upon Net Sales (as defined in the Context License Agreement) in the People’s Republic of China and the Special Administrative Regions of Hong Kong, Macao and Taiwan that BioAtla receives from Context under the Context License Agreement.

The Company is the principal in the Context License Agreement and in the Himalaya Agreement, and will record revenues and expenses on a gross basis given that the Company had full discretion in setting consideration pricing in the Context License Agreement, the Company will be primarily responsible for providing the License, and Himalaya has no obligation to be a part of any of the fulfillment activities.

For the twelve months ended December 31, 2024 and 2023, the Company recognized $2.2 million and $0.1 million, respectively, in research and development expense related to the transactions with Himalaya. The Company did not have any amounts due from or due to Himalaya Therapeutics SEZC as of December 31, 2024 or 2023.

Himalaya Parent LLC

Dr. Jay Short and his spouse serve as managers of Himalaya Parent LLC. The Company does not have a variable interest in Himalaya Parent LLC.

- Definition

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

+ References

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

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

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

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

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

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
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-URI https://asc.fasb.org/1943274/2147483326/850-10-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(g)(3))
-Publisher FASB
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Section S99
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
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-URI https://asc.fasb.org/850/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
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-URI https://asc.fasb.org/1943274/2147483326/850-10-50-1

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

+ Details

Organization and Summary of Significant Accounting Policies - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Numerator:
Net Income (Loss)	$ (69,776)	$ (123,462)
Denominator:
Weighted-average shares of common stock outstanding, diluted	48,573,364	47,777,568

- Definition

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

+ References

+ Details