0001126234-21-000149 | 10-Q | XBRL Viewer

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Cover Page - shares	9 Months Ended
Cover Page - shares	Sep. 30, 2021	Nov. 01, 2021
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2021
Document Transition Report	false
Entity File Number	001-35342
Entity Registrant Name	LUMOS PHARMA, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	42-1491350
Entity Address, Address Line One	4200 Marathon Blvd #200
Entity Address, City or Town	Austin
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	78756
City Area Code	512
Local Phone Number	215-2630
Title of 12(b) Security	Common Stock
Trading Symbol	LUMO
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		8,357,391
Entity Central Index Key	0001126234
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q3
Amendment Flag	false

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Current assets:
Cash and cash equivalents	$ 100,650	$ 98,679
Prepaid expenses and other current assets	4,988	3,506
Income tax receivable	116	115
Other receivables	0	26,149
Total current assets	105,754	128,449
Non-current assets:
Property and equipment, net	75	335
Right-of-use asset	636	249
Total non-current assets	711	584
Total assets	106,465	129,033
Current liabilities:
Accounts payable	149	244
Accrued expenses	5,555	5,898
Current portion of lease liability	349	319
Total current liabilities	6,053	6,461
Long-term liabilities:
Royalty obligation payable to Iowa Economic Development Authority	6,000	6,000
Lease liability	288	0
Total long-term liabilities	6,288	6,000
Total liabilities	12,341	12,461
Stockholders' equity:
Undesignated preferred stock, $0.01 par value: Authorized shares - 5,000,000 at September 30, 2021 and December 31, 2020; issued and outstanding shares - 0 at September 30, 2021 and December 31, 2020	0	0
Common stock, $0.01 par value: Authorized shares - 75,000,000 at September 30, 2021 and December 31, 2020; issued shares - 8,366,819 and 8,305,269 at September 30, 2021 and December 31, 2020, respectively, and outstanding shares - 8,357,391 and 8,305,269 at September 30, 2021 and December 31, 2020, respectively	83	83
Treasury stock, at cost, 9,428 and 0 shares at September 30, 2021 and December 31, 2020, respectively	(114)	0
Additional paid-in capital	184,935	182,480
Accumulated deficit	(90,780)	(65,991)
Total stockholders' equity	94,124	116,572
Total liabilities and stockholders' equity	$ 106,465	$ 129,033

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2021	Dec. 31, 2020
Statement of Financial Position [Abstract]
Blank check preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Blank check preferred stock, authorized shares (in shares)	5,000,000	5,000,000
Blank check preferred stock, issued shares (in shares)	0	0
Blank check preferred stock, outstanding shares (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, authorized shares (in shares)	75,000,000	75,000,000
Common stock, issued shares (in shares)	8,366,819	8,305,269
Common stock, outstanding shares (in shares)	8,357,391	8,305,269
Treasury stock, shares (in shares)	9,428	0

Condensed Consolidated Statements of Operations - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Income Statement [Abstract]
Total revenues	$ 0	$ 74,000	$ 10,000	$ 128,000
Operating expenses:
Research and development	4,112,000	2,075,000	12,885,000	6,743,000
General and administrative	3,385,000	5,156,000	11,903,000	12,634,000
Total operating expenses	7,497,000	7,231,000	24,788,000	19,377,000
Loss from operations	(7,497,000)	(7,157,000)	(24,778,000)	(19,249,000)
Other income and expense:
Other income, net	7,000	6,322,000	19,000	6,482,000
Interest income	2,000	168,000	7,000	246,000
Interest expense	0	0	(37,000)	(48,000)
Other (expense) income, net	9,000	6,490,000	(11,000)	6,680,000
Net loss before taxes	(7,488,000)	(667,000)	(24,789,000)	(12,569,000)
Income tax benefit	0	2,432,000	0	9,321,000
Net income (loss)	(7,488,000)	1,765,000	(24,789,000)	(3,248,000)
Accretion of preferred stock to current redemption value	0	0	0	(651,000)
Net income (loss) attributable to common shareholders	$ (7,488,000)	$ 1,765,000	$ (24,789,000)	$ (3,899,000)
Net income (loss) per share of common stock
Net income (loss) per share of common stock - Basic (in dollars per share)	$ (0.90)	$ 0.21	$ (2.97)	$ (0.62)
Net income (loss) per share of common stock - Diluted (in dollars per share)	$ (0.90)	$ 0.21	$ (2.97)	$ (0.62)
Weighted average number of common shares outstanding
Weighted-average number of common shares outstanding - Basic (in shares)	8,357,391	8,293,312	8,333,017	6,267,576
Weighted-average number of common shares outstanding - Diluted (in shares)	8,357,391	8,486,804	8,333,017	6,267,576
Revenue, Product and Service [Extensible List]			License and collaboration revenue

Condensed Consolidated Statement of Changes in Redeemable Convertible Preferred Stock and Stockholders' Equity - USD ($) $ in Thousands	Total	Preferred Stock Series A Redeemable Convertible Preferred Stock	Preferred Stock Series B Redeemable Convertible Preferred Stock	Common Stock	Treasury Stock, at cost	Additional Paid-in Capital	Accumulated Deficit
Balance at beginning of period (in shares) at Dec. 31, 2019		978,849	1,989,616	1,177,933
Balance at beginning of period at Dec. 31, 2019	$ (59,463)	$ 21,904	$ 41,631	$ 12	$ 0	$ 202	$ (59,677)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accretion of preferred stock to current redemption value (pre-merger)	(651)	$ 216	$ 435				(651)
Issuance of common stock to former stockholders of NewLink upon merger (in shares)				4,146,405
Issuance of common stock to former stockholders of NewLink upon merger	116,949			$ 41		116,908
Conversion of preferred stock into common stock upon merger (in shares)		978,849	1,989,616	2,968,465
Conversion of preferred stock into common stock upon merger	64,186	$ (22,120)	$ (42,066)	$ 30		64,156
Share-based compensation	177					177
Net income (loss)	340						340
Balance at end of period (in shares) at Mar. 31, 2020		0	0	8,292,803
Balance at end of period at Mar. 31, 2020	121,538	$ 0	$ 0	$ 83	0	181,443	(59,988)
Balance at beginning of period (in shares) at Dec. 31, 2019		978,849	1,989,616	1,177,933
Balance at beginning of period at Dec. 31, 2019	(59,463)	$ 21,904	$ 41,631	$ 12	0	202	(59,677)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	(3,248)
Balance at end of period (in shares) at Sep. 30, 2020		0	0	8,293,312
Balance at end of period at Sep. 30, 2020	118,535	$ 0	$ 0	$ 83	0	182,028	(63,576)
Balance at beginning of period (in shares) at Mar. 31, 2020		0	0	8,292,803
Balance at beginning of period at Mar. 31, 2020	121,538	$ 0	$ 0	$ 83	0	181,443	(59,988)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	274					274
Sales of shares under stock purchase plan (in shares)				509
Sales of shares under stock purchase plan	6					6
Net income (loss)	(5,353)						(5,353)
Balance at end of period (in shares) at Jun. 30, 2020		0	0	8,293,312
Balance at end of period at Jun. 30, 2020	116,465	$ 0	$ 0	$ 83	0	181,723	(65,341)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	305					305
Net income (loss)	1,765						1,765
Balance at end of period (in shares) at Sep. 30, 2020		0	0	8,293,312
Balance at end of period at Sep. 30, 2020	118,535	$ 0	$ 0	$ 83	0	182,028	(63,576)
Balance at beginning of period (in shares) at Dec. 31, 2020		0	0	8,305,269
Balance at beginning of period at Dec. 31, 2020	116,572	$ 0	$ 0	$ 83	0	182,480	(65,991)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	1,049					1,049
Exercise of stock options (in shares)				20,362
Exercise of stock options	26					26
Stock issued upon vesting of restricted stock units (in shares)				9,939
Shares surrendered for tax withholding on vested awards (in shares)				(3,377)
Shares surrendered for tax withholding on vested awards	(44)				(44)
Net income (loss)	(8,631)						(8,631)
Balance at end of period (in shares) at Mar. 31, 2021		0	0	8,332,193
Balance at end of period at Mar. 31, 2021	108,972	$ 0	$ 0	$ 83	(44)	183,555	(74,622)
Balance at beginning of period (in shares) at Dec. 31, 2020		0	0	8,305,269
Balance at beginning of period at Dec. 31, 2020	116,572	$ 0	$ 0	$ 83	0	182,480	(65,991)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	(24,789)
Balance at end of period (in shares) at Sep. 30, 2021		0	0	8,357,391
Balance at end of period at Sep. 30, 2021	94,124	$ 0	$ 0	$ 83	(114)	184,935	(90,780)
Balance at beginning of period (in shares) at Mar. 31, 2021		0	0	8,332,193
Balance at beginning of period at Mar. 31, 2021	108,972	$ 0	$ 0	$ 83	(44)	183,555	(74,622)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	846					846
Exercise of stock options (in shares)				6,560
Exercise of stock options	38					38
Sales of shares under stock purchase plan (in shares)				695
Sales of shares under stock purchase plan	6					6
Stock issued upon vesting of restricted stock units (in shares)				23,994
Shares surrendered for tax withholding on vested awards (in shares)				(6,051)
Shares surrendered for tax withholding on vested awards	(70)				(70)
Net income (loss)	(8,670)						(8,670)
Balance at end of period (in shares) at Jun. 30, 2021		0	0	8,357,391
Balance at end of period at Jun. 30, 2021	101,122	$ 0	$ 0	$ 83	(114)	184,445	(83,292)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	490					490
Net income (loss)	(7,488)						(7,488)
Balance at end of period (in shares) at Sep. 30, 2021		0	0	8,357,391
Balance at end of period at Sep. 30, 2021	$ 94,124	$ 0	$ 0	$ 83	$ (114)	$ 184,935	$ (90,780)

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Cash Flows From Operating Activities
Net loss	$ (24,789)	$ (3,248)
Adjustments to reconcile net loss to net cash used in operating activities:
Share-based compensation	2,385	756
Depreciation and amortization	263	375
Gain on sale of priority review voucher	0	(6,300)
Loss on sale or disposal of fixed assets	14	0
Amortization of ROU asset and change in operating lease liability	(69)	0
In-process research and development charge	0	426
Benefit for deferred taxes	0	(4,848)
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	(1,334)	(495)
Other receivables	148	224
Accounts payable and accrued expenses	(438)	(2,907)
Net cash used in operating activities	(23,820)	(16,017)
Cash Flows From Investing Activities
Cash acquired in connection with merger	0	84,179
Installment from sale of priority review voucher	26,000	32,500
Purchase of equipment	(17)	(18)
Net cash provided by investing activities	25,983	116,661
Cash Flows From Financing Activities
Exercise of stock options	64	0
Payment for tax withholding on vested awards	(114)	0
Principal payments on notes payable	0	(27)
Sales of shares under stock purchase plan	6	6
Costs of common stock offering under Controlled Equity Offering	(148)	0
Net cash used in financing activities	(192)	(21)
Net increase in cash and cash equivalents	1,971	100,623
Cash and cash equivalents at beginning of period	98,679	4,952
Cash and cash equivalents at end of period	$ 100,650	$ 105,575

Description of Business	9 Months Ended
Description of Business	Sep. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business	Description of Business Organization and Nature of operations Lumos Pharma, Inc. is a clinical-stage biopharmaceutical company. References in this Quarterly Report to “us,” “we,” “our,” “the Company,” or “Lumos” are to Lumos Pharma, Inc. and its wholly-owned subsidiaries. With our principal executive offices located in Austin, Texas and additional executive and administrative offices located in Ames, Iowa, we are engaged in advancing our clinical program and focused on identifying, acquiring, developing, and commercializing novel products and new therapies for people with rare diseases on a global level, for which there is currently a significant unmet need for safe and effective therapies. Our common stock is listed on the NASDAQ Global Market (“Nasdaq”) and trades under the ticker symbol “LUMO.” The Company entered into a business combination (the “Merger”) between the Company, formerly known as NewLink Genetics Corporation (“NewLink”), Cyclone Merger Sub, Inc. (“Merger Sub”), a wholly owned subsidiary of NewLink, and Lumos Pharma, Inc., which has since been renamed “Lumos Pharma Sub, Inc.” (“Private Lumos”). The Merger closed on March 18, 2020, and Merger Sub merged with and into Private Lumos, with Private Lumos surviving as a wholly-owned subsidiary of the Company. Immediately prior to the closing of the Merger, the shares of NewLink common stock were adjusted with a reverse split ratio of 1‑for‑9. Under the terms of the Merger, Private Lumos stockholders received an aggregate of 4,146,405 shares of NewLink common stock (after giving effect to the reverse split) for each share of outstanding common stock, Series A Preferred Stock and Series B Preferred Stock of Private Lumos converted at an exchange ratio of 0.1308319305, 0.0873621142 and 0.1996348626, respectively. Immediately following the reverse stock split and the completion of the Merger, there were 8,292,803 shares of the Company’s common stock outstanding, of which approximately 50% was held by each of Private Lumos and NewLink security holders. The Merger was accounted for as a reverse asset acquisition. After the consummation of the Merger, the combined company has focused its efforts on the development of Private Lumos’ sole product candidate, secretagogue ibutamoren (“LUM-201”), a potential oral therapy for pediatric growth hormone deficiency (“PGHD”) and other rare endocrine disorders. Liquidity and Risks The Company has historically devoted substantially all of its efforts toward research and development and has never earned revenue from commercial sales of its products. Management expects to continue to incur additional substantial losses in the foreseeable future as a result of the Company’s research and development activities. However, the Company believes that its existing cash and cash equivalents of approximately $100.7 million as of September 30, 2021 will be sufficient to allow the Company to fund its operations through the primary outcome data read out of its Phase 2 clinical trial of LUM-201 in PGHD ("OraGrowth210 Trial") for which data readout is now anticipated in the second half of 2023 and for at least 12 months from the filing date of this Quarterly Report. In addition, the Company may offer and sell from time to time through Cantor Fitzgerald & Co., as agent (the “Agent”) up to $50.0 million of shares of its common stock under the Controlled Equity OfferingSM sales agreement entered into with the Agent on December 30, 2020. If available liquidity becomes insufficient to meet the Company’s obligations as they come due, our future operations will be reliant on additional equity or financing arrangements. There can be no assurances that, in the event that the Company requires additional financing, such financing will be available on terms which are favorable to the Company, or at all. If the Company is unable to raise additional funding to meet its working capital needs in the future, it will be forced to delay or reduce the scope of its research programs and/or limit or cease its operations. The pandemic caused by an outbreak of a novel strain of coronavirus, SARS-CoV-2, which causes COVID-19 (“COVID-19”), has resulted, and is likely to continue to result, in significant national and global economic disruption and may continue to adversely affect the Company’s operations. COVID-19 restrictions have led to a slower pace of site initiation and patient enrollment in our clinical trials that has delayed the 6-month primary outcome data read out of our OraGrowth210 Trial. While we have experienced delays to our clinical trials, we have not incurred impairment of any assets as a result of COVID-19. The extent to which these events may further impact the Company’s business, clinical development, regulatory efforts, and the value of its common stock, will depend on future developments, which are highly uncertain and cannot be predicted at this time. The duration and intensity of any future impacts and disruption to the Company’s operations is uncertain, and the Company will continue to evaluate the impact that these events could have on the operations, financial position, and the results of operations and cash flows during fiscal year 2021.

Summary of Significant Accounting Policies and Recent Accounting Pronouncements	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Summary of Significant Accounting Policies and Recent Accounting Pronouncements	Summary of Significant Accounting Policies and Recent Accounting Pronouncements Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of Lumos and its wholly-owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the U.S. (“U.S. GAAP”). All significant intercompany accounts and transactions are eliminated in consolidation. Basis of Presentation The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments of a normal and recurring nature considered necessary for a fair presentation have been included in the accompanying condensed consolidated financial statements. The results of operations for the interim period are not necessarily indicative of the results that will be realized for the entire fiscal year. These condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and accompanying notes thereto included in the Company’s 2020 Annual Report filed on Form 10-K with the SEC on March 9, 2021. Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and expenses and the disclosure of contingent assets and liabilities in the Company’s financial statements and accompanying notes. Significant management estimates that affect the reported amounts of assets and liabilities include stock-based compensation, accruals for clinical trials and deferred tax assets. While we believe that the estimates and assumptions used in preparation of our condensed consolidated financial statements based on our knowledge of current events and actions that we may undertake in the future are appropriate, actual results could differ from those estimates, and any such differences may be material. As of September 30, 2021, the Company’s significant accounting policies are consistent with those discussed in Note 2 - “Summary of Significant Accounting Policies and Recent Accounting Pronouncements” of its consolidated financial statements included in the Company’s 2020 Annual Report filed on Form 10-K with the SEC on March 9, 2021. Recently Issued Accounting Standards From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting bodies and adopted by us as of a specified effective date, if applicable to us. In December 2019, the FASB issued ASU 2019-12, Income Taxes (“ASC 740”), which simplifies the accounting for income taxes by eliminating certain exceptions to the guidance in ASC 740 related to the approach for intra-period tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. The new guidance also simplifies aspects of the accounting for franchise taxes and enacted changes in tax laws or rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. The guidance is effective for calendar-year public business entities in 2021 and interim periods within that year. The Company adopted ASU 2019-12 as of January 1, 2021. The adoption of this new guidance did not have any impact on the Company's financial position or results of operations.

NewLink Merger

9 Months Ended

Sep. 30, 2021

Business Combination and Asset Acquisition [Abstract]

NewLink Merger

NewLink MergerThe Company completed the Merger on March 18, 2020. The Merger was accounted for as a reverse asset acquisition as NewLink did not meet the definition of a business pursuant to Topic 805, Business Combinations, because NewLink did not have the ability to generate outputs. Private Lumos was deemed to be the accounting acquirer because immediately following the Merger: (i) Lumos stockholders owned approximately 50% of outstanding common stock of the Company, (ii) the board of directors of the Company (the “Board”) consisted of three members designated by Private Lumos, three members designated by

NewLink and a seventh independent member unanimously appointed by the Board and (iii) the Company is led by Private Lumos’ current chief executive officer and chief scientific officer, with other current members of senior management from both Private Lumos and NewLink.

For accounting purposes: (i) the assets acquired and liabilities assumed were recorded based on their estimated fair values on the Merger date, (ii) the reported historical operating results of the combined company prior to the Merger were those of Private Lumos and not of NewLink after retroactively giving effect to the common stock exchange ratio, reverse stock split and change in par value for all periods presented, and (iii) for periods prior to the transaction, shareholders’ authorized capital of the combined company is presented based on the historical authorized capital of NewLink.

As the fair value of the NewLink net assets acquired, including the intangible assets of the priority review voucher (“PRV”) and in-process research and development (“IPR&D”) not previously reflected on NewLink’s balance sheet, were more clearly evident, fair valuing the net assets was determined to be a more reliable approach in determining the cost of net assets acquired. Except for the items noted herein, the fair value of the net assets acquired were determined to be the carrying value due to their short-term nature and ability to convert to cash. Based on most current observable inputs and trends in the market of the PRVs, we determined an estimated transaction price of the acquired PRV under the precedent transaction method to be $95.0 million, which was the observed median guideline in the range of publicly disclosed transactions of $80.0 million to $111.0 million from 2018 and through 2020. We applied a present value factor and estimated selling costs to the estimated transaction price to arrive at a fair value of the PRV. The PRV was recorded at an asset value of $87.9 million along with a corresponding liability due to Merck Sharp & Dohme Corp. (“Merck”) of $35.7 million. In addition, the Company recorded a deferred tax liability of $9.5 million on March 18, 2020 for the step up in book basis over tax basis for the net value of the PRV. The PRV was sold on July 27, 2020. The Company recorded a $9.5 million tax benefit for tax losses for the year ended December 31, 2020, and certain historical tax attributes realized as of the date of the Merger, both of which benefited from the deferred tax liability recorded for the step up in book basis over tax basis for the net value of the PRV. The fair value assigned to the acquired IPR&D was estimated based on the estimated expected net proceeds from the sales of these assets as intellectual property. As these assets were no longer being actively pursued in further clinical development by the Company, the IPR&D fair value of $426,000 was expensed to research and development expenses in the Statement of Operations for the three months ended March 31, 2020.

The following table summarizes the estimated fair value of the assets acquired and liabilities assumed on March 18, 2020, the date of the Merger (in thousands):


Assets acquired:
Cash and cash equivalents	$	84,179
Prepaid and other current assets	2,999
Income tax receivable	192
Property and equipment	1,020
Economic interest in PRV	87,920
Other intangible assets	426
Other non-current assets	517
Total Assets Acquired	177,253

Liabilities assumed:
Accounts payable	285
Accrued expenses and other current liabilities	8,788
PRV-related liability owed to Merck	35,720
Royalty obligation payable to Iowa Economics Development Authority	6,000
Deferred tax liability	9,500
Other long-term liabilities	12
Total liabilities assumed	60,305
Total net assets acquired	$	116,948

License and Asset Purchase Agreements	9 Months Ended
License and Asset Purchase Agreements	Sep. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
License and Asset Purchase Agreements	License and Asset Purchase Agreements License and LUM-201 Asset Purchase Agreements In July 2018, the Company entered into an asset purchase agreement (the “APA”) with Ammonett and acquired substantially all of the assets related to LUM-201, which Ammonett licensed from Merck in October 2013 (the “Lumos Merck Agreement”). The Lumos Merck Agreement, which grants Lumos (as successor in interest to Ammonett) worldwide, exclusive, sublicensable (subject to Merck’s consent in the United States, major European countries and Japan, such consent not to be unreasonably withheld) rights under specified patents and know-how to develop, manufacture and commercialize LUM-201 for any and all indications, excluding Autism Spectrum Disorders as defined in the Fifth Edition of the Diagnostic and Statistical Manual of Mental Disorders. On August 12, 2020, Lumos entered into Amendment No. 1 to the Lumos Merck Agreement with Merck (the “Lumos Merck Agreement Amendment”). Pursuant to the Lumos Merck Agreement Amendment, Lumos obtained from Merck a worldwide, non-exclusive, sublicensable (subject to Merck’s consent in the United States, specified major European countries and Japan, such consent not to be unreasonably withheld) license under the specified patents and know-how that are the subject of Lumos’ exclusive license to develop, manufacture and commercialize LUM-201 for diagnostic and therapeutic purposes, excluding Autism Spectrum Disorders. Under the APA, the Company paid Ammonett an upfront fee of $3.5 million which was recorded as research and development expense in 2018. The Company may also incur development milestone payments totaling up to $17.0 million for achievement of specified milestones on the first indication that Lumos pursues, up to $14.0 million for achievements of specified milestones on the second indication that Lumos pursues, sales milestone payments totaling up to $55.0 million on worldwide product sales, and royalty payments based on worldwide product sales, as discussed below. Under the Lumos Merck Agreement, Lumos will be required to pay Merck substantial development milestone payments for achievement of specified milestones relating to each of the first and second indications. Total potential development milestone payments are required up to $14.0 million for the first indication that Lumos pursues and up to $8.5 million for the second indication that Lumos pursues. Tiered sales milestone payments totaling up to $80.0 million are required on worldwide net product sales up to $1.0 billion, and substantial royalty payments based on product sales are required if product sales are achieved. If product sales are ever achieved, Lumos is required to make royalty payments under both the APA and the Lumos Merck Agreement collectively of 10% to 12% of total annual product net sales, subject to standard reductions for generic erosion. The royalty obligations under the Lumos Merck Agreement are on a product-by-product and country-by-country basis and will last until the later of expiration of the last licensed patent covering the product in such country and expiration of regulatory exclusivity for such product in such country. The royalty obligations under the APA are on a product-by-product and country-by-country basis for the duration of the royalty obligations under the Merck License and thereafter until the expiration of the last patent assigned to Lumos under the APA covering such product in such country. The Lumos Merck Agreement shall continue in force until the expiration of royalty obligations on a country-by-country and product-by-product basis, or unless terminated by Lumos at will by submitting 180 days’ advance written notice to Merck or by either party for the other party’s uncured material breach or specified bankruptcy events. Upon expiry of the royalty obligations the Lumos Merck Agreement converts to a fully paid, perpetual non-exclusive license. If the Lumos Merck Agreement is terminated, and upon Merck’s written request, Lumos is obligated to use reasonable and diligent efforts to assign to Merck any sublicenses previously granted by Lumos. License and PRV Asset Purchase Agreements In November 2014, NewLink entered into a worldwide license and collaboration agreement (the “NewLink Merck Agreement”), with Merck, to develop and potentially commercialize its Ebola vaccine rVSV∆G-ZEBOV that it licensed from the Public Health Agency of Canada (“PHAC”). rVSV∆G-ZEBOV was also eligible to receive a PRV if approval was granted by the U.S. Food and Drug Administration (the “FDA”), with the Company entitled to 60% and Merck entitled to the remaining 40% of the PRV value obtained through sale, transfer or other disposition of the PRV. On December 20, 2019, Merck announced that the FDA approved its application for ERVEBO® (Ebola Zaire Vaccine, Live) for the prevention of disease caused by Zaire Ebola virus in individuals 18 years of age and older. On July 27, 2020, Lumos and Merck entered into the asset purchase agreement (the “PRV Asset Purchase Agreement”), whereby Lumos and Merck each agreed that Merck would purchase the PRV from the Company for $100.0 million. Merck agreed to pay the Company $60 million, representing its share of the purchase price in two installments. The $35.7 million liability, representing the portion of the PRV value to which Merck was entitled, was also extinguished through the PRV Asset Purchase Agreement. The first installment of $34.0 million was received by the Company at the closing on July 27, 2020 and the final installment of $26.0 million was received on January 11, 2021. The Company recognized a gain of $6.3 million, net of $1.5 million in costs incurred, from the sale of the PRV and such gain was recorded within other income, net on the condensed consolidated statements of operations for the three months ended September 30, 2020. Under the NewLink Merck Agreement, as amended, the Company has the potential to earn royalties on sales of the vaccine in certain countries, if the vaccine is successfully commercialized by Merck. However, we believe that the market for the vaccine will be limited primarily to areas in the developing world that are excluded from royalty payment or where the vaccine is donated or sold at low or no margin, and therefore we do not expect to receive material royalty payments from Merck in the foreseeable future. For the three and nine months ended September 30, 2021 and 2020, the Company recognized revenues of $0, $10,000, $74,000 and $128,000, respectively, for work the Company performed in relation to ERVEBO®, as a subcontractor of Merck.

Leases

9 Months Ended

Sep. 30, 2021

Leases [Abstract]

Leases

LeasesThe Company has certain facility leases with non-cancellable terms ranging up-to two years, with certain renewal options.

The Company records lease liabilities based on the present value of lease payments over the lease term using an incremental borrowing rate to discount its lease liabilities, as the rate implicit in the lease is typically not readily determinable. To compute the present value of the lease liability, the Company used a weighted-average discount rate of 3%. Certain lease agreements include renewal options that are under the Company’s control. The Company includes optional renewal periods in the lease term only when it is reasonably certain that the Company will exercise its option. The weighted-average remaining lease term as of September 30, 2021 is 1.77 years.

The Company does not separate lease components from non-lease components. Variable lease payments include payments to lessors for taxes, maintenance, insurance and other operating costs as well as payments that are adjusted based on an index or rate. The Company’s lease agreements do not contain any residual value guarantees or restrictive covenants.

Future minimum lease payments under the non-cancellable operating leases (with initial or remaining lease terms in excess of one year) as of September 30, 2021 are as follows (in thousands), excluding option renewals:


As of September 30, 2021:

2021	$	83
2022	337
2023	236
Total future minimum lease payments	656
Less: Imputed interest	(19)

Total	$	637

Stock-Based Compensation and Employee Benefit Plans

9 Months Ended

Sep. 30, 2021

Share-based Payment Arrangement [Abstract]

Stock-Based Compensation and Employee Benefit Plans

Stock Options and Performance Stock Options

In 2012, Private Lumos adopted the 2012 Equity Incentive Plan (“2012 Plan”), and in 2016 it adopted the 2016 Stock Plan (“2016 Plan” and together with the 2012 Plan, the “Plans”). In connection with the Merger, all outstanding options under the Plans were assumed and such assumed options may be exercised to purchase common stock of the Company after the Merger. Subsequent to the Merger, the Plans were terminated as to future awards.

In connection with the Merger, the Company assumed NewLink’s 2009 Equity Incentive Plan which was effective since July 2009 and was subsequently amended on May 9, 2019 (the “2019 Plan”). The 2019 Plan has a 10 year term from the Board adoption date of March 22, 2019 and on January 1 of each year through January 1, 2029, in accordance with an “evergreen provision”, a number of shares of common stock in an amount equal to 3% of the total number of shares of common stock outstanding on December 31 of the preceding calendar year or such lesser amount of shares (or no shares) approved by the Board, will be added to the shares reserved under the 2019 Plan. The 2019 Plan provides for the grant of incentive stock options, nonstatutory stock options, restricted stock awards and stock appreciation rights to officers, employees, members of the Board, advisors, and consultants to the Company. As of September 30, 2021, we had 433,761 shares available for grant under the 2019 Plan.

In connection with the Merger, the Company re-valued the assumed stock options, and it did not result in a material incremental expense for the three and nine months ended September 30, 2020.

The table below summarizes the stock option activity, including options with market and performance conditions, during the nine months ended September 30, 2021:


	Number of options	Weighted average exercise price		Weighted average remaining contractual term (years)
Outstanding at beginning of period	958,945	$	9.59	7.5
Options granted	361,844	14.75
Options exercised	(26,922)	2.40
Options forfeited	(23,101)	13.04
Options expired	(47,786)	16.57
Outstanding at end of period	1,222,980	$	10.94	7.3
Options exercisable at end of period	610,911	$	10.28	6.0

The weighted-average assumptions used to value the stock options using the Black-Scholes option-pricing (January 1, 2021 through September 30, 2021) were as follows:


Risk-free interest rate						0.56% to 1.03%
Expected dividend yield						—%
Expected volatility						77.2% to 90.3%
Expected term (in years)						5.4 to 7.7
Weighted-average grant-date fair value per share						$10.80

2010 Non-Employee Directors' Stock Award Plan

In connection with the Merger, the Company assumed NewLink’s 2010 Non-Employee Directors’ Stock Award Plan, as amended (the "Directors’ Plan") which was effective on November 10, 2011. As of September 30, 2021, 5,624 shares remain available for grant under the Directors' Plan.

2010 Employee Stock Purchase Plan

In connection with the Merger, the Company assumed NewLink’s 2010 Employee Stock Purchase Plan, as amended (the "2010 Purchase Plan"), which was effective on November 10, 2011. As of September 30, 2021, 60,000 shares remain available for issuance under the 2010 Purchase Plan. On July 22, 2021, the Board approved an amendment and restatement of the 2010 Purchase Plan (the “A&R ESPP”), and established a special offering period under the A&R ESPP beginning September 1, 2021 and lasting until June 30, 2023, subject to restart provisions as described within the A&R ESPP. The A&R ESPP is fully contingent upon stockholder approval at the 2022 Annual Meeting of Stockholders. The A&R ESPP provides for an increase in the number of shares reserved for issuance under the A&R ESPP by 60,000 shares. The purchase rights granted to employees for the special offering period under the A&R ESPP are exercisable only if the Company’s shareholders approve the A&R ESPP at the Company’s 2022 Annual Meeting of Stockholders.

Restricted Stock Units

The table below summarizes the restricted stock units activity during the nine months ended September 30, 2021:


	Number of restricted shares	Weighted average grant date fair value
Unvested at beginning of period	73,754	$	7.86
Granted	41,903	10.32
Vested	(33,933)	8.39
Forfeited/cancelled	(709)	7.78
Unvested at end of period	81,015	$	8.91

Share-Based Compensation Expense

Stock-based compensation expenses included in the Company’s condensed consolidated statements of operations for the three and nine months ended September 30, 2021 and 2020 were (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Research and development	$	120	$	10	$	675	$	75
General and administrative	370		295		1,710		681
Total	$	490	$	305	$	2,385	$	756

As of September 30, 2021, we had unrecognized compensation cost of $4.9 million and the weighted-average period over which it is expected to be recognized is 2.8 years.

Long-Term Debt and Conversion to Royalty Obligation	9 Months Ended
Long-Term Debt and Conversion to Royalty Obligation	Sep. 30, 2021
Debt Disclosure [Abstract]
Long-Term Debt and Conversion to Royalty Obligation	Long-Term Debt and Conversion to Royalty ObligationIn March 2005, NewLink entered into a $6.0 million forgivable loan agreement with the Iowa Department of Economic Development (the “IDED”). Under the agreement, in the absence of default, there were no principal or interest payments due until the completion date for the project. This loan was converted into a royalty obligation under the terms of a settlement agreement entered into on March 26, 2012 (the “IEDA Agreement”), with the Iowa Economic Development Authority (the “IEDA”), as successor in interest to the IDED. Under the terms of the IEDA Agreement the Company agreed to pay a 0.5% royalty on future product sales up to a cap of $6.8 million. As no payments are expected in the next 12 months, the entire royalty obligation of $6.0 million, which we assumed in connection with the Merger, is considered as long-term liability as of September 30, 2021.

Income Taxes

9 Months Ended

Sep. 30, 2021

Income Tax Disclosure [Abstract]

Income Taxes

For the three and nine months ended September 30, 2021, the Company recorded no income tax benefit. For the three and nine months ended September 30, 2020, the Company recorded an income tax benefit of $2.4 million and $9.3 million, respectively. The income tax benefit is as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Current tax benefit	$	—	$	—	$	—	$	4,473
Deferred tax benefit	—		2,432		—		4,848
Total income tax benefit	$	—	$	2,432	$	—	$	9,321

On March 25, 2020, in response to the COVID-19 pandemic, the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) was signed into law to provide emergency assistance to affected individuals, families, and businesses. The CARES Act provides numerous tax provisions and other stimulus measures, including temporary changes regarding the prior

and future utilization of net operating losses. The CARES Act amends the net operating losses ("NOLs") provisions of the Tax Cut and Jobs Act of 2017 (the "Tax Act"), providing for a five year carryback for NOLs generated in tax years beginning after December 31, 2017 and before January 1, 2021. A tax benefit of $4.5 million related to pre-tax NOLs was carried back to each of the five taxable years to fully offset taxable income with a receivable recorded for this amount as of March 31, 2020. The Company received the full refund in July 2020.

The income tax amount for the three and nine months ended September 30, 2021 differs from the amount that would be expected after applying the statutory U.S. federal income tax rate primarily due to an increase in the valuation allowance. The income tax amount for the three and nine months ended September 30, 2020 differs from the amount that would be expected after applying the statutory U.S. federal income tax rate primarily due to the benefit of $4.5 million recorded as a result of the CARES Act. Additionally, the income tax benefit for the three and nine months ended September 30, 2020 includes $2.4 million and $4.8 million, respectively, for the release of the valuation allowance related to Private Lumos NOLs and a current period benefit for losses the Company anticipated would be offset by future income.

In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Due to the uncertainty of the Company’s ability to realize the benefit of the deferred tax assets, the net deferred tax assets are fully offset by a valuation allowance at September 30, 2021.

Based on Section 382 ownership change analyses through March 18, 2020, as a result of the Merger, both historical NewLink and Private Lumos experienced Section 382 ownership changes on March 18, 2020. These ownership changes limit our ability to utilize federal net operating loss carryforwards and certain other tax attributes that accrued prior to the respective ownership changes of us and our subsidiaries and may continue to limit our ability to utilize such attributes in the future.

The Company has a reserve for uncertain tax positions related to state tax matters of $1.2 million as of September 30, 2021 recorded within accrued expenses in the condensed consolidated balance sheets, which includes the accrual of interest and penalties. This reserve is expected to be released in the fourth quarter of 2021 due to the statute of limitations expiring in October 2021.

- Definition

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

+ References

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

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

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

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

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

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

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

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

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

+ Details

Net Income (Loss) per Share of Common Stock

9 Months Ended

Sep. 30, 2021

Earnings Per Share [Abstract]

Net Income (Loss) per Share of Common Stock

Basic income (loss) per share is based upon the weighted-average number of shares of common stock outstanding during the period, without consideration of common stock equivalents. Diluted income (loss) per share is based upon the weighted-average number of common shares outstanding during the period plus additional weighted-average potentially dilutive common stock equivalents during the period when the effect is dilutive.

The following table presents the computation of basic and diluted income (loss) per share of common stock (in thousands, except share and per share data) and the number of un-exercised stock options and restricted stock units, which are common stock equivalents, that have been excluded from the diluted net income (loss) calculation when their effect would have been anti-dilutive for the period.


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Net income (loss)	$	(7,488)	$	1,765	$	(24,789)	$	(3,248)
Accretion of preferred stock to current redemption value	—		—		—		(651)
Net income (loss) attributable to common shareholders	$	(7,488)	$	1,765	$	(24,789)	$	(3,899)



Weighted-average shares outstanding - Basic	8,357,391		8,293,312		8,333,017		6,267,576
Add: dilutive effect of stock options and restricted stock units	—		193,492		—		—
Weighted-average shares outstanding - Diluted	8,357,391		8,486,804		8,333,017		6,267,576

Net income (loss) per share - Basic and diluted	$	(0.90)	$	0.21	$	(2.97)	$	(0.62)



Anti-dilutive stock options	1,222,980		394,672		1,222,980		1,029,030
Anti-dilutive restricted stock units	81,015		—		81,015		73,754
Total anti-dilutive common stock equivalents excluded	1,303,995		394,672		1,303,995		1,102,784

Restructuring and Severance Charges

9 Months Ended

Sep. 30, 2021

Restructuring and Related Activities [Abstract]

Restructuring and Severance Charges

On September 30, 2019, prior to the Merger, NewLink adopted a restructuring plan to reduce its headcount by approximately 60%, which consisted primarily of clinical and research and development staff, and made several changes to senior leadership in order to conserve resources.

In conjunction with the restructuring and departure of former NewLink executives, NewLink recorded restructuring and severance charges of $5.6 million during the year ended December 31, 2019. The following table shows the amount accrued for restructuring activities which is recorded within accrued expenses in the condensed consolidated balance sheets (in thousands):


	Total Employee Severance Cost
NewLink's accrued balance as of December 31, 2020	$	59
Expensed	—
Cash payments	59
Balance as of September 30, 2021	$	—

On February 4, 2021, Eugene P. Kennedy, M.D., notified the Company that he would be resigning from his position as the Company's Chief Medical Officer effective March 6, 2021. As per the terms of Dr. Kennedy's employment agreement relating to change in control benefits, the Company paid approximately $0.7 million in severance expenses recognized during the three months ended March 31, 2021 and accelerated vesting of all non-vested equity awards. For the three months ended March 31, 2021, we recognized additional stock compensation expense of approximately $0.7 million due to accelerated vesting of all non-vested equity awards held by Dr. Kennedy.On April 16, 2021, Carl W. Langren notified the Company that he would be retiring from his position as the Company's Chief Financial Officer effective June 30, 2021. Mr. Langren's resignation in connection with his retirement was effective June 30, 2021. As per the terms of Mr. Langren's employment agreement relating to change in control benefits, the Company will pay approximately $0.9 million, accelerate vesting of all non-vested equity awards and allow for a twenty-four month extension of the exercise period after the separation date to exercise any vested equity awards. For the three months ended June 30, 2021, we recognized additional stock compensation expense of approximately $0.4 million due to accelerated vesting of all non-vested equity awards held by Mr. Langren. Final payment of accrued severance compensation of $0.9 million will be paid in the fourth quarter of 2021.

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies From time to time, claims are asserted against the Company arising in the ordinary course of business. In the opinion of management, liabilities, if any, arising from existing claims are not expected to have a material effect on the Company’s earnings, financial position, or liquidity. On or about May 12, 2016, Trevor Abramson filed a putative securities class action lawsuit in the United States District Court for the Southern District of New York (the “Court for the Southern District of NY”), captioned Abramson v. NewLink Genetics Corp., et al., Case 1:16-cv-3545 (the “Securities Action”). Subsequently, the Court for the Southern District of NY appointed Michael and Kelly Nguyen as lead plaintiffs and approved their selection of Kahn, Swick & Foti, LLC as lead counsel in the Securities Action. On October 31, 2016, the lead plaintiffs filed an amended complaint asserting claims under the federal securities laws against the Company, the Company’s former Chief Executive Officer Charles J. Link, Jr., and the Company’s former Chief Medical Officer and President Nicholas Vahanian, (collectively, the “Defendants”). The amended complaint alleges the Defendants made material false and/or misleading statements that caused losses to the Company’s investors. The Defendants filed a motion to dismiss the amended complaint on July 14, 2017. On March 29, 2018, the Court for the Southern District of NY dismissed the amended complaint for failure to state a claim, without prejudice, and gave the lead plaintiffs until May 4, 2018 to file any amended complaint attempting to remedy the defects in their claims. On May 4, 2018, the lead plaintiffs filed a second amended complaint asserting claims under the federal securities laws against the Defendants. Like the first amended complaint, the second amended complaint alleges that the Defendants made material false and/or misleading statements or omissions relating to the Phase 2 and 3 trials and efficacy of the product candidate algenpantucel-L that caused losses to the Company’s investors. The lead plaintiffs do not quantify any alleged damages in the second amended complaint but, in addition to attorneys’ fees and costs, they sought to recover damages on behalf of themselves and other persons who purchased or otherwise acquired the Company’s stock during the putative class period of September 17, 2013 through May 9, 2016, inclusive, at allegedly inflated prices and purportedly suffered financial harm as a result. The Defendants filed a motion to dismiss the second amended complaint on July 31, 2018. On February 13, 2019, the Court for the Southern District of NY dismissed the second amended complaint for failure to state a claim, with prejudice, and closed the case. On March 14, 2019, lead plaintiffs filed a notice of appeal. The briefing on lead plaintiffs' appeal was completed in early July 2019 and oral argument before the Second Circuit Court of Appeals was held on October 21, 2019. In an opinion dated July 13, 2020, the Second Circuit Court of Appeals affirmed the district court’s dismissal of the second amended complaint in part, vacated the district court’s dismissal of the second amended complaint in part, and remanded the matter to the district court for further proceedings. On August 6, 2020, the Defendants filed a Petition for Rehearing en banc requesting reconsideration of portions of the opinion from the Second Circuit Court of Appeals. The Second Circuit Court of Appeals denied the Petition on September 8, 2020 and issued a mandate to the Court for the Southern District of NY on September 15, 2020. On December 16, 2020, the Company reached a settlement in principle to fully resolve the Securities Action, and on February 1, 2021, a motion for preliminary approval of the settlement was filed in the Court for the Southern District of NY. On February 25, 2021 the Court for the Southern District of NY denied the motion for preliminary approval and directed the parties to re-submit the motion with certain revisions. On March 24, 2021 the parties re-submitted the motion for preliminary approval, which the Court for the Southern District of NY granted on April 2, 2021. The parties’ agreement provides in part for a $13.5 million settlement payment in exchange for the dismissal and a release of all claims against the Defendants in connection with the Securities Action. The full amount of the settlement payment was paid by the Company’s insurance provider under its insurance policy. The terms of the settlement and the final plan of allocation of settlement proceeds was approved by the Court for the Southern District of NY on September 22, 2021. On that date, the Court for the Southern District of NY dismissed the Securities Action with prejudice and released all of the claims against the Defendants in connection with the Securities Action. On or about April 26, 2017, Ronald Morrow filed a shareholder derivative lawsuit on behalf of the Company in the Court for the Southern District of NY, against the Company’s former Chief Executive Officer Charles J. Link, Jr., the Company’s former Chief Medical Officer and President Nicholas Vahanian, and the Company directors Thomas A. Raffin, Joseph Saluri, Ernest J. Talarico, III, Paul R. Edick, Paolo Pucci, and Lota S. Zoth (collectively, the “Morrow Defendants”), captioned Morrow v. Link., et al., Case 1:17-cv-03039 (the “Morrow Action”). The complaint alleges that the Morrow Defendants caused the Company to issue false statements in its 2016 proxy statement regarding risk management and compensation matters in violation of federal securities laws. The complaint also asserts state law claims against the Morrow Defendants for breaches of fiduciary duties, unjust enrichment, abuse of control, insider trading, gross mismanagement, and corporate waste, alleging that the Morrow Defendants made material misstatements or omissions related to the Phase 2 and 3 trials and efficacy of the product candidate algenpantucel-L, awarded themselves excessive compensation, engaged in illegal insider trading, and grossly mismanaged the Company. The plaintiff does not quantify any alleged damages in the complaint but seeks restitution for damages to the Company, attorneys’ fees, costs, and expenses, as well as an order directing that proposals for strengthening board oversight be put to a vote of Company’s shareholders. The language for such proposals is not specified in the complaint. The plaintiff also contemporaneously filed a statement of relatedness, informing the Court for the Southern District of NY that the Morrow Action is related to the Securities Action. On May 19, 2017, the plaintiff dismissed the Morrow Action without prejudice. Also on May 19, 2017, plaintiffs’ counsel in the Morrow Action filed a new shareholder derivative complaint that is substantively identical to the Morrow Action, except that the plaintiff is Rickey Ely. The latter action is captioned Ely v. Link, et al., Case 17-cv-3799 (the “Ely Action”). By agreement of the parties and orders dated June 26, 2017 and March 20, 2019, the Court for the Southern District of NY temporarily stayed the Ely Action until the Securities Action is dismissed or otherwise finally resolved. On December 11, 2020, the Company reached a settlement in principle to resolve the substantive claims asserted in the Ely Action, and on February 26, 2021, the Company reached an agreement with the plaintiff with respect to an award for plaintiff’s counsel’s attorneys’ fees and expenses in the total amount of $375,000. In addition to this award for fees and expenses, the parties' agreement provides for the adoption and/or enactment of certain corporate governance reforms at both the Board of Directors and management levels, in exchange for the dismissal and a release of all claims against the Defendants in connection with the Ely Action. On June 3, 2021, a motion for preliminary approval of the settlement was filed in the Court for the Southern District of NY. On August 10, 2021, the Court for the Southern District of NY granted the motion for preliminary approval of the settlement. Thereafter, the full amount of the fees and expenses award was paid by the Company’s insurance provider under its insurance policy. On November 2, 2021, the Court for the Southern District of NY granted the motion for final approval of the settlement.

Summary of Significant Accounting Policies and Recent Accounting Pronouncements (Policies)	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Principles of Consolidation	Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of Lumos and its wholly-owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the U.S. (“U.S. GAAP”). All significant intercompany accounts and transactions are eliminated in consolidation.
Basis of Presentation	Basis of Presentation The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments of a normal and recurring nature considered necessary for a fair presentation have been included in the accompanying condensed consolidated financial statements. The results of operations for the interim period are not necessarily indicative of the results that will be realized for the entire fiscal year. These condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and accompanying notes thereto included in the Company’s 2020 Annual Report filed on Form 10-K with the SEC on March 9, 2021.
Use of Estimates	Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and expenses and the disclosure of contingent assets and liabilities in the Company’s financial statements and accompanying notes. Significant management estimates that affect the reported amounts of assets and liabilities include stock-based compensation, accruals for clinical trials and deferred tax assets. While we believe that the estimates and assumptions used in preparation of our condensed consolidated financial statements based on our knowledge of current events and actions that we may undertake in the future are appropriate, actual results could differ from those estimates, and any such differences may be material. As of September 30, 2021, the Company’s significant accounting policies are consistent with those discussed in Note 2 - “Summary of Significant Accounting Policies and Recent Accounting Pronouncements” of its consolidated financial statements included in the Company’s 2020 Annual Report filed on Form 10-K with the SEC on March 9, 2021.
Recently Issued Accounting Standards	Recently Issued Accounting Standards From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting bodies and adopted by us as of a specified effective date, if applicable to us. In December 2019, the FASB issued ASU 2019-12, Income Taxes (“ASC 740”), which simplifies the accounting for income taxes by eliminating certain exceptions to the guidance in ASC 740 related to the approach for intra-period tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. The new guidance also simplifies aspects of the accounting for franchise taxes and enacted changes in tax laws or rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. The guidance is effective for calendar-year public business entities in 2021 and interim periods within that year. The Company adopted ASU 2019-12 as of January 1, 2021. The adoption of this new guidance did not have any impact on the Company's financial position or results of operations.

NewLink Merger (Tables)

9 Months Ended

Sep. 30, 2021

Business Combination and Asset Acquisition [Abstract]

Schedule of Reverse Recapitalization

The following table summarizes the estimated fair value of the assets acquired and liabilities assumed on March 18, 2020, the date of the Merger (in thousands):


Assets acquired:
Cash and cash equivalents	$	84,179
Prepaid and other current assets	2,999
Income tax receivable	192
Property and equipment	1,020
Economic interest in PRV	87,920
Other intangible assets	426
Other non-current assets	517
Total Assets Acquired	177,253

Liabilities assumed:
Accounts payable	285
Accrued expenses and other current liabilities	8,788
PRV-related liability owed to Merck	35,720
Royalty obligation payable to Iowa Economics Development Authority	6,000
Deferred tax liability	9,500
Other long-term liabilities	12
Total liabilities assumed	60,305
Total net assets acquired	$	116,948

Leases (Tables)

9 Months Ended

Sep. 30, 2021

Leases [Abstract]

Schedule of Maturity of Operating Lease Liabilities


As of September 30, 2021:

2021	$	83
2022	337
2023	236
Total future minimum lease payments	656
Less: Imputed interest	(19)

Total	$	637

Stock-Based Compensation and Employee Benefit Plans (Tables)

9 Months Ended

Sep. 30, 2021

Share-based Payment Arrangement [Abstract]

Schedule of Stock Option Activity

The table below summarizes the stock option activity, including options with market and performance conditions, during the nine months ended September 30, 2021:


	Number of options	Weighted average exercise price		Weighted average remaining contractual term (years)
Outstanding at beginning of period	958,945	$	9.59	7.5
Options granted	361,844	14.75
Options exercised	(26,922)	2.40
Options forfeited	(23,101)	13.04
Options expired	(47,786)	16.57
Outstanding at end of period	1,222,980	$	10.94	7.3
Options exercisable at end of period	610,911	$	10.28	6.0

Schedule of Assumptions Used in Black-Scholes Pricing Model for New Grants

The weighted-average assumptions used to value the stock options using the Black-Scholes option-pricing (January 1, 2021 through September 30, 2021) were as follows:


Risk-free interest rate						0.56% to 1.03%
Expected dividend yield						—%
Expected volatility						77.2% to 90.3%
Expected term (in years)						5.4 to 7.7
Weighted-average grant-date fair value per share						$10.80

Schedule of Restricted Stock Activity

The table below summarizes the restricted stock units activity during the nine months ended September 30, 2021:


	Number of restricted shares	Weighted average grant date fair value
Unvested at beginning of period	73,754	$	7.86
Granted	41,903	10.32
Vested	(33,933)	8.39
Forfeited/cancelled	(709)	7.78
Unvested at end of period	81,015	$	8.91

Schedule of Share-based Compensation Expense

Stock-based compensation expenses included in the Company’s condensed consolidated statements of operations for the three and nine months ended September 30, 2021 and 2020 were (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Research and development	$	120	$	10	$	675	$	75
General and administrative	370		295		1,710		681
Total	$	490	$	305	$	2,385	$	756

Income Taxes (Tables)

9 Months Ended

Sep. 30, 2021

Income Tax Disclosure [Abstract]

Schedule of Components of Income Tax Expense (Benefit)

The income tax benefit is as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Current tax benefit	$	—	$	—	$	—	$	4,473
Deferred tax benefit	—		2,432		—		4,848
Total income tax benefit	$	—	$	2,432	$	—	$	9,321

Net Income (Loss) per Share of Common Stock (Tables)

9 Months Ended

Sep. 30, 2021

Earnings Per Share [Abstract]

Schedule of Basic and Diluted Net Income (Loss) per Share of Common Stock


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Net income (loss)	$	(7,488)	$	1,765	$	(24,789)	$	(3,248)
Accretion of preferred stock to current redemption value	—		—		—		(651)
Net income (loss) attributable to common shareholders	$	(7,488)	$	1,765	$	(24,789)	$	(3,899)



Weighted-average shares outstanding - Basic	8,357,391		8,293,312		8,333,017		6,267,576
Add: dilutive effect of stock options and restricted stock units	—		193,492		—		—
Weighted-average shares outstanding - Diluted	8,357,391		8,486,804		8,333,017		6,267,576

Net income (loss) per share - Basic and diluted	$	(0.90)	$	0.21	$	(2.97)	$	(0.62)



Anti-dilutive stock options	1,222,980		394,672		1,222,980		1,029,030
Anti-dilutive restricted stock units	81,015		—		81,015		73,754
Total anti-dilutive common stock equivalents excluded	1,303,995		394,672		1,303,995		1,102,784

Restructuring and Severance Charges (Tables)

9 Months Ended

Sep. 30, 2021

Restructuring and Related Activities [Abstract]

Schedule of Restructuring and Related Costs

The following table shows the amount accrued for restructuring activities which is recorded within accrued expenses in the condensed consolidated balance sheets (in thousands):


	Total Employee Severance Cost
NewLink's accrued balance as of December 31, 2020	$	59
Expensed	—
Cash payments	59
Balance as of September 30, 2021	$	—

Description of Business (Details)	Dec. 30, 2020 USD ($)	Mar. 19, 2020	Mar. 18, 2020 shares	Sep. 30, 2021 USD ($) shares	Dec. 31, 2020 USD ($) shares
Conversion of Stock [Line Items]
Stock conversion ratio			0.1111
Common stock, outstanding shares (in shares) \| shares			8,292,803	8,357,391	8,305,269
Cash and cash equivalents \| $				$ 100,650,000	$ 98,679,000
Maximum \| Controlled Equity Offering
Conversion of Stock [Line Items]
Stock issued during period \| $	$ 50,000,000
Series A Redeemable Convertible Preferred Stock
Conversion of Stock [Line Items]
Stock conversion ratio			0.0873621142
Series B Redeemable Convertible Preferred Stock
Conversion of Stock [Line Items]
Stock conversion ratio			0.1996348626
Common Stock
Conversion of Stock [Line Items]
Stock conversion ratio			0.1308319305
Private Lumos Stockholders \| NewLink Genetics
Conversion of Stock [Line Items]
Ownership percentage after transaction		0.50
Private Lumos Stockholders \| Common Stock
Conversion of Stock [Line Items]
Aggregate shares received (in shares) \| shares			4,146,405
Former Stockholders
Conversion of Stock [Line Items]
Ownership percentage after transaction		0.50

NewLink Merger - Narrative (Details)		3 Months Ended	9 Months Ended
NewLink Merger - Narrative (Details)	Mar. 19, 2020	Mar. 31, 2020 USD ($)	Sep. 30, 2021 USD ($)	Sep. 30, 2020 USD ($)	Dec. 31, 2020 USD ($)	Mar. 18, 2020 USD ($) director
Business Acquisition [Line Items]
Number of directors \| director						3
In-process research and development charge		$ 426,000	$ 0	$ 426,000
Private Lumos Stockholders
Business Acquisition [Line Items]
Number of directors \| director						3
Private Lumos Stockholders \| NewLink Genetics
Business Acquisition [Line Items]
Ownership percentage after transaction	0.50
Merck \| License and Collaborative Arrangement
Business Acquisition [Line Items]
Estimated transaction price						$ 95,000,000
Economic interest in PRV						87,900,000
PRV-related liability owed to Merck						35,700,000
Deferred tax liability						9,500,000
Step up in basis in the PRV					$ 9,500,000
Merck \| License and Collaborative Arrangement \| Minimum
Business Acquisition [Line Items]
Observed transaction price						80,000,000
Merck \| License and Collaborative Arrangement \| Maximum
Business Acquisition [Line Items]
Observed transaction price						$ 111,000,000

NewLink Merger - Schedule of Reverse Recapitalization (Details) - NewLink Genetics $ in Thousands	Mar. 18, 2020 USD ($)
Business Acquisition [Line Items]
Cash and cash equivalents	$ 84,179
Prepaid and other current assets	2,999
Income tax receivable	192
Property and equipment	1,020
Economic interest in PRV	87,920
Other intangible assets	426
Other non-current assets	517
Total Assets Acquired	177,253
Accounts payable	285
Accrued expenses and other current liabilities	8,788
PRV-related liability owed to Merck	35,720
Royalty obligation payable to Iowa Economics Development Authority	6,000
Deferred tax liability	9,500
Other long-term liabilities	12
Total liabilities assumed	60,305
Total net assets acquired	$ 116,948

License and Asset Purchase Agreements (Details) $ in Thousands		3 Months Ended			9 Months Ended		12 Months Ended
	Jul. 27, 2020 USD ($) installment	Sep. 30, 2021 USD ($)	Dec. 31, 2020 USD ($)	Sep. 30, 2020 USD ($)	Sep. 30, 2021 USD ($)	Sep. 30, 2020 USD ($)	Dec. 31, 2018 USD ($)	Jan. 11, 2021 USD ($)	Mar. 18, 2020	Nov. 30, 2014
Deferred Revenue Arrangement [Line Items]
Gain on sale of priority review voucher					$ 0	$ 6,300
Merck \| License and collaboration revenue
Deferred Revenue Arrangement [Line Items]
Grant revenue		$ 0		$ 74	10	$ 128
License and Collaborative Arrangement \| Merck
Deferred Revenue Arrangement [Line Items]
Collaborative arrangement development milestone payments		14,000			14,000
Collaborative arrangement second indication development milestone payments		8,500			8,500
Collaborative arrangement tiered sales milestone payments		80,000			80,000
Net product sales milestone		$ 1,000,000			$ 1,000,000
Value of PRV company is entitled to										60.00%
Value of PRV liability									40.00%
Value of PRV	$ 35,700
License and Collaborative Arrangement \| Merck \| Held-for-sale or Disposed of by Sale \| PRV Transfer Agreement
Deferred Revenue Arrangement [Line Items]
Value of PRV	100,000
Gross proceeds from sale	$ 60,000
Number of installments \| installment	2
Cash from sale	$ 34,000
Consideration receivable								$ 26,000
Gain on sale of priority review voucher				$ 6,300
Costs incurred from sale			$ 1,500
License and Collaborative Arrangement \| Merck \| Minimum
Deferred Revenue Arrangement [Line Items]
Royalty obligation percent of annual product net sales					10.00%
License and Collaborative Arrangement \| Merck \| Maximum
Deferred Revenue Arrangement [Line Items]
Royalty obligation percent of annual product net sales					12.00%
Ammonett
Deferred Revenue Arrangement [Line Items]
Upfront payments							$ 3,500
Acquisition development milestone payments							17,000
Acquisition specific milestone payments							14,000
Acquisition sales milestone payments							$ 55,000

Leases (Details) $ in Thousands	Sep. 30, 2021 USD ($)
Lessee, Lease, Description [Line Items]
Operating lease weighted average discount rate	3.00%
Operating lease weighted average remaining lease term	1 year 9 months 7 days
Operating Lease Liabilities Payments Due
2021	$ 83
2022	337
2023	236
Total future minimum lease payments	656
Less: Imputed interest	(19)
Total	$ 637
Maximum
Lessee, Lease, Description [Line Items]
Term of operating lease contract	2 years

Stock-Based Compensation and Employee Benefit Plans - Narrative (Details) - USD ($) $ in Millions		9 Months Ended
	May 09, 2019	Sep. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award
Unrecognized compensation cost		$ 4.9
Weighted average vesting period for non-vested option awards (in years)		2 years 9 months 18 days
2009 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award
Plan term		10 years
Evergreen increase (percent)	3.00%
Number of shares remained available for issuance (in shares)		433,761
2010 Non-Employee Directors' Stock Option Plan
Share-based Compensation Arrangement by Share-based Payment Award
Number of shares remained available for issuance (in shares)		5,624
2010 Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award
Number of shares remained available for issuance (in shares)		60,000
2010 Employee Stock Purchase Plan \| ESPP
Share-based Compensation Arrangement by Share-based Payment Award
Number of shares reserved for issuance (in shares)		60,000

Stock-Based Compensation and Employee Benefit Plans - Stock Option Activity (Details) - Stock Option - $ / shares	9 Months Ended	12 Months Ended
	Sep. 30, 2021	Dec. 31, 2020
Number of options
Outstanding at beginning of period (in shares)	958,945
Options granted (in shares)	361,844
Options exercised (in shares)	(26,922)
Options forfeited (in shares)	(23,101)
Options expired (in shares)	(47,786)
Outstanding at end of period (in shares)	1,222,980	958,945
Weighted average exercise price
Outstanding, weighted average exercise price at beginning of period (in dollars per share)	$ 9.59
Granted, weighted average exercise price (in dollars per share)	14.75
Exercised, weighted average exercise price (in dollars per share)	2.40
Forfeited, weighted average exercise price (in dollars per share)	13.04
Expired, weighted average exercise price (in dollars per share)	16.57
Outstanding, weighted average exercise price at end of period (in dollars per share)	$ 10.94	$ 9.59
Options exercisable at end of period (in shares)	610,911
Exercisable, weighted average exercise price (in dollars per share)	$ 10.28
Outstanding, weighted average remaining contractual term (in years)	7 years 3 months 18 days	7 years 6 months
Exercisable, weighted average remaining contractual term (in years)	6 years

Stock-Based Compensation and Employee Benefit Plans - Range of Assumptions Used (Details) - Stock Option	9 Months Ended
	Sep. 30, 2021 $ / shares
Share-based Compensation Arrangement by Share-based Payment Award
Expected dividend yield	0.00%
Weighted-average grant-date fair value per share (in dollars per share)	$ 10.80
Minimum
Share-based Compensation Arrangement by Share-based Payment Award
Risk-free interest rate	0.56%
Expected volatility	77.20%
Expected term (in years)	5 years 4 months 24 days
Maximum
Share-based Compensation Arrangement by Share-based Payment Award
Risk-free interest rate	1.03%
Expected volatility	90.30%
Expected term (in years)	7 years 8 months 12 days

Stock-Based Compensation and Employee Benefit Plans - Restricted Stock Activity (Details) - Restricted Stock	9 Months Ended
	Sep. 30, 2021 $ / shares shares
Number of restricted shares
Unvested at beginning of period (in shares) \| shares	73,754
Granted (in shares) \| shares	41,903
Vested (in shares) \| shares	(33,933)
Forfeited / cancelled (in shares) \| shares	(709)
Unvested at end of period (in shares) \| shares	81,015
Weighted average grant date fair value
Weighted average grant date fair value at beginning of period (in dollars per share) \| $ / shares	$ 7.86
Granted, weighted average grant-date fair value per share (in dollars per share) \| $ / shares	10.32
Vested, weighted average grant date fair value (in dollars per share) \| $ / shares	8.39
Forfeited/cancelled, weighted average grant date fair value (in dollars per share) \| $ / shares	7.78
Weighted average grant date fair value at end of period (in dollars per share) \| $ / shares	$ 8.91

Stock-Based Compensation and Employee Benefit Plans - Allocated Share-based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based compensation expense	$ 490	$ 305	$ 2,385	$ 756
Research and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based compensation expense	120	10	675	75
General and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based compensation expense	$ 370	$ 295	$ 1,710	$ 681

Long-Term Debt and Conversion to Royalty Obligation (Details) - Loans payable - USD ($) $ in Millions	Sep. 30, 2021	Mar. 31, 2005
IDED
Debt Instrument [Line Items]
Loan available balance		$ 6.0
Royalty rate	0.50%
Outstanding balance	$ 6.0
IEDA
Debt Instrument [Line Items]
Royalty sales cap	$ 6.8

- Definition

Amount, after unamortized (discount) premium and debt issuance costs, of long-term debt. Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations.

+ References + Details

Income Taxes - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended
Income Taxes - Narrative (Details) - USD ($)	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020
Income Tax Disclosure [Abstract]
Income tax benefit	$ 0	$ 2,432,000	$ 0	$ 9,321,000
Pre-tax NOL to be carried back		4,500,000		4,500,000	$ 4,500,000	$ 4,500,000
Release of valuation allowance		$ 2,400,000		$ 4,800,000
Reserve for uncertain tax positions	$ 1,200,000		$ 1,200,000

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Income Taxes - Components of Tax Expense (Benefit) (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Income Tax Disclosure [Abstract]
Current tax benefit	$ 0	$ 0	$ 0	$ 4,473,000
Deferred tax benefit	0	2,432,000	0	4,848,000
Total income tax benefit	$ 0	$ 2,432,000	$ 0	$ 9,321,000

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Net Income (Loss) per Share of Common Stock - Net Loss Per Share Computation (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Sep. 30, 2021	Sep. 30, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Net income (loss)	$ (7,488)	$ (8,670)	$ (8,631)	$ 1,765	$ (5,353)	$ 340	$ (24,789)	$ (3,248)
Accretion of preferred stock to current redemption value	0			0			0	(651)
Net income (loss) attributable to common shareholders	$ (7,488)			$ 1,765			$ (24,789)	$ (3,899)
Weighted-average shares outstanding - Basic (in shares)	8,357,391			8,293,312			8,333,017	6,267,576
Weighted-average shares outstanding - Diluted (in shares)	8,357,391			8,486,804			8,333,017	6,267,576
Net income (loss) per share - Basic (in dollars per share)	$ (0.90)			$ 0.21			$ (2.97)	$ (0.62)
Net income (loss) per share - Diluted (in dollars per share)	$ (0.90)			$ 0.21			$ (2.97)	$ (0.62)
Antidilutive securities (in shares)	1,303,995			394,672			1,303,995	1,102,784
Employee Stock Option and Restricted Stock Option
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Add: dilutive effect of stock options and restricted stock units (in shares)	0			193,492			0	0
Stock Option
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	1,222,980			394,672			1,222,980	1,029,030
Restricted Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	81,015			0			81,015	73,754

Restructuring and Severance Charges - Restructuring Roll Forward (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2021	Dec. 31, 2019
Restructuring Reserve [Roll Forward]
Balance at beginning of period	$ 59
Expensed	0	$ 5,600
Cash payments	59
Balance at end of period	$ 0

Restructuring and Severance Charges - Narrative (Details) - USD ($) $ in Thousands				3 Months Ended		9 Months Ended	12 Months Ended
	Apr. 16, 2021	Feb. 04, 2021	Sep. 30, 2019	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2021	Dec. 31, 2019
Restructuring Charges
Percentage reduction in force			60.00%
Expensed						$ 0	$ 5,600
Accelerated vesting expense					$ 700
Chief Medical Officer
Restructuring Charges
Accelerated vesting expense		$ 700
Chief Financial Officer
Restructuring Charges
Accelerated vesting expense	$ 900
Extension of exercise period	24 months
Accelerated cost				$ 400
Accrued severance compensation						$ 900

Commitments and Contingencies (Details) - USD ($) $ in Thousands	Apr. 02, 2021	Feb. 26, 2021
Abramson v NewLink Genetics Corp \| Settled Litigation
Loss Contingencies [Line Items]
Litigation settlement payment	$ 13,500
Ely v NewLink Genetics Corp
Loss Contingencies [Line Items]
Litigation settlement payment		$ 375