0001628280-20-015504 | 10-Q | XBRL Viewer

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INCOME TAXES (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
INCOME TAXES (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Income Tax Disclosure [Abstract]
Income tax expense	$ 237	$ 0	$ 237	$ 0

- Definition

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

+ References + Details

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Current assets:
Cash and cash equivalents	$ 259,393	$ 80,428
Marketable securities	389,434	282,046
Interest receivable	822	682
Accounts receivable	39,487	36,909
Prepaid expenses and other current assets	11,158	5,408
Total current assets	700,294	405,473
Marketable securities, non-current	45,761	21,832
Property and equipment, net	35,282	29,926
Intangible assets	55,569	53,156
Goodwill	40,984	39,273
Operating lease right-of-use assets	71,637	77,289
Other non-current assets	12,683	9,067
Restricted cash	1,500	1,500
Total assets	963,710	637,516
Current liabilities:
Accounts payable and accrued liabilities	17,897	17,556
Accrued compensation and employee benefits	17,873	13,605
Deferred revenues	87,791	38,711
Total current liabilities	123,561	69,872
Deferred revenues, non-current	267,903	81,432
Long-term portion of lease liabilities	38,259	41,192
Deferred income tax	6,868	6,570
Other non-current liabilities	6,238	5,711
Total liabilities	442,829	204,777
Commitments and contingencies
Stockholders' equity:
Preferred stock	0	0
Common stock	1,412	1,160
Additional paid-in capital	1,255,823	1,090,828
Accumulated deficit	(737,377)	(656,985)
Accumulated other comprehensive income (loss)	1,553	(2,449)
Total Sangamo Therapeutics, Inc. stockholders' equity	521,411	432,554
Non-controlling interest	(530)	185
Total stockholders' equity	520,881	432,739
Total liabilities and stockholders' equity	$ 963,710	$ 637,516

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Total	Cumulative Effect, Period of Adoption, Adjustment	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Accumulated Deficit Cumulative Effect, Period of Adoption, Adjustment	Accumulated Other Comprehensive Income	Non- Controlling Interest
Beginning Balances (in shares) at Dec. 31, 2018			102,187,471
Beginning Balances at Dec. 31, 2018	$ 367,257	$ 897	$ 1,022	$ 929,632	$ (562,696)	$ 897	$ (1,440)	$ 739
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options and in connection with restricted stock units, net of tax (in shares)			800,818
Issuance of common stock upon exercise of stock options and in connection with restricted stock units, net of tax	3,363		$ 8	3,355
Issuance of common stock under employee stock purchase plan (in shares)			131,709
Issuance of common stock under employee stock purchase plan	1,139		$ 1	1,138
Issuance of common stock under public offering, net of issuance costs (in shares)			12,650,000
Issuance of common stock under public offering, net of issuance costs	136,308		$ 127	136,181
Acquisition of additional shares of Sangamo France	(321)							(321)
Issuance costs related to Sangamo France Acquisition	(25)			(25)
Stock-based compensation	14,091			14,091
Foreign currency translation adjustment	(4,139)						(4,139)
Net unrealized loss on marketable securities	678						678
Net loss	(99,920)				(99,741)			(179)
Ending Balances (in shares) at Sep. 30, 2019			115,769,998
Ending Balances at Sep. 30, 2019	419,328		$ 1,158	1,084,372	(661,540)		(4,901)	239
Beginning Balances (in shares) at Jun. 30, 2019			115,603,096
Beginning Balances at Jun. 30, 2019	445,748		$ 1,156	1,078,976	(634,233)		(765)	614
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options and in connection with restricted stock units, net of tax (in shares)			166,902
Issuance of common stock upon exercise of stock options and in connection with restricted stock units, net of tax	704		$ 2	702
Issuance of common stock under public offering, net of issuance costs (in shares)
Issuance of common stock under public offering, net of issuance costs	(321)							(321)
Issuance costs related to Sangamo France Acquisition	(7)			(7)
Stock-based compensation	4,701			4,701
Foreign currency translation adjustment	(4,077)						(4,077)
Net unrealized loss on marketable securities	(59)						(59)
Net loss	(27,361)				(27,307)			(54)
Ending Balances (in shares) at Sep. 30, 2019			115,769,998
Ending Balances at Sep. 30, 2019	419,328		$ 1,158	1,084,372	(661,540)		(4,901)	239
Beginning Balances (in shares) at Dec. 31, 2019			115,972,708
Beginning Balances at Dec. 31, 2019	432,739		$ 1,160	1,090,828	(656,985)		(2,449)	185
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options and in connection with restricted stock units, net of tax (in shares)			648,660
Issuance of common stock upon exercise of stock options and in connection with restricted stock units, net of tax	2,468		$ 6	2,462
Issuance of common stock under employee stock purchase plan (in shares)			171,305
Issuance of common stock under employee stock purchase plan	1,187		$ 2	1,185
Issuance of common stock under public offering, net of issuance costs (in shares)			24,420,157
Issuance of common stock under public offering, net of issuance costs	142,526		$ 244	142,282
Acquisition of additional shares of Sangamo France	(660)							(660)
Stock-based compensation	19,066			19,066
Foreign currency translation adjustment	3,989						3,989
Net unrealized loss on marketable securities	13						13
Net loss	(80,447)				(80,392)			(55)
Ending Balances (in shares) at Sep. 30, 2020			141,212,830
Ending Balances at Sep. 30, 2020	520,881		$ 1,412	1,255,823	(737,377)		1,553	(530)
Beginning Balances (in shares) at Jun. 30, 2020			140,973,277
Beginning Balances at Jun. 30, 2020	511,206		$ 1,410	1,247,527	(735,827)		(1,653)	(251)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options and in connection with restricted stock units, net of tax (in shares)			239,553
Issuance of common stock upon exercise of stock options and in connection with restricted stock units, net of tax	1,616		$ 2	1,614
Acquisition of additional shares of Sangamo France	(321)							(321)
Stock-based compensation	6,682			6,682
Foreign currency translation adjustment	3,839						3,839
Net unrealized loss on marketable securities	(633)						(633)
Net loss	(1,508)				(1,550)			42
Ending Balances (in shares) at Sep. 30, 2020			141,212,830
Ending Balances at Sep. 30, 2020	$ 520,881		$ 1,412	$ 1,255,823	$ (737,377)		$ 1,553	$ (530)

FAIR VALUE MEASUREMENTS

9 Months Ended

Sep. 30, 2020

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS

The Company measures certain financial assets and liabilities at fair value on a recurring basis, including cash equivalents, available-for-sale marketable securities and the free shares asset. Fair value is determined based on a three-tier hierarchy under the authoritative guidance for fair value measurements and disclosures that prioritizes the inputs used in measuring fair value as follows:

Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2: Quoted prices in markets that are not active or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and

Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurements and unobservable (i.e., supported by little or no market activity).

The fair value measurements of the Company’s cash equivalents, marketable securities and the free shares asset are identified at the following levels within the fair value hierarchy (in thousands):


	September 30, 2020
	Fair Value Measurements
	Total		Level 1		Level 2		Level 3
Assets:
Cash equivalents:
Money market funds	$	172,508	$	172,508	$	—	$	—
Commercial paper securities	5,999		—		5,999		—
Total	178,507		172,508		5,999		—
Marketable securities:
Commercial paper securities	238,398		—		238,398		—
Corporate debt securities	122,484		—		122,484		—
Asset-backed securities	13,066		—		13,066		—
U.S. government-sponsored entity debt securities	61,247		—		61,247		—
Total	435,195		—		435,195		—
Total cash equivalents and marketable securities	$	613,702	$	172,508	$	441,194	$	—

Free shares asset	$	129	$	—	$	—	$	129


	December 31, 2019
	Fair Value Measurements
	Total		Level 1		Level 2		Level 3
Assets:
Cash equivalents:
Money market funds	$	30,496	$	30,496	$	—	$	—
Commercial paper securities	2,999		—		2,999		—
Total	33,495		30,496		2,999		—
Marketable securities:
Commercial paper securities	155,368		—		155,368		—
Corporate debt securities	95,017		—		95,017		—
U.S. government-sponsored entity debt securities	53,493		—		53,493		—
Total	303,878		—		303,878		—
Total cash equivalents and marketable securities	$	337,373	$	30,496	$	306,877	$	—

Free shares asset	$	236	$	—	$	—	$	236

Cash Equivalents and Marketable Securities

The Company generally classifies its marketable securities and some cash equivalents as Level 2. Instruments are classified as Level 2 when observable market prices for identical securities that are traded in less active markets are used. When observable market prices for identical securities are not available, such instruments are priced using benchmark curves, benchmarking of like securities, sector groupings, matrix pricing and valuation models. These valuation models are proprietary to the pricing providers or brokers and incorporate a number of inputs, including, listed in approximate order of priority: benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data including market research publications. For certain security types, additional inputs may be used, or some of the standard inputs may not be applicable. Evaluators may prioritize inputs differently on any given day for any security based on market conditions, and not all inputs listed are available for use in the evaluation process for each security evaluation on any given day.

Free Shares Asset

As a result of the July 20, 2018 Share Purchase Agreement (“Sangamo France SPA”) to acquire Sangamo France (see Note 10 — Acquisition of Sangamo Therapeutics France S.A.S.), the Company entered into arrangements with the holders of approximately 477,000 “free shares” of Sangamo France pursuant to which the Company has the right to purchase such shares from the holders (a call option) and such holders have the right to sell to the Company such shares from time to time through mid-2021 (a put option). The Company initially recorded a liability of $0.2 million on the acquisition date. The put options were classified within Level 3 of the fair value hierarchy as the Company utilized a binomial-lattice pricing model (the “Monte Carlo simulation model”) that involved certain market conditions to estimate the fair value of the options. The assumptions used in this simulation model are reviewed on a quarterly basis and adjusted, as needed. Subsequent changes in the fair value of the free shares are recorded in general and administrative expenses in the Condensed Consolidated Statements of Operations. The Company purchased approximately 111,000 shares during 2019 and 228,000 shares during the nine months ended September 30, 2020, of the 477,000 total free shares, for a cash payment of approximately $0.3 million and $0.5 million respectively, upon exercise of the put options. As of September 30, 2020, approximately 138,000 free shares remain outstanding and subject to purchase by the Company.

The fair value of the free shares' asset was approximately $0.2 million at December 31, 2019. The Company recognized an immaterial increase in the fair value of the free shares, offset by approximately $0.1 million for the shares purchased during the nine months ended September 30, 2020, resulting in an asset balance of approximately $0.1 million at September 30, 2020.


Free Shares valuation assumptions	September 30, 2020		December 31, 2019
Sangamo stock price (USD)	$	10.31	$	8.68
Sangamo France stock price (EUR)	€	2.55	€	2.14
EUR / USD exchange rate	0.84		0.91
Estimated correlation Sangamo and Sangamo France stock prices	100.0%		100.0%
Sangamo stock price (USD) volatility estimate	65.7%		72.5%
Sangamo France stock price (EUR) volatility estimate	65.7%		72.5%
EUR / USD exchange rate volatility estimate	6.4%		6.6%
Risk free rate and cost of debt by expected exercise date	Varies		Varies

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

STOCKHOLDERS' EQUITY	9 Months Ended
STOCKHOLDERS' EQUITY	Sep. 30, 2020
Equity [Abstract]
STOCKHOLDERS' EQUITY	STOCKHOLDERS’ EQUITY Common Stock In connection with the collaboration agreement with BIMA described in Note 5 of these Condensed Consolidated Financial Statements, the Company also entered into a stock purchase agreement with BIMA, pursuant to which BIMA agreed to purchase the Biogen Shares at a price per share of $9.2137, for an aggregate purchase price of $225.0 million. The Company closed the sale of the Biogen Shares on April 8, 2020. In April 2019, Sangamo completed an underwritten public offering of its common stock, in which the Company sold an aggregate of 12.7 million shares of its common stock at a public offering price of $11.50 per share. The net proceeds to Sangamo from the sale of shares in this offering, after deducting underwriting discounts and commissions and other estimated offering expenses, were approximately $136.3 million. At-the-Market Offering Agreement On August 5, 2020, the Company entered into an Open Market Sale Agreement℠ with Jefferies LLC (“Jefferies”) with respect to an at-the-market offering program under which the Company may offer and sell, from time to time at its sole discretion, shares of the Company’s common stock having an aggregate offering price of up to $150.0 million through Jefferies as the Company’s sales agent or principal. The Company is not obligated to sell any shares under the sales agreement. Subject to the terms and conditions of the sales agreement, Jefferies will use commercially reasonable efforts, consistent with its normal trading and sales practices and applicable laws and regulations, to sell shares of the Company’s common stock from time to time based upon the Company’s instructions, including any price, time or size limits or other customary parameters or conditions the Company specifies, subject to certain limitations. Under the sales agreement, Jefferies may sell shares of the Company’s common stock by any method permitted by law deemed to be an “at-the-market offering.” The Company will pay Jefferies a commission of up to 3% of the gross proceeds from each sale of shares of the Company’s common stock sold through Jefferies under the sales agreement and will provide Jefferies with customary indemnification and contribution rights. In addition, the Company agreed to reimburse certain legal expenses and fees by Jefferies in connection with the offering up to a maximum of $50,000, as well as certain ongoing disbursements of Jefferies’ counsel, if required. The sales agreement will terminate upon the sale of all $150.0 million of shares under the sales agreement, unless earlier terminated by either party as permitted therein. As of September 30, 2020, no shares have been sold under the sales agreement.

ACQUISITION OF SANGAMO THERAPEUTICS FRANCE S.A.S. - (Tables)

9 Months Ended

Sep. 30, 2020

Business Combinations [Abstract]

Summary of Non-controlling Interest

Non-controlling interest as of September 30, 2020 was as follows (in thousands):


	Total
Balance at December 31, 2019	$	185
Fair value of additional shares acquired	(660)
Loss attributable to non-controlling interest	(55)
Balance at September 30, 2020	$	(530)

STOCK-BASED COMPENSATION - (Tables)

9 Months Ended

Sep. 30, 2020

Share-based Payment Arrangement [Abstract]

Stock-Based Compensation Expense

The following table shows total stock-based compensation expense included in the Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2020 and 2019 (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Research and development	$	3,573	$	2,268	$	9,990	$	7,329
General and administrative	3,109		2,433		9,076		6,762
Total stock-based compensation expense	$	6,682	$	4,701	$	19,066	$	14,091

ORGANIZATION, BASIS OF PRESENTATION, AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (Tables)

9 Months Ended

Sep. 30, 2020

Accounting Policies [Abstract]

Schedule of Revenue from Strategic Partnering Collaboration Agreements and Research Activity Grants as a Percentage of Total Revenues

Revenues from major collaboration agreements and research activity grants as a percentage of total revenues were as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Pfizer	68	%	16	%	51	%	11	%
Biogen	16	%	—		19	%	—
Kite Pharma, Inc.	13	%	40	%	24	%	55	%
Sanofi	3	%	40	%	4	%	29	%

Schedule of Cash and Cash Equivalents

A reconciliation of cash, cash equivalents and restricted cash reported within the Condensed Consolidated Balance Sheets to the amounts reported within the accompanying Condensed Consolidated Statements of Cash Flows was as follows (in thousands):


	September 30, 2020		December 31, 2019		September 30, 2019		December 31, 2018
Cash and cash equivalents	$	259,393	$	80,428	$	114,291	$	140,418
Current restricted cash	—		—		2,000		—
Non-current restricted cash	1,500		1,500		1,500		3,500
Cash, cash equivalents and restricted cash as reported within the accompanying Condensed Consolidated Statements of Cash Flows	$	260,893	$	81,928	$	117,791	$	143,918

Restrictions on Cash and Cash Equivalents


	September 30, 2020		December 31, 2019		September 30, 2019		December 31, 2018
Cash and cash equivalents	$	259,393	$	80,428	$	114,291	$	140,418
Current restricted cash	—		—		2,000		—
Non-current restricted cash	1,500		1,500		1,500		3,500
Cash, cash equivalents and restricted cash as reported within the accompanying Condensed Consolidated Statements of Cash Flows	$	260,893	$	81,928	$	117,791	$	143,918

Label	Element	Value
Accounting Standards Update [Extensible List]	us-gaap_AccountingStandardsUpdateExtensibleList	us-gaap:AccountingStandardsUpdate201801Member

- Definition

Indicates amendment to accounting standards.

+ References

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+ Details

COMMITMENTS AND CONTINGENCIES

9 Months Ended

Sep. 30, 2020

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

Leases

Sangamo occupies approximately 87,700 square feet of office and research and development laboratory facilities in Brisbane, California, pursuant to a lease that expires in May 2029. Sangamo also occupies approximately 45,600 square feet of research and office space in Richmond, California, pursuant to leases that expire in August 2026. In addition, the Company leases approximately 20,800 square feet of research and office space in Valbonne, France, subject to leases that expire beginning in June 2025 through March 2028.

Certain of these leases include renewal options at the election of the Company to renew or extend the lease for an additional five to ten years. These optional periods have not been considered in the determination of the ROU assets or lease liabilities associated with these leases as the Company did not consider it reasonably certain that it would exercise the options.

The Company performed evaluations of its contracts and determined each of its identified leases are operating leases. For the three and nine months ended September 30, 2020, the Company incurred $4.0 million and $7.7 million of lease costs in relation to these operating leases. These lease costs were included in operating expenses in the Condensed Consolidated Statements of Operations. Variable lease expense was $1.0 million and $1.6 million for the three and nine months ended September 30, 2020 and was not included in the measurement of the Company’s operating ROU assets and lease liabilities. This variable expense consists primarily of the Company’s proportionate share of operating expenses, property taxes and insurance and is classified as lease expense, due to the Company’s election to not separate lease and non-lease components.

Cash paid for amounts included in the measurement of operating lease liabilities for the nine months ended September 30, 2020 was $4.7 million and was included in net cash provided by operating activities in the Company’s Condensed Consolidated Statements of Cash Flows.

As of September 30, 2020, the maturities of the Company’s operating lease liabilities were as follows (in thousands):


	Total
Three months ending December 31, 2020:	$	1,100
2021	6,401
2022	6,479
2023	6,567
2024	6,705
Thereafter	26,156
Total lease payments	53,408
Less:
Imputed interest	(11,708)

Total	$	41,700

Reported as of September 30, 2020:
Operating lease liabilities - current (included in Accounts payable and accrued liabilities on the Condensed Consolidated Balance Sheet)	$	3,441
Operating lease liabilities - long-term	38,259
Total	$	41,700

As of September 30, 2020, the weighted-average remaining lease term is 8.1 years and the weighted-average incremental borrowing rate used to determine the operating lease liability was 6.2% for the Company’s operating leases.

In May 2020, the Company entered into an amendment to an existing lease to acquire approximately 8,500 square feet of research and office space in Richmond, California that expires in August 2026. Total lease payments over the life of this amended lease are approximately $1.6 million. Variable lease payments include the Company’s allocated share of costs incurred and expenditures made by the landlord in the operation and management of the building. The commencement date of this lease was determined to be October 1, 2020. Therefore, the lease is not included in the Company’s operating lease ROU asset or operating lease liabilities as of September 30, 2020.

The Company does not have any financing leases.

Contractual Commitments

The following table sets forth the non-cancelable material contractual commitments under manufacturing-related supplier arrangements as of September 30, 2020 (in thousands):

Party

Total commitments

Expiry date

Brammer Bio MA - a Thermo Fisher Scientific Inc. subsidiary

9,314

December 2021

Lonza Netherlands, B.V.

14,999

December 2022

Total contractual commitments

24,313

The Company also had $1.9 million of license obligations related to its intellectual property as of September 30, 2020.

Contingencies

Sangamo is not party to any material pending legal proceedings or contingencies. From time to time, the Company may be involved in legal proceedings arising in the ordinary course of business.

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES - (Tables)

9 Months Ended

Sep. 30, 2020

Biogen MA, Inc.

Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]

Revenues Recognized under Agreement

Revenues recognized under the agreement for the three and nine months ended September 30, 2020 and 2019 were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Revenue related to Biogen agreement:
Recognition of license and stand-ready fee	$	7,306	$	—	$	14,050	$	—
Research services	2,315		—		3,749		—
Total	$	9,621	$	—	$	17,799	$	—

The Company paid $7.0 million for financial advisory fees during the nine months ended September 30, 2020, equal to 2% of $225.0 million received for the sale of shares and 2% of $125.0 million received for the upfront fee. The fees incurred related to both the collaboration agreement with Biogen and to the stock purchase agreement for the sale of shares. The Company believes that the allocation of fees on a relative fair value basis between the two agreements is reasonable. The Company recognized $4.1 million, which represents 2% of the upfront license fee of $125.0 million and 2% of the excess consideration from the stock purchase of $79.6 million, as a contract asset. This balance will be amortized and included in general and administrative costs on a systematic basis consistent with the transfer of the services to Biogen in accordance with ASC Topic 340, Other Assets and Deferred Costs. The Company amortized $0.1 million and $0.3 million for the three and nine months ended September 30, 2020, respectively. The Company recognized $2.9 million, which represents 2% of the $145.4 million estimated fair value of the equity issued, as a share issuance cost and recorded this amount in equity as reduction in proceeds.

Kite Pharma Inc

Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]

Revenues Recognized under Agreement

Revenues recognized under the agreement for the three and nine months ended September 30, 2020 and 2019 were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Revenue related to Kite agreement:
Recognition of license and stand-ready fee	$	6,296	$	6,296	$	18,750	$	18,682
Research services	998		2,565		3,185		7,551
Total	$	7,294	$	8,861	$	21,935	$	26,233

Pfizer SB-525

Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]

Revenues Recognized under Agreement

Revenues recognized under the agreement for the three and nine months ended September 30, 2020 and 2019 were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Revenue related to Pfizer SB-525 agreement:
Recognition of upfront fee and research services	$	221	$	3,440	$	2,737	$	5,035
Milestone achievement	29,863		—		30,959		—
Total	$	30,084	$	3,440	$	33,696	$	5,035

Pfizer

Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]

Revenues Recognized under Agreement

Revenues recognized under the agreement for the three and nine months ended September 30, 2020 and 2019 were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Revenue related to Pfizer C9ORF72 agreement:
Recognition of upfront fee	$	4,200	$	468	$	7,985	$	1,538
Milestone achievement	5,000		—		5,000		—
Total	$	9,200	$	468	$	12,985	$	1,538

Sanofi

Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]

Revenues Recognized under Agreement

Revenues recognized under the agreement for the three and nine months ended September 30, 2020 and 2019 were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Revenue related to Sanofi agreement:
Recognition of upfront fee	$	321	$	940	$	(28)	$	2,594
Research services	961		1,814		3,836		5,169
Milestone achievement	216		—		(19)		—
Total	$	1,498	$	2,754	$	3,789	$	7,763

STOCK-BASED COMPENSATION

9 Months Ended

Sep. 30, 2020

Share-based Payment Arrangement [Abstract]

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATIONThe following table shows total stock-based compensation expense included in the Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2020 and 2019 (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Research and development	$	3,573	$	2,268	$	9,990	$	7,329
General and administrative	3,109		2,433		9,076		6,762
Total stock-based compensation expense	$	6,682	$	4,701	$	19,066	$	14,091

STOCK-BASED COMPENSATION - Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total stock-based compensation expense	$ 6,682	$ 4,701	$ 19,066	$ 14,091
Research and development
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total stock-based compensation expense	3,573	2,268	9,990	7,329
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total stock-based compensation expense	$ 3,109	$ 2,433	$ 9,076	$ 6,762

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES - Revenues Recognized under Agreement (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues	$ 57,763	$ 21,958	$ 92,392	$ 47,577
Biogen MA, Inc.
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues	9,621	0	17,799	0
Biogen MA, Inc. \| Collaboration Agreements
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues	7,306	0	14,050	0
Biogen MA, Inc. \| Research services
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues	2,315	0	3,749	0
Kite Pharma Inc
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues	7,294	8,861	21,935	26,233
Kite Pharma Inc \| Collaboration Agreements
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues	6,296	6,296	18,750	18,682
Kite Pharma Inc \| Research services
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues	998	2,565	3,185	7,551
Pfizer SB-525
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues	30,084	3,440	33,696	5,035
Pfizer SB-525 \| Collaboration Agreements
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues	221	3,440	2,737	5,035
Pfizer SB-525 \| Milestone Achievement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues	29,863	0	30,959	0
Pfizer
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues	9,200	468	12,985	1,538
Pfizer \| Collaboration Agreements
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues	4,200	468	7,985	1,538
Pfizer \| Milestone Achievement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues	5,000	0	5,000	0
Sanofi
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues	1,498	2,754	3,789	7,763
Sanofi \| Collaboration Agreements
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues	321	940	(28)	2,594
Sanofi \| Research services
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues	961	1,814	3,836	5,169
Sanofi \| Milestone Achievement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues	$ 216	$ 0	$ (19)	$ 0

ACQUISITION OF SANGAMO THERAPEUTICS FRANCE S.A.S. - Narrative (Detail) - USD ($)		2 Months Ended	9 Months Ended			12 Months Ended
	Oct. 01, 2018	Nov. 23, 2018	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2019	Dec. 31, 2018	Jul. 20, 2018
Business Acquisition [Line Items]
Goodwill impairments			$ 0	$ 0
Sangamo France \| Share Purchase Agreement and Tender Offer Agreement
Business Acquisition [Line Items]
Noncontrolling interest ownership percentage			99.40%			98.70%
Sangamo France
Business Acquisition [Line Items]
Number of ordinary shares acquired (in shares)	13,519,036	11,528,635
Business acquisition, percentage of voting interests acquired							98.20%
Consideration transferred	$ 45,900,000
Business acquisition, share price (in dollars per share)	$ 2.99
Sangamo France \| Share Purchase Agreement and Tender Offer Agreement
Business Acquisition [Line Items]
Percentage of equity interests agreed to acquire								100.00%
Number of ordinary shares acquired (in shares)			228,000		25,047,671	111,000
Number of free shares held by the holders (in shares)								477,000
Cash paid for shares acquired			$ 500,000
Estimated fair value liability of free shares						$ 200,000		$ 200,000
Estimated fair value asset of free shares			$ 100,000
Sangamo France \| Share Purchase Agreement and Tender Offer Agreement \| Executive Officer
Business Acquisition [Line Items]
Number of ordinary shares acquired (in shares)			132,700
Sangamo France \| Share Purchase Agreement and Tender Offer Agreement \| Option Pricing Method
Business Acquisition [Line Items]
Estimated fair value liability of free shares	$ 200,000

Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2020	Oct. 30, 2020
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2020
Document Transition Report	false
Entity File Number	000-30171
Entity Registrant Name	SANGAMO THERAPEUTICS, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	68-0359556
Entity Address, Address Line One	7000 Marina Blvd.
Entity Address, City or Town	Brisbane
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94005
City Area Code	510
Local Phone Number	970-6000
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	SGMO
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		141,441,378
Amendment Flag	false
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q3
Entity Central Index Key	0001001233
Current Fiscal Year End Date	--12-31

CASH EQUIVALENTS AND MARKETABLE SECURITIES - Summary of cost and estimated fair value of short-term investments (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Investments, Debt and Equity Securities [Abstract]
Maturing in one year or less	$ 389,434	$ 282,046
Maturing after one year through five years	45,761	21,832
Total	$ 435,195	$ 303,878

CASH EQUIVALENTS AND MARKETABLE SECURITIES - (Tables)

9 Months Ended

Sep. 30, 2020

Investments, Debt and Equity Securities [Abstract]

Marketable Securities

The table below summarizes the Company’s cash equivalents and marketable securities (in thousands):


	Amortized Cost		Gross Unrealized Gains		Gross Unrealized (Losses)		Estimated Fair Value
September 30, 2020
Assets
Cash equivalents:
Money market funds	$	172,508	$	—	$	—	$	172,508
Commercial paper securities	5,998		1		—		5,999
Total	178,506		1		—		178,507
Marketable securities:
Commercial paper securities	238,248		169		(19)		238,398
Corporate debt securities	122,364		156		(36)		122,484
Asset-backed securities	13,067		3		(4)		13,066
U.S. government-sponsored entity debt securities	61,171		76		—		61,247
Total	434,850		404		(59)		435,195
Total cash equivalents and marketable securities	$	613,356	$	405	$	(59)	$	613,702

December 31, 2019
Assets
Cash equivalents:
Money market funds	$	30,496	$	—	$	—	$	30,496
Commercial paper securities	2,998		1		—		2,999
Total	33,494		1		—		33,495
Marketable securities:
Commercial paper securities	155,230		145		(7)		155,368
Corporate debt securities	94,905		115		(3)		95,017
U.S. government-sponsored entity debt securities	53,411		91		(9)		53,493
Total	303,546		351		(19)		303,878
Total cash equivalents and marketable securities	$	337,040	$	352	$	(19)	$	337,373

Fair value of investments available-for-sale

The fair value of investments available-for-sale by contractual maturity were as follows (in thousands):


	September 30, 2020		December 31, 2019
Maturing in one year or less	$	389,434	$	282,046
Maturing after one year through five years	45,761		21,832
Total	$	435,195	$	303,878

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Income Statement [Abstract]
Revenues	$ 57,763	$ 21,958	$ 92,392	$ 47,577
Operating expenses:
Research and development	45,287	36,288	128,289	107,593
General and administrative	16,177	14,918	50,223	46,633
Total operating expenses	61,464	51,206	178,512	154,226
Loss from operations	(3,701)	(29,248)	(86,120)	(106,649)
Interest and other income, net	2,430	1,887	5,910	6,729
Loss before taxes	(1,271)	(27,361)	(80,210)	(99,920)
Income tax expense	(237)	0	(237)	0
Net loss	(1,508)	(27,361)	(80,447)	(99,920)
Net income (loss) attributable to non-controlling interest	42	(54)	(55)	(179)
Net loss attributable to Sangamo Therapeutics, Inc. stockholders	$ (1,550)	$ (27,307)	$ (80,392)	$ (99,741)
Basic and diluted net loss per share attributable to Sangamo Therapeutics, Inc. stockholders (in dollars per share)	$ (0.01)	$ (0.24)	$ (0.61)	$ (0.90)
Shares used in computing basic and diluted net loss per share attributable to Sangamo Therapeutics, Inc. stockholders (in shares)	141,100	115,710	132,079	110,837

ORGANIZATION, BASIS OF PRESENTATION, AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

9 Months Ended

Sep. 30, 2020

Accounting Policies [Abstract]

ORGANIZATION, BASIS OF PRESENTATION, AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Business Overview

Sangamo Therapeutics, Inc. (“Sangamo” or “the Company”) was incorporated in the State of Delaware in June 1995. Sangamo is a clinical stage biotechnology company focused on translating ground-breaking science into genomic medicines with the potential to transform patients’ lives using the Company's platform technologies in gene therapy, ex vivo gene-edited cell therapy, in vivo genome editing and in vivo genome regulation.

Basis of Presentation

The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). 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 (consisting of normal recurring adjustments) considered necessary for a fair presentation of these financial statements for the periods presented have been included. Operating results for the three and nine months ended September 30, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020. The Condensed Consolidated Balance Sheet data at December 31, 2019 was derived from the audited Consolidated Financial Statements included in Sangamo’s Annual Report on Form 10-K for the year ended December 31, 2019 (the “2019 Annual Report”) as filed with the SEC on February 28, 2020.

The accompanying Condensed Consolidated Financial Statements include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated in the Condensed Consolidated Financial Statements. For consolidated entities where the Company owns or are exposed to less than 100% of the economics, the Company records net income (loss) attributable to non-controlling interests on the Company's Condensed Consolidated Statements of Operations equal to the percentage of the economic or ownership interest retained in such entities by the respective non-controlling parties.

The accompanying Condensed Consolidated Financial Statements and related financial information should be read together with the audited Consolidated Financial Statements and footnotes for the year ended December 31, 2019, included in the 2019 Annual Report.

Going Concern

Sangamo is currently working on a number of long-term development projects that will involve experimental technology. The projects may require several years and substantial expenditures to complete and ultimately may be unsuccessful. The Company plans to finance operations with available cash resources, collaboration funds, research grants and from the issuance of equity or debt securities. Sangamo believes that its available cash, cash equivalents and marketable securities as of September 30, 2020, when combined with expected revenues from collaborations, strategic partnerships and research grants, will be adequate to fund its currently planned operations through at least the next 12 months from the date these financial statements are issued. Sangamo may require additional financial resources to complete the development and commercialization of its products including zinc finger protein (“ZFP”) therapeutic products. Additional capital may not be available on terms acceptable to the Company, or at all. If adequate funds are not available, or if the terms of potential funding sources are unfavorable, the Company’s business and ability to advance its product candidate pipeline would be harmed. Furthermore, any sales of additional equity securities may result in dilution to the Company’s stockholders, and any debt financing may include covenants that restrict the Company’s business.

Summary of Significant Accounting Policies

Use of Estimates

The preparation of these Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the Condensed Consolidated Financial Statements and the accompanying notes. On an ongoing basis, management evaluates its estimates including critical accounting policies or estimates related to revenue recognition, clinical trial accruals, fair value of assets and liabilities, including from acquisitions, and stock-based compensation. Estimates are based on historical experience and on various other market specific and

other relevant assumptions that the Company believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates.

During the three months ended March 31, 2020, the Company recorded an adjustment to revenue related to a change in estimate in connection with the collaboration agreement with Sanofi Genzyme (“Sanofi”) as a result of a decision made by the joint steering committee of Sanofi and Sangamo to increase the project scope and related project cost, which resulted in a decrease in the measure of proportional cumulative performance. The Company also recorded an adjustment to revenue related to a change in estimate in connection with the hemophilia A collaboration agreement with Pfizer Inc. (“Pfizer”). This adjustment was a direct result of the decision to decrease the project scope and the corresponding costs after the successful investigational new drug application (“IND”) transfer of the SB-525 product candidate to Pfizer, both of which resulted in an increase in the measure of proportional cumulative performance.

During the nine months ended September 30, 2020, the Company recorded adjustments to revenue related to changes in estimates in connection with the C9ORF72 research collaboration and license agreement with Pfizer. These adjustments were a direct result of the decision to decrease the project scope and the corresponding costs due to advancement of the program, which resulted in an increase in the measure of proportional cumulative performance.

The Pfizer-related adjustment in September 2020 increased revenue by $5.8 million, decreased net loss by $5.8 million and decreased the Company’s basic net loss per share by $0.04 for the three months ended September 30, 2020.

The Pfizer and Sanofi-related adjustments increased revenue by $8.9 million, decreased net loss by $8.9 million and decreased the Company’s basic net loss per share by $0.06 for the nine months ended September 30, 2020.

Revenue Recognition

The Company accounts for its revenues pursuant to the provisions of Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC Topic 606”). The Company’s contract revenues are derived from collaboration agreements including licensing arrangements and research activity grants. Research and licensing agreements typically include upfront signing or license fees, cost reimbursements for research services, minimum sublicense fees, milestone payments and royalties on future licensee’s product sales. The Company has agreements with both fixed and variable consideration. Non-refundable upfront fees and funding of research and development activities are considered fixed, while milestone payments are generally identified as variable consideration. Sangamo’s research grants are typically multi-year agreements and provide for the reimbursement of qualified expenses for research and development as defined under the terms of the grant agreement. Revenues under research grant agreements are generally recognized when the related qualified research expenses are incurred. Deferred revenue primarily represents the portion of research or license payments received but not earned.

In determining the appropriate amount of revenue to be recognized as the Company fulfills its obligations under its agreements, the Company performs the following steps: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations based on estimated selling prices; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation.

A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in ASC Topic 606. The Company’s performance obligations include license rights, development services and services associated with regulatory submission and approval processes. Revenues from research services earned under collaboration agreements are generally recognized as revenue as the related services are provided. Revenues from non-refundable upfront fees are recognized over time either by measuring progress towards satisfaction of the relevant performance obligation, using the input method (i.e. cumulative actual costs incurred relative to total estimated costs) or on a straight-line basis when a performance obligation is expected to be satisfied evenly over a period of time (or when the entity has a stand-ready obligation). Significant management judgment is required to determine the level of effort required under an arrangement, and the period over which the Company expects to complete its performance obligations under the arrangement, which may include total internal personnel costs and external costs to be incurred as well as, in certain cases, the estimated stand-ready obligation period. Changes in these estimates can have a material effect on revenue recognized. If the Company cannot reasonably estimate when its performance obligations either are completed or become inconsequential, then revenue recognition is deferred until the Company can reasonably make such estimates. The Company includes the unconstrained amount of estimated variable consideration in the transaction price. The amount included in the transaction price is constrained to the amount for which it is probable that a significant reversal of cumulative revenue recognized will not occur. At the end of each subsequent reporting period, the Company re-evaluates the estimated variable consideration included in the transaction price and any related constraint and, if necessary, adjusts its estimate of the overall transaction price. Revenue is then recognized over the remaining estimated period of performance using the cumulative catch-up method. The estimated period of performance and project costs, such as personnel and

manufacturing cost, are reviewed quarterly and adjusted, as needed, to reflect the Company’s current assumptions regarding the timing of its deliverables.

As part of the accounting for these arrangements, the Company must develop assumptions that require judgment to determine the stand-alone selling price of each performance obligation identified in the contract. The Company uses key assumptions to determine the stand-alone selling price, which may include forecasted revenues, development timelines, reimbursement rates for personnel costs, discount rates and probabilities of technical and regulatory success. Related costs and expenses under these arrangements have historically approximated the revenues recognized.

Revenues from major collaboration agreements and research activity grants as a percentage of total revenues were as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Pfizer	68	%	16	%	51	%	11	%
Biogen	16	%	—		19	%	—
Kite Pharma, Inc.	13	%	40	%	24	%	55	%
Sanofi	3	%	40	%	4	%	29	%

Receivables from collaborations are typically unsecured and are concentrated in the biopharmaceutical industry. Accordingly, the Company may be exposed to credit risk generally associated with biopharmaceutical companies or specific to its collaboration agreements. As of September 30, 2020, the Company had not incurred any losses related to these receivables.

Funds received from third parties under contract or funds received from grant arrangements are generally recorded as revenue if the Company is deemed to be the principal participant in the arrangements because the activities under the contracts or grants are part of the Company’s development programs. Contract funds are not refundable and are recognized when the related qualified research and development costs are incurred and there is reasonable assurance that the funds will be received. Funds received in advance are recorded as deferred revenue.

Business Combinations

The Company accounts for acquisitions using the acquisition method of accounting, which requires that assets acquired, including in-process research and development (“IPR&D”) projects, liabilities assumed and any non-controlling interests in the acquired target in an acquisition be recorded at their fair values as of the acquisition date on the Company’s Consolidated Balance Sheets. Any excess of purchase price over the fair value of net assets acquired is recorded as goodwill. The determination of fair value requires the Company to make significant estimates and assumptions. As a result, the Company may record adjustments to the fair values of assets acquired and liabilities assumed within the measurement period (up to one year from the acquisition date) with the corresponding offset to goodwill. Transaction costs associated with business combinations are expensed as they are incurred.

Goodwill and Intangible Assets

Goodwill represents the excess of the consideration transferred over the fair values of assets acquired and liabilities assumed in a business combination. Intangible assets with indefinite useful lives are related to purchased IPR&D projects and are measured at their respective fair values as of the acquisition date. Goodwill and intangible assets with indefinite useful lives are not amortized. Intangible assets related to IPR&D projects are considered to be indefinite-lived until the completion or abandonment of the associated research and development efforts. If and when development is complete, which generally occurs if and when regulatory approval to market a product is obtained, the associated assets would be deemed finite-lived and would then be amortized based on their respective estimated useful lives at that point in time. The Company tests goodwill and indefinite-lived intangible assets for impairment on an annual basis and between annual tests if the Company becomes aware of any events occurring or changes in circumstances that would indicate the fair values of the assets are below their respective carrying amounts. As of September 30, 2020, no impairment of goodwill or indefinite-lived intangible assets has been identified.

Valuation of Long-Lived Assets

Long-lived assets, including property and equipment and finite-lived intangible assets, are reviewed for impairment whenever facts or circumstances either internally or externally may suggest that the carrying value of an asset may not be recoverable. Recoverability of these assets is measured by comparison of the carrying amount of each asset to the future undiscounted cash flows expected to result from the use of the asset and its eventual disposition. If the asset is considered to be impaired, the amount of any impairment is measured as the difference between the carrying value and the fair value of the impaired asset. As of September 30, 2020, no impairment of any long-lived assets has been identified.

Fair Value Measurements

The carrying amounts for financial instruments consisting of cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate fair value due to their short maturities. Marketable securities are stated at their estimated fair values. The free shares asset/liability is measured using a binomial-lattice pricing model and is reviewed each reporting period and adjusted, as needed to approximate fair value.

Cash, Cash Equivalents and Restricted Cash

Sangamo considers all highly-liquid investments purchased with original maturities of three months or less at the purchase date to be cash equivalents. Cash and cash equivalents consist of cash, deposits in demand money market accounts and commercial paper. Restricted cash consists of a letter of credit for $1.5 million, representing a deposit for the lease of the corporate headquarters in Brisbane, California.


	September 30, 2020		December 31, 2019		September 30, 2019		December 31, 2018
Cash and cash equivalents	$	259,393	$	80,428	$	114,291	$	140,418
Current restricted cash	—		—		2,000		—
Non-current restricted cash	1,500		1,500		1,500		3,500
Cash, cash equivalents and restricted cash as reported within the accompanying Condensed Consolidated Statements of Cash Flows	$	260,893	$	81,928	$	117,791	$	143,918

Marketable Securities

Sangamo classifies its marketable securities as available-for-sale and records its investments at estimated fair value based on quoted market prices or observable market inputs of almost identical assets, with the unrealized holding gains and losses included in Accumulated Other Comprehensive Income (Loss) (“AOCI”) within stockholders' equity.

The Company’s investments are subject to a periodic impairment review. The Company recognizes an impairment charge, if material, when a decline in the fair value of its investments below the cost basis is judged to be other-than-temporary. If the estimated fair value of a security is below its carrying value, the Company evaluates whether it is more likely than not that it will sell the security before its anticipated recovery in market value and whether evidence indicating that the cost of the investment is recoverable within a reasonable period of time outweighs evidence to the contrary. The Company also evaluates whether or not it intends to sell the investment. If the impairment is considered to be other-than-temporary, the security is written down to its estimated fair value. In addition, the Company considers whether credit losses exist for any securities. A credit loss exists if the present value of cash flows expected to be collected is less than the amortized cost basis of the security. Other-than-temporary declines in estimated fair value and credit losses are included in other income (expense) within the accompanying Condensed Consolidated Statements of Operations. The Company considers various factors in determining whether to recognize an impairment charge, including the length of time and extent to which the estimated fair value has been less than the Company’s cost basis, the financial condition and near-term prospects of the investee and the Company’s intent and ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in the market value. Realized gains and losses on available-for-sale securities are included in interest and other income, net, which are determined using the specific identification method.

Concentrations of Risk

Cash, cash equivalents, and marketable securities consist of financial instruments that potentially subject the Company to a concentration of credit risk to the extent of the fair value recorded in the Condensed Consolidated Balance Sheets. The Company invests cash that is not required for immediate operating needs primarily in highly liquid instruments that bear minimal risk. The Company has established policies relating to the quality, diversification, and maturities of securities to enable the Company to manage its credit risk. The Company is exposed to credit risk in the event of a default by the financial institutions holding its cash, cash equivalents and investments and issuers of investments to the extent recorded on the Condensed Consolidated Balance Sheets.

Certain materials and key components that the Company utilizes in its operations are obtained through single suppliers. Since the suppliers of key components and materials must be named in an IND application filed with the U.S. Food and Drug Administration for a product, significant delays can occur if the qualification of a new supplier is required. If delivery of material

from the Company’s suppliers were interrupted for any reason, the Company may be unable to supply any of its product candidates for clinical trials.

Leases

The Company determines if an arrangement is or contains a lease at inception by assessing whether the arrangement contains an identified asset and whether it has the right to control the identified asset. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Lease liabilities are recognized at the lease commencement date based on the present value of future lease payments over the lease term. ROU assets are based on the measurement of the lease liability and also include any lease payments made prior to or on lease commencement and exclude lease incentives and initial direct costs incurred, as applicable.

As the implicit rate in the Company’s leases is generally unknown, the Company uses its incremental borrowing rate based on the information available at the lease commencement date in determining the present value of remaining lease payments. The incremental borrowing rate represents an estimate of the interest rate the Company would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of a lease in a similar economic environment. The Company considers its credit risk, term of the lease, and total lease payments and adjusts for the impacts of collateral, as necessary, when calculating its incremental borrowing rates. The lease terms may include options to extend or terminate the lease when it is reasonably certain the Company will exercise any such options. Rent expense for the Company’s operating leases is recognized on a straight-line basis over the lease term.

The Company has elected to not separate lease and non-lease components for its real estate and copier leases and, as a result, accounts for any lease and non-lease components as a single lease component. The Company has also elected to not apply the recognition requirement to any leases with a term of 12 months or less and does not include an option to purchase the underlying asset that the Company is reasonably certain to exercise.

Foreign Currency Translation

The functional currency of the Company’s foreign subsidiaries is primarily the Euro. Assets and liabilities denominated in foreign currencies are translated to U.S. dollars using the exchange rates at the balance sheet date. Foreign currency translation adjustments are recorded as a component of AOCI within stockholders’ equity. Revenues and expenses from the Company’s foreign subsidiaries are translated using the monthly average exchange rates in effect during the period in which the transactions occur. Foreign currency transaction gains and losses are recorded in interest and other income, net, on the Company’s Condensed Consolidated Statements of Operations.

Recent Adopted Accounting Pronouncements

Collaborative Arrangements

In November 2018, the FASB issued Accounting Standards Update (“ASU”) 2018-18, Collaborative Arrangements (ASC Topic 808): Clarifying the Interaction between Topic 808 and Topic 606 (“ASU 2018-18”), which clarifies that certain transactions between participants in a collaborative arrangement should be accounted for under ASC Topic 606 when the counterparty is a customer. In addition, ASU 2018-18 precludes an entity from presenting consideration from a transaction in a collaborative arrangement as revenue from contracts with customers if the counterparty is not a customer for that transaction. ASU 2018-18 is effective for all interim and annual reporting periods beginning after December 15, 2019. On January 1, 2020, the Company adopted ASU 2018-18. The adoption of ASU 2018-18 did not have a material impact on the Company's Condensed Consolidated Financial Statements.

Goodwill Impairment Testing

In January 2017, the FASB issued ASU No. 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test of Goodwill Impairment (“ASU 2017-04”). The new guidance simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. ASU 2017-04 requires goodwill impairment to be measured as the amount by which a reporting unit’s carrying amount exceeds its fair value, not to exceed the carrying amount of its goodwill. ASU 2017-04 requires prospective application and is effective for annual periods beginning after December 15, 2019. ASU 2017-04 will require the Company to amend its methodology for determining any goodwill impairment beginning in 2020. On January 1, 2020, the Company adopted ASU 2017-04. The adoption of ASU 2017-04 did not have a material impact on the Company's Condensed Consolidated Financial Statements.

Credit Losses

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326) (“ASU 2016-13”). ASU 2016-13 implements an impairment model, known as the current expected credit loss model that is based on expected losses rather than incurred losses. Under the new guidance, an entity will recognize as an allowance its estimate of expected credit

losses. ASU 2016-13 is effective for all interim and annual reporting periods beginning after December 15, 2019 and must be adopted using a modified retrospective approach, with certain exceptions. Early adoption is permitted. On January 1, 2020, the Company adopted ASU 2016-13 by using a modified retrospective approach. The adoption of ASU 2016-13 did not have a material impact on the Company's Condensed Consolidated Financial Statements.

Income Taxes

In December 2019, the FASB issued ASU No. 2019-12, Income Taxes – Simplifying the Accounting for Income Taxes (“ASU 2019-12”). The guidance removes exceptions to the general principles in Income Taxes (Topic 740) for allocating tax expense between financial statement components, accounting basis differences stemming from an ownership change in foreign investments and interim period income tax accounting for year-to-date losses that exceed projected losses. The guidance becomes effective for annual reporting periods beginning after December 15, 2020 and interim periods within those fiscal years with early adoption permitted. On January 1, 2020, the Company early adopted ASU 2019-12. The adoption of ASU 2019-12 did not have a material impact on the Company's Condensed Consolidated Financial Statements.

COMMITMENTS AND CONTINGENCIES - Non-cancelable Material Contractual Commitments (Detail) $ in Thousands	Sep. 30, 2020 USD ($)
Other Commitments [Line Items]
Contractual obligation	$ 24,313
Brammer Bio MA
Other Commitments [Line Items]
Contractual obligation	9,314
Lonza Netherlands, B.V.
Other Commitments [Line Items]
Contractual obligation	$ 14,999

ORGANIZATION, BASIS OF PRESENTATION, AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019	Dec. 31, 2018
Organization And Summary Of Significant Accounting Policies [Line Items]
Increase in revenues	$ 57,763	$ 21,958	$ 92,392	$ 47,577
Decrease in net loss	1,508	27,361	80,447	99,920
Letter of credit established as a deposit	1,500		1,500
Cash and cash equivalents	259,393	114,291	259,393	114,291	$ 80,428	$ 140,418
Current restricted cash	0	2,000	0	2,000	0	0
Non-current restricted cash	1,500	1,500	1,500	1,500	1,500	3,500
Cash, cash equivalents and restricted cash as reported within the accompanying Condensed Consolidated Statements of Cash Flows	260,893	117,791	260,893	117,791	$ 81,928	$ 143,918
Biogen MA, Inc.
Organization And Summary Of Significant Accounting Policies [Line Items]
Increase in revenues	$ 9,621	$ 0	$ 17,799	$ 0
Biogen MA, Inc. \| Customer Concentration Risk \| Revenue Benchmark
Organization And Summary Of Significant Accounting Policies [Line Items]
Concentration risk, percentage	16.00%	0.00%	19.00%	0.00%
Kite Pharma Inc
Organization And Summary Of Significant Accounting Policies [Line Items]
Increase in revenues	$ 7,294	$ 8,861	$ 21,935	$ 26,233
Kite Pharma Inc \| Customer Concentration Risk \| Revenue from Contract with Customer
Organization And Summary Of Significant Accounting Policies [Line Items]
Concentration risk, percentage	13.00%	40.00%	24.00%	55.00%
Pfizer
Organization And Summary Of Significant Accounting Policies [Line Items]
Increase in revenues	$ 9,200	$ 468	$ 12,985	$ 1,538
Pfizer \| Customer Concentration Risk \| Revenue from Contract with Customer
Organization And Summary Of Significant Accounting Policies [Line Items]
Concentration risk, percentage	68.00%	16.00%	51.00%	11.00%
Sanofi
Organization And Summary Of Significant Accounting Policies [Line Items]
Increase in revenues	$ 1,498	$ 2,754	$ 3,789	$ 7,763
Sanofi \| Customer Concentration Risk \| Revenue from Contract with Customer
Organization And Summary Of Significant Accounting Policies [Line Items]
Concentration risk, percentage	3.00%	40.00%	4.00%	29.00%
Change in Collaboration Agreement Scope \| Collaboration Agreement \| Pfizer
Organization And Summary Of Significant Accounting Policies [Line Items]
Increase in revenues	$ 5,800
Decrease in net loss	$ 5,800
Earnings per share, basic (in dollars per share)	$ 0.04
Change in Collaboration Agreement Scope \| Collaboration Agreement \| Pfizer and Sanofi
Organization And Summary Of Significant Accounting Policies [Line Items]
Increase in revenues			$ 8,900
Decrease in net loss			$ 8,900
Earnings per share, basic (in dollars per share)			$ 0.06

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES - Additional Information (Detail)			1 Months Ended														3 Months Ended		9 Months Ended		41 Months Ended	81 Months Ended
	Jul. 27, 2020 USD ($)	Apr. 05, 2018 USD ($)	Oct. 30, 2020 USD ($)	Sep. 30, 2020 USD ($) milestone	Aug. 31, 2020 USD ($)	May 31, 2020 USD ($)	Apr. 30, 2020 USD ($) $ / shares shares	Mar. 31, 2020 USD ($) $ / shares	Feb. 29, 2020 USD ($) product_target	Dec. 31, 2019 USD ($)	Sep. 30, 2019 USD ($)	Aug. 31, 2019 USD ($)	May 31, 2018 USD ($)	Dec. 31, 2017 USD ($)	May 31, 2017 USD ($)	Jan. 31, 2014 USD ($) program	Sep. 30, 2020 USD ($) product_target milestone	Sep. 30, 2019 USD ($)	Sep. 30, 2020 USD ($) option milestone product $ / shares	Sep. 30, 2019 USD ($)	Sep. 30, 2020 USD ($) milestone	Sep. 30, 2020 USD ($) milestone product	Feb. 28, 2020
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues																	$ 57,763,000	$ 21,958,000	$ 92,392,000	$ 47,577,000
Maximum number of product targets replaced \| product_target																	10
Recognized portion of equity issued																		7,000		$ 25,000
Revenue reduction due to decrease in measure of proportional cumulative performance, percentage																				38.00%
Other long-term liabilities				$ 6,238,000						$ 5,711,000							$ 6,238,000		6,238,000		$ 6,238,000	$ 6,238,000
California Institute For Regenerative Medicine Agreement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Funds due under the agreement													$ 8,000,000.0
Other long-term liabilities				6,200,000						5,700,000							6,200,000		6,200,000		6,200,000	6,200,000
California Institute For Regenerative Medicine Agreement \| Research Grants
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues																			5,200,000
Novartis \| Collaboration and License Agreement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Proceeds from collaborators					$ 75,000,000.0
Collaborative arrangement transaction price	$ 95,100,000
License fee	75,000,000.0
Collaborative arrangement estimated reimbursable service costs	20,100,000
Deferred revenue				75,000,000.0													75,000,000.0		75,000,000.0		75,000,000.0	75,000,000.0
Revenues																	0		0
Collaboration Arrangement, Commission Fee, Portion Of Gross Proceeds, Value				1,500,000													$ 1,500,000		1,500,000		1,500,000	1,500,000
Percent of initial recognition																	2.00%
Novartis \| Collaboration and License Agreement \| Achievement of Specified Preclinical Development Clinical Development and First Commercial Sale Milestones \| Maximum
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Development and sales-based milestone payments to be received	420,000,000.0
Novartis \| Collaboration and License Agreement \| Achievement of Commercial Milestones \| Maximum
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Development and sales-based milestone payments to be received	$ 300,000,000.0
Biogen MA, Inc.
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues																	$ 9,621,000	0	17,799,000	$ 0
Biogen MA, Inc. \| Collaboration Agreements
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues																	7,306,000	0	14,050,000	0
Biogen MA, Inc. \| Collaboration and License Agreement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Proceeds from collaborators						$ 125,000,000.0			$ 125,000,000.0
Maximum milestone payment receivable									$ 2,370,000,000
Number of product targets \| product_target									12
Number of product targets selected \| product_target									3
Number of additional product targets \| product_target									9
Target selection period									5 years
Collaboration Arrangement, Commission Fee, Portion Of Gross Proceeds, Value				7,000,000.0													$ 7,000,000.0		$ 7,000,000.0		7,000,000.0	7,000,000.0
Percent of initial recognition																	2.00%		2.00%
Portion of contract asset recognized				4,100,000													$ 4,100,000		$ 4,100,000		4,100,000	4,100,000
Amortization																	100,000		300,000
Biogen MA, Inc. \| Collaboration and License Agreement \| Maximum
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Research period									7 years
Biogen MA, Inc. \| Collaboration and License Agreement \| Pre-approval Milestone
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Maximum milestone payment receivable									$ 925,000,000.0
Biogen MA, Inc. \| Collaboration and License Agreement \| Sales-based Milestone
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Maximum milestone payment receivable									$ 1,450,000,000
Biogen MA, Inc. \| Stock Purchase Agreement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Deferred revenue				190,500,000													190,500,000		190,500,000		190,500,000	190,500,000
Number of shares issued in transaction (in shares) \| shares							24,420,157
Sale of stock, price per share (in dollars per share) \| $ / shares							$ 9.2137
Consideration received on transaction							$ 225,000,000.0
Standstill restriction period									3 years
Standstill restriction, ownership threshold percentage ownership percentage																							5.00%
Agreement restriction, percentage of shares held																							50.00%
Voting provisions expiration period									2 years
Voting provisions, ownership threshold percentage																							5.00%
Excess consideration received on transaction																			79,600,000
Recognized portion of equity issued																	2,900,000
Collaboration agreement, equity issued				145,400,000													145,400,000		145,400,000		145,400,000	145,400,000
Kite Pharma Inc
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues																	7,294,000	8,861,000	21,935,000	26,233,000
Kite Pharma Inc \| Collaboration Agreements
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues																	6,296,000	6,296,000	18,750,000	18,682,000
Kite Pharma Inc \| Collaboration and License Agreement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Collaborative arrangement transaction price		$ 189,300,000
Collaborative arrangement estimated reimbursable service costs		39,300,000
Deferred revenue				87,700,000						106,500,000							87,700,000		$ 87,700,000		87,700,000	87,700,000
Milestone payments received		$ 150,000,000.0
Initial research term of agreement		6 years
Number of options to extend initial research term \| option																			2
Extended research term of agreement																			1 year
Separate upfront fee		$ 10,000,000.0
Collaborative arrangement estimated reimbursable service costs for new research plan											$ 3,400,000
Revenues under agreement		150,000,000.0
Kite Pharma Inc \| Collaboration and License Agreement \| Maximum
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Development and sales-based milestone payments to be received		3,010,000,000.00
Kite Pharma Inc \| Collaboration and License Agreement \| Achievement of Specified Research, Clinical Development, Regulatory and First Commercial Sale Milestones
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Contingent development - and sales-based milestone payments to be received		1,260,000,000
Kite Pharma Inc \| Collaboration and License Agreement \| Achievement of Specified Sales-based Milestones if Annual Worldwide Net Sales of Licensed Products Reach Specified Levels
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Contingent development - and sales-based milestone payments to be received		$ 1,750,000,000
Pfizer
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Deferred revenue				700,000						4,000,000.0							700,000		$ 700,000		700,000	700,000
Revenues																	9,200,000	468,000	12,985,000	1,538,000
Milestone payments received														$ 12,000,000.0
Revenues under agreement										25,000,000.0									1,200,000
Contract to perform for others, cumulative compensation earned				24,800,000													24,800,000		24,800,000		24,800,000	24,800,000
Revenue reduction due to decrease in measure of proportional cumulative performance																				3,000,000.0
Increase (decrease) in revenue								$ 2,400,000											8,800,000
Increase (decrease) in net loss								$ 2,400,000											$ 8,800,000
Increase (decrease) in basic net loss per share (in dollars per share) \| $ / shares								$ (0.02)											$ 0.07
Pfizer \| Collaboration Agreements
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues																	4,200,000	468,000	$ 7,985,000	1,538,000
Pfizer \| SB-525 and Other Products
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues under agreement															$ 70,000,000.0
Pfizer \| C9ORF72
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Development and sales-based milestone payments to be received				5,000,000.0
Collaborative arrangement transaction price														17,000,000.0
Deferred revenue				$ 0.0						8,000,000.0							0.0		0.0		0.0	0.0
Milestone payments received														12,000,000.0
Extended research term of agreement				2 years
Revenues under agreement														5,000,000.0			5,000,000.0		5,000,000.0
Pfizer \| Milestone Achievement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues																	5,000,000	0	5,000,000	0
Pfizer \| Maximum \| SB-525 and Other Products
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Potential amount to be funded for achievement of specified commercialized and sales milestones															266,500,000
Pfizer \| Maximum \| SB-525
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Milestone revenue receivable															300,000,000.0
Pfizer \| Maximum \| Other Products
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Milestone revenue receivable															175,000,000.0
Pfizer \| Phase 3 Clinical Trial
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Contract to perform for others, cumulative compensation earned				$ 29,800,000													29,800,000		29,800,000		29,800,000	$ 29,800,000
Pfizer \| Phase 3 Clinical Trial \| Forecast \| Subsequent Event
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Development and sales-based milestone payments to be received			$ 30,000,000.0
Pfizer \| Achievement of Specified Clinical Development Intellectual Property and Regulatory Milestones \| Maximum \| SB-525 and Other Products
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Development and sales-based milestone payments to be received															208,500,000
Pfizer \| Achievement of First Commercial Sale Milestones \| Maximum \| SB-525 and Other Products
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Development and sales-based milestone payments to be received															$ 475,000,000.0
Pfizer \| Achievement of Specified Preclinical Development Clinical Development and First Commercial Sale Milestones \| Maximum \| C9ORF72
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Development and sales-based milestone payments to be received														60,000,000.0
Pfizer \| Achievement of Commercial Milestones \| Maximum \| C9ORF72
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Development and sales-based milestone payments to be received														$ 90,000,000.0
Pfizer SB-525
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Collaborative arrangement transaction price																			134,000,000.0
Revenues																	30,084,000	3,440,000	$ 33,696,000	5,035,000
Agreement termination, term																			15 years
Revenues under agreement																			$ 55,000,000.0
Research Service Fees																			79,000,000.0
Pfizer SB-525 \| Collaboration Agreements
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues																	$ 221,000	3,440,000	$ 2,737,000	5,035,000
Pfizer SB-525 \| SB-525 and Other Products
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Milestone payments received																					$ 55,000,000.0
Number of milestones achieved \| milestone				2													2		2		2	2
Number of products approved \| product																			0
Number of milestones included in transaction price \| milestone																			0
Pfizer SB-525 \| Milestone Achievement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues																	$ 29,863,000	0	$ 30,959,000	0
Pfizer SB-525 \| Amended Collaboration And License Agreement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Deferred revenue				$ 200,000													200,000		200,000		$ 200,000	$ 200,000
Pfizer SB-525 \| Amended Collaboration And License Agreement \| Phase 3 Clinical Trial
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Deferred revenue				200,000													200,000		200,000		200,000	$ 200,000
Sanofi
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues																	1,498,000	2,754,000	$ 3,789,000	7,763,000
Agreement termination, term																			180 days
Revenues under agreement																$ 20,000,000.0
Milestone revenue receivable											6,000,000.0							6,000,000.0		6,000,000.0
Number of products approved \| product																						0
Increase (decrease) in revenue																			$ (2,200,000)
Increase (decrease) in net loss																			$ 2,200,000
Increase (decrease) in basic net loss per share (in dollars per share) \| $ / shares																			$ (0.02)
Number of research programs \| program																2
Sanofi \| Collaboration Agreements
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues																	321,000	940,000	$ (28,000)	2,594,000
Sanofi \| Milestone Achievement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues																	216,000	0	(19,000)	0
Sanofi \| Collaboration and License Agreement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Collaborative arrangement transaction price																$ 93,300,000
Collaborative arrangement estimated reimbursable service costs																59,800,000
Deferred revenue				1,700,000						$ 1,700,000							1,700,000		1,700,000		1,700,000	$ 1,700,000
Revenues under agreement																20,000,000.0
Number of milestones included in transaction price \| milestone																						0
Cumulative milestone achieved				7,100,000													7,100,000		7,100,000		7,100,000	$ 7,100,000
Sanofi \| Collaboration and License Agreement \| Maximum
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Development and sales-based milestone payments to be received																276,300,000
Sanofi \| Collaboration and License Agreement \| Milestone Two
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Milestone revenue receivable											$ 7,500,000							$ 7,500,000		$ 7,500,000
Sanofi \| Collaboration and License Agreement \| Milestone Three
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Milestone revenue receivable				13,500,000													13,500,000		13,500,000		13,500,000	13,500,000
Sanofi \| Collaboration and License Agreement \| ST-40 Beta Thalassemia Phase 1 Clinical Trial Milestone
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Milestone payments received												$ 6,000,000.0
Cumulative milestone achieved				$ 5,700,000													$ 5,700,000		$ 5,700,000		$ 5,700,000	$ 5,700,000
Sanofi \| Collaboration and License Agreement \| Achievement Of Specified Clinical Development And Regulatory Milestones \| Maximum
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Development and sales-based milestone payments to be received																115,800,000
Sanofi \| Collaboration and License Agreement \| Achievement of Specified Sales Milestones \| Maximum
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Development and sales-based milestone payments to be received																$ 160,500,000

ORGANIZATION, BASIS OF PRESENTATION, AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (Policies)

9 Months Ended

Sep. 30, 2020

Accounting Policies [Abstract]

Basis of Presentation

Use of Estimates

Revenue Recognition

manufacturing cost, are reviewed quarterly and adjusted, as needed, to reflect the Company’s current assumptions regarding the timing of its deliverables.

Revenues from major collaboration agreements and research activity grants as a percentage of total revenues were as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Pfizer	68	%	16	%	51	%	11	%
Biogen	16	%	—		19	%	—
Kite Pharma, Inc.	13	%	40	%	24	%	55	%
Sanofi	3	%	40	%	4	%	29	%

Business Combinations

Goodwill and Intangible Assets

Goodwill and Intangible AssetsGoodwill represents the excess of the consideration transferred over the fair values of assets acquired and liabilities assumed in a business combination. Intangible assets with indefinite useful lives are related to purchased IPR&D projects and are measured at their respective fair values as of the acquisition date. Goodwill and intangible assets with indefinite useful lives are not amortized. Intangible assets related to IPR&D projects are considered to be indefinite-lived until the completion or abandonment of the associated research and development efforts. If and when development is complete, which generally occurs if and when regulatory approval to market a product is obtained, the associated assets would be deemed finite-lived and would then be amortized based on their respective estimated useful lives at that point in time. The Company tests goodwill and indefinite-lived intangible assets for impairment on an annual basis and between annual tests if the Company becomes aware of any events occurring or changes in circumstances that would indicate the fair values of the assets are below their respective carrying amounts.

Valuation of Long-Lived Assets

Valuation of Long-Lived AssetsLong-lived assets, including property and equipment and finite-lived intangible assets, are reviewed for impairment whenever facts or circumstances either internally or externally may suggest that the carrying value of an asset may not be recoverable. Recoverability of these assets is measured by comparison of the carrying amount of each asset to the future undiscounted cash flows expected to result from the use of the asset and its eventual disposition. If the asset is considered to be impaired, the amount of any impairment is measured as the difference between the carrying value and the fair value of the impaired asset.

Fair Value Measurements

Cash, Cash Equivalents and Restricted Cash

Cash, Cash Equivalents and Restricted CashSangamo considers all highly-liquid investments purchased with original maturities of three months or less at the purchase date to be cash equivalents. Cash and cash equivalents consist of cash, deposits in demand money market accounts and commercial paper.

Marketable Securities

Concentrations of Risk

from the Company’s suppliers were interrupted for any reason, the Company may be unable to supply any of its product candidates for clinical trials.

Leases

Foreign Currency Translation

Recent Accounting Pronouncements

Recent Adopted Accounting Pronouncements

Collaborative Arrangements

Goodwill Impairment Testing

Credit Losses

Income Taxes

ACQUISITION OF SANGAMO THERAPEUTICS FRANCE S.A.S.

9 Months Ended

Sep. 30, 2020

Business Combinations [Abstract]

ACQUISITION OF SANGAMO THERAPEUTICS FRANCE S.A.S.

On July 20, 2018, Sangamo entered into various agreements with the goal of eventually acquiring 100% of Sangamo France’s share capital. The Company entered into the Sangamo France SPA with certain shareholders of Sangamo France, pursuant to which it acquired 13,519,036 ordinary shares of Sangamo France (“Ordinary Shares”) as part of a block transaction that closed on October 1, 2018 (the “Acquisition Date”). Additionally, the Company and Sangamo France entered into a Tender Offer Agreement pursuant to which Sangamo agreed to acquire 11,528,635 Ordinary Shares for the same price per share as the Sangamo France SPA via a cash tender offer that closed on November 23, 2018. Following the block transaction, cash tender offer, and other open market purchases of shares, the Company owned 98.2% of the Ordinary Shares as of December 31, 2018 (or 25,047,671 Ordinary Shares). In addition to the Sangamo France SPA and the tender offer agreement, the Company also entered into arrangements with the holders of approximately 477,000 “free shares” of Sangamo France pursuant to which the Company has the right to purchase such shares from the holders (a call option) and such holders have the right to sell to the Company such shares from time to time through mid-2021 (a put option) (collectively the “Free Shares Options”). During 2019, the Company acquired approximately 111,000 vested free shares upon exercise of the put options, increasing its ownership of the Ordinary Shares from 98.2% to 98.7%. During the nine months ended September 30, 2020, the Company acquired approximately 228,000 vested free shares, including 132,700 from a former executive of Sangamo, pursuant to the exercise of the put options for approximately $0.5 million of cash, increasing its ownership of the Ordinary Shares to 99.4% as September 30, 2020.

At the Acquisition Date, the fair value of the Free Shares Options was estimated to be a liability of $0.2 million. See “Note 2 — Fair Value Measurements-Free Shares Asset” for information regarding the valuation method. The fair value of the

Free Shares Options will vary based on future changes in the Company’s stock price during the option period. The fair value of the Free Shares Options was estimated to be an asset of $0.1 million as of September 30, 2020.

The acquisition of Sangamo France was accounted for as a business combination in accordance with ASC Topic 805, Business Combinations, in exchange for total consideration of approximately $45.9 million at the Acquisition Date. The operating results of Sangamo France after the Acquisition Date have been included in the Company’s Condensed Consolidated Statements of Operations.

There were no goodwill impairments during the nine months ended September 30, 2020 or during 2019 and, as noted below, substantially all of the non-controlling interest on the Acquisition Date was subsequently acquired by the Company and, accordingly, substantially all of the goodwill is allocated to the Company as of September 30, 2020 and December 31, 2019.

Non-Controlling Interest

The fair value of the remaining non-controlling was determined based on the number of outstanding shares comprising the non-controlling interest and the $2.99 acquisition price per share as of the Acquisition Date. The non-controlling interest is presented as a component of stockholders' equity on the Company’s Condensed Consolidated Balance Sheets.

Non-controlling interest as of September 30, 2020 was as follows (in thousands):


	Total
Balance at December 31, 2019	$	185
Fair value of additional shares acquired	(660)
Loss attributable to non-controlling interest	(55)
Balance at September 30, 2020	$	(530)

COMMITMENTS AND CONTINGENCIES - (Tables)

9 Months Ended

Sep. 30, 2020

Commitments and Contingencies Disclosure [Abstract]

Summary of Maturities of Operating Lease Liabilities

As of September 30, 2020, the maturities of the Company’s operating lease liabilities were as follows (in thousands):


	Total
Three months ending December 31, 2020:	$	1,100
2021	6,401
2022	6,479
2023	6,567
2024	6,705
Thereafter	26,156
Total lease payments	53,408
Less:
Imputed interest	(11,708)

Total	$	41,700

Reported as of September 30, 2020:
Operating lease liabilities - current (included in Accounts payable and accrued liabilities on the Condensed Consolidated Balance Sheet)	$	3,441
Operating lease liabilities - long-term	38,259
Total	$	41,700

Other Commitments

The following table sets forth the non-cancelable material contractual commitments under manufacturing-related supplier arrangements as of September 30, 2020 (in thousands):

Party

Total commitments

Expiry date

Brammer Bio MA - a Thermo Fisher Scientific Inc. subsidiary

9,314

December 2021

Lonza Netherlands, B.V.

14,999

December 2022

Total contractual commitments

24,313

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Statement of Comprehensive Income [Abstract]
Net loss	$ (1,508)	$ (27,361)	$ (80,447)	$ (99,920)
Foreign currency translation adjustment	3,839	(4,077)	3,989	(4,139)
Change in unrealized (loss) gain on available-for-sale securities	(633)	(59)	13	678
Comprehensive income (loss)	1,698	(31,497)	(76,445)	(103,381)
Comprehensive income (loss) attributable to non-controlling interest	42	(54)	(55)	(179)
Comprehensive income (loss) attributable to Sangamo Therapeutics, Inc.	$ 1,656	$ (31,443)	$ (76,390)	$ (103,202)

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income (loss) and other comprehensive income (loss), attributable to noncontrolling interests. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

+ References

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+ Details

FAIR VALUE MEASUREMENTS - (Tables)

9 Months Ended

Sep. 30, 2020

Fair Value Disclosures [Abstract]

Summary of Fair Value Measurements of Cash Equivalents, Available-for-Sale Marketable Securities and Free Share Asset/Liability

The fair value measurements of the Company’s cash equivalents, marketable securities and the free shares asset are identified at the following levels within the fair value hierarchy (in thousands):


	September 30, 2020
	Fair Value Measurements
	Total		Level 1		Level 2		Level 3
Assets:
Cash equivalents:
Money market funds	$	172,508	$	172,508	$	—	$	—
Commercial paper securities	5,999		—		5,999		—
Total	178,507		172,508		5,999		—
Marketable securities:
Commercial paper securities	238,398		—		238,398		—
Corporate debt securities	122,484		—		122,484		—
Asset-backed securities	13,066		—		13,066		—
U.S. government-sponsored entity debt securities	61,247		—		61,247		—
Total	435,195		—		435,195		—
Total cash equivalents and marketable securities	$	613,702	$	172,508	$	441,194	$	—

Free shares asset	$	129	$	—	$	—	$	129


	December 31, 2019
	Fair Value Measurements
	Total		Level 1		Level 2		Level 3
Assets:
Cash equivalents:
Money market funds	$	30,496	$	30,496	$	—	$	—
Commercial paper securities	2,999		—		2,999		—
Total	33,495		30,496		2,999		—
Marketable securities:
Commercial paper securities	155,368		—		155,368		—
Corporate debt securities	95,017		—		95,017		—
U.S. government-sponsored entity debt securities	53,493		—		53,493		—
Total	303,878		—		303,878		—
Total cash equivalents and marketable securities	$	337,373	$	30,496	$	306,877	$	—

Free shares asset	$	236	$	—	$	—	$	236

Summary of Estimated Fair Value of Free Shares Valuation Assumptions


Free Shares valuation assumptions	September 30, 2020		December 31, 2019
Sangamo stock price (USD)	$	10.31	$	8.68
Sangamo France stock price (EUR)	€	2.55	€	2.14
EUR / USD exchange rate	0.84		0.91
Estimated correlation Sangamo and Sangamo France stock prices	100.0%		100.0%
Sangamo stock price (USD) volatility estimate	65.7%		72.5%
Sangamo France stock price (EUR) volatility estimate	65.7%		72.5%
EUR / USD exchange rate volatility estimate	6.4%		6.6%
Risk free rate and cost of debt by expected exercise date	Varies		Varies

- Definition

Tabular disclosure of financial instruments measured at fair value, including those classified in shareholders' equity measured on a recurring or nonrecurring basis. Disclosures include, but are not limited to, fair value measurements recorded and the reasons for the measurements, level within the fair value hierarchy in which the fair value measurements are categorized and transfers between levels 1 and 2. Nonrecurring fair value measurements are those that are required or permitted in the statement of financial position in particular circumstances.

+ References + Details

FAIR VALUE MEASUREMENTS - Summary of Estimated Fair Value of Free Shares Valuation Assumptions (Detail)	Sep. 30, 2020 $ / shares	Sep. 30, 2020 € / shares	Dec. 31, 2019 $ / shares	Dec. 31, 2019 € / shares	Oct. 01, 2018 $ / shares
Stock Price
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Sangamo Stock Price (USD) (in dollars per share)	$ 10.31		$ 8.68
Exchange Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
EUR / USD exchange rate	0.84	0.84	0.91	0.91
Stock Price Volatility Estimate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Volatility Estimate	65.7	65.7	72.5	72.5
Price Volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Volatility Estimate	6.4	6.4	6.6	6.6
Sangamo France
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Sangamo France Stock Price (EUR) (in euros per share)					$ 2.99
Sangamo France \| Stock Price
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Sangamo France Stock Price (EUR) (in euros per share) \| € / shares		€ 2.55		€ 2.14
Sangamo France \| Stock Price Correlation
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Estimated correlation Sangamo and Sangamo France stock prices	100.0	100.0	100.0	100.0
Sangamo France \| Stock Price Volatility Estimate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Volatility Estimate	65.7	65.7	72.5	72.5

CASH EQUIVALENTS AND MARKETABLE SECURITIES

9 Months Ended

Sep. 30, 2020

Investments, Debt and Equity Securities [Abstract]

CASH EQUIVALENTS AND MARKETABLE SECURITIES

Cash Equivalents and Marketable Securities

The table below summarizes the Company’s cash equivalents and marketable securities (in thousands):


	Amortized Cost		Gross Unrealized Gains		Gross Unrealized (Losses)		Estimated Fair Value
September 30, 2020
Assets
Cash equivalents:
Money market funds	$	172,508	$	—	$	—	$	172,508
Commercial paper securities	5,998		1		—		5,999
Total	178,506		1		—		178,507
Marketable securities:
Commercial paper securities	238,248		169		(19)		238,398
Corporate debt securities	122,364		156		(36)		122,484
Asset-backed securities	13,067		3		(4)		13,066
U.S. government-sponsored entity debt securities	61,171		76		—		61,247
Total	434,850		404		(59)		435,195
Total cash equivalents and marketable securities	$	613,356	$	405	$	(59)	$	613,702

December 31, 2019
Assets
Cash equivalents:
Money market funds	$	30,496	$	—	$	—	$	30,496
Commercial paper securities	2,998		1		—		2,999
Total	33,494		1		—		33,495
Marketable securities:
Commercial paper securities	155,230		145		(7)		155,368
Corporate debt securities	94,905		115		(3)		95,017
U.S. government-sponsored entity debt securities	53,411		91		(9)		53,493
Total	303,546		351		(19)		303,878
Total cash equivalents and marketable securities	$	337,040	$	352	$	(19)	$	337,373

The fair value of investments available-for-sale by contractual maturity were as follows (in thousands):


	September 30, 2020		December 31, 2019
Maturing in one year or less	$	389,434	$	282,046
Maturing after one year through five years	45,761		21,832
Total	$	435,195	$	303,878

The Company had no realized losses of its available-for-sale securities for the three and nine months ended September 30, 2020 or 2019. The Company periodically reviews the available-for-sale investments for other-than-temporary impairment losses. No investments were other-than-temporarily impaired at either September 30, 2020 or December 31, 2019. The Company considers factors such as the duration, severity and the reason for the decline in value, the potential recovery period, creditworthiness of the issuers of the securities and its intent to sell. For available-for-sale securities, it also considers whether (i) it is more likely than not that the Company will be required to sell the debt securities before recovery of their amortized cost basis, and (ii) the amortized cost basis cannot be recovered as a result of credit losses. No significant facts or circumstances have arisen to indicate that there has been any significant deterioration in the creditworthiness of the issuers of the securities held by the Company. Based on the Company's review of these securities, including the assessment of the duration and severity of the unrealized losses and the Company's ability and intent to hold the investments until maturity, there were no other-than-temporary impairments for these securities at September 30, 2020.

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES

9 Months Ended

Sep. 30, 2020

Organization, Consolidation and Presentation of Financial Statements [Abstract]

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES

Novartis Institutes for BioMedical Research, Inc.

On July 27, 2020, the Company entered into a collaboration and license agreement with Novartis Institutes for BioMedical Research, Inc. (“Novartis”) for the research, development and commercialization of gene regulation therapies to treat three neurodevelopmental disorders. Under the agreement, which was effective upon execution, the Company granted Novartis an exclusive, royalty bearing and worldwide license, under its relevant patents and know-how, to develop, manufacture and commercialize certain of its ZFP transcription factors (“ZFP-TFs”) targeted to three undisclosed genes that are associated with certain neurodevelopmental disorders, including autism spectrum disorder and intellectual disability. The Company will perform early research activities over the collaboration period for each gene target and manufacture the ZPF-TFs required for such research, costs of which will be funded by Novartis. Novartis is responsible for additional research activities, investigational new drug-enabling studies, clinical development, regulatory approvals, manufacturing of preclinical, clinical and approved products, and global commercialization. Subject to certain exceptions set forth in the agreement, the Company is prohibited from developing, manufacturing or commercializing any therapeutic product targeting any of the three genes that are the subject of the collaboration. Novartis also has the option to license certain of the Company’s proprietary adeno-associated viruses (“AAVs”) for the sole purpose of developing, manufacturing and commercializing licensed products arising from the collaboration.

Under the agreement, Novartis paid the Company a $75.0 million upfront license fee in August 2020. In addition to this fee and the cost reimbursements for early research activities, the Company is eligible to earn from Novartis up to $420.0 million in development milestones and up to $300.0 million in commercial milestones. The Company is also eligible to earn from Novartis tiered high single-digit to sub-teen double-digit royalties on potential net commercial sales of licensed products arising from the collaboration. These royalty payments will be subject to reduction due to patent expiration, loss of market exclusivity and payments made under certain licenses for third-party intellectual property. The agreement will continue, on a product-by-product and country-by-country basis, until the expiration of the applicable royalty term. Novartis has the right to terminate the agreement, in its entirety or on a target-by-target basis, for any reason after a specified notice period. Each party also has the right to terminate the agreement on account of the other party’s bankruptcy or material, uncured breach.

All payments received under the agreement, when earned are non-refundable and non-creditable. The transaction price of $95.1 million includes the upfront license fee of $75.0 million and estimated research costs of $20.1 million to be provided over the estimated research period. All clinical or regulatory milestone amounts were considered fully constrained at inception of the agreement. As part of its evaluation of the constraint, the Company considered numerous factors, including the fact that achievement of the milestones at this time is uncertain and contingent upon future periods when the uncertainty related to the variable consideration is resolved. The Company will re-evaluate the transaction price, including the estimated variable consideration included in the transaction price and all constrained amounts, in each reporting period and as uncertain events are resolved or other changes in circumstances occur.

The Company assessed the agreement with Novartis in accordance with ASC Topic 606 and concluded that Novartis is a customer. The Company has identified a single performance obligation within this arrangement as a license to the technology and ongoing research services. The Company concluded that the license is not discrete as it does not have stand-alone value to Novartis apart from the research services to be performed pursuant to the agreement. As a result, the Company recognizes revenue from the upfront payment based on proportional performance of the ongoing research services through the estimated research period. The estimation of progress towards the satisfaction of performance obligation and project cost is reviewed quarterly and adjusted, as needed, to reflect the Company’s current assumptions regarding the timing of its performance obligation. As of September 30, 2020, the Company had deferred revenue of $75.0 million related to this agreement.

No revenues have been recognized under the agreement as of September 30, 2020.

The Company paid $1.5 million for financial advisory fees during the quarter ended September 30, 2020, equal to 2% of $75.0 million received for the upfront license fee related to the collaboration and license agreement with Novartis. The Company recognized $1.5 million as a contract asset as such amount represents a cost of obtaining the agreement. This balance will be amortized and included in general and administrative costs on a systematic basis consistent with the transfer of the services to Novartis in accordance with ASC Topic 340, Other Assets and Deferred Costs.

Biogen MA, Inc.

In February 2020, the Company entered into a collaboration and license agreement with Biogen MA, Inc. (“BIMA”) and Biogen International GmbH (together with BIMA, “Biogen”) for the research, development and commercialization of gene regulation therapies for the treatment of neurological diseases. The companies plan to leverage the Company’s proprietary ZFP technology delivered via AAV to modulate expression of key genes involved in neurological diseases. Concurrently with the execution of the collaboration agreement, the Company entered into a stock purchase agreement with BIMA, pursuant to which BIMA agreed to purchase 24,420,157 shares of the Company's common stock (the “Biogen Shares”), at a price per share of $9.2137, for an aggregate purchase price of approximately $225.0 million.

The collaboration agreement became effective in April 2020 following the termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and satisfaction of other customary closing conditions, including the payment of $225.0 million for the purchase of the Biogen Shares.

Under the collaboration agreement, Biogen paid the Company an upfront license fee of $125.0 million in May 2020. The Company is also eligible to receive research, development, regulatory and commercial milestone payments that could total up to approximately $2.37 billion if Biogen selects all of the targets allowed under the agreement and all the specified milestones set forth in the agreement are achieved, which includes up to $925.0 million in pre-approval milestone payments and up to $1.45 billion in first commercial sale and other sales-based milestone payments. In addition, the Company is also eligible to receive tiered high single-digit to sub-teen royalties on potential net commercial sales of licensed products arising from the collaboration. These royalty payments are subject to reduction due to patent expiration, entry of biosimilar products to the market and payments made under certain licenses for third-party intellectual property.

Under the collaboration agreement, the Company granted to Biogen an exclusive, royalty bearing and worldwide license, under its relevant patents and know-how, to develop, manufacture and commercialize certain ZFP and/or AAV-based products directed to up to 12 neurological disease gene targets selected by Biogen. Biogen has already selected three of these: ST-501 for tauopathies including Alzheimer’s disease, ST-502 for synucleinopathies including Parkinson’s disease, and a third undisclosed neuromuscular disease target. Biogen has exclusive rights to nominate up to nine additional targets over a target selection period of five years. For each gene target selected by Biogen, the Company performs early research activities, costs for which are shared by the companies, aimed at the development of the combination of proprietary central nervous system delivery vectors and ZFP-TFs (or potential other ZFP products) targeting therapeutically relevant genes. Biogen has assumed responsibility and costs for the IND enabling studies, clinical development, related regulatory interactions, and global commercialization. The Company is responsible for manufacturing activities for the initial clinical trials for the first three products of the collaboration and plans to leverage its in-house manufacturing capacity, where appropriate, which is currently in development. Biogen is responsible for manufacturing activities beyond the first clinical trial for each of the first three products. The Company’s research activities for any targets will be performed over the period not to exceed seven years from the effective date of the agreement (i.e. through April 2027). Subject to certain exceptions set forth in the collaboration agreement, the Company is prohibited from developing, manufacturing or commercializing any therapeutic product directed to the targets selected by Biogen.

The collaboration agreement continues on a product-by-product and country-by-country basis until the expiration of all applicable royalty terms. Biogen has the right to terminate the collaboration agreement, in its entirety or on target-by-target basis, for any reason after a specified notice period, and also has the right to replace up to ten targets. Each party has the right to terminate this agreement on account of the other party’s bankruptcy or material, uncured breach. In addition, the Company may terminate the collaboration agreement if Biogen challenges any patents licensed by the Company to Biogen.

Pursuant to the terms of the stock purchase agreement, Biogen has agreed not to, without the Company’s prior written consent and subject to specified conditions and exceptions, directly or indirectly acquire shares of the Company’s outstanding common stock, seek or propose a tender or exchange offer or merger between the parties, solicit proxies or consents with respect to any matter, or undertake other specified actions related to the potential acquisition of additional equity interests in the Company. Such standstill restrictions expire on the earlier of the three-year anniversary of the effectiveness of the collaboration agreement and the date that Biogen beneficially owns less than 5% of the Company’s common stock.

The stock purchase agreement also provides that until the first anniversary of the effectiveness of the collaboration agreement, Biogen will hold and not sell any of the Biogen Shares and from the first anniversary through the second anniversary, Biogen will hold and not sell at least 50% of the Biogen Shares, in addition to being subject to certain volume limitations. The

stock purchase agreement further provides that, subject to certain limitations, until such time as all remaining Biogen Shares may be sold pursuant to Rule 144 promulgated under the Securities Exchange Act of 1933, as amended, within a 90-day period, Biogen may request the Company to register for resale any of the Biogen Shares on a registration statement to be filed with the SEC.

In addition, Biogen has agreed that, excluding specified extraordinary matters, it will vote the Biogen Shares in accordance with the Company’s recommendation and has granted the Company an irrevocable proxy with respect to the foregoing. Such voting provisions expire on the earlier of (i) the two-year anniversary of the effectiveness of the collaboration agreement, (ii) the date that Biogen beneficially owns less than 5% of the Company’s common stock and (iii) the date the collaboration agreement is terminated; provided, however, that in no event shall such expiration date be prior to the one-year anniversary of the effectiveness of the collaboration agreement.

The Company assessed the collaboration agreement with Biogen in accordance with ASC Topic 606 and concluded that Biogen is a customer. As of September 30, 2020, the transaction price includes the upfront license fee of $125.0 million and the excess consideration from the stock purchase of $79.6 million, which represents the difference between the $225.0 million received for the purchase of the Biogen Shares and the $145.4 million estimated fair value of the equity issued. The equity issued to Biogen was valued using an option pricing model to reflect certain holding period restrictions. None of the target selection fees and clinical or regulatory milestones have been included in the transaction price, as all such amounts are fully constrained. As part of its evaluation of the constraint, the Company considered numerous factors, including the fact that nomination of additional targets and achievement of the milestones at this time is uncertain and contingent upon future periods when the uncertainty related to the variable consideration is resolved. The Company will re-evaluate the transaction price as uncertain events are resolved or other changes in circumstances occur.

The Company has identified a single performance obligation within the Biogen collaboration agreement, which is a stand-ready obligation consisting of a series of distinct days of research services, during which Biogen obtains access to the Company’s license and research resources. Revenue from the upfront license fee relates to access to the license and Company’s obligation to stand-ready to perform such research services corresponding to the targets selected by Biogen. As a result of this obligation to perform research services when and if requested throughout the duration of the contract, the upfront license fee and the excess consideration from the stock purchase will be recognized over time on a straight-line basis consistent with the resources expected to be dedicated to providing the research services through April 2027, the estimated period of the obligation. The estimated period of performance is reviewed quarterly and adjusted, as needed, to reflect the Company’s current assumptions regarding the timing of its deliverable. Revenue from the reimbursement by Biogen of shared costs of early research activities performed by Sangamo is recognized as the research services are performed. As of September 30, 2020, the Company had deferred revenue of $190.5 million related to this agreement.

Revenues recognized under the agreement for the three and nine months ended September 30, 2020 and 2019 were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Revenue related to Biogen agreement:
Recognition of license and stand-ready fee	$	7,306	$	—	$	14,050	$	—
Research services	2,315		—		3,749		—
Total	$	9,621	$	—	$	17,799	$	—

Kite Pharma, Inc.

In February 2018, the Company entered into a global collaboration and license agreement with Kite Pharma, Inc. (“Kite”), which became effective in April 2018, and was amended and restated in September 2019, for the research, development and commercialization of potential engineered cell therapies for cancer. In this collaboration, Sangamo is working together with

Kite on a research program under which the companies are designing zinc finger nucleases (“ZFNs”) and viral vectors to disrupt and insert certain genes in T-cells and natural killer cells (“NK-cells”) including the insertion of genes that encode chimeric antigen receptors (“CARs”), T-cell receptors (“TCRs”), and NK-cell receptors (“NKRs”) directed to mutually agreed targets. Kite is responsible for all clinical development, manufacturing and commercialization of any resulting products.

Subject to the terms of this agreement, the Company granted Kite an exclusive, royalty-bearing, worldwide sublicensable license under the Company’s relevant patents and know-how to develop, manufacture and commercialize, for the purpose of treating cancer, specific cell therapy products that may result from the research program and that are engineered ex vivo using selected ZFNs and viral vectors developed under the research program to express CARs, TCRs or NKRs directed to candidate targets.

During the research program term and subject to certain exceptions except pursuant to this agreement, the Company is prohibited from researching, developing, manufacturing and commercializing, for the purpose of treating cancer, any cell therapy product that, as a result of ex vivo genome editing, expresses a CAR, TCR or NKR that is directed to a target expressed on or in a human cancer cell. After the research program term concludes and subject to certain exceptions, except pursuant to this agreement, the Company will be prohibited from developing, manufacturing and commercializing, for the purpose of treating cancer, any cell therapy product that, as a result of ex vivo genome editing, expresses a CAR, TCR or NKR that is directed to a candidate target.

Following the effective date, the Company received a $150.0 million upfront payment from Kite. Kite reimburses the Company’s direct costs to conduct the joint research program. Sangamo is also eligible to receive contingent development- and sales-based milestone payments that could total up to $3.01 billion if all of the specified milestones set forth in this agreement are achieved. Of this amount, approximately $1.26 billion relates to the achievement of specified research, clinical development, regulatory and first commercial sale milestones, and approximately $1.75 billion relates to the achievement of specified sales-based milestones if annual worldwide net sales of licensed products reach specified levels. Each development- and sales-based milestone payment is payable (i) only once for each licensed product regardless of the number of times that the associated milestone event is achieved by such licensed product, and (ii) only for the first ten times that the associated milestone event is achieved regardless of the number of licensed products that may achieve such milestone event. In addition, the Company is entitled to receive escalating, tiered royalty payments with a percentage in the single digits based on future annual worldwide net sales of licensed products. These royalty payments are subject to reduction due to patent expiration, entry of biosimilar products to the market and payments made under certain licenses for third-party intellectual property.

The initial research term in the agreement is six years. Kite has an option to extend the research term of the agreement for up to two additional one-year periods for a separate upfront fee of $10.0 million per year. All contingent payments under the agreement, when earned, will be non-refundable and non-creditable. In connection with the amendment and restatement of the agreement in September 2019, the Company entered into a new research plan with Kite, with estimated reimbursable service cost of approximately $3.4 million, which is included in the total estimated reimbursable service costs. The Company concluded the total transaction price under this agreement is $189.3 million and includes the upfront license fee of $150.0 million and $39.3 million estimated reimbursable service costs for identified research projects over the estimated performance period. Further, the Company concluded the estimated fees for the presumed exercise of the research term extension options and all milestone amounts are fully constrained. As part of its evaluation of the constraint, the Company considered numerous factors, including the fact that achievement of the milestones at this time is uncertain and contingent upon future events which are uncertain at this time. The Company will re-evaluate the transaction price including the estimated variable consideration included in the transaction price and all constrained amounts in each reporting period and as uncertain events are resolved or other changes in circumstances occur. None of the development and sales-based milestone payments have been included in the transaction price.

The Company assessed the agreement with Kite in accordance with ASC Topic 606 and concluded that Kite is a customer. Kite has the right to terminate this agreement in its entirety or on a per licensed product or per candidate target basis for any reason after a specified notice period. Each party has the right to terminate this agreement on account of the other party’s bankruptcy or material, uncured breach.

The Company has identified the primary performance obligations within the Kite agreement as: (1) a license to the technology along with the stand-ready obligation to perform research services, and (2) the ongoing research services. Revenue from the upfront license fee relates to access to the license and Company’s obligation to stand-ready to perform such research services as additional targets are selected by Kite. As a result of this obligation to perform research services when and if requested throughout the duration of the contract, the fee for the license and the stand-ready obligation will be recognized over time on a straight-line basis through June 2024, the estimated period of the stand-ready obligation. Revenue from the reimbursable costs related to the integrated service deliverable is recognized as the research services are performed. Related costs and expenses under these arrangements have historically approximated the revenues recognized. The estimated period of performance and project cost is reviewed quarterly and adjusted, as needed, to reflect the Company’s current assumptions regarding the timing of its

deliverables. As of September 30, 2020, and December 31, 2019, the Company had deferred revenue of $87.7 million and $106.5 million, respectively, related to this agreement.

Revenues recognized under the agreement for the three and nine months ended September 30, 2020 and 2019 were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Revenue related to Kite agreement:
Recognition of license and stand-ready fee	$	6,296	$	6,296	$	18,750	$	18,682
Research services	998		2,565		3,185		7,551
Total	$	7,294	$	8,861	$	21,935	$	26,233

Pfizer Inc.

SB-525 Global Collaboration and License Agreement

In May 2017, the Company entered into an exclusive global collaboration and license agreement with Pfizer, pursuant to which it established a collaboration for the research, development and commercialization of SB-525, its gene therapy product candidate for hemophilia A, and closely related products.

Under this agreement, the Company is responsible for conducting the Phase 1/2 clinical trial and for certain manufacturing activities for SB-525, while Pfizer is responsible for subsequent worldwide development, manufacturing, marketing and commercialization of SB-525. Sangamo may also collaborate in the research and development of additional AAV-based gene therapy products for hemophilia A.

Subject to the terms of the agreement, the Company granted Pfizer an exclusive worldwide royalty-bearing license, with the right to grant sublicenses, to use certain technology controlled by the Company for the purpose of developing, manufacturing and commercializing SB-525 and related products. Pfizer granted the Company a non-exclusive, worldwide, royalty free, fully paid license, with the right to grant sublicenses, to use certain manufacturing technology developed under the agreement and controlled by Pfizer to manufacture the Company’s products that utilize the AAV delivery system. During a specified period, neither the Company nor Pfizer is permitted to clinically develop or commercialize, outside of the collaboration, certain AAV-based gene therapy products for hemophilia A.

Unless earlier terminated, the agreement has a term that continues on a per product and per country basis until the later of (i) the expiration of patent claims that cover the product in a country, (ii) the expiration of regulatory exclusivity for a product in a country, and (iii) fifteen years after the first commercial sale of a product in a country. Pfizer has the right to terminate the agreement without cause in its entirety or on a per product or per country basis. The agreement may also be terminated by either party based on an uncured material breach by the other party or the bankruptcy of the other party. Upon termination for any reason, the license granted by the Company to Pfizer to develop, manufacture and commercialize SB-525 and related products will automatically terminate. Upon termination by the Company for cause or by Pfizer in any country or countries, Pfizer will automatically grant the Company an exclusive, royalty-bearing license under certain technology controlled by Pfizer to develop, manufacture and commercialize SB-525 in the terminated country or countries.

Upon execution of the agreement, the Company received an upfront fee of $70.0 million and is eligible to receive development milestone payments contingent on the achievement of specified clinical development, intellectual property, regulatory and first commercial sale milestones for SB-525 and potentially other products. In addition, Sangamo is eligible to receive up to $208.5 million in payments upon the achievement of specified clinical development, intellectual property and regulatory milestones and up to $266.5 million in payments upon first commercial sale milestones for SB-525 and potentially other products. The total amount of potential clinical development, intellectual property, regulatory and first commercial sale milestone payments, assuming the achievement of all specified milestones in the agreement, is up to $475.0 million, which includes up to $300.0 million for SB-525 and up to $175.0 million for other products that may be developed under the agreement, subject to reduction on account of payments made under certain licenses for third-party intellectual property. In addition, Pfizer agreed to pay the Company royalties for each potential licensed product developed under the agreement that are an escalating tiered, double-digit percentage of the annual net sales of such product and are subject to reduction due to patent expiration, entry of biosimilar products to the market and payment made under certain licenses for third-party intellectual property. To date, two milestones of $55.0 million in aggregate have been achieved, however no products have been approved and therefore no royalty fees have been earned under the agreement.

The Company assessed the agreement with Pfizer in accordance with ASC Topic 606 and concluded that Pfizer is a customer. As of September 30, 2020, the total transaction price under this agreement is $134.0 million, which represents the

upfront fee and research services fees of $79.0 million and two unconstrained milestones achieved of an aggregate amount of $55.0 million. Sangamo is responsible for internal and external research costs as part of the upfront fee and has the ability to request additional reimbursement from Pfizer if certain conditions are met. None of the constrained clinical or regulatory milestones have been included in the transaction price. As part of its evaluation of the constraint, the Company considered numerous factors, including the fact that achievement of the milestones at this time is uncertain and contingent upon future periods when the uncertainty related to the variable consideration is resolved. The Company will re-evaluate the transaction price, including its estimated variable consideration included in the transaction price and all constrained amounts in each reporting period and as uncertain events are resolved or other changes in circumstances occur.

The Company has identified the performance obligations within the agreement as a license to the technology and ongoing research services. The Company concluded that the license is not discrete as it does not have stand-alone value to Pfizer apart from the research services to be performed by the Company pursuant to the agreement. As a result, the Company recognizes revenue from the upfront payment based on proportional performance of the ongoing research services through 2020, the estimated period the Company will perform research services. The estimation of progress towards the satisfaction of its performance obligation and project cost is reviewed quarterly and adjusted, as needed, to reflect the Company’s current assumptions regarding the timing of its deliverables. As of September 30, 2020, and December 31, 2019, the Company had deferred revenue of $0.7 million and $4.0 million, respectively, related to this agreement.

In December 2019, the Company entered into an amendment to the agreement, pursuant to which the Company transferred the IND for SB-525 to Pfizer. Upon this transfer the Company achieved a $25.0 million milestone as the conditions for achieving the milestone were met. The Company recognized $1.2 million during the nine months ended September 30, 2020 and approximately $24.8 million on a cumulative basis attributed to this milestone as revenue. The balance of this milestone payment of $0.2 million will be recognized as revenue commensurate with the provision of research services over the remaining term of the agreement.

In September 2020, the Company determined that there was a high probability of achievement of a $30.0 million milestone with Pfizer for SB-525. The milestone was subsequently achieved upon dosing of the first subject in a Phase 3 clinical trial in early October 2020. The Company recognized on a cumulative basis approximately $29.8 million in the three and nine months ended September 30, 2020 related to this milestone. The balance of this milestone amount of $0.2 million will be recognized as revenue commensurate with the provision of research services over the remaining term of the agreement.

Revenues recognized under the agreement for the three and nine months ended September 30, 2020 and 2019 were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Revenue related to Pfizer SB-525 agreement:
Recognition of upfront fee and research services	$	221	$	3,440	$	2,737	$	5,035
Milestone achievement	29,863		—		30,959		—
Total	$	30,084	$	3,440	$	33,696	$	5,035

In March 2019, the Company received new data results, and expanded enrollment of patients in the ongoing trial. As a result, the estimated project cost increased and the proportional performance was updated based on the actual services delivered to Pfizer as a percentage of the updated project cost as of March 31, 2019. The increase in project cost resulted in a decrease in the measure of the proportional cumulative performance. During the nine months ended September 30, 2019, the Company recorded a revenue reduction of approximately $3.0 million, or 38% of total revenues, due to a decrease in the measure of the proportional cumulative performance.

In March 2020, the Company recorded an adjustment to revenue related to a change in estimate in connection with the hemophilia A collaboration agreement with Pfizer. This adjustment was a direct result of the decision to decrease the project scope and the corresponding costs, after the successful IND transfer of the SB-525 product candidate to Pfizer, both of which resulted in an increase in the measure of proportional cumulative performance. This adjustment increased revenue by $2.4 million, decreased net loss by $2.4 million and decreased the Company’s basic net loss per share by $0.02 for the nine months ended September 30, 2020.

C9ORF72 Research Collaboration and License Agreement

In December 2017, the Company entered into a separate exclusive, global collaboration and license agreement with Pfizer for the development and commercialization of potential gene therapy products that use ZFP-TFs to treat amyotrophic lateral sclerosis (“ALS”) and frontotemporal lobar degeneration linked to mutations of the C9ORF72 gene. Pursuant to this

agreement, the Company agreed to work with Pfizer on a research program to identify, characterize and preclinically develop ZFP-TFs that bind to and specifically reduce expression of the mutant form of the C9ORF72 gene.

Subject to the terms of this agreement, the Company granted Pfizer an exclusive, royalty-bearing, worldwide license under the Company’s relevant patents and know-how to develop, manufacture and commercialize gene therapy products that use resulting ZFP-TFs that satisfy pre-agreed criteria. During a specified period, neither the Company nor Pfizer will be permitted to research, develop, manufacture or commercialize outside of the collaboration any ZFPs that specifically bind to the C9ORF72 gene.

Unless earlier terminated, the agreement has a term that continues on a per licensed product and per country basis until the later of (i) the expiration of patent claims that cover the licensed product in a country, (ii) the expiration of regulatory exclusivity for a licensed product in a country, and (iii) fifteen years after the first commercial sale of a licensed product in a major market country. Pfizer also has the right to terminate the agreement without cause in its entirety or on a per product or per country basis. The agreement may also be terminated by either party based on an uncured material breach by the other party or the bankruptcy of the other party. The agreement will also terminate if the Company is unable to identify any lead candidates for development within a specified period of time or if Pfizer elects not to advance a lead candidate beyond a certain development milestone within a specified period of time. Upon termination for any reason, the license granted by the Company to Pfizer to develop, manufacture and commercialize licensed products under the agreement will automatically terminate. Upon termination by the Company for cause or by Pfizer without cause for any licensed product or licensed products in any country or countries, the Company will have the right to negotiate with Pfizer to obtain a non-exclusive, royalty-bearing license under certain technology controlled by Pfizer to develop, manufacture and commercialize the licensed product or licensed products in the terminated country or countries.

Following termination by the Company for Pfizer’s material breach, Pfizer will not be permitted to research, develop, manufacture or commercialize ZFPs that specifically bind to the C9ORF72 gene for a period of time. Following termination by Pfizer for the Company’s material breach, the Company will not be permitted to research, develop, manufacture or commercialize ZFPs that specifically bind to the C9ORF72 gene for a period of time.

The Company assessed the agreement with Pfizer in accordance with ASC Topic 606 and concluded that Pfizer is a customer. The Company received a $12.0 million upfront payment from Pfizer and is eligible to receive up to $60.0 million in development milestone payments from Pfizer contingent on the achievement of specified preclinical development, clinical development and first commercial sale milestones, and up to $90.0 million commercial milestone payments if annual worldwide net sales of the licensed products reach specified levels. In addition, Pfizer will pay the Company royalties based on an escalating tiered, mid- to high-single digit percentage of the annual worldwide net sales of the licensed products. These royalty payments are subject to reduction due to patent expiration, entry of biosimilar products to the market and payments made under certain licenses for third-party intellectual property. Each party will be responsible for the cost of its performance of the research program. Pfizer will be operationally and financially responsible for subsequent development, manufacturing and commercialization of the licensed products.

The Company concluded the total transaction price under this agreement is $17.0 million, which represents the upfront fees of $12.0 million and one unconstrained milestone in the amount of $5.0 million. None of the constrained clinical or regulatory milestones have not been included in the transaction price. As part of its evaluation of the constraint, the Company considered numerous factors, including the fact that achievement of the milestones at this time is uncertain and contingent upon future periods when the uncertainty related to the variable consideration is resolved. The Company will re-evaluate the transaction price, including its estimated variable consideration included in the transaction price and all constrained amounts, in each reporting period and as uncertain events are resolved or other changes in circumstances occur.

The Company has identified the performance obligations within this agreement as a license to the technology and ongoing research services. The Company concluded that the license is not discrete as it does not have stand-alone value to Pfizer apart from the services to be performed by the Company pursuant to the agreement. As a result, the Company recognizes revenue from the upfront payment based on proportional performance of the ongoing research services, over the estimated period the Company will perform research services. The estimation of progress towards the satisfaction of its performance obligation and project cost is reviewed quarterly and adjusted, as needed, to reflect the Company’s current assumptions regarding the timing of its deliverables. As of September 30, 2020, and December 31, 2019, the Company had deferred revenue of $0.0 million and $8.0 million, respectively, related to this agreement.

In September 2020, the Company earned a $5.0 million milestone associated with the completion of the Company's research activities in its collaboration with Pfizer to develop gene regulation therapies using ZFP-TFs for the treatment of C9ORF72-related ALS and frontotemporal lobar degeneration. This milestone is achieved upon Pfizer’s notification to the Company of its election to pay the first development milestone payment under the collaboration agreement. This milestone payment is non-refundable, and then upon payment, the term will be extended for two years for the selection of the lead

development compound. The Company recognized on a cumulative basis $5.0 million for the three and nine months ended September 30, 2020.

Revenues recognized under the agreement for the three and nine months ended September 30, 2020 and 2019 were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Revenue related to Pfizer C9ORF72 agreement:
Recognition of upfront fee	$	4,200	$	468	$	7,985	$	1,538
Milestone achievement	5,000		—		5,000		—
Total	$	9,200	$	468	$	12,985	$	1,538

During the nine months ended September 30, 2020, the Company recorded adjustments to revenue related to changes in estimate in connection with the C9ORF72 collaboration agreement with Pfizer. These adjustments were a direct result of the decision to decrease the project scope and the corresponding costs due to advancement of the program, which resulted in an increase in the measure of proportional cumulative performance. These adjustments increased revenue by $8.8 million, decreased net loss by $8.8 million and decreased the Company’s basic net loss per share by $0.07 for the nine months ended September 30, 2020.

Sanofi Genzyme

In January 2014, the Company entered into an exclusive worldwide collaboration and license agreement to develop therapeutics for hemoglobinopathies, focused on beta thalassemia and sickle cell disease (“SCD”). The agreement was originally signed with BIMA, who subsequently assigned it to Bioverativ Inc., which was later acquired by Sanofi. Under the agreement, the Company is jointly conducting two research programs: the beta thalassemia program and the SCD program. In the beta thalassemia program, the Company is responsible for all discovery, research and development activities through the first human clinical trial. In the SCD program, both parties are responsible for research and development activities through the submission of an IND application for ZFP therapeutics intended to treat SCD.

Under both programs, Sanofi is responsible for subsequent worldwide clinical development, manufacturing and commercialization of licensed products developed under the agreement. At the end of the specified research terms for each program or under certain specified circumstances, Sanofi has the right to step in and take over any of the Company’s remaining activities. Furthermore, the Company has an option to co-promote in the U.S. any licensed products to treat beta thalassemia and SCD developed under the agreement, and Sanofi will compensate the Company for such co-promotion activities. Subject to the terms of the agreement, the Company has granted Sanofi an exclusive, royalty-bearing license, with the right to grant sublicenses, to use certain ZFP and other technology controlled by the Company for the purpose of researching, developing, manufacturing and commercializing licensed products developed under the agreement. The Company also granted Sanofi a non-exclusive worldwide, royalty-free fully paid license with the right to grant sublicenses, under the Company’s interest in certain other intellectual property developed pursuant to the agreement. During the term of the agreement, the Company is not permitted to research, develop, manufacture or commercialize, outside of the agreement, certain gene therapy products that target genes relevant to the licensed products.

The agreement may be terminated by (i) the Company or Sanofi for the uncured material breach of the other party, (ii) the Company or Sanofi for the bankruptcy or other insolvency proceeding of the other party; (iii) Sanofi, upon 180 days’ advance written notice to the Company and (iv) Sanofi, for certain safety reasons upon written notice to, and after consultation with, the Company. As a result, actual future milestone payments could be lower than the amounts stated above.

Under the agreement, the Company received an upfront license fee of $20.0 million and is eligible to receive development and sales milestone payments upon the achievement of specified regulatory, clinical development and sales milestones. In addition, the Company is also eligible to receive up to $115.8 million in payments upon the achievement of specified clinical development and regulatory milestones, as well as up to $160.5 million in payments upon the achievement of specified sales milestones. The total amount of potential regulatory, clinical development and sales milestone payments, assuming the achievement of all specified milestones in the agreement, is up to $276.3 million. In addition, the Company will receive royalty payments for each licensed product that are a tiered double-digit percentage of annual net sales of each product. Sanofi reimburses Sangamo for agreed upon costs incurred in connection with research and development activities conducted by Sangamo. To date, a $6.0 million milestone has been achieved related to ST-400 for beta thalassemia and another $7.5 million milestone has been achieved related to SCD, however no products have been approved and therefore no royalty fees have been earned under the Sanofi agreement.

All contingent payments under the agreement, when earned, will be non-refundable and non-creditable. The transaction price of $93.3 million includes the upfront license fee of $20.0 million, two unconstrained milestones in the amount of $13.5 million and estimated research costs of $59.8 million for identified research projects over the estimated performance period, as all unachieved milestone amounts are fully constrained. As part of its evaluation of the constraint, the Company considered numerous factors, including the fact that achievement of the milestones at this time is uncertain and contingent upon future periods when the uncertainty related to the variable consideration is resolved. The Company will re-evaluate the transaction price, including the estimated variable consideration included in the transaction price and all constrained amounts, in each reporting period and as uncertain events are resolved or other changes in circumstances occur. None of the constrained clinical or regulatory milestones have been included in the transaction price.

The Company assessed the agreement with Sanofi in accordance with ASC Topic 606 and concluded that Sanofi is a customer. The Company has identified the performance obligations within this arrangement as a license to the technology and ongoing research services activities. The Company concluded that the license is not discrete as it does not have stand-alone value to Sanofi apart from the research services to be performed pursuant to the agreement. As a result, the Company recognizes revenue from the upfront payment based on proportional performance of the ongoing research services through 2022, the estimated period the Company will perform research services. The estimation of progress towards the satisfaction of performance obligation and project cost is reviewed quarterly and adjusted, as needed, to reflect the Company’s current assumptions regarding the timing of its deliverables. Related costs and expenses under these arrangements have historically approximated the revenues recognized. As of September 30, 2020, and December 31, 2019, the Company had deferred revenue of $1.7 million and $1.7 million, respectively, related to this agreement.

In August 2019, the Company achieved a $6.0 million milestone with Sanofi upon dosing of the third subject in the ST-400 beta thalassemia Phase 1 clinical trial. The Company recognized on a cumulative basis approximately $5.7 million as of September 30, 2020 attributed to this milestone as revenue and an immaterial revenue reversal related to a change in scope was recognized during the nine months ended September 30, 2020.

In December 2019, the Company achieved a $7.5 million milestone with Sanofi upon dosing of the first subject in the SCD Phase 1 clinical trial. The Company recognized on a cumulative basis approximately $7.1 million as of September 30, 2020 attributed to this milestone as revenue and an immaterial revenue reversal related to a change in scope was recognized during the nine months ended September 30, 2020.

Revenues recognized under the agreement for the three and nine months ended September 30, 2020 and 2019 were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Revenue related to Sanofi agreement:
Recognition of upfront fee	$	321	$	940	$	(28)	$	2,594
Research services	961		1,814		3,836		5,169
Milestone achievement	216		—		(19)		—
Total	$	1,498	$	2,754	$	3,789	$	7,763

In March 2020, the Company recorded an adjustment to revenue related to a change in estimate in connection with the collaboration agreement with Sanofi. This adjustment was a direct result of the decision in March 2020 to increase the project scope and the corresponding costs, both of which resulted in a decrease in the measure of proportional cumulative performance. This adjustment decreased revenue by $2.2 million, increased net loss by $2.2 million and increased the Company’s basic net loss per share by $0.02 for the nine months ended September 30, 2020.

California Institute for Regenerative Medicine

In May 2018, the California Institute for Regenerative Medicine (“CIRM”) granted a Strategic Partnership Award for $8.0 million to fund the clinical studies of a potentially curative ZFP therapeutic for the treatment of beta thalassemia based on the application of Sangamo’s ZFN genome editing technology. The grant exists through December 31, 2022 and provides matching funds to support the evaluate ST-400, a gene-edited cell therapy candidate for people with transfusion-dependent beta thalassemia. As of September 30, 2020, the Company had received $5.2 million under the award.

Under the terms of the CIRM grants, the Company is obligated to pay royalties and licensing fees based on a low single digit royalty percentage on net sales of CIRM-funded product candidates or CIRM-funded technology. The Company has the option to decline any and all amounts awarded by CIRM and as an alternative to revenue sharing, the Company has the option to convert the award to a loan. No such election has been made as of the date of the issuance of these financial statements. If the

Company terminates a CIRM-funded clinical trial, it is obligated to repay any unused CIRM funds received. Therefore, as of September 30, 2020, and December 31, 2019, $6.2 million and $5.7 million, respectively, including interest, related to this award are recorded as a loan in other long-term liabilities on the accompanying Condensed Consolidated Balance Sheets as the Company does not expect to repay these amounts within the next 12 months.

CASH EQUIVALENTS AND MARKETABLE SECURITIES - Additional Information (Detail) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019
Investments, Debt and Equity Securities [Abstract]
Realized losses of available-for-sale securities	$ 0	$ 0	$ 0	$ 0
Other-than-temporarily impaired investments			$ 0		$ 0

FAIR VALUE MEASUREMENTS - Narrative (Detail) - USD ($) $ in Thousands		2 Months Ended	3 Months Ended	9 Months Ended			12 Months Ended
	Oct. 01, 2018	Nov. 23, 2018	Sep. 30, 2020	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2019	Jul. 20, 2018
Debt Securities, Available-for-sale [Line Items]
Purchase of additional Sangamo France shares				$ 503	$ 262
Sangamo France
Debt Securities, Available-for-sale [Line Items]
Number of shares acquired (in shares)	13,519,036	11,528,635
Sangamo France \| Share Purchase Agreement and Tender Offer Agreement
Debt Securities, Available-for-sale [Line Items]
Number of free shares held by the holders (in shares)								477,000
Estimated fair value liability of free shares							$ 200	$ 200
Number of shares acquired (in shares)				228,000		25,047,671	111,000
Purchase of additional Sangamo France shares				$ 500			$ 300
Number of free shares outstanding subject to purchase (in shares)			138,000
Value of shares repurchased				$ 100

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
Operating Activities:
Net loss	$ (80,447)	$ (99,920)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization	3,999	2,742
Amortization of discount on marketable securities	(1,344)	(3,715)
Amortization and other changes in operating lease right-of-use assets	5,706	3,796
Gain on free shares	(31)	(488)
Stock-based compensation	19,066	14,091
Loss on disposal of property and equipment	197	0
Net loss on lease termination	0	218
Other	0	(29)
Net changes in operating assets and liabilities:
Interest receivable	(140)	(305)
Accounts receivable	(2,578)	(17,280)
Prepaid expenses and other assets	(9,098)	(4,734)
Accounts payable and accrued liabilities	1,336	(1,753)
Accrued compensation and employee benefits	4,186	1,608
Deferred revenues	235,551	(20,477)
Long-term portion of lease liabilities	(2,760)	(920)
Other non-current liabilities	527	3,580
Net cash provided by (used in) operating activities	174,170	(123,586)
Investing Activities:
Purchases of marketable securities	(335,002)	(321,390)
Maturities of marketable securities	205,039	292,147
Purchases of property and equipment	(10,703)	(13,894)
Purchase of additional shares of Sangamo France	(503)	(262)
Net cash used in investing activities	(141,169)	(43,399)
Financing Activities:
Proceeds from public offering of common stock, net of issuance costs	0	136,308
Proceeds from issuance of common stock in connection with the Biogen collaboration agreement, net of issuance costs	142,526	0
Taxes paid related to net share settlement of equity awards	(573)	(388)
Proceeds from exercise of stock options and restricted stock units	3,041	3,751
Proceeds from exercise of stock options and restricted stock units	1,187	1,139
Net cash provided by financing activities	146,181	140,810
Effect of exchange rate changes on cash, cash equivalents, and restricted cash	(217)	48
Net increase (decrease) in cash, cash equivalents, and restricted cash	178,965	(26,127)
Cash, cash equivalents, and restricted cash, beginning of period	81,928	143,918
Cash, cash equivalents, and restricted cash, end of period	260,893	117,791
Supplemental disclosure of non-cash activities:
Property and equipment included in unpaid liabilities	899	4,257
Right-of-use assets obtained in exchange for lease obligations	$ 0	$ 29,647

STOCKHOLDERS' EQUITY - Narrative (Detail) $ / shares in Units, $ in Thousands		1 Months Ended		3 Months Ended	9 Months Ended
	Aug. 05, 2020 USD ($)	Apr. 30, 2020 USD ($) $ / shares	Apr. 30, 2019 USD ($) $ / shares shares	Sep. 30, 2019 shares	Sep. 30, 2020 USD ($) shares	Sep. 30, 2019 USD ($) shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Proceeds from exercise of stock options and restricted stock units			$ 136,300		$ 1,187	$ 1,139
Biogen MA, Inc. \| Stock Purchase Agreement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Sale of stock, price per share (in dollars per share) \| $ / shares		$ 9.2137
Consideration received on transaction		$ 225,000
Jefferies LLC \| At The Market Offering Agreement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Issuance of common stock under public offering, net of issuance costs (in shares) \| shares					0
Sale of stock, percentage of gross proceeds	0.03
Stock offering program, maximum value	$ 150,000
Jefferies LLC \| Maximum \| At The Market Offering Agreement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Payments of stock issuance costs	$ 50
Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Issuance of common stock under public offering, net of issuance costs (in shares) \| shares			12,700,000		24,420,157	12,650,000
Public offering price of common stock issued (in dollars per share) \| $ / shares			$ 11.50

BASIC AND DILUTED NET LOSS PER SHARE - Additional Information (Detail) - shares	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
Earnings Per Share [Abstract]
Stock options and RSUs outstanding (in shares)	14,768,646	10,370,481

ACQUISITION OF SANGAMO THERAPEUTICS FRANCE S.A.S. - Summary of Non-controlling Interest (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Noncontrolling Interest [Roll Forward]
Balance at December 31, 2019			$ 185
Fair value of additional shares acquired			(660)
Loss attributable to non-controlling interest	$ 42	$ (54)	(55)	$ (179)
Balance at September 30, 2020	$ (530)		$ (530)

- Definition

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which is directly or indirectly attributable to that ownership interest in subsidiary equity which is not attributable to the parent (that is, noncontrolling interest, previously referred to as minority interest).

+ References + Details

COMMITMENTS AND CONTINGENCIES - Additional Information (Detail) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2020 USD ($) ft²	Sep. 30, 2020 USD ($) ft²	May 31, 2020 USD ($) ft²
Commitments And Contingencies [Line Items]
Operating lease costs	$ 4,000	$ 7,700
Variable lease expense	$ 1,000	1,600
Cash paid for operating lease liabilities included net cash used in operating activities		$ 4,700
Operating lease, weighted-average remaining lease term	8 years 1 month 6 days	8 years 1 month 6 days
Operating lease, weighted-average discount rate	6.20%	6.20%
Contractual obligation	$ 24,313	$ 24,313
License obligations	$ 1,900	$ 1,900
Minimum
Commitments And Contingencies [Line Items]
Lease agreement, extendable lease term	5 years	5 years
Maximum
Commitments And Contingencies [Line Items]
Lease agreement, extendable lease term	10 years	10 years
Richmond, California
Commitments And Contingencies [Line Items]
Lease not yet commenced, area of real estate \| ft²			8,500
Lease not yet commenced, amount			$ 1,600
Office and Laboratory \| Brisbane, California
Commitments And Contingencies [Line Items]
Area of space leased (in sqft) \| ft²	87,700	87,700
Operating Lease One \| Office and Laboratory \| Richmond, California
Commitments And Contingencies [Line Items]
Area of space leased (in sqft) \| ft²	45,600	45,600
Operating Lease One \| Research and Office Space \| Valbonne, France
Commitments And Contingencies [Line Items]
Area of space leased (in sqft) \| ft²	20,800	20,800

BASIC AND DILUTED NET LOSS PER SHARE	9 Months Ended
BASIC AND DILUTED NET LOSS PER SHARE	Sep. 30, 2020
Earnings Per Share [Abstract]
BASIC AND DILUTED NET LOSS PER SHARE	BASIC AND DILUTED NET LOSS PER SHARE Basic net loss per share attributable to Sangamo Therapeutics, Inc. stockholders has been computed by dividing net loss attributable to Sangamo Therapeutics, Inc. stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share attributable to Sangamo Therapeutics, Inc. stockholders is calculated by dividing net loss attributable to Sangamo Therapeutics, Inc. stockholders by the weighted-average number of shares of common stock and potential dilutive securities outstanding during the period. The total number of shares subject to stock options and restricted stock units (“RSUs”) outstanding and the employee stock purchase plan (“ESPP”) shares reserved for issuance, which are all anti-dilutive, were excluded from consideration in the calculation of diluted net loss per share attributable to Sangamo Therapeutics, Inc. stockholders. Stock options and RSUs outstanding and ESPP shares reserved for issuance as of September 30, 2020 and 2019 totaled 14,768,646 and 10,370,481, respectively.

COMMITMENTS AND CONTINGENCIES - Summary of Maturities of Operating Lease Liabilities (Detail) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
Three months ending December 31, 2020:	$ 1,100
2021	6,401
2022	6,479
2023	6,567
2024	6,705
Thereafter	26,156
Total lease payments	53,408
Imputed interest	(11,708)
Total	41,700
Operating lease liabilities - current (included in Accounts payable and accrued liabilities on the Condensed Consolidated Balance Sheet)	3,441
Operating lease liabilities - long-term	38,259	$ 41,192
Total	$ 41,700

CASH EQUIVALENTS AND MARKETABLE SECURITIES - Summary of Cash Equivalents and Available-for-Sale Securities (Detail) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019	Sep. 30, 2019	Dec. 31, 2018
ASSETS
Cash equivalents, Amortized Cost	$ 259,393	$ 80,428	$ 114,291	$ 140,418
Available-for-sale securities, Amortized Cost	434,850	303,546
Available-for-sale securities, Gross Unrealized Gains	404	351
Available-for-sale securities, Gross Unrealized (Losses)	(59)	(19)
Available-for-sale securities, Estimated Fair Value	435,195	303,878
Total cash equivalents and available-for-sale securities, Amortized Cost	613,356	337,040
Total cash equivalents and available-for-sale securities, Gross Unrealized Gains	405	352
Total cash equivalents and available-for-sale securities, Gross Unrealized (Losses)	(59)	(19)
Total cash equivalents and available-for-sale securities, Estimated Fair Value	613,702	337,373
Money market funds
ASSETS
Cash equivalents, Amortized Cost	172,508	30,496
Cash equivalents, Gross Unrealized Gains	0	0
Cash equivalents, Gross Unrealized (Losses)	0	0
Cash equivalents, Estimated Fair Value	172,508	30,496
Commercial paper securities
ASSETS
Cash equivalents, Amortized Cost	5,998	2,998
Cash equivalents, Gross Unrealized Gains	1	1
Cash equivalents, Gross Unrealized (Losses)	0	0
Cash equivalents, Estimated Fair Value	5,999	2,999
Available-for-sale securities, Amortized Cost	238,248	155,230
Available-for-sale securities, Gross Unrealized Gains	169	145
Available-for-sale securities, Gross Unrealized (Losses)	(19)	(7)
Available-for-sale securities, Estimated Fair Value	238,398	155,368
Corporate debt securities
ASSETS
Available-for-sale securities, Amortized Cost	122,364	94,905
Available-for-sale securities, Gross Unrealized Gains	156	115
Available-for-sale securities, Gross Unrealized (Losses)	(36)	(3)
Available-for-sale securities, Estimated Fair Value	122,484	95,017
Asset-backed securities
ASSETS
Available-for-sale securities, Amortized Cost	13,067
Available-for-sale securities, Gross Unrealized Gains	3
Available-for-sale securities, Gross Unrealized (Losses)	(4)
Available-for-sale securities, Estimated Fair Value	13,066
Cash equivalents
ASSETS
Cash equivalents, Amortized Cost	178,506	33,494
Cash equivalents, Gross Unrealized Gains	1	1
Cash equivalents, Gross Unrealized (Losses)	0	0
Cash equivalents, Estimated Fair Value	178,507	33,495
U.S. government-sponsored entity debt securities
ASSETS
Available-for-sale securities, Amortized Cost	61,171	53,411
Available-for-sale securities, Gross Unrealized Gains	76	91
Available-for-sale securities, Gross Unrealized (Losses)	0	(9)
Available-for-sale securities, Estimated Fair Value	$ 61,247	$ 53,493

INCOME TAXES	9 Months Ended
INCOME TAXES	Sep. 30, 2020
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXESThe Company’s provision for income taxes for interim periods is determined using an estimate of its annual effective tax rate, adjusted for discrete items, if any, that arise during the period. Each quarter, the Company updates its estimate of the annual effective tax rate, and if the estimated annual effective tax rate changes, the Company makes a cumulative adjustment in such period. In the nine months ended September 30, 2020 and 2019, the Company recorded income tax expense of $0.2 million and $0.0 million, respectively. The Company continues to maintain a full valuation allowance on its U.S. federal and state net deferred tax assets as the Company believes it is not more likely than not that the benefit will be realized. The tax expense for the nine months ended September 30, 2020 and 2019 was primarily due to foreign and state income tax expense. On March 27, 2020, the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”) was signed into law. The CARES Act includes provisions relating to net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property. These provisions are not expected to have a material impact on the Company’s Condensed Consolidated Financial Statements.

- 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 + Details

FAIR VALUE MEASUREMENTS - Summary of Fair Value Measurements of Cash Equivalents, Available-for-Sale Marketable Securities and Free Share Asset/Liability (Detail) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	$ 435,195	$ 303,878
Money market funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	172,508	30,496
Commercial paper securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	5,999	2,999
Total marketable securities	238,398	155,368
Corporate debt securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	122,484	95,017
Asset-backed securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	13,066
U.S. government-sponsored entity debt securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	61,247	53,493
Fair value on recurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	178,507	33,495
Total marketable securities	435,195	303,878
Total cash equivalents and marketable securities and free shares asset	613,702	337,373
Fair value on recurring basis \| Money market funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	172,508	30,496
Fair value on recurring basis \| Commercial paper securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	5,999	2,999
Total marketable securities	238,398	155,368
Fair value on recurring basis \| Corporate debt securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	122,484	95,017
Fair value on recurring basis \| Asset-backed securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	13,066
Fair value on recurring basis \| U.S. government-sponsored entity debt securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	61,247	53,493
Fair value on recurring basis \| Free shares asset
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents and marketable securities and free shares asset	129	236
Fair value on recurring basis \| Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	172,508	30,496
Total marketable securities	0	0
Total cash equivalents and marketable securities and free shares asset	172,508	30,496
Fair value on recurring basis \| Level 1 \| Money market funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	172,508	30,496
Fair value on recurring basis \| Level 1 \| Commercial paper securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	0	0
Total marketable securities	0	0
Fair value on recurring basis \| Level 1 \| Corporate debt securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	0	0
Fair value on recurring basis \| Level 1 \| Asset-backed securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	0
Fair value on recurring basis \| Level 1 \| U.S. government-sponsored entity debt securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	0	0
Fair value on recurring basis \| Level 1 \| Free shares asset
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents and marketable securities and free shares asset	0	0
Fair value on recurring basis \| Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	5,999	2,999
Total marketable securities	435,195	303,878
Total cash equivalents and marketable securities and free shares asset	441,194	306,877
Fair value on recurring basis \| Level 2 \| Money market funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	0	0
Fair value on recurring basis \| Level 2 \| Commercial paper securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	5,999	2,999
Total marketable securities	238,398	155,368
Fair value on recurring basis \| Level 2 \| Corporate debt securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	122,484	95,017
Fair value on recurring basis \| Level 2 \| Asset-backed securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	13,066
Fair value on recurring basis \| Level 2 \| U.S. government-sponsored entity debt securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	61,247	53,493
Fair value on recurring basis \| Level 2 \| Free shares asset
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents and marketable securities and free shares asset	0	0
Fair value on recurring basis \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	0	0
Total marketable securities	0	0
Total cash equivalents and marketable securities and free shares asset	0	0
Fair value on recurring basis \| Level 3 \| Money market funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	0	0
Fair value on recurring basis \| Level 3 \| Commercial paper securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	0	0
Total marketable securities	0	0
Fair value on recurring basis \| Level 3 \| Corporate debt securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	0	0
Fair value on recurring basis \| Level 3 \| Asset-backed securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	0
Fair value on recurring basis \| Level 3 \| U.S. government-sponsored entity debt securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	0	0
Fair value on recurring basis \| Level 3 \| Free shares asset
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents and marketable securities and free shares asset	$ 129	$ 236