vxrt20230331

vxrt20230331_10q.htm

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: 001-35285

	Vaxart, Inc.
	(Exact Name of Registrant as Specified in its Charter)

	Delaware		59-1212264
	(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

	170 Harbor Way, Suite 300, South San Francisco, CA 94080		(650) 550-3500
	(Address of principal executive offices, including zip code)		(Registrant’s telephone number, including area code)

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

	Title of each class		Trading symbol		Name of each exchange on which registered
	Common Stock, $0.0001 par value		VXRT		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, or a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer” and “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 ☑

The Registrant had 135,597,316 shares of common stock, $0.0001 par value, outstanding as of May 3, 2023.

Table of Contents

FORM 10-Q

FOR THE QUARTER ENDED March 31, 2023

TABLE OF CONTENTS

				Page
Part I	FINANCIAL INFORMATION			1

		Item 1.	Financial Statements (Unaudited)	1

			Condensed Consolidated Balance Sheets as of March 31, 2023 and December 31, 2022	1

			Condensed Consolidated Statements of Operations and Comprehensive Loss for the three months ended March 31, 2023 and 2022	2

			Condensed Consolidated Statements of Stockholders’ Equity for the three months ended March 31, 2023 and 2022	3

			Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2023 and 2022	4

			Notes to the Condensed Consolidated Financial Statements	5

		Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15

		Item 3.	Quantitative and Qualitative Disclosures About Market Risk	26

		Item 4.	Controls and Procedures	26


Part II	OTHER INFORMATION			27

		Item 1.	Legal Proceedings	27

		Item 1A.	Risk Factors	27

		Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	28

		Item 3.	Defaults Upon Senior Securities	28

		Item 4.	Mine Safety Disclosures	28

		Item 5.	Other Information	28

		Item 6.	Exhibits	29

SIGNATURES				30

Table of Contents

FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q (this “Quarterly Report”) for the quarterly period ended March 31, 2023, contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which are subject to the “safe harbor” created by those sections, concerning our business, operations, and financial performance and condition as well as our plans, objectives, and expectations for business operations and financial performance and condition. Any statements contained herein that are not of historical facts may be deemed to be forward-looking statements. You can identify these statements by words such as “anticipate,” “assume,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “should,” “will,” “would,” and other similar expressions that are predictions of or indicate future events and future trends. These forward-looking statements are based on current expectations, estimates, forecasts, and projections about our business and the industry in which we operate and management’s beliefs and assumptions and are not guarantees of future performance or development and involve known and unknown risks, uncertainties, and other factors that are in some cases beyond our control. As a result, any or all of our forward-looking statements in this Quarterly Report may turn out to be inaccurate. Factors that could materially affect our business operations and financial performance and condition include, but are not limited to, those risks and uncertainties described herein under “Item 1A. Risk Factors.” and those described in our Annual Report on Form 10-K for the year ended December 31, 2022. You are urged to consider these factors carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on the forward-looking statements. The forward-looking statements are based on information available to us as of the filing date of this Quarterly Report. Unless required by law, we do not intend to publicly update or revise any forward-looking statements to reflect new information or future events or otherwise. You should, however, review the factors and risks we describe in the reports we will file from time to time with the Securities and Exchange Commission (the “SEC”) after the date of this Quarterly Report.

This Quarterly Report also contains market data related to our business and industry. These market data include projections that are based on a number of assumptions. If these assumptions turn out to be incorrect, actual results may differ from the projections based on these assumptions. As a result, our markets may not grow at the rates projected by these data, or at all. The failure of these markets to grow at these projected rates may harm our business, results of operations, financial condition and the market price of our common stock.

Table of Contents

PART I FINANCIAL INFORMATION

Item 1. Financial Statements

VAXART, INC.

Condensed Consolidated Balance Sheets

(In thousands, except share and per share amounts)

(Unaudited)

	*March 31, 2023*			*December 31, 2022*
Assets
Current assets:
Cash, cash equivalents and restricted cash	$	48,434		$	46,013
Short-term investments		23,377			49,704
Accounts receivable		264			20
Prepaid expenses and other current assets		3,755			3,714

Total current assets		75,830			99,451

Property and equipment, net		14,373			15,585
Right-of-use assets, net		27,843			25,715
Intangible assets, net		4,837			5,020
Goodwill		4,508			4,508
Other long-term assets		2,460			3,568

Total assets	$	129,851		$	153,847

Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	3,882		$	5,514
Deferred grant revenue		1,603			2,000
Other accrued current liabilities		6,977			8,084
Current portion of operating lease liability		2,344			2,228
Current portion of liability related to sale of future royalties		877			95

Total current liabilities		15,683			17,921

Operating lease liability, net of current portion		19,172			19,477
Liability related to sale of future royalties, net of current portion		4,997			5,621
Other long-term liabilities		246			231

Total liabilities		40,098			43,250

Commitments and contingencies (Note 8)

Stockholders’ equity:
Preferred stock: $0.0001 par value; 5,000,000 shares authorized; none issued and outstanding as of March 31, 2023 and December 31, 2022		—			—
Common stock: $0.0001 par value; 250,000,000 shares authorized as of March 31, 2023 and December 31, 2022, respectively; 135,610,869 shares issued and 135,597,316 shares outstanding as of March 31, 2023 and 134,199,429 shares issued and outstanding as of December 31, 2022.		14			13
Additional paid-in capital		442,068			437,992
Treasury stock at cost, 13,553 shares and none as of March 31, 2023 and December 31, 2022, respectively		(10	)		—
Accumulated deficit		(352,249	)		(327,109	)
Accumulated other comprehensive loss		(70	)		(299	)

Total stockholders’ equity		89,753			110,597

Total liabilities and stockholders’ equity	$	129,851		$	153,847

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

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VAXART, INC.

Condensed Consolidated Statements of Operations and Comprehensive Loss

(In thousands, except share and per share amounts)

(Unaudited)

	*Three Months Ended March 31,*
	*2023*			*2022*
Revenue:
Non-cash royalty revenue related to sale of future royalties	$	278		$	85
Grant revenue		397			—

Total revenue		675			85

Operating expenses:
Research and development		19,622			18,203
General and administrative		6,625			6,658

Total operating expenses		26,247			24,861

Operating loss		(25,572	)		(24,776	)

Other income (expense):
Interest income		642			35
Non-cash interest expense related to sale of future royalties		(178	)		(340	)
Foreign exchange loss, net		(3	)		—

Loss before income taxes		(25,111	)		(25,081	)

Provision for income taxes		29			20

Net loss	$	(25,140	)	$	(25,101	)

Net loss per share - basic and diluted	$	(0.19	)	$	(0.20	)

Shares used to compute net loss per share - basic and diluted		135,213,196			125,795,255

Comprehensive loss:
Net loss	$	(25,140	)	$	(25,101	)
Unrealized gain (loss) on available-for-sale investments, net of tax		229			(235	)
Comprehensive loss	$	(24,911	)	$	(25,336	)

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

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VAXART, INC.

Condensed Consolidated Statements of Stockholders’ Equity

For the Three Months Ended March 31, 2023 and 2022

(In thousands, except share amounts)

(Unaudited)

																*Accumulated*
											*Additional*					*Other*			*Total*
	*Common Stock*				*Treasury Stock*						*Paid-in*		*Accumulated*			*Comprehensive*			*Stockholders’*
Three Months Ended March 31, 2023:		*Shares*		*Amount*		*Shares*			*Amount*			*Capital*		*Deficit*			*(Loss) Gain*			*Equity*

Balances as of December 31, 2022		134,199,429	$	13		—		$	-		$	437,992	$	(327,109	)	$	(299	)	$	110,597

Issuance of common stock under September 2021 ATM, net of offering costs of $103		1,362,220		1		—			—			1,429		—			—			1,430

Stock-based compensation		—		—		—			—			2,647		—			—			2,647

Release of common stock for vested restricted stock units		49,220		—		—			—			—		—			—			—

Repurchase of common stock to satisfy tax withholding		—		—		(13,553	)		(10	)		—		—			—			(10	)

Unrealized gains on available-for-sale investments		—		—		—			—			—		—			229			229

Net loss		—		—		—			—			—		(25,140	)		—			(25,140	)

Balances as of March 31, 2023		135,610,869	$	14		(13,553	)	$	(10	)	$	442,068	$	(352,249	)	$	(70	)	$	89,753

										*Accumulated*
					*Additional*					*Other*			*Total*
	*Common Stock*				*Paid-in*		*Accumulated*			*Comprehensive*			*Stockholders’*
Three Months Ended March 31, 2022:		*Shares*		*Amount*		*Capital*		*Deficit*			*Loss*			*Equity*

Balances as of December 31, 2021		125,594,393	$	13	$	406,943	$	(219,351	)	$	(74	)	$	187,531

Issuance of common stock under September 2020 ATM, net of offering costs of $314		216,000		—		992		—			—			992

Issuance of common stock upon exercise of stock options		30,418		—		48		—			—			48

Stock-based compensation		—		—		3,130		—			—			3,130

Unrealized losses on available-for-sale investments		—		—		—		—			(235	)		(235	)

Net loss		—		—		—		(25,101	)		—			(25,101	)

Balances as of March 31, 2022		125,840,811	$	13	$	411,113	$	(244,452	)	$	(309	)	$	166,365

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

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VAXART, INC.

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

	*Three Months Ended March 31,*
	*2023*			*2022*

Cash flows from operating activities:
Net loss	$	(25,140	)	$	(25,101	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		2,062			1,131
Accretion of (discount) premium on investments		(144	)		36
Stock-based compensation		2,647			3,130
Non-cash interest expense related to sale of future royalties		178			340
Non-cash revenue related to sale of future royalties		(20	)		(71	)
Change in operating assets and liabilities:
Accounts receivable		(244	)		(10	)
Prepaid expenses and other assets		1,067			(4,498	)
Accounts payable		(270	)		113
Deferred grant revenue		(397	)		—
Other accrued liabilities		(4,199	)		(183	)

Net cash used in operating activities		(24,460	)		(25,113	)

Cash flows from investing activities:
Purchases of property and equipment		(1,239

SEC Form 10-Q filed by Vaxart Inc