UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2023

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-39580

Immunome, Inc.

(Exact name of registrant as specified in its charter)

Delaware	77-0694340
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

665 Stockton Drive, Suite 300 Exton, PA	19341
(Address of principal executive offices)	(Zip Code)

(610) 321-3700

(Registrant’s telephone number, including area code)

Not applicable.

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading symbol(s)		Name of each exchange on which registered
Common Stock, $0.0001 par value		IMNM		The Nasdaq Capital Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒	Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

There were 12,215,018 shares of the registrant’s common stock outstanding as of May 1, 2023.


		Page

	PART I – FINANCIAL INFORMATION

Item 1.	Financial Statements (Unaudited)
	- Condensed Balance Sheets as of March 31, 2023 and December 31, 2022	3
	- Condensed Statements of Operations for the Three Months Ended March 31, 2023 and 2022	4
	- Condensed Statements of Changes in Stockholders’ Equity for the Three Months Ended March 31, 2023 and 2022	5
	- Condensed Statements of Cash Flows for the Three Months Ended March 31, 2023 and 2022	6
	- Notes to Condensed Financial Statements	7

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	19
Item 3.	Quantitative and Qualitative Disclosures about Market Risk.	30
Item 4.	Controls and Procedures.	30

	PART II – OTHER INFORMATION

Item 1.	Legal Proceedings.	30
Item 1A.	Risk Factors.	31
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	31
Item 3.	Defaults Upon Senior Securities.	31
Item 4.	Mine Safety Disclosures.	31
Item 5.	Other Information.	31
Item 6.	Exhibits.	32

	SIGNATURES


	March 31, 2023		December 31, 2022
Assets
Current assets:
Cash and cash equivalents	$	44,424	$	20,323
Prepaid expenses and other current assets		2,112		2,326
Total current assets		46,536		22,649
Property and equipment, net		916		681
Operating right-of-use asset, net		230		284
Restricted cash		100		100
Deferred offering costs		332		332
Total assets	$	48,114	$	24,046
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	3,310	$	2,400
Accrued expenses and other current liabilities		3,306		4,931
Deferred revenue, current		18,215		—
Total current liabilities		24,831		7,331
Deferred revenue, non-current		9,421		—
Other long-term liabilities		—		62
Total liabilities		34,252		7,393
Commitments and contingencies (Note 7)
Stockholders’ equity:
Preferred stock, $0.0001 par value; 10,000,000 shares authorized; no shares issued or outstanding at March 31, 2023 and December 31, 2022, respectively		—		—
Common stock, $0.0001 par value; 200,000,000 shares authorized; 12,194,184 and 12,128,843 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively		1		1
Additional paid-in capital		134,132		132,653
Accumulated deficit		(120,271)		(116,001)
Total stockholders’ equity		13,862		16,653
Total liabilities and stockholders’ equity	$	48,114	$	24,046


	Three Months Ended March 31,
	2023		2022
Collaboration revenue	$	2,364	$	—
Operating expenses:
Research and development		3,913		8,078
General and administrative		2,922		3,576
Total operating expenses		6,835		11,654
Loss from operations		(4,471)		(11,654)
Interest income		201		1
Net loss	$	(4,270)	$	(11,653)
Per share information:
Net loss per share of common stock, basic and diluted	$	(0.35)	$	(0.96)
Weighted-average common shares outstanding, basic and diluted		12,182,478		12,122,903


	Stockholders’ equity
	Common stock			Additional
				paid-in		Accumulated
	Shares	Amount		capital		deficit		Total
Balance at January 1, 2023	12,128,843	$	1	$	132,653	$	(116,001)	$	16,653
Share-based compensation expense	—		—		1,200		—		1,200
Issuance of common stock under ATM, net of $1 of issuance costs	5,925		—		34		—		34
Issuance of common stock	55,250		—		221		—		221
Vesting of restricted stock awards	4,166		—		24		—		24
Net loss	—		—		—		(4,270)		(4,270)
Balance at March 31, 2023	12,194,184	$	1	$	134,132	$	(120,271)	$	13,862

	Stockholders’ equity
	Common stock			Additional
				paid-in		Accumulated
	Shares	Amount		capital		deficit		Total
Balance at January 1, 2022	12,110,373	$	1	$	127,289	$	(79,105)	$	48,185
Share-based compensation expense	—		—		1,310		—		1,310
Exercise of stock options	17,012		—		32		—		32
Net loss	—		—		—		(11,653)		(11,653)
Balance at March 31, 2022	12,127,385	$	1	$	128,631	$	(90,758)	$	37,874


(in thousands)	March 31, 2023		March 31, 2022
Cash and cash equivalents	$	44,424	$	42,879
Restricted cash		100		100
	$	44,524	$	42,979


	March 31,
	2023	2022
Stock options⁽¹⁾	2,493,410	2,009,844
Common stock warrants⁽¹⁾	1,303,112	1,303,112
Unvested restricted stock awards ⁽¹⁾	20,834	—
	3,817,356	3,312,956



		March 31, 2023		December 31, 2022
Operating lease right-of-use assets	$	230	$	284

Operating lease liability	$	236	$	229
Operating lease liability, net of current portion		—		62
Total operating lease liability	$	236	$	291


Weighted-average remaining lease term (in years)		1.0
Weighted-average discount rate		9.0%


Years ending December 31,	Amount
2023 (represents remaining nine months in 2023)	$	185
2024		63
Total lease payments		248
Less imputed interest		(12)
Present value of lease liability	$	236


Warrants	Warrants Outstanding	Exercise Price per Share	Expiration Date
Series A	803,112	$ 9.00	June 2, 2023
Series B	500,000	$ 10.00	April 28, 2024
	1,303,112


				Weighted
		Weighted		average
		average		remaining
	Number of	exercise price		contractual
	shares	per share		term (years)
Outstanding at January 1, 2023	2,519,405		9.60	7.90
Granted	29,100		5.39	9.88
Forfeited	(54,293)		12.03	—
Expired	(802)		13.79	—
Exercised	—		—	—
Outstanding at March 31, 2023	2,493,410		9.50

SEC Form 10-Q filed by Immunome Inc.