UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| ITEM 2.02 | Results of Operations and Financial Condition |
On November 10, 2021, RAPT Therapeutics, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter ended September 30, 2021. A copy of the press release is furnished as Exhibit 99.1 to this report.
The information in this Item 2.02 and in the press release furnished as Exhibit 99.1 to this current report shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information contained in this Item 2.02 and in the press release furnished as Exhibit 99.1 to this current report shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
On November 9, 2021 (the “Appointment Time”), upon the recommendation of the Nominating and Corporate Governance Committee of the Board of Directors (the “Board”) of RAPT Therapeutics, Inc. (the “Company”), the Board appointed Lori Lyons-Williams as a member of the Board, filling a vacant Board seat and with an initial term expiring at the Company’s 2024 annual meeting of stockholders, and until her successor is duly elected and qualified, or until her earlier death, resignation or removal. In connection with her appointment to the Board, Ms. Lyons-Williams was appointed to serve as a member of the Compensation Committee of the Board (the “Compensation Committee”) and the Nominating and Corporate Governance Committee of the Board (the “Nominating Committee”) effective as of the Appointment Time.
There are no arrangements or understandings between Ms. Lyons-Williams and any other persons pursuant to which she was selected as a director of the Company. The Board has determined that Ms. Lyons-Williams is independent under the Company’s corporate governance guidelines, applicable U.S. Securities and Exchange Commission requirements and Nasdaq listing standards. There is no transaction involving Ms. Lyons-Williams that requires disclosure under Item 404(a) of Regulation S-K.
Ms. Lyons-Williams will participate in the Company’s Non-Employee Director Compensation Policy (the “Policy”), which is described in the Company’s definitive proxy statement for the 2020 Annual Meeting of Stockholders, filed with the Securities and Exchange Commission on April 29, 2020. Under the Policy, Ms. Lyons-Williams will receive an annual retainer of $35,000 for her service on the Board, an additional $5,000 annual retainer for service as a member of the Compensation Committee and an additional $4,000 annual retainer for service as a member of the Nominating Committee with payment pro-rated for any partial period of service. In addition, upon her appointment, Ms. Lyons-Williams received an option to purchase 22,500 shares of the Company’s Common Stock, which will vest in a series of three successive equal annual installments over the three-year period measured from the date of grant, subject to Ms. Lyons-Williams’s continuous service as a member of the Board through each applicable vesting date.
The Company also entered into the Company’s standard form of indemnification agreement with Ms. Lyons-Williams. The indemnification agreement provides, among other things, that the Company will indemnify Ms. Lyons-Williams for certain expenses which she may be required to pay in connection with certain claims to which she may be made a party by reason of her position as a director of the Company, and otherwise to the fullest extent permitted under Delaware law and the Company’s Amended and Restated Bylaws. The form of indemnification agreement was previously filed as Exhibit 10.8 to the Company’s Registration Statement on Form S-1 (No. 333-232572), as amended, as filed on July 22, 2019, and is incorporated herein by reference.
| ITEM 9.01 | Financial Statements and Exhibits |
(d) Exhibits
| Exhibit |
Exhibit Description | |
| 99.1 | Press Release titled “RAPT Therapeutics Reports Third Quarter 2021 Financial Results” dated November 10, 2021. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| RAPT Therapeutics, Inc. | ||||||
| Dated: November 10 2021 | By: | /s/ Rodney Young | ||||
| Rodney Young | ||||||
| Chief Financial Officer | ||||||
Exhibit 99.1
RAPT Therapeutics Reports Third Quarter 2021 Financial Results
SOUTH SAN FRANCISCO, Calif. – November 10, 2021 – RAPT Therapeutics, Inc. (Nasdaq: RAPT), a clinical-stage, immunology-based biopharmaceutical company focused on discovering, developing and commercializing oral small molecule therapies for patients with significant unmet needs in inflammatory diseases and oncology, today reported financial results for the third quarter and nine months ended September 30, 2021.
“This has been an important year for RAPT as we advance the development of RPT193 in atopic dermatitis and FLX475 in cancer,” said Brian Wong, M.D., Ph.D., President and Chief Executive Officer of RAPT Therapeutics. “In the third quarter, we presented additional incremental data for RPT193 at two separate dermatology meetings, allowing us to share our early positive data in atopic dermatitis with key members of the medical community. We are well positioned to advance RPT193 into Phase 2 clinical trials in atopic dermatitis and asthma in 2022. In addition, we have begun to focus development of FLX475 in key indications showing early promise, including EBV+ lymphoma, nasopharyngeal cancer and head and neck cancer. Our goal is to report data from ongoing cohorts in the Phase 1/2 trial for FLX475 at a medical meeting in 2022.”
Financial Results for the Third Quarter Ended September 30, 2021
Third Quarter ended September 30, 2021
Net loss for the third quarter of 2021 was $18.7 million, compared to $14.6 million for the third quarter of 2020.
Research and development expenses for the third quarter of 2021 were $15.7 million, compared to $12.9 million for the same period in 2020. This increase was primarily due to increased clinical trial costs for FLX475 and RPT193 and increases in stock-based compensation, personnel costs and facilities costs.
General and administrative expenses for the third quarter of 2021 were $3.8 million, compared to $3.2 million for the same period of 2020. The increase was primarily due to increases in stock-based compensation expense, insurance expense, personnel costs and facilities costs.
Nine Months Ended September 30, 2021
Net loss for the nine months ended September 30, 2021 was $51.3 million, compared to $40.2 million for the same period in 2020.
Research and development expenses for the nine months ended September 30, 2021 were $42.7 million, compared to $34.6 million for the same period in 2020. The increase was primarily due to increases in costs related to the clinical trials of FLX475 and RPT193, as well as increases in stock-based compensation, personnel expenses, facilities costs and laboratory supplies spend.
General and administrative expenses for the nine months ended September 30, 2021 were $11.5 million, compared to $9.3 million for the same period of 2020. The increase in general and administrative expenses was primarily due to increases in stock-based compensation expense, insurance expense and personnel costs.
As of September 30, 2021, the Company had cash and cash equivalents and marketable securities of $210.8 million.
About RAPT Therapeutics, Inc.
RAPT Therapeutics is a clinical stage immunology-based biopharmaceutical company focused on discovering, developing and commercializing oral small molecule therapies for patients with significant unmet needs in inflammatory diseases and oncology. Utilizing its proprietary discovery and development engine, the Company is developing highly selective small molecules designed to modulate the critical immune drivers underlying these diseases. RAPT has discovered and advanced two unique drug candidates, FLX475 and RPT193, each targeting C-C motif chemokine receptor 4 (CCR4), for the treatment of cancer and inflammation, respectively. The Company is also pursuing a range of targets that are in the discovery stage of development.
Forward-Looking Statements
This press release contains forward-looking statements. These statements relate to future events and involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future performances or achievements expressed or implied by the forward-looking statements. Each of these statements is based only on current information, assumptions and expectations that are inherently subject to change and involve a number of risks and uncertainties. Forward-looking statements include, but are not limited to, statements about the progress of RAPT’s inflammation and oncology programs and RAPT’s intended plans for the clinical development of RPT193 and FLX475. Detailed information regarding risk factors that may cause actual results to differ materially from the results expressed or implied by statements in this press release may be found in RAPT’s Form 10-Q filed with the Securities and Exchange Commission on November 10, 2021 and subsequent filings made by RAPT with the Securities and Exchange Commission. These forward-looking statements speak only as of the date hereof. RAPT disclaims any obligation to update these forward-looking statements.
RAPT Media Contact:
Aljanae Reynolds
areynolds@wheelhouselsa.com
RAPT Investor Contact:
Sylvia Wheeler
swheeler@wheelhouselsa.com
RAPT THERAPEUTICS INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(In thousands, except share per share data)
(Unaudited)
| Three Months Ended September 30, |
Nine Months Ended September 30, |
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| 2021 | 2020 | 2021 | 2020 | |||||||||||||
| Revenue |
$ | 966 | $ | 1,528 | $ | 3,057 | $ | 3,740 | ||||||||
| Operating expenses: |
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| Research and development |
15,725 | 12,912 | 42,686 | 34,581 | ||||||||||||
| General and administrative |
3,774 | 3,197 | 11,546 | 9,288 | ||||||||||||
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| Total operating expenses |
19,499 | 16,109 | 54,232 | 43,869 | ||||||||||||
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| Loss from operations |
(18,533 | ) | (14,581 | ) | (51,175 | ) | (40,129 | ) | ||||||||
| Other income (expense), net |
(118 | ) | 237 | (100 | ) | 763 | ||||||||||
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| Net loss before taxes |
(18,651 | ) | (14,344 | ) | (51,275 | ) | (39,366 | ) | ||||||||
| Provision for income taxes |
— | 287 | — | 791 | ||||||||||||
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| Net loss |
$ | (18,651 | ) | $ | (14,631 | ) | $ | (51,275 | ) | $ | (40,157 | ) | ||||
| Other comprehensive income (loss): |
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| Foreign currency translation adjustment |
173 | (70 | ) | 281 | (65 | ) | ||||||||||
| Unrealized gain (loss) on marketable securities |
9 | (33 | ) | (59 | ) | 119 | ||||||||||
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| Total comprehensive loss |
$ | (18,469 | ) | $ | (14,734 | ) | $ | (51,053 | ) | $ | (40,103 | ) | ||||
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| Net loss per share, basic and diluted |
$ | (0.63 | ) | $ | (0.60 | ) | $ | (1.92 | ) | $ | (1.67 | ) | ||||
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| Weighted average number of shares used in computing net loss per share, basic and diluted |
29,491,857 | 24,449,115 | 26,663,209 | 23,989,926 | ||||||||||||
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RAPT THERAPEUTICS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
| September 30, 2021 |
December 31, 2020 |
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| (Unaudited) | (1) | |||||||
| Assets |
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| Current assets: |
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| Cash and cash equivalents |
$ | 59,999 | $ | 24,918 | ||||
| Marketable securities |
150,787 | 86,592 | ||||||
| Prepaid expenses and other current assets |
3,709 | 4,088 | ||||||
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| Total current assets |
214,495 | 115,598 | ||||||
| Property and equipment, net |
2,578 | 2,982 | ||||||
| Other assets |
389 | 389 | ||||||
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| Total assets |
$ | 217,462 | $ | 118,969 | ||||
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| Liabilities and stockholders’ equity |
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| Current liabilities: |
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| Accounts payable |
$ | 4,017 | $ | 2,383 | ||||
| Accrued expenses |
6,845 | 4,935 | ||||||
| Deferred revenue, current |
1,538 | 4,096 | ||||||
| Other current liabilities |
295 | 328 | ||||||
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| Total current liabilities |
12,695 | 11,742 | ||||||
| Deferred rent, net of current portion |
2,149 | 2,185 | ||||||
| Deferred revenue, non-current |
745 | 863 | ||||||
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| Total liabilities |
15,589 | 14,790 | ||||||
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| Commitments |
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| Stockholders’ equity: |
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| Preferred stock |
— | — | ||||||
| Common stock |
3 | 2 | ||||||
| Additional paid-in capital |
467,942 | 319,196 | ||||||
| Accumulated other comprehensive income (loss) |
45 | (177 | ) | |||||
| Accumulated deficit |
(266,117 | ) | (214,842 | ) | ||||
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| Total stockholders’ equity |
201,873 | 104,179 | ||||||
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| Total liabilities and stockholders’ equity |
$ | 217,462 | $ | 118,969 | ||||
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| (1) | The condensed consolidated balance sheet for December 31, 2020 has been derived from audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 |