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 June 30, 2022

☐ 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 12,127,385 shares of the registrant’s common stock outstanding as of August 2, 2022.

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IMMUNOME, INC.

Quarterly Report on Form 10-Q for the Quarterly Period ended June 30, 2022

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		Page

	PART I – FINANCIAL INFORMATION

Item 1.	Financial Statements (Unaudited)
	- Condensed Balance Sheets as of June 30, 2022 and December 31, 2021	3
	- Condensed Statements of Operations for the Three and Six Months Ended June 30, 2022 and 2021	4
	- Condensed Statements of Changes in Stockholders’ Equity for the Three and Six Months Ended June 30, 2022 and 2021	5
	- Condensed Statements of Cash Flows for the Six Months Ended June 30, 2022 and 2021	6
	- Notes to Condensed Financial Statements	7

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	18
Item 3.	Quantitative and Qualitative Disclosures about Market Risk.	29
Item 4.	Controls and Procedures.	30

	PART II – OTHER INFORMATION

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

	SIGNATURES

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PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

IMMUNOME, INC.

Condensed Balance Sheets

(In thousands, except share data)

(unaudited)


	June 30, 2022		December 31, 2021
Assets
Current assets:
Cash and cash equivalents	$	34,649	$	49,229
Prepaid expenses and other current assets		2,949		7,409
Total current assets		37,598		56,638
Property and equipment, net		807		855
Operating right-of-use asset, net		182		—
Restricted cash		100		100
Deferred offering costs		332		332
Total assets	$	39,019	$	57,925
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	5,259	$	3,077
Accrued expenses and other current liabilities		3,359		6,651
Total current liabilities		8,618		9,728
Other long-term liabilities		124		12
Total liabilities		8,742		9,740
Commitments and contingencies (Note 7)
Stockholders’ equity:
Preferred stock, $0.0001 par value; 10,000,000 shares authorized; no shares issued or outstanding at June 30, 2022 and December 31, 2021, respectively		—		—
Common stock, $0.0001 par value; 200,000,000 shares authorized; 12,127,385 and 12,110,373 shares issued and outstanding at June 30, 2022 and December 31, 2021, respectively		1		1
Additional paid-in capital		129,958		127,289
Accumulated deficit		(99,682)		(79,105)
Total stockholders’ equity		30,277		48,185
Total liabilities and stockholders’ equity	$	39,019	$	57,925

The accompanying notes are an integral part of these unaudited condensed financial statements.

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IMMUNOME, INC.

Condensed Statements of Operations

(In thousands, except share and per share data)

(unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
Operating expenses:
Research and development	$	5,717	$	3,233	$	13,795	$	5,212
General and administrative		3,209		2,507		6,785		4,425
Total operating expenses		8,926		5,740		20,580		9,637
Loss from operations		(8,926)		(5,740)		(20,580)		(9,637)
Other income		—		500		—		500
Interest income (expense), net		2		(1)		3		(2)
Net loss	$	(8,924)	$	(5,241)	$	(20,577)	$	(9,139)
Per share information:
Net loss per share of common stock, basic and diluted	$	(0.74)	$	(0.46)	$	(1.70)	$	(0.83)
Weighted-average common shares outstanding, basic and diluted		12,127,385		11,456,991		12,125,156		11,051,185

The accompanying notes are an integral part of these unaudited condensed financial statements.

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IMMUNOME, INC.

Condensed Statements of Changes in Stockholders’ Equity

(In thousands, except share data)

(unaudited)


	Stockholders’ equity
	Common stock			Additional
				paid-in		Accumulated
	Shares	Amount		capital		deficit		Total
Balance at March 31, 2022	12,127,385	$	1	$	128,631	$	(90,758)	$	37,874
Share-based compensation expense	—		—		1,327		—		1,327
Net loss	—		—		—		(8,924)		(8,924)
Balance at June 30, 2022	12,127,385	$	1	$	129,958	$	(99,682)	$	30,277

	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	—		—		2,637		—		2,637
Exercise of stock options	17,012		—		32		—		32
Net loss	—		—		—		(20,577)		(20,577)
Balance at June 30, 2022	12,127,385	$	1	$	129,958	$	(99,682)	$	30,277

	Stockholders’ equity
	Common stock			Additional
				paid-in		Accumulated
	Shares	Amount		capital		deficit		Total
Balance at March 31, 2021	10,660,181	$	1	$	96,174	$	(58,292)	$	37,883
Sale of common stock and common stock warrants, net of $596 in offering costs	1,000,000		—		26,404		—		26,404
Share-based compensation expense	—		—		749		—		749
Exercise of common stock warrants	134,351		—		801		—		801
Exercise of stock options	18,260		—		21		—		21
Net loss	—		—		—		(5,241)		(5,241)
Balance at June 30, 2021	11,812,792	$	1	$	124,149	$	(63,533)	$	60,617

	Stockholders’ equity
	Common stock			Additional
				paid-in		Accumulated
	Shares	Amount		capital		deficit		Total
Balance at January 1, 2021	10,634,245	$	1	$	95,738	$	(54,394)	$	41,345
Sale of common stock and common stock warrants, net of $596 in offering costs	1,000,000		—		26,404		—		26,404
Share-based compensation expense	—		—		1,074		—		1,074
Exercise of common stock warrants	146,017		—		906		—		906
Exercise of stock options	32,530		—		27		—		27
Net loss	—		—		—		(9,139)		(9,139)
Balance at June 30, 2021	11,812,792	$	1	$	124,149	$	(63,533)	$	60,617

The accompanying notes are an integral part of these unaudited condensed financial statements.

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IMMUNOME, INC.

Condensed Statements of Cash Flows

(In thousands)

(unaudited)


	Six Months ended June 30,
	2022		2021
Cash flows from operating activities:
Net loss	$	(20,577)	$	(9,139)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		224		351
Amortization of right-of-use asset		33		—
Share-based compensation		2,637		1,074
Deferred rent		(12)		(3)
Forgiveness of PPP Loan		—		(500)
Changes in operating assets and liabilities:
Prepaid expenses and other assets		4,460		142
Accounts payable		2,182		486
Accrued expenses and other current liabilities		(3,342)		313
Other long-term liabilities		(41)		-
Net cash used in operating activities		(14,436)		(7,276)
Cash flows from investing activities:
Purchases of property and equipment		(176)		(39)
Net cash used in investing activities		(176)		(39)
Cash flows from financing activities:
Proceeds from sale of common stock and common stock warrants		—		27,000
Payment from issuance costs related to the sale of common stock and common stock warrants		—		(486)
Proceeds from exercise of stock options		32		27
Proceeds from exercise of common stock warrants		—		906
Payment of equipment loan payable		—		(69)
Net cash provided by financing activities		32		27,378
Net increase (decrease) in cash and cash equivalents and restricted cash		(14,580)		20,063
Cash and cash equivalents and restricted cash at beginning of period		49,329		39,866
Cash and cash equivalents and restricted cash at end of period	$	34,749	$	59,929

Supplemental disclosures of cash flow information:
Operating lease right-of-use asset and lease liability recorded upon adoption of ASC 842	$	215	$	—
Offering costs included in accounts payable	$	—	$	110
Purchases of property plant and equipment included in accounts payable	$	—	$	7

The accompanying notes are an integral part of these unaudited condensed financial statements.

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IMMUNOME, INC.

Notes to Condensed Financial Statements

(Unaudited)

1. Nature of the business and basis of presentation

Organization

Immunome, Inc. (“the Company” or “Immunome”) was incorporated as a Pennsylvania corporation on March 2, 2006 and was converted to a Delaware corporation on December 2, 2015. The Company is a biopharmaceutical company utilizing our proprietary human memory B cell platform to discover and develop first-in-class antibody therapeutics designed to change the way diseases are currently being treated. The Company’s primary focus areas are oncology and infectious disease, including COVID-19.

Since its inception, the Company has devoted substantially all its resources to research and development, raising capital, building its management team and extending its intellectual property portfolio. The Company is subject to risks and uncertainties common to early-stage companies in the biotechnology industry including, but not limited to, risks associated with the successful research, development and manufacturing of product candidates, uncertain results of preclinical and clinical testing, development of new technological innovations and products by competitors, dependence on key personnel and third-party vendors, protection of proprietary technology, compliance with government regulations, regulatory approval of product candidates and the ability to secure additional capital to fund operations.

Liquidity

The Company has incurred net losses since inception, including net losses of $20.6 million and $9.1 million for the six months ended June 30, 2022 and 2021, respectively, and it expects to generate losses from operations and negative operating cash flows for the foreseeable future primarily due to research and development costs for its potential product candidates. As of June 30, 2022, the Company had an accumulated deficit of $99.7 million.

On October 1, 2021 the Company entered into an Open Market Sale Agreement (“ATM Agreement”) with Jefferies Group LLC, which provides that, upon the terms and subject to the conditions and limitations in the ATM Agreement, the Company may elect, from time to time, to offer and sell shares of common stock under the registration statement having an aggregate offering price of up to $75.0 million through Jefferies Group LLC acting as sales agent. The Company has not yet sold any shares under the ATM Agreement.

The Company had cash and cash equivalents of $34.6 million at June 30, 2022. The Company expects that its cash will enable it to fund its operating expenses and capital expenditure requirements for at least 12 months from the filing date of this Quarterly Report on Form 10-Q; however; more funding will be necessary beyond this point to fund additional research and development, clinical development and operations in order to pursue the Company’s growth strategy.

If the Company cannot obtain the necessary funding, it will need to delay, scale back or eliminate some or all of its research and development programs or enter into collaborations with third parties to commercialize potential products or technologies that it might otherwise seek to develop or commercialize independently (or enter into these collaborations sooner than it might otherwise have intended to do); consider other various strategic alternatives, including a merger or sale of the Company; or reduce or cease operations. If the Company engages in collaborations, it may receive lower consideration upon commercialization of such products or technologies than if it had not entered into such arrangements or if it entered into such arrangements at later stages in the research and development process. Additionally, volatility in the capital markets and general economic conditions in the United States may be a significant obstacle to raising the required funds.

Operations of the Company are subject to certain risks and uncertainties including various internal and external factors that will affect whether and when the Company’s product candidates become approved drugs and how significant

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their market share will be, some of which are outside of the Company’s control. The length of time and cost of developing and commercializing these product candidates and/or failure of them at any stage of the drug approval process will materially affect the Company’s financial condition and future operations. On March 11, 2020, the World Health Organization characterized the novel COVID-19 virus as a global pandemic. Although there is significant uncertainty as to the likely effects this disease may have in the future, there has not been a significant impact to the Company’s operations or financial statements to date.

2. Summary of significant accounting policies

Basis of presentation

The accompanying financial statements have been prepared in accordance with accounting principles generally accepted (“GAAP”) in the United States. Any reference in these notes to applicable guidance is meant to refer to GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) promulgated by the Financial Accounting Standards Board (“FASB”).

Unaudited interim results

SEC Form 10-Q filed by Immunome Inc.