0001628280-23-028200 | 10-Q | XBRL Viewer

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CASH EQUIVALENTS AND MARKETABLE SECURITIES - Narrative (Details) - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Investments, Debt and Equity Securities [Abstract]
Realized investment gains (losses)	$ 0	$ 0
Allowance for credit loss related to marketable securities, not previously recorded		0	$ 0
Other impairment charges related to marketable securities		0	$ 0
Allowance for credit loss related to marketable securities	$ 0	$ 0		$ 0

STOCKHOLDERS' EQUITY	6 Months Ended
STOCKHOLDERS' EQUITY	Jun. 30, 2023
Equity [Abstract]
STOCKHOLDERS' EQUITY	STOCKHOLDERS’ EQUITYAt-the-Market Offering AgreementIn August 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. In December 2022, the Company entered into Amendment No. 2 to the Open Market Sale Agreement℠ which increased the aggregate offering price under the at-the-market offering program by an additional $175.0 million. The Company is not obligated to sell any shares under the sales agreement. During the three and six months ended June 30, 2023, the Company sold 4,286,831 and 8,249,261 shares of its common stock for net proceeds of approximately $5.4 million and $15.1 million respectively. During the three and six months ended June 30, 2022, the Company sold 6,228,666 shares of its common stock for net proceeds of approximately $24.3 million

- Definition

The entire disclosure for equity.

+ References

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+ Details

ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Jun. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization and Description of Business

Sangamo Therapeutics, Inc. (“Sangamo” or “the Company”) was incorporated in the State of Delaware in June 1995 and changed its name from Sangamo Biosciences, Inc. in January 2017. Sangamo is a clinical-stage genomic medicine company committed to translating ground-breaking science into medicines that transform the lives of patients with serious diseases.

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 only 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 six months ended June 30, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, 2023. The Condensed Consolidated Balance Sheet data at December 31, 2022 was derived from the audited Consolidated Financial Statements included in Sangamo’s Annual Report on Form 10-K for the year ended December 31, 2022 (the “2022 Annual Report”) as filed with the SEC on February 23, 2023.

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.

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, 2022, included in the 2022 Annual Report.

Liquidity, Capital Resources and Management’s Plans

Sangamo is currently working on a number of long-term development projects that involve experimental technologies. The projects may require several years and substantial expenditures to complete and ultimately may be unsuccessful. In recent years, the Company’s operations have been funded primarily through collaborations and strategic partnerships, research grants and from the issuance of equity securities. As of June 30, 2023, the Company had capital resources of $182.1 million consisting of cash, cash equivalents, and marketable securities. Management believes that the Company’s existing cash, cash equivalents, and marketable securities, in combination with other planned cost reduction initiatives, will be sufficient to fund its operations for at least the next 12 months from the date these Condensed Consolidated Financial Statements are issued.

Under Accounting Standard Codification (“ASC”) Topic 205-40, Presentation of Financial Statements—Going Concern (“ASC Topic 205-40”), the Company has the responsibility to evaluate whether conditions and/or events raise substantial doubt about its ability to meet its future financial obligations as they become due within one year after the date that the Condensed Consolidated Financial Statements are issued. As required under ASC Topic 205-40, management’s evaluation should initially not take into consideration the potential mitigating effects of management’s plans that have not been fully implemented as of the date the Condensed Consolidated Financial Statements are issued.

Substantial Doubt Raised

In performing the first step of the evaluation, the Company concluded that the following conditions raised substantial doubt about its ability to continue as a going concern:

•Net loss of $93.4 million and $87.2 million for the six months ended June 30, 2023 and 2022, respectively, and history of recurring net losses;

•The Company had an accumulated deficit of $1,241.9 million and $1,148.5 million as of June 30, 2023 and December 31, 2022, respectively; and

•The Company may generate negative operating cash flows in the future and will need additional funding to support its planned operations.

Consideration of Management’s Plans

In performing the second step of this assessment, the Company is required to evaluate whether it is probable that its plans will be effectively implemented within one year after the Condensed Consolidated Financial Statements are issued and whether it is probable those plans will alleviate the substantial doubt about its ability to continue as a going concern.

The Company initiated a number of cost reduction measures in the quarter ended June 30, 2023, including a reduction in force, reduction of its manufacturing and allogeneic research footprints, reduction of new hires, and reduction in capital and ancillary expenditures. The Company has also identified several further potential actions that could be initiated in a timely manner to address the Company’s liquidity needs over the twelve-month period from the date the Condensed Consolidated Financial Statements are issued, as follows:

•Deferral and reprioritization of certain additional research and development programs that would involve reduced program and headcount spend;

•Further reduction in force intended to extend the cash runway necessary to fund operations;

•Realignment of operating infrastructure including closing or downsizing facilities;

•Reduction in ancillary expenses such as travel and recruitment expenses; and

•Further reduction in non-critical capital and discretionary operating expenditures including personnel costs, additional equipment, lab improvements, efficiency projects, and business support spend.

Management Assessment of Ability to Continue as a Going Concern

The Company believes management’s plans, as described more fully above, will provide sufficient liquidity to meet its financial obligations and maintain levels of liquidity over the twelve-month period from the date the Condensed Consolidated Financial Statements are issued. Therefore, management has concluded these plans alleviate the substantial doubt that was raised about the Company’s ability to continue as a going concern for at least twelve months from the date that the Condensed Consolidated Financial Statements are issued. Determining the extent to which conditions or events raise substantial doubt about the Company’s ability to continue as a going concern and the extent to which mitigating plans sufficiently alleviate any such substantial doubt requires significant judgment and estimation by the Company. The Company makes assumptions that management’s plans will be effectively implemented and alleviate substantial doubt and its ability to continue as a going concern. The Company believes that the estimated values used in its going concern analysis are based on reasonable assumptions. However, such assumptions are inherently uncertain and actual results could differ materially from those estimates.

The accompanying Condensed Consolidated Financial Statements have been prepared assuming the Company will continue to operate as a going concern, which contemplates the realization of assets and the settlement of liabilities in the normal course of business. The Condensed Consolidated Financial Statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts of liabilities that may result from uncertainty related to the Company’s ability to continue as a going concern.

Future Plans and Considerations

The Company will be required to raise substantial additional capital to fund its operations and support its research and development endeavors. In this regard, the Company is actively seeking substantial additional capital, including through public or private equity or debt financings, royalty financings or other sources, such as strategic collaborations. However, additional capital may not be available to the Company, on terms that are acceptable or at all. If adequate funds are not available to the Company on a timely basis, or at all, the Company will be required to take additional actions to address its liquidity needs, including additional cost reduction measures such as further reducing operating expenses and delaying, reducing the scope of, discontinuing or altering its research and development activities, which could have a material adverse effect on the Company’s business. If the Company raises additional capital through public or private equity offerings, including sales pursuant to the Company’s at-the-market offering program with Jefferies LLC, the ownership interest of its existing stockholders will be diluted, and such dilution may be substantial, and the terms of any new equity securities may have a preference over, and include rights superior to, the Company’s common stock. If the Company raises additional capital through royalty financings or other collaborations, strategic alliances or licensing arrangements with third parties, it may need to relinquish certain valuable rights to its product candidates, technologies, future revenue streams or research programs or grant licenses on terms that may not be favorable. If the Company raises additional capital through debt financing, the Company may be subject to specified financial covenants or covenants limiting or restricting its ability to take specific actions, such as incurring additional debt, making capital expenditures or pursuing certain transactions, any of which could restrict the Company’s ability to commercialize its product candidates or operate as a business.

In addition, management’s cost reduction plans are intended to reduce the Company’s operating expenses and optimize its cash resources. The Company started to realize the benefit of certain of its cost reduction efforts beginning in the second quarter of 2023; however, there can be no assurance that the Company will fully realize the benefits of its cost reduction plans on the anticipated timeline, or at all.

Summary of Significant Accounting Policies

Use of Estimates

The preparation of Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the 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, income taxes, fair value of assets and liabilities, including from acquisitions, useful lives and impairment of long-lived assets, 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.

In March 2023, the Company recorded additional revenue related to a change in estimate in connection with the collaboration agreement with Kite Pharma, Inc. This adjustment was driven by a reduction in the estimated future level of the Company’s research and development services and as a result, future project costs. This resulted in an increase in proportional cumulative performance on this collaboration and an increase in revenue of $8.9 million, an increase in net income of $8.9 million, and an increase in the Company’s basic and diluted earnings per share of $0.06 for the six months ended June 30, 2023.

Revenue Recognition

The Company accounts for its revenues pursuant to the provisions of Accounting Standards Codification 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 services. Research and licensing agreements typically include nonrefundable upfront signing or license fees, payments at negotiated rates for time incurred by Company researchers, third-party cost reimbursements, additional target selection fees, sublicense fees, milestone payments tied to ongoing development and product commercialization, and royalties on future licensees’ product sales. All funds received from the Company’s collaboration partners are generally not refundable. Non-refundable upfront fees are fixed at the commencement of the contract. All other fees represent variable consideration in contracts. One of the Company’s contracts also contains a provision where the Company reimburses its customer for certain costs they incur which is accounted for as a reduction to the contract transaction price as the Company does not acquire any distinct goods or services in exchange for such payments. Deferred revenue primarily represents the portion of nonrefundable upfront fees or milestone 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.

Most of the Company’s performance obligations in its collaboration agreements represent distinct bundles of licenses of intellectual property and research and development services, with these components being individually non-distinct. Options to license the Company’s intellectual property and/or acquire research and development services also represent performance obligations when they grant customers a material right, e.g., a right to a discount the customer would not have received if they did not purchase the Company’s services under the existing contract.

Revenues from bundles of licenses of intellectual property and research and development services are recognized over time using a proportional performance method. Under this method, revenue is recognized by measuring progress towards satisfaction of the relevant performance obligation using a measure that best depicts the progress towards satisfaction of the relevant performance obligation. For most of the Company’s agreements the measure of progress is an input measure based on a level of effort incurred, which includes the value of actual time by Company researchers plus third-party cost reimbursements.

Consideration allocated to options that include material rights is deferred until the options are exercised or expire. The exercise of such options is accounted for as contract continuation, with target selection fees and estimated variable consideration included in the transaction price at that time and allocated specifically to the respective target’s performance 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. 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. For variable consideration, 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. A cumulative catch-up is then recorded in the current period to reflect the updated transaction price and the updated measure of progress. The estimated period of performance and level of effort, including the value of Company researchers’ time and third-party costs, are reviewed quarterly and adjusted, as needed, to reflect the Company’s current expectations.

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, discount rates and probabilities of exercise of technical and regulatory success, and the expected level of effort for research and development services.

Contract modifications occur when the price and/or scope of an arrangement changes. If the modification consists of adding new distinct goods or services in exchange for consideration that reflects standalone selling prices of these goods and services, the modification is accounted for as a separate contract with the customer. Otherwise, if the remaining goods and services are distinct from those previously provided, the existing contract is considered terminated, and the remaining consideration is allocated to the remaining goods and services as if this was a newly signed contract. If the remaining goods and services are not distinct from those previously provided, the effects of the modification are accounted for in a manner similar to the effect of a change in the estimated measure of progress, with cumulative catch-up in revenue recorded at the time of the modification. If some of the remaining goods and services are distinct from those previously provided and others are not, to account for the effects of the modification the Company applies principles consistent with the objectives of the modification accounting.

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


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Novartis Institutes for BioMedical Research, Inc.	35	%	37	%	7	%	34	%
Biogen MA, Inc.	32	%	34	%	82	%	37	%
Kite Pharma, Inc.	18	%	22	%	8	%	22	%
Sanofi S.A.	—	%	6	%	—	%	6	%

Impairment of Goodwill, Indefinite-lived Intangible Assets and Long-lived Assets

Goodwill represents the excess of 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 acquired in-process research and development (“IPR&D”) projects and are initially measured at their respective fair values as of the acquisition date. Goodwill and indefinite-lived intangible assets 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.

Goodwill and indefinite-lived intangible assets are assessed for impairment on an annual basis and whenever events and circumstances indicate that these assets may be impaired. The Company evaluates the carrying value of long-lived assets, which include property and equipment, leasehold improvements and right-of-use assets, for impairment whenever events or changes in circumstances indicate that the carrying amounts of the asset may not be fully recoverable.

In testing for goodwill impairment, the Company has the option of first performing a qualitative assessment to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount. If the Company elects to bypass the qualitative assessment, or if a qualitative assessment indicates it is more likely than not that the carrying value exceeds its fair value, the Company performs a quantitative goodwill impairment test to compare the fair value of its reporting unit to its carrying value, including goodwill. If the carrying value, including goodwill, exceeds the reporting unit’s fair value, the Company

will recognize an impairment loss for the amount by which the carrying amount exceeds the reporting unit’s fair value (but not in excess of the carrying value of goodwill).

In performing each annual impairment assessment and any interim impairment assessment for its indefinite-lived intangible assets, the Company determines if it should qualitatively assess whether it is more likely than not the fair value of its IPR&D asset is less than its carrying amount (the qualitative impairment test). If the Company concludes that is the case, or elects not to use the qualitative impairment test, the Company will proceed with quantitatively determining the fair value of the IPR&D asset and comparing its fair value to its carrying value to determine the amount of impairment, if any (the quantitative impairment test).

In performing the qualitative impairment test, the Company considers the results of the most recent quantitative impairment test and identifies the most relevant drivers of the fair value for the IPR&D asset. The most relevant drivers of fair value identified are consistent with the assumptions used in the quantitative estimate of the IPR&D asset. Using these drivers of fair value, the Company identifies events and circumstances which may have an effect on the fair value of the IPR&D asset since the last time the IPR&D’s fair value was quantitatively determined. The Company then weighs these factors to determine and conclude if it is not more likely than not the IPR&D asset is impaired. If it is more likely than not the IPR&D asset is impaired, the Company proceeds with quantitatively determining the fair value of the IPR&D asset.

When performing the quantitative impairment test, the Company uses the income approach to determine the fair value of its IPR&D asset. This approach calculates fair value by estimating the after-tax cash flows attributable to an in-process project over its useful life and then discounting these after-tax cash flows back to a present value. This estimate includes judgmental assumptions regarding the estimates that market participants would make in evaluating the IPR&D asset, including the probability of successfully completing clinical trials and obtaining regulatory approval to market the IPR&D asset, the timing of and the expected costs to complete IPR&D projects, future net cash flows from potential drug sales, which are based on estimates of the sales price of the drug, the size of the patient population and cure rate, its competitive position in the marketplace, and appropriate discount and tax rates. Any impairment to be recorded is calculated as the difference between the estimated fair value and the carrying value of the IPR&D asset on the Company’s condensed consolidated balance sheet.

If a change in circumstance occurs that indicates long-lived assets may be impaired, the Company performs a test of recoverability by comparing the carrying value of the asset or asset group to its undiscounted expected future cash flows. The long-lived asset evaluation is performed at the asset group level, i.e., the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. If this review indicates that the carrying amount of the asset group is not recoverable, an impairment loss is measured as the amount by which the carrying amount of an asset group exceeds its fair value. Any impairment loss is allocated to the long-lived assets of the group on a pro rata basis using the relative carrying amounts of those assets, except that the carrying amount of an individual asset shall not be reduced below its fair value.

Factors that may indicate potential impairment and trigger an impairment test include, but are not limited to, general macroeconomic conditions, conditions specific to the industry and market, an adverse change in legal factors, impairment of goodwill or indefinite-lived intangible assets, business climate or operational performance of the business, and sustained decline in the stock price and market capitalization compared to the net book value.

Calculating the fair value of a reporting unit, an asset group and an individual asset involves significant estimates and assumptions. These estimates and assumptions include, among others, projected future cash flows, risk-adjusted discount rates, future economic and market conditions, and the determination of appropriate market comparables. Changes in these factors and assumptions used can materially affect the amount of impairment loss recognized in the period the asset was considered impaired.

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 U.S. government-sponsored entity debt securities. 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.

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 is as follows (in thousands):


	June 30, 2023		December 31, 2022		June 30, 2022		December 31, 2021
Cash and cash equivalents	$	66,830	$	100,444	$	117,705	$	178,872
Non-current restricted cash	1,500		1,500		1,500		1,500
Cash, cash equivalents, and restricted cash as reported within the accompanying Condensed Consolidated Statements of Cash Flows	$	68,330	$	101,944	$	119,205	$	180,372

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 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. Right-of-use 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 will evaluate the lease arrangement for impairment whenever events or changes in circumstances indicate that the carrying amounts of the right-of-use asset may not be fully recoverable. To the extent an impairment of the right-of-use asset is recognized, the Company will recognize lease impairment and subsequently amortize the remaining lease asset on a straight-line basis (unless another systematic basis is more representative of the pattern in which the Company expects to consume the future economic benefits from the asset) from the date of impairment to the earlier of the end of the right-of-use asset’s useful life or the end of the lease term.

The Company has elected not to 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 not to 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.

Recently Adopted Accounting Pronouncements

None.

RESTRUCTURING CHARGES - Narrative (Details) $ in Thousands		3 Months Ended		6 Months Ended
RESTRUCTURING CHARGES - Narrative (Details) $ in Thousands	Apr. 26, 2023 employee	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)
Restructuring Cost and Reserve [Line Items]
Number of employees eliminated in restructuring \| employee	110
Percentage of positions eliminated in restructuring	23.00%
Restructuring charges \| $		$ 5,300		$ 5,337
Full-Time Employees
Restructuring Cost and Reserve [Line Items]
Number of employees eliminated in restructuring \| employee	55
Contracted Employees
Restructuring Cost and Reserve [Line Items]
Number of employees eliminated in restructuring \| employee	55
Research and development
Restructuring Cost and Reserve [Line Items]
Restructuring charges \| $			$ 4,100		$ 4,100
General and administrative
Restructuring Cost and Reserve [Line Items]
Restructuring charges \| $			$ 1,200		$ 1,200

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

BASIC AND DILUTED NET LOSS PER SHARE (Details) - shares	6 Months Ended
BASIC AND DILUTED NET LOSS PER SHARE (Details) - shares	Jun. 30, 2023	Jun. 30, 2022
Earnings Per Share [Abstract]
Antidilutive securities (in shares)	24,325,301	18,682,780

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES - Sanofi S.A. (Details)		1 Months Ended	3 Months Ended		6 Months Ended		102 Months Ended
	Sep. 06, 2022 USD ($)	Jan. 31, 2014 USD ($) program	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)	Jun. 30, 2023 USD ($) milestone product	Jun. 30, 2022 USD ($)	Jun. 28, 2022 USD ($)	Dec. 31, 2022 USD ($)
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues			$ 6,835,000	$ 29,378,000	$ 164,792,000	$ 57,609,000
Accounts receivable			2,716,000		2,716,000			$ 3,678,000
Prepaid Expenses and Other Current Assets
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Decrease in research and development expense			700,000		1,300,000
Sanofi S.A.
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Number of research programs \| program		2
Revenues under agreement		$ 20,000,000
Revenues			0	$ 1,800,000	$ 0	$ 3,300,000	$ 13,500,000
Number of products approved \| product					0
Expenses reimbursable through December 31, 2023 (up to)	$ 7,000,000
Expenses reimbursable after December 31, 2023 (up to)	$ 5,300,000
Sanofi S.A. \| Collaboration And License Agreement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues under agreement							20,000,000
Number of milestones included in transaction price \| milestone					0
Collaborative arrangement transaction price							96,300,000
Collaborative arrangement estimated reimbursable service costs							62,800,000
Accounts receivable			0		$ 0			0
Contract with customer liability			$ 0		$ 0			$ 0
Sanofi S.A. \| Collaboration And License Agreement \| Milestone Three
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Milestone revenue receivable							$ 13,500,000

INCOME TAXES	6 Months Ended
INCOME TAXES	Jun. 30, 2023
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXES The 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. During the three months ended June 30, 2023 the Company recorded income tax benefit of $6.3 million. The income tax expense during the three months ended June 30, 2022 was immaterial. During the six months ended June 30, 2023 and 2022, the Company recorded income tax benefit of $6.1 million and income tax expense of $0.1 million, respectively. The Company continues to maintain a full valuation allowance on its U.S. federal and state net deferred tax assets and on the Sangamo France net deferred tax assets, as the Company believes it is not more likely than not that these benefits will be realized. The tax benefit for the three and six months ended June 30, 2023 was primarily related to the impairment of the IPR&D asset. The tax expense for the six months ended June 30, 2022 was primarily due to foreign income tax expense. On August 16, 2022, the Inflation Reduction Act of 2022 was signed into law, and became effective in 2023, with tax provisions primarily focused on implementing a 15% minimum tax on global adjusted financial statement income and a 1% excise tax on share repurchases. The Company has evaluated the provisions of the tax law and noted that the law change would not have a material impact on the 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

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//740/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-14

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-21

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482526/740-270-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-17

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Subparagraph (SAB TOPIC 6.I.5.Q1)
-Publisher FASB
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES (Tables)

6 Months Ended

Jun. 30, 2023

Novartis Institutes for BioMedical Research, Inc.

Research and Development Arrangement, Contract to Perform for Others [Line Items]

Revenues Recognized under Agreement

Revenues recognized under the agreement were as follows (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Revenue related to Novartis agreement:
Recognition of upfront license fee	$	1,872	$	8,622	$	9,568	$	15,640
Research services	554		2,306		2,613		4,183
Total	$	2,426	$	10,928	$	12,181	$	19,823

Biogen MA, Inc.

Research and Development Arrangement, Contract to Perform for Others [Line Items]

Revenues Recognized under Agreement

Revenues recognized under the agreement were as follows (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Revenue related to Biogen agreement:
Recognition of license and other fixed consideration	$	1,535	$	7,306	$	132,165	$	14,612
Cost-sharing payments for research services, net variable consideration	669		2,746		2,341		6,633
Total	$	2,204	$	10,052	$	134,506	$	21,245

Kite Pharma, Inc.

Research and Development Arrangement, Contract to Perform for Others [Line Items]

Revenues Recognized under Agreement

Revenues recognized under the agreement were as follows (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Revenue related to Kite agreement:
Recognition of license fee fixed consideration	$	1,110	$	6,227	$	12,550	$	12,386
Research services variable consideration	121		107		989		256
Total	$	1,231	$	6,334	$	13,539	$	12,642

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES

6 Months Ended

Jun. 30, 2023

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 zinc finger (“ZF”) transcriptional regulators (“ZF-TRs”) targeted to three undisclosed genes that are associated with certain neurodevelopmental disorders, including autism spectrum disorder and intellectual disability. The Company was performing early research activities over the collaboration period for each gene target and manufacture the ZF-TRs required for such research, costs of which are funded by Novartis. Novartis was responsible for additional research activities, studies enabling INDs, 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 was prohibited from developing, manufacturing or commercializing any therapeutic product targeting any of the three genes that are the subject of the collaboration. Novartis also had 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.

In March 2023, Novartis notified the Company of its termination for convenience, effective June 11, 2023 (the “Novartis Termination Date”), of the collaboration agreement. Novartis had indicated to the Company that the termination relates to a recent strategic review. As of the Novartis Termination Date, the collaboration agreement was terminated in its entirety and following the Novartis Termination Date the Company is not entitled to receive any further milestone payments or royalties from Novartis. As of the Novartis Termination Date, the parties have no further obligations to develop or to fund the development of any collaboration research programs under the collaboration agreement.

Upon entering the agreement, Novartis paid the Company a $75.0 million upfront license fee. Novartis was also obligated to pay the Company for the use of its resources and reimburse third-party costs incurred in the Company’s conduct of early research activities. The Company was also eligible to earn from Novartis development and commercial milestones and royalties on potential commercial sales of licensed products arising from the collaboration, none of which were triggered or earned. The agreement was going to continue, on a product-by-product and country-by-country basis, until the expiration of the applicable royalty term.

All payments received under the agreement were non-refundable and non-creditable. The transaction price of $95.1 million included the upfront license fee of $75.0 million and research costs of $20.1 million. All clinical or regulatory milestone amounts were considered fully constrained throughout the term of the agreement.

The Company assessed the agreement with Novartis in accordance with ASC Topic 606 and concluded that Novartis was a customer. The Company had identified a single performance obligation within this arrangement as a license to the technology and ongoing research services. The Company concluded that the license was not discrete as it did not have stand-alone value to Novartis apart from the research services to be performed pursuant to the agreement. As a result, the Company recognized 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 was reviewed quarterly and adjusted, as needed, to reflect the Company’s current assumptions regarding the timing of its performance obligation.

The notice of termination was accounted for as a modification of the contract, as it changed both the scope of the Company’s remaining services and the consideration to which the Company was entitled. The effect of the modification was not material, as the Company was nearing the completion of its assigned early research activities, and consequently, of its sole performance obligation.

As of June 30, 2023 and December 31, 2022, the Company had a receivable of $0.6 million and $2.2 million, respectively, and deferred revenue of zero and $9.6 million, respectively, related to this agreement.

Revenues recognized under the agreement were as follows (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Revenue related to Novartis agreement:
Recognition of upfront license fee	$	1,872	$	8,622	$	9,568	$	15,640
Research services	554		2,306		2,613		4,183
Total	$	2,426	$	10,928	$	12,181	$	19,823

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 planned to leverage the Company’s proprietary ZF 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.

In March 2023, Biogen notified the Company of its termination for convenience, effective June 15, 2023 (the “Biogen Termination Date”), of the collaboration agreement. Biogen had indicated to the Company that the termination relates to a recent strategic review. As of the Biogen Termination Date, the collaboration agreement was terminated in its entirety and following the Biogen Termination Date the Company is not entitled to receive any further milestone payments or royalties from Biogen. As of the Biogen Termination Date, the parties have no further obligations to develop or to fund the development of any collaboration research programs under the collaboration agreement.

Under the collaboration agreement, Biogen paid the Company an upfront license fee of $125.0 million in May 2020. The Company was also eligible to receive target selection, research, development, regulatory and commercial milestone payments and royalties on potential net commercial sales of licensed products arising from the collaboration, none of which were triggered or earned.

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 ZF and/or AAV-based products directed to certain neurological disease gene targets selected by Biogen. Biogen had selected four targets over the course of the collaboration and had exclusive rights to nominate up to seven additional targets. These rights expired upon the Biogen Termination Date. For each gene target selected by Biogen, the Company performed early research activities, costs of which were shared by the companies, aimed at the development of the combination of proprietary central nervous system delivery vectors and ZF-TRs (or potential other ZF products) targeting therapeutically relevant genes.

The Company assessed the collaboration agreement with Biogen in accordance with ASC Topic 606 and concluded that Biogen is a customer. The transaction price included the upfront license fee of $125.0 million and the excess consideration from the stock purchase of $79.6 million, which represented 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 clinical or regulatory milestones were included in the transaction price, as all such amounts were fully constrained throughout the term of the collaboration agreement. The transaction price also included actual and estimated cost-sharing payments by Biogen for the work by Company researchers and reimbursement of the Company’s costs incurred with third parties. The amounts paid and expected to be paid to Biogen for the use of Biogen’s resources and its expenses were consideration paid to a customer. Since the Company did not acquire distinct goods or services in exchange for these payments, they reduced the transaction price and were recorded as a reduction in revenue. The Company used the expected value method to estimate cost sharing payments, taking into account the impact of the constraint. Variable consideration was included in the transaction price only to the extent it was probable a significant reversal of cumulative revenues recognized would not occur. The Company re-evaluated the transaction price as uncertain events were resolved or other changes in circumstances occurred.

The Company concluded that the licenses to its intellectual property for each target were not distinct from the related research and development activities, as the licensed technology was not shared with and could not be utilized by Biogen without the research services to be performed by the Company pursuant to the agreement. On the other hand, each combination of a license to the Company's intellectual property as applied to a specific target and the related research and development activities are a discrete research project that is distinct from any other target’s project. The targets Biogen could select were options that provided Biogen with material rights, as the exercise of the options did not require payment of a fee commensurate with the value of the incremental license rights. As a result, such options also represented performance obligations.

At contract inception, the Company allocated fixed consideration of $204.6 million included in the initial transaction price to the existing targets’ license and research services performance obligations and those performance obligations for options that include material rights, based on their relative standalone selling prices. Through June 30, 2023, all such material rights have expired.

The notice of termination was accounted for as a modification of the contract, as it changed both the scope of the Company’s remaining services and the consideration to which the Company was entitled. The remaining research and development activities to be undertaken by the Company after the notice of termination were not distinct from the related activities performed prior to the modification on the same targets but were distinct from the activities on other targets. The remaining material rights were also distinct from the prior research and development activities. To account for the effects of the modification, the Company updated its estimate of the transaction price and allocated the remaining transaction consideration based on the relative standalone selling prices of the remaining distinct goods and services. Progress for each ongoing performance obligation was then remeasured using an updated estimate of the total level of effort required for each performance obligation and the total revised transaction price and a cumulative catch-up in revenue was recorded. The modification resulted in an increase in revenue of $127.1 million.

As of June 30, 2023 and December 31, 2022, the Company had a receivable of $0.4 million and $0.5 million, respectively, and deferred revenue of zero and $132.2 million, respectively, related to this agreement. Changes in deferred revenue balances during the six months ended June 30, 2023 relate primarily to the impact of the contract modification. The amounts of transaction price remaining to be recognized were zero and $151.3 million as of June 30, 2023 and December 31, 2022, respectively.

Revenues recognized under the agreement were as follows (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Revenue related to Biogen agreement:
Recognition of license and other fixed consideration	$	1,535	$	7,306	$	132,165	$	14,612
Cost-sharing payments for research services, net variable consideration	669		2,746		2,341		6,633
Total	$	2,204	$	10,052	$	134,506	$	21,245

The Company paid $7.0 million for financial advisory fees during the year ended December 31, 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 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 initial transaction price of $204.6 million, as a contract cost asset. This balance is

released into general and administrative expenses on a systematic basis consistent with the transfer of the services to Biogen in accordance with ASC Topic 340. The Company recognized as expense $0.03 million and $2.6 million during the three and six months ended June 30, 2023, respectively, and $0.1 million and $0.3 million during the three and six months ended June 30, 2022, respectively.

Kite Pharma, Inc.

In February 2018, the Company entered into a global collaboration and license agreement with Kite Pharma, Inc. (“Kite”), a Gilead Sciences, Inc. subsidiary, which became effective on April 5, 2018 (“Effective Date”), and was amended and restated in September 2019, for the research, development, and commercialization of potential engineered cell therapies for cancer. The collaboration and license agreement relates to the design of 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. Under the agreement, 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, 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, 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. In addition, Kite reimburses the Company’s direct costs to conduct the joint research program. Under the terms of the agreement, Sangamo is also eligible to receive contingent development- and sales-based milestone payments that could total up to $3.0 billion if all of the specified milestones set forth in this agreement are achieved. Of this amount, approximately $1.3 billion relates to the achievement of specified research, clinical development, regulatory and first commercial sale milestones, and approximately $1.8 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 10 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 from the Effective Date. Kite has an option to extend the research term 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. Through the amendment and restatement of the agreement in September 2019, the Company and Kite agreed to expand the scope of the collaboration program to incorporate the use of lentiviral or retroviral vectors provided by Kite. 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 assessed the agreement with Kite in accordance with ASC Topic 606 and concluded that Kite is a customer. The transaction price includes the upfront license fee of $150.0 million and estimated reimbursable service costs for the research projects over the estimated performance period. None of the clinical or regulatory milestones have been included in the transaction price, as none of the milestones have yet been achieved, and all 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 transaction price also includes actual and estimated payments by Kite for the work by Company researchers and reimbursement of the Company’s costs incurred with third-parties. The Company uses the expected value method to estimate payments related to the Company’s researchers’ work, taking into account the impact of constraint. Variable consideration is included in the transaction price only to the extent it is probable a significant reversal of cumulative revenues recognized would

not occur. 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 has identified four performance obligations within the Kite agreement as follows: (1) a license to the technology combined with the obligation to perform research and development services to apply the Company’s technology to Kite-selected targets; (2) production of research materials; and (3-4) two material rights, each for an extension of the research period for an additional one-year term. Such extensions contain material rights because their exercise does not require payment of a fee that is commensurate with the value of the incremental research term. The license to the Company’s intellectual property is not distinct from the related research and development activities as the licensed technology is not shared with and cannot be utilized by Kite without the research services performed by the Company.

The Company allocated variable consideration (payments by Kite for the work performed by the Company’s researchers and third-party costs, as well as any future milestones and royalties) to the specific performance obligations to which they relate, as such allocation would meet the allocation objective in ASC Topic 606. The Company allocated the fixed consideration of $150.0 million to the performance obligations based on their relative standalone selling prices. Standalone selling prices of optional research years are similar to those of the initial year, but additionally take into account the intrinsic value of the discount upon exercise and the likelihood of exercise.

Fees allocated to options with material rights are deferred until the options are exercised or expire. The exercise of options is accounted for as contract continuation, with target selection fees and estimated variable consideration included in the transaction price at that time and allocated specifically to the respective target’s performance obligation.

Revenue for the combined license and research services performance obligations is recognized over time, as Kite consumes the benefit of such services as they are being performed by the Company. For the license combined with research and development services performance obligation, the Company recognizes revenue based on proportional performance of the ongoing research services over the period during which the Company performs the services. The estimation of progress towards the satisfaction of this performance obligation and project costs are reviewed quarterly and adjusted, as needed, to reflect the Company’s assumptions regarding the estimated volume of required activities. The production of research materials performance obligation is accounted for under the right to invoice practical expedient, as the Company has the right to invoice Kite for these services in an amount that corresponds directly with the value of the services.

As of June 30, 2023 and December 31, 2022, the Company had a receivable of $0.2 million and $0.7 million, respectively, and deferred revenue of $6.9 million and $19.4 million, respectively, related to this agreement. Changes in deferred revenue balances during the three and six months ended June 30, 2023 relate to a reduction in the estimated future level of the Company's research and development services under the collaboration agreement with Kite, as well as ongoing normal progress in the delivery of the performance obligations. The amounts of transaction price (excluding the amounts recognized as invoiced for the production of research materials performance obligation) remaining to be recognized were $7.4 million and $21.2 million, of which $1.5 million relates to fees allocated to options with material rights, as of June 30, 2023 and December 31, 2022, respectively. These amounts are expected to be recognized within the next twelve months. The timing of recognition will be affected by the volume of annual activity under the agreement and by whether and when Kite exercises options for additional years of services and could be subject to significant changes.

Revenues recognized under the agreement were as follows (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Revenue related to Kite agreement:
Recognition of license fee fixed consideration	$	1,110	$	6,227	$	12,550	$	12,386
Research services variable consideration	121		107		989		256
Total	$	1,231	$	6,334	$	13,539	$	12,642

In March 2023, the Company recorded an adjustment to revenue related to a change in estimate in connection with the collaboration agreement with Kite. This adjustment was driven by a reduction in the estimated future level of the Company’s research and development services under the agreement and as a result, future project costs. This resulted in an increase in proportional cumulative performance on this collaboration and an increase in revenue of $8.9 million, an increase in net income of $8.9 million, and an increase in the Company’s basic and diluted earnings per share of $0.06 for the six months ended June 30, 2023.

Sanofi S.A.

In January 2014, the Company entered into an exclusive worldwide collaboration and license agreement (“2014 Collaboration Agreement”) to develop therapeutics for hemoglobinopathies, focused on beta thalassemia and sickle cell disease (“SCD”). The 2014 Collaboration Agreement was originally signed with BIMA, who subsequently assigned it to Bioverativ Inc., which was later acquired by Sanofi S.A (“Sanofi”). Under the 2014 Collaboration Agreement, the Company was originally jointly conducting two research programs: a beta thalassemia program, which was discontinued in the third quarter of 2021, and the SCD program, which resulted in the development of SAR445136 (now known as BIVV003), a ZFN, gene-edited cell therapy product candidate for the treatment of SCD. In December 2021, Sanofi notified the Company of its termination for convenience, effective June 28, 2022 (the “Termination Date”), of the 2014 Collaboration Agreement. A termination and transition agreement (the “Termination and Transition Agreement”) was executed by the parties on September 6, 2022.

In the SCD program, the Company and Sanofi were jointly responsible for research and development activities prior to filing of an IND, but Sanofi was responsible for subsequent worldwide clinical development, manufacturing and commercialization of licensed products developed under the agreement. Subject to the terms of the agreement, the Company had granted Sanofi an exclusive, royalty-bearing license, with the right to grant sublicenses, to use certain ZF and other technology controlled by the Company for the purpose of researching, developing, manufacturing and commercializing licensed products developed under the agreement. The Company had 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 was not permitted to research, develop, manufacture or commercialize, outside of the agreement, certain gene therapy products that target genes relevant to the licensed products.

Under the 2014 Collaboration Agreement, the Company received an upfront license fee of $20.0 million and was eligible to receive additional payments upon the achievement of specified clinical development, regulatory milestones, and sales milestones, as well as royalty payments for each licensed product based on net sales of such product. Sanofi was also to reimburse Sangamo for agreed upon costs incurred in connection with research and development activities conducted by Sangamo. Through the Termination Date, a total of $13.5 million was received based on achievement of clinical development milestones. No products have been approved and therefore no royalty fees have been or will be earned under the 2014 Collaboration Agreement.

In its termination notice to the Company, Sanofi indicated that its termination relates to Sanofi’s change in strategic direction to focus on allogeneic universal genomic medicine approaches rather than autologous personalized cell therapies. As of the Termination Date, the 2014 Collaboration Agreement was terminated in its entirety and following the Termination Date, the Company will not be entitled to receive any further milestone payments or royalties from Sanofi. As of the Termination Date, Sanofi has no further obligations under the 2014 Collaboration Agreement to develop or to fund the development of any collaboration research programs under the 2014 Collaboration Agreement. The licenses granted to Sanofi under the 2014 Collaboration Agreement have been terminated, and the license rights have reverted to the Company.

As part of the Termination and Transition Agreement, Sanofi granted to the Company exclusive, worldwide, fully paid, royalty-free, perpetual, irrevocable licenses, with the right to grant sublicenses through multiple tiers, to certain of its intellectual property, to develop, manufacture, have manufactured, use, sell, offer to sell, import and otherwise commercialize BIVV003, the product candidate in development under the SCD program. The Company agreed to take on responsibilities for all clinical trials related to BIVV003, including completion of the ongoing clinical trial and the related long-term follow-up study. The Company also assumed all regulatory responsibilities related to BIVV003. Sanofi transferred and assigned to the Company all documentation, materials and contracts with third parties related to BIVV003, and the right to use certain Sanofi-owned or leased equipment related to BIVV003.

Sanofi has also agreed to reimburse the Company for the costs of conducting the ongoing clinical trial of BIVV003 and the costs of the long-term follow-up study through December 31, 2023, up to $7.0 million. In addition, should the Company elect not to continue the development of BIVV003 past December 31, 2023, Sanofi will become obligated to reimburse the Company for the costs of the long-term follow-up study incurred after 2023, up to $5.3 million. Sanofi’s reimbursement obligations will terminate upon certain triggering events, including the Company’s entering into a contract with a third party for collaboration, partnership, sale, licensing, or divestiture of BIVV003, or if the FDA permits early closure of the clinical trial and/or the long-term follow-up study.

The Company assessed the 2014 Collaboration Agreement in accordance with ASC Topic 606 and concluded that Sanofi was a customer under that arrangement. The Company identified the performance obligation within this arrangement as a license to the technology combined with ongoing research services activities. The Company concluded that the license was not distinct as it did not have stand-alone value to Sanofi without the research services. As a result, the Company recognized revenue from the upfront payment and the milestones based on progress of performance of the ongoing research services. The estimation of progress towards the satisfaction of the performance obligation and project cost was reviewed quarterly and adjusted, as needed, to reflect the Company’s then current assumptions regarding the timing of its deliverables. Related costs and expenses under these arrangements have historically approximated the revenues recognized. Sanofi’s December 2021 notice of termination of the 2014

Collaboration Agreement represented a modification that reduced the expected scope of the Company’s services and the estimated transaction price and shortened the remaining performance timeline. Consistent with this change, all services provided by the Company under the 2014 Collaboration Agreement were completed by June 28, 2022, and all amounts ultimately included in the transaction price were recognized by such date. The final transaction price of $96.3 million included the upfront license fee of $20.0 million, two milestone payments in the aggregate amount of $13.5 million and reimbursement of research costs of $62.8 million. As of June 30, 2023 and December 31, 2022, the Company had no receivable or deferred revenue related to the 2014 Collaboration Agreement.

The Company concluded that Sanofi is not a customer under the Termination and Transition Agreement as Sanofi is not entitled to receive and cannot use the results of the ongoing clinical trial or the long-term follow-up study. This relationship is also not a collaboration in the scope of ASC Topic 808, Collaborative Arrangements. The Company concluded that the assets acquired from Sanofi do not represent a business, as substantially all of their value is concentrated in the acquired or re-acquired licenses to intellectual property. The Company has no obligation to repay Sanofi for its ongoing funding of the clinical trial or long-term follow-up study costs. Therefore, the Company will recognize Sanofi reimbursements as reductions to its research and development expense. During the three and six months ended June 30, 2023, the Company decreased its research and development expense by $0.7 million and $1.3 million, respectively, for these reimbursements, which is included within prepaid expenses and other current assets on the Company’s Condensed Consolidated Balance Sheet as of June 30, 2023.

Under the 2014 Collaboration Agreement, the Company recognized revenue of $1.8 million and $3.3 million during the three and six months ended June 30, 2022, respectively, and no revenues have been recognized during the three and six months ended June 30, 2023.

Pfizer Inc.

Giroctocogene Fitelparvovec Global Collaboration and License Agreement

In May 2017, the Company entered into an exclusive global collaboration and license agreement with Pfizer Inc. (“Pfizer”), pursuant to which it established a collaboration for the research, development and commercialization of giroctocogene fitelparvovec, 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 giroctocogene fitelparvovec, while Pfizer is responsible for subsequent worldwide development, manufacturing, marketing and commercialization of giroctocogene fitelparvovec. 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 giroctocogene fitelparvovec 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 giroctocogene fitelparvovec 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 giroctocogene fitelparvovec in the terminated country or countries.

Upon execution of the agreement, the Company received an upfront fee of $70.0 million and was 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 giroctocogene fitelparvovec 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 achievable milestones in the agreement, is up to $455.0 million, which includes up to $280.0 million for giroctocogene fitelparvovec 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 14% - 20% of the annual worldwide 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 and paid, 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 was a customer. The total transaction price under this agreement was $134.0 million, which represented the upfront fee and research services fees of $79.0 million and fees related to two achieved milestones in an aggregate amount of $55.0 million. Sangamo was responsible for internal and external research costs as part of the upfront fee and had the ability to request additional reimbursement from Pfizer if certain conditions were met. None of the constrained clinical or regulatory milestones were 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 the time was uncertain and contingent upon future periods when the uncertainty related to the variable consideration is resolved.

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 was not discrete as it did 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 recognized revenue from the upfront payment based on proportional performance of the ongoing research services through 2020, the period during which the Company performed research services. The estimation of progress towards the satisfaction of its performance obligation and project cost was reviewed quarterly and adjusted, as needed, to reflect the Company’s assumptions regarding the timing of its deliverables.

In December 2020, the Company satisfied the deliverables and research services responsibilities within the arrangement. As a result, the Company recognized the remaining deferred revenue from the upfront payment in December 2020 and no revenues have been recognized during the three and six months ended June 30, 2023 and 2022.

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 ZF-TRs to treat amyotrophic lateral sclerosis 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 ZF-TRs 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 ZF-TRs 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 zinc finger proteins (“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) 15 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 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 in commercial milestone payments if annual worldwide net sales of the licensed products reach specified levels. In addition, Pfizer will pay the Company royalties of 14% - 20% 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. To date, a milestone of $5.0 million has been achieved and paid, however no products have been approved and therefore no royalty fees have been earned under the C9ORF72 Pfizer agreement.

The Company assessed the agreement with Pfizer in accordance with ASC Topic 606 and concluded that Pfizer was a customer. The Company concluded the total transaction price under this agreement was $17.0 million, which represented the upfront fees of $12.0 million and fees related to achievement of one milestone in the amount of $5.0 million. None of the constrained clinical or regulatory milestones were 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 the time was uncertain and contingent upon future periods when the uncertainty related to the variable consideration is resolved.

The Company had 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 recognized revenue from the upfront payment based on proportional performance of the ongoing research services through 2020, the period the Company performed research services.

The Company satisfied the deliverables and research services responsibilities within the arrangement in September 2020, and as a result, earned a $5.0 million milestone, which the Company recognized on a cumulative basis during the year ended December 31, 2020. In addition, the Company recognized the remaining deferred revenue from the upfront payment in September 2020 and no revenues have been recognized during the three and six months ended June 30, 2023 and 2022.

BASIC AND DILUTED NET LOSS PER SHARE	6 Months Ended
BASIC AND DILUTED NET LOSS PER SHARE	Jun. 30, 2023
Earnings Per Share [Abstract]
BASIC AND DILUTED NET LOSS PER SHARE	BASIC AND DILUTED NET LOSS PER SHARE Basic net loss per share has been computed by dividing net loss by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share is calculated by dividing net loss by the weighted-average number of shares of common stock outstanding during the period, without consideration of any potential dilutive securities, as their effect would be anti-dilutive. 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 June 30, 2023 and 2022 totaled 24,325,301 and 18,682,780, respectively.

CASH EQUIVALENTS AND MARKETABLE SECURITIES - Summary of Cash Equivalents and Available-for-Sale Securities (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022	Jun. 30, 2022	Dec. 31, 2021
ASSETS
Cash and cash equivalents, at carrying value, total	$ 66,830	$ 100,444	$ 117,705	$ 178,872
Available-for-sale securities, amortized cost	115,852	207,923
Available-for-sale securities, gross unrealized gains	0	28
Available-for-sale securities, gross unrealized (Losses)	(544)	(918)
Available-for-sale securities, estimated fair value	115,308	207,033
Total cash equivalents and available-for-sale securities, amortized cost	124,020	258,743
Total cash equivalents and available-for-sale securities, gross unrealized gains	0	28
Total cash equivalents and available-for-sale securities, gross unrealized (losses)	(544)	(918)
Total cash equivalents and available-for-sale securities, estimated fair value	123,476	257,853
Money market funds
ASSETS
Cash and cash equivalents, at carrying value, total	8,168	50,820
Cash equivalents, gross unrealized gains	0	0
Cash and cash equivalents accumulated gross unrealized loss before tax	0	0
Cash equivalents, estimated fair value	8,168	50,820
Cash equivalents:
ASSETS
Cash and cash equivalents, at carrying value, total	8,168	50,820
Cash equivalents, gross unrealized gains	0	0
Cash and cash equivalents accumulated gross unrealized loss before tax	0	0
Cash equivalents, estimated fair value	8,168	50,820
U.S. government-sponsored entity debt securities
ASSETS
Available-for-sale securities, amortized cost	32,685	18,710
Available-for-sale securities, gross unrealized gains	0	0
Available-for-sale securities, gross unrealized (Losses)	(389)	(293)
Available-for-sale securities, estimated fair value	32,296	18,417
Commercial paper securities
ASSETS
Available-for-sale securities, amortized cost	41,881	101,336
Available-for-sale securities, gross unrealized gains	0	22
Available-for-sale securities, gross unrealized (Losses)	(43)	(193)
Available-for-sale securities, estimated fair value	41,838	101,165
Corporate debt securities
ASSETS
Available-for-sale securities, amortized cost		11,760
Available-for-sale securities, gross unrealized gains		0
Available-for-sale securities, gross unrealized (Losses)		(90)
Available-for-sale securities, estimated fair value		11,670
Asset-backed securities
ASSETS
Available-for-sale securities, amortized cost	10,557	24,970
Available-for-sale securities, gross unrealized gains	0	2
Available-for-sale securities, gross unrealized (Losses)	(52)	(180)
Available-for-sale securities, estimated fair value	10,505	24,792
U.S. treasury bills
ASSETS
Available-for-sale securities, amortized cost	5,598	7,950
Available-for-sale securities, gross unrealized gains	0	0
Available-for-sale securities, gross unrealized (Losses)	(25)	(12)
Available-for-sale securities, estimated fair value	5,573	7,938
Certificates of deposit
ASSETS
Available-for-sale securities, amortized cost	25,131	37,599
Available-for-sale securities, gross unrealized gains	0	4
Available-for-sale securities, gross unrealized (Losses)	(35)	(142)
Available-for-sale securities, estimated fair value	$ 25,096	37,461
Agency bonds
ASSETS
Available-for-sale securities, amortized cost		5,598
Available-for-sale securities, gross unrealized gains		0
Available-for-sale securities, gross unrealized (Losses)		(8)
Available-for-sale securities, estimated fair value		$ 5,590

FAIR VALUE MEASUREMENTS

6 Months Ended

Jun. 30, 2023

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 and marketable securities. 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 and marketable securities are identified at the following levels within the fair value hierarchy (in thousands):


	June 30, 2023
	Fair Value Measurements
	Total		Level 1		Level 2		Level 3
Assets:
Cash equivalents:
Money market funds	$	8,168	$	8,168	$	—	$	—


Total	8,168		8,168		—		—
Marketable securities:
U.S. government-sponsored entity debt securities	32,296		—		32,296		—
Commercial paper securities	41,838		—		41,838		—

Asset-backed securities	10,505		—		10,505		—
U.S. treasury bills	5,573		—		5,573		—
Certificates of deposit	25,096		—		25,096		—

Total	115,308		—		115,308		—
Total cash equivalents and marketable securities	$	123,476	$	8,168	$	115,308	$	—


	December 31, 2022
	Fair Value Measurements
	Total		Level 1		Level 2		Level 3
Assets:
Cash equivalents:
Money market funds	$	50,820	$	50,820	$	—	$	—
Total	50,820		50,820		—		—
Marketable securities:
U.S. government-sponsored entity debt securities	18,417		—		18,417		—
Commercial paper securities	101,165		—		101,165		—
Corporate debt securities	11,670		—		11,670		—
Asset-backed securities	24,792		—		24,792		—
U.S. treasury bills	7,938		—		7,938		—
Certificates of deposit	37,461		—		37,461		—
Agency bonds	5,590		—		5,590		—
Total	207,033		—		207,033		—
Total cash equivalents and marketable securities	$	257,853	$	50,820	$	207,033	$	—

Cash Equivalents and Marketable Securities

The Company generally classifies its marketable securities 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 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.

- 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

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Operating Activities:
Net loss	$ (93,373)	$ (87,150)
Adjustments to reconcile net loss to net cash used in operating activities:
Impairment of goodwill and indefinite-lived intangible assets	89,485	0
Impairment of long-lived assets	20,433	0
Depreciation and amortization	7,745	5,716
(Accretion of discounts) amortization of premium on marketable securities	(1,865)	207
Amortization and other changes in operating lease right-of-use assets	4,018	4,225
Deferred income tax benefit	(6,377)	0
Stock-based compensation	15,067	15,609
Net changes in operating assets and liabilities:
Interest receivable	(425)	60
Accounts receivable	962	11
Prepaid expenses and other assets	5,548	(4,992)
Accounts payable and other accrued liabilities	(3,101)	5,796
Accrued compensation and employee benefits	(8,450)	(6,618)
Deferred revenues	(154,284)	(43,772)
Lease liabilities	(2,455)	(2,121)
Other non-current liabilities	61	69
Net cash used in operating activities	(127,011)	(112,960)
Investing Activities:
Purchases of marketable securities	(52,112)	(129,928)
Maturities of marketable securities	146,048	168,346
Purchases of property and equipment	(15,740)	(8,284)
Net cash provided by investing activities	78,196	30,134
Financing Activities:
Taxes paid related to net share settlement of equity awards	(1,303)	(1,827)
Proceeds from exercise of stock options	0	90
Net cash provided by financing activities	14,521	21,307
Effect of exchange rate changes on cash, cash equivalents, and restricted cash	680	352
Net decrease in cash, cash equivalents, and restricted cash	(33,614)	(61,167)
Cash, cash equivalents, and restricted cash, beginning of period	101,944	180,372
Cash, cash equivalents, and restricted cash, end of period	68,330	119,205
Supplemental cash flow disclosures:
Property and equipment included in unpaid liabilities	4,909	2,232
At the Market Offering
Financing Activities:
Proceeds from at-the market offering/ issuance of common stock	15,105	21,929
Employee Stock
Financing Activities:
Proceeds from at-the market offering/ issuance of common stock	$ 719	$ 1,115

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

6 Months Ended

Jun. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

Use of Estimates

Revenue Recognition

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


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Novartis Institutes for BioMedical Research, Inc.	35	%	37	%	7	%	34	%
Biogen MA, Inc.	32	%	34	%	82	%	37	%
Kite Pharma, Inc.	18	%	22	%	8	%	22	%
Sanofi S.A.	—	%	6	%	—	%	6	%

Impairment of Goodwill, Indefinite-lived Intangible Assets and Long-lived Assets

will recognize an impairment loss for the amount by which the carrying amount exceeds the reporting unit’s fair value (but not in excess of the carrying value of goodwill).

Cash, Cash Equivalents and Restricted Cash

Cash, Cash Equivalents, and Restricted Cash

Leases

Recently Adopted Accounting Pronouncements

None.

Fair Value Measurements

FAIR VALUE MEASUREMENTS

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).

- Definition

Disclosure of accounting policy for revenue from contract with customer.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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+ Details

STOCK-BASED COMPENSATION - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total stock-based compensation expense	$ 6,790	$ 7,918	$ 15,067	$ 15,609
Research and development
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total stock-based compensation expense	3,887	4,591	8,760	9,261
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total stock-based compensation expense	$ 2,903	$ 3,327	$ 6,307	$ 6,348

STOCK-BASED COMPENSATION (Tables)

6 Months Ended

Jun. 30, 2023

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation Expense

The following table shows total stock-based compensation expense recognized in the accompanying Condensed Consolidated Statements of Operations (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Research and development	$	3,887	$	4,591	$	8,760	$	9,261
General and administrative	2,903		3,327		6,307		6,348
Total stock-based compensation expense	$	6,790	$	7,918	$	15,067	$	15,609

IMPAIRMENT OF GOODWILL, INDEFINITE-LIVED INTANGIBLE ASSETS AND OTHER LONG-LIVED ASSETS	6 Months Ended
	Jun. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
IMPAIRMENT OF GOODWILL, INDEFINITE-LIVED INTANGIBLE ASSETS AND OTHER LONG-LIVED ASSETS	IMPAIRMENT OF GOODWILL, INDEFINITE-LIVED INTANGIBLE ASSETS AND OTHER LONG-LIVED ASSETS Three months ended March 31, 2023 During the three months ended March 31, 2023, as a result of the sustained decline in the Company’s stock price and related market capitalization, termination of the collaboration agreements with Biogen and Novartis, and a general decline in equity values in the biotechnology industry, the Company performed an impairment assessment of goodwill, indefinite-lived intangible assets, and long-lived assets. The Company operates as a single reporting unit based on its business and reporting structure. For goodwill, a quantitative impairment assessment was performed using a market approach, whereby the Company’s fair value of equity was compared to its carrying value. The fair value of equity was derived using both the market capitalization of the Company and an estimate of a reasonable range of values of a control premium applied to the Company’s implied business enterprise value. The control premium was estimated based upon control premiums observed in comparable market transactions. This represents a level 2 nonrecurring fair value measurement. Based on this analysis, the Company recognized a pre-tax goodwill impairment charge of $38.1 million during the three months ended March 31, 2023. As a result, the goodwill was fully impaired as of March 31, 2023. Before completing the goodwill impairment assessment, the Company also tested its indefinite-lived intangible assets and then its long-lived assets for impairment. Based on the qualitative assessment, the Company determined it was more likely than not that its indefinite-lived intangible assets were not impaired. The Company determined all of its long-lived assets represent one asset group for purposes of long-lived asset impairment assessment. The Company concluded that the carrying value of the asset group was not recoverable as it exceeded the future undiscounted cash flows the assets are expected to generate from the use and eventual disposition. To allocate and recognize the impairment loss, the Company determined individual fair values of its long-lived assets. The Company applied a discounted cash flow method to estimate fair values of its leasehold improvements and right-of-use assets, including leasehold improvements in the process of construction and a cost replacement method to estimate the fair value of its furniture, fixtures and laboratory and manufacturing equipment. These represented level 3 nonrecurring fair value measurements. Based on this analysis, the Company recognized pre-tax long-lived asset impairment charges of $11.2 million on the right-of-use assets, $5.0 million on the related leasehold improvements, and $4.2 million on construction-in-progress, during the three months ended March 31, 2023. No impairment was recognized on the remaining long-lived assets as their carrying values were not in excess of their fair values. Three months ended June 30, 2023 During the three months ended June 30, 2023, the Company’s stock price and the related market capitalization continued to decline. In April 2023, the Company announced a restructuring of operations and a corresponding reduction in force, see Note 9 – Restructuring Charges. The Company also initiated discussions around several actions aimed at reducing costs, preserving liquidity and improving operational performance metrics. These actions include but are not limited to deferral and reprioritization of certain research and development programs, further reduction in force, and closing or downsizing its facilities. The Company reassessed its indefinite-lived and long-lived assets for impairment as of June 30, 2023. Given the actions contemplated above, the Company determined that it was more likely than not that its indefinite-lived intangible assets were impaired. Accordingly, the Company developed an estimate of the fair value of its indefinite-lived intangible assets using the multi-period excess earnings model (income approach) and concluded the carrying value of its indefinite-lived intangible assets were fully impaired. This represents a level 3 nonrecurring fair value measurement. As a result, an indefinite-lived intangible assets impairment charge of $51.3 million, as well as the related income tax benefit of $6.3 million due to the reversal of a deferred tax liability associated with the indefinite-lived intangible assets was recognized during the three and six months ended June 30, 2023. The impairment charge was primarily driven by a higher discount rate applied to future cash flows based on market participants’ view of increased risk related to the asset. The Company determined that there were indicators of impairment in its long-lived asset group as of June 30, 2023, based on the same factors above as well as the impairment of its indefinite-lived intangible assets. As the estimated fair value of this asset group, based on a market approach, exceed its carrying value, no impairment loss was recognized. This represents a level 3 nonrecurring fair value measurement. The Company will continue to assess whether its long-lived assets are impaired in future periods. As the Company finalizes and implements its plans related to cost reductions and liquidity preservation, as discussed above, it is reasonably possible that additional impairment charges will be recognized if the Company changes how it uses various long-lived assets or elects to dispose of them, and the cash flows associated with these assets become separately identifiable. In this case, such assets will be tested for impairment separately from the remaining long-lived assets of the Company.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Statement of Comprehensive Income [Abstract]
Net loss	$ (114,506)	$ (43,173)	$ (93,373)	$ (87,150)
Foreign currency translation adjustment	80	(6,108)	2,125	(8,012)
Net pension gain (loss)	0	56	(3)	75
Unrealized (loss) gain on marketable securities, net of tax	(258)	(153)	346	(1,236)
Comprehensive loss	$ (114,684)	$ (49,378)	$ (90,905)	$ (96,323)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

STOCKHOLDERS' EQUITY (Details) - Jefferies LLC - At-The-Market Offering Agreement - USD ($) $ in Millions	1 Months Ended		3 Months Ended		6 Months Ended
	Dec. 31, 2022	Aug. 31, 2020	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock offering program, maximum value		$ 150.0
Stock offering program, increase to aggregate offering price	$ 175.0
Issuance of common stock in at-the-market offering, net of offering expenses (in shares)			4,286,831	6,228,666	8,249,261	6,228,666
Consideration received on transaction			$ 5.4	$ 24.3	$ 15.1	$ 24.3

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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-Paragraph 2
-Subparagraph (c)(1)(iv)(02)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(1)(iv)(03)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(1)(iv)(04)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(ii)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(iii)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(iii)(01)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(iii)(02)
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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-Name Accounting Standards Codification
-Section 50
-Paragraph 2
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Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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-Section 50
-Paragraph 2
-Subparagraph (d)(1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (e)(1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (e)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(ii)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(iii)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(iv)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(v)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

+ Details

RESTRUCTURING CHARGES (Tables)

6 Months Ended

Jun. 30, 2023

Restructuring and Related Activities [Abstract]

Accrued Restructuring Costs

The following table is a summary of accrued Restructuring costs included within other accrued liabilities on the Company’s Condensed Consolidated Balance Sheet as of June 30, 2023 (in thousands):


	Six Months Ended June 30, 2023
Balance at December 31, 2022	$	—
Restructuring charges	5,337
Cash payments	(1,180)
Non-cash adjustments	(305)
Balance at June 30, 2023	$	3,852

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES - Pfizer Inc. (Details)	1 Months Ended			3 Months Ended		6 Months Ended		12 Months Ended	67 Months Ended	74 Months Ended
	Sep. 30, 2020 USD ($)	Dec. 31, 2017 USD ($)	May 31, 2017 USD ($) milestone	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)	Dec. 31, 2020 USD ($)	Jun. 30, 2023 USD ($) milestone product	Jun. 30, 2023 USD ($) milestone product
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues				$ 6,835,000	$ 29,378,000	$ 164,792,000	$ 57,609,000
Pfizer Inc.
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Agreement termination, term			15 years
Pfizer Inc. \| S B Five Two Five And Other Products
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues under agreement			$ 70,000,000
Potential amount to be funded for achievement of specified commercialized and sales milestones			266,500,000
Milestone revenue receivable			280,000,000
Pfizer Inc. \| S B Five Two Five And Other Products \| Achievement of specified clinical development intellectual property and regulatory milestones
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Development and sales-based milestone payments to be received			208,500,000
Pfizer Inc. \| S B Five Two Five And Other Products \| Achievement of first commercial sale milestones
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Development and sales-based milestone payments to be received			455,000,000
Pfizer Inc. \| Other products
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Milestone revenue receivable			$ 175,000,000
Pfizer Inc. \| License and Service \| Minimum
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Percentage of net sales per developed licensed product which will trigger royalties by counterparty		14.00%	14.00%
Pfizer Inc. \| License and Service \| Maximum
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Percentage of net sales per developed licensed product which will trigger royalties by counterparty		20.00%	20.00%
Pfizer Inc. \| C9ORF72
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues under agreement		$ 5,000,000						$ 5,000,000
Development and sales-based milestone payments to be received	$ 5,000,000
Collaborative arrangement transaction price		$ 17,000,000
Pfizer SB-525
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues under agreement			$ 55,000,000
Collaborative arrangement transaction price			134,000,000
Research service fees			$ 79,000,000
Revenues						0	0
Pfizer SB-525 \| S B Five Two Five And Other Products
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Collaborative arrangement, number of milestones achieved \| milestone			2							2
Milestone payments received										$ 55,000,000
Number of products approved \| product										0
Number of milestones included in transaction price \| milestone										0
Pfizer C9ORF72
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Agreement termination, term		15 years
Milestone payments received		$ 12,000,000							$ 5,000,000
Number of products approved \| product									0
Number of milestones included in transaction price \| milestone									0
Pfizer C9ORF72 \| C9ORF72
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues under agreement		12,000,000
Revenues				$ 0	$ 0	$ 0	$ 0
Pfizer C9ORF72 \| C9ORF72 \| 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		60,000,000
Pfizer C9ORF72 \| C9ORF72 \| 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		$ 90,000,000

IMPAIRMENT OF GOODWILL, INDEFINITE-LIVED INTANGIBLE ASSETS AND OTHER LONG-LIVED ASSETS (Details) - USD ($) $ in Thousands	3 Months Ended			6 Months Ended
	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Impaired Long-Lived Assets Held and Used [Line Items]
Goodwill impairment		$ 38,100
Impairment on right-of-use assets		11,200
Impairment of long-lived assets	$ 0		$ 0	$ 20,433	$ 0
Impairment of intangible assets, indefinite-lived	51,300			51,300
Reduction in deferred tax liabilities	$ 6,300			$ 6,300
Leasehold Improvements
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment of long-lived assets		5,000
Construction in Progress
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment of long-lived assets		$ 4,200

CASH EQUIVALENTS AND MARKETABLE SECURITIES - Summary of Available-for-Sale Securities by Contractual Maturity (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Investments, Debt and Equity Securities [Abstract]
Maturing in one year or less	$ 76,271	$ 177,188
Maturing after one year through five years	39,037	29,845
Total	$ 115,308	$ 207,033

ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Reconciliation of Cash and Cash Equivalents (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022	Jun. 30, 2022	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash and cash equivalents	$ 66,830	$ 100,444	$ 117,705	$ 178,872
Non-current restricted cash	1,500	1,500	1,500	1,500
Cash, cash equivalents, and restricted cash as reported within the accompanying Condensed Consolidated Statements of Cash Flows	$ 68,330	$ 101,944	$ 119,205	$ 180,372

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES - Revenues Recognized under Agreement (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Revenue related to Sanofi agreement:
Revenues	$ 6,835	$ 29,378	$ 164,792	$ 57,609
Novartis Institutes for BioMedical Research, Inc.
Revenue related to Sanofi agreement:
Revenues	2,426	10,928	12,181	19,823
Novartis Institutes for BioMedical Research, Inc. \| License and Service
Revenue related to Sanofi agreement:
Revenues	1,872	8,622	9,568	15,640
Novartis Institutes for BioMedical Research, Inc. \| Research services
Revenue related to Sanofi agreement:
Revenues	554	2,306	2,613	4,183
Biogen MA, Inc.
Revenue related to Sanofi agreement:
Revenues	2,204	10,052	134,506	21,245
Biogen MA, Inc. \| License and Service
Revenue related to Sanofi agreement:
Revenues			132,165	14,612
Biogen MA, Inc. \| License
Revenue related to Sanofi agreement:
Revenues	1,535	7,306
Biogen MA, Inc. \| Research services
Revenue related to Sanofi agreement:
Revenues	669	2,746	2,341	6,633
Kite Pharma, Inc.
Revenue related to Sanofi agreement:
Revenues	1,231	6,334	13,539	12,642
Kite Pharma, Inc. \| License and Service
Revenue related to Sanofi agreement:
Revenues			12,550	12,386
Kite Pharma, Inc. \| License
Revenue related to Sanofi agreement:
Revenues	1,110	6,227
Kite Pharma, Inc. \| Research services
Revenue related to Sanofi agreement:
Revenues	$ 121	$ 107	$ 989	$ 256

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 924
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479941/924-10-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 30
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-30

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 42
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-42

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 40
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-40

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 41
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-4

+ Details

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 66,830	$ 100,444
Marketable securities	76,271	177,188
Interest receivable	1,219	794
Accounts receivable	2,716	3,678
Prepaid expenses and other current assets	12,573	18,223
Total current assets	159,609	300,327
Marketable securities, non-current	39,037	29,845
Property and equipment, net	60,717	63,531
Intangible assets	0	50,729
Goodwill	0	37,552
Operating lease right-of-use assets	46,773	62,002
Other non-current assets	17,438	17,023
Restricted cash	1,500	1,500
Total assets	325,074	562,509
Current liabilities:
Accounts payable	14,837	22,418
Accrued compensation and employee benefits	13,118	21,506
Other accrued liabilities	18,964	16,007
Deferred revenues	6,873	51,780
Total current liabilities	53,792	111,711
Deferred revenues, non-current	0	109,377
Long-term portion of lease liabilities	36,373	38,986
Deferred income tax	0	6,270
Other non-current liabilities	1,267	1,207
Total liabilities	91,432	267,551
Commitments and contingencies
Stockholders’ equity:
Preferred stock	0	0
Common stock	1,771	1,668
Additional paid-in capital	1,479,725	1,450,239
Accumulated deficit	(1,241,918)	(1,148,545)
Accumulated other comprehensive loss	(5,936)	(8,404)
Total stockholders’ equity	233,642	294,958
Total liabilities and stockholders’ equity	$ 325,074	$ 562,509

STOCK-BASED COMPENSATION

6 Months Ended

Jun. 30, 2023

Share-Based Payment Arrangement [Abstract]

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATIONThe following table shows total stock-based compensation expense recognized in the accompanying Condensed Consolidated Statements of Operations (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Research and development	$	3,887	$	4,591	$	8,760	$	9,261
General and administrative	2,903		3,327		6,307		6,348
Total stock-based compensation expense	$	6,790	$	7,918	$	15,067	$	15,609

FAIR VALUE MEASUREMENTS (Tables)

6 Months Ended

Jun. 30, 2023

Fair Value Disclosures [Abstract]

Summary of Fair Value Measurements of Cash Equivalents and Marketable Securities

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


	June 30, 2023
	Fair Value Measurements
	Total		Level 1		Level 2		Level 3
Assets:
Cash equivalents:
Money market funds	$	8,168	$	8,168	$	—	$	—


Total	8,168		8,168		—		—
Marketable securities:
U.S. government-sponsored entity debt securities	32,296		—		32,296		—
Commercial paper securities	41,838		—		41,838		—

Asset-backed securities	10,505		—		10,505		—
U.S. treasury bills	5,573		—		5,573		—
Certificates of deposit	25,096		—		25,096		—

Total	115,308		—		115,308		—
Total cash equivalents and marketable securities	$	123,476	$	8,168	$	115,308	$	—


	December 31, 2022
	Fair Value Measurements
	Total		Level 1		Level 2		Level 3
Assets:
Cash equivalents:
Money market funds	$	50,820	$	50,820	$	—	$	—
Total	50,820		50,820		—		—
Marketable securities:
U.S. government-sponsored entity debt securities	18,417		—		18,417		—
Commercial paper securities	101,165		—		101,165		—
Corporate debt securities	11,670		—		11,670		—
Asset-backed securities	24,792		—		24,792		—
U.S. treasury bills	7,938		—		7,938		—
Certificates of deposit	37,461		—		37,461		—
Agency bonds	5,590		—		5,590		—
Total	207,033		—		207,033		—
Total cash equivalents and marketable securities	$	257,853	$	50,820	$	207,033	$	—

SUBSEQUENT EVENTS (Details) - Subsequent Event - Research Evaluation And Option Agreement $ in Millions	1 Months Ended
	Jul. 31, 2023 USD ($)
Subsequent Event [Line Items]
Eligibility for exercise fees and developmental milestones, maximum	$ 415.0
Eligibility for commercial milestones, maximum	$ 775.0

RESTRUCTURING CHARGES - Accrued Restructuring Costs (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2023
Restructuring Reserve [Roll Forward]
Balance at December 31, 2022		$ 0
Restructuring charges	$ 5,300	5,337
Cash payments		(1,180)
Non-cash adjustments		(305)
Balance at June 30, 2023	$ 3,852	$ 3,852

RESTRUCTURING CHARGES

6 Months Ended

Jun. 30, 2023

Restructuring and Related Activities [Abstract]

RESTRUCTURING CHARGES

RESTRUCTURING CHARGESOn April 26, 2023, the Company executed a restructuring of operations and a corresponding reduction in workforce (the “Restructuring”), designed to reduce costs and increase focus on the following strategic priorities: (i) preclinical neurology disease epigenetic regulation portfolio, including its Nav 1.7 and prion disease programs, (ii) potential Phase 3 trial of isaralgagene civaparvovec, the Company’s gene therapy to treat Fabry disease, and (iii) continuation of the Phase 1/2 STEADFAST study, which evaluates TX200, its wholly owned autologous CAR-Treg cell therapy to treat patients receiving an HLA-A2 mismatched kidney from a living donor. The Restructuring resulted in the elimination of approximately 110 roles, including 55 full-time employees and 55 contracted employees and eliminated open positions, in the United States, or approximately 23% of the total United States workforce as of April 26, 2023, and included one-time severance payments and other employee-related costs, including additional vesting of service-based stock compensation awards. The Company incurred approximately $5.3 million of expenses related to the Restructuring in the three and six months ended June 30, 2023, of which $4.1 million is included in research and development expense and $1.2 million is included in general and administrative expense in the accompanying Condensed Consolidated Statements of Operations. The Company expects a majority of the cash payments

related to the Restructuring to be substantially completed in the third quarter of 2023, and the Restructuring to be completed by the end of the third quarter of 2024.

The following table is a summary of accrued Restructuring costs included within other accrued liabilities on the Company’s Condensed Consolidated Balance Sheet as of June 30, 2023 (in thousands):


	Six Months Ended June 30, 2023
Balance at December 31, 2022	$	—
Restructuring charges	5,337
Cash payments	(1,180)
Non-cash adjustments	(305)
Balance at June 30, 2023	$	3,852

INCOME TAXES (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
INCOME TAXES (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Income Tax Disclosure [Abstract]
Income tax (benefit) expense	$ (6,264)	$ 82	$ (6,070)	$ 140

- Definition

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

+ References + Details

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES - Kite Pharma, Inc. (Details) $ / shares in Units, $ in Thousands	1 Months Ended		6 Months Ended
	Sep. 30, 2019 USD ($) performance_obligation material_right	Apr. 30, 2018 USD ($) milestone option	Jun. 30, 2023 USD ($) $ / shares	Dec. 31, 2022 USD ($)
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Accounts receivable			$ 2,716	$ 3,678
Kite Pharma, Inc.
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Increase in revenue			8,900
Increased net income			$ 8,900
Increased earnings per share, basic (in dollars per share) \| $ / shares			$ 0.06
Increased earnings per share, diluted (in dollars per share) \| $ / shares			$ 0.06
Kite Pharma, Inc. \| License and Service
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Contract with customer liability		$ 150,000
Number of remaining performance obligations \| performance_obligation	4
Number of material rights for renewal of research period \| material_right	2
Renewal period	1 year
Fixed consideration	$ 150,000
Remaining performance obligation amount			$ 7,400	21,200
Remaining performance obligation amount, related to material rights			$ 1,500	$ 1,500
Kite Pharma, Inc. \| License and Service \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Remaining performance obligation, expected timing of satisfaction period				12 months
Kite Pharma, Inc. \| License and Service \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Remaining performance obligation, expected timing of satisfaction period			12 months
Kite Pharma, Inc. \| Collaboration And License Agreement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Milestone payments received		$ 150,000
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 fee for additional term		$ 10,000
Contract with customer liability			$ 6,900	$ 19,400
Accounts receivable			$ 200	$ 700
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		1,300,000
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		$ 1,800,000
Maximum amount of achieved milestones to receive payment \| milestone		10
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		$ 3,000,000

CASH EQUIVALENTS AND MARKETABLE SECURITIES

6 Months Ended

Jun. 30, 2023

Investments, Debt and Equity Securities [Abstract]

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
June 30, 2023
Assets
Cash equivalents:
Money market funds	$	8,168	$	—	$	—	$	8,168


Total	8,168		—		—		8,168
Marketable securities:
U.S. government-sponsored entity debt securities	32,685		—		(389)		32,296
Commercial paper securities	41,881		—		(43)		41,838

Asset-backed securities	10,557		—		(52)		10,505
U.S. treasury bills	5,598		—		(25)		5,573
Certificates of deposit	25,131		—		(35)		25,096
Total	115,852		—		(544)		115,308
Total cash equivalents and marketable securities	$	124,020	$	—	$	(544)	$	123,476

December 31, 2022
Assets
Cash equivalents:
Money market funds	$	50,820	$	—	$	—	$	50,820
Total	50,820		—		—		50,820
Marketable securities:
U.S. government-sponsored entity debt securities	18,710		—		(293)		18,417
Commercial paper securities	101,336		22		(193)		101,165
Corporate debt securities	11,760		—		(90)		11,670
Asset-backed securities	24,970		2		(180)		24,792
U.S. treasury bills	7,950		—		(12)		7,938
Certificates of deposit	37,599		4		(142)		37,461
Agency bonds	5,598		—		(8)		5,590
Total	207,923		28		(918)		207,033
Total cash equivalents and marketable securities	$	258,743	$	28	$	(918)	$	257,853

The fair value of marketable securities by contractual maturity were as follows (in thousands):


	June 30, 2023		December 31, 2022
Maturing in one year or less	$	76,271	$	177,188
Maturing after one year through five years	39,037		29,845
Total	$	115,308	$	207,033

There were no realized gains and losses on the sales of investments during the three and six months ended June 30, 2023 and 2022. Total unrealized gains for securities with net gains in accumulated other comprehensive income were not material for the three and six months ended June 30, 2023.

The Company manages credit risk associated with its investment portfolio through its investment policy, which limits purchases to high-quality issuers and also limits the amount of its portfolio that can be invested in a single issuer. The Company did not record an allowance for credit losses or other impairment charges related to its marketable securities for the three and six months ended June 30, 2023 and 2022.

The Company had unrealized losses related to its marketable securities for the three and six months ended June 30, 2023 and 2022. The Company had no material unrealized losses, individually and in the aggregate, for marketable securities that are in a continuous unrealized loss position for greater than 12 months as of June 30, 2023 and December 31, 2022. Based on the scheduled maturities of its investments, the Company determined that it was more likely than not that it will hold these investments for a period of time sufficient for a recovery of its amortized cost basis. These unrealized losses were not attributed to credit risk and were associated with changes in market conditions. The Company periodically reviews its marketable securities for indications of credit losses. The Company considers factors such as the duration, the magnitude 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 marketable 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, the Company determined that no allowance for credit losses related to its marketable securities was required at either June 30, 2023 or December 31, 2022.

CASH EQUIVALENTS AND MARKETABLE SECURITIES - (Tables)

6 Months Ended

Jun. 30, 2023

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
June 30, 2023
Assets
Cash equivalents:
Money market funds	$	8,168	$	—	$	—	$	8,168


Total	8,168		—		—		8,168
Marketable securities:
U.S. government-sponsored entity debt securities	32,685		—		(389)		32,296
Commercial paper securities	41,881		—		(43)		41,838

Asset-backed securities	10,557		—		(52)		10,505
U.S. treasury bills	5,598		—		(25)		5,573
Certificates of deposit	25,131		—		(35)		25,096
Total	115,852		—		(544)		115,308
Total cash equivalents and marketable securities	$	124,020	$	—	$	(544)	$	123,476

December 31, 2022
Assets
Cash equivalents:
Money market funds	$	50,820	$	—	$	—	$	50,820
Total	50,820		—		—		50,820
Marketable securities:
U.S. government-sponsored entity debt securities	18,710		—		(293)		18,417
Commercial paper securities	101,336		22		(193)		101,165
Corporate debt securities	11,760		—		(90)		11,670
Asset-backed securities	24,970		2		(180)		24,792
U.S. treasury bills	7,950		—		(12)		7,938
Certificates of deposit	37,599		4		(142)		37,461
Agency bonds	5,598		—		(8)		5,590
Total	207,923		28		(918)		207,033
Total cash equivalents and marketable securities	$	258,743	$	28	$	(918)	$	257,853

Fair value of investments available-for-sale

The fair value of marketable securities by contractual maturity were as follows (in thousands):


	June 30, 2023		December 31, 2022
Maturing in one year or less	$	76,271	$	177,188
Maturing after one year through five years	39,037		29,845
Total	$	115,308	$	207,033

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES - Biogen MA, Inc. (Details) $ / shares in Units, $ in Thousands	1 Months Ended		3 Months Ended		6 Months Ended
	May 31, 2020 USD ($)	Apr. 30, 2020 USD ($) product_target $ / shares shares	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2020 USD ($)
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Number of additional neurological disease gene targets (in product targets) \| product_target		7
Accounts receivable			$ 2,716		$ 2,716		$ 3,678
General and administrative expense			16,014	$ 15,093	34,150	$ 30,001
Biogen MA, Inc.
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Change in estimate of transaction price, increase in revenue					127,100
Biogen MA, Inc. \| License and Service
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Fixed consideration		$ 204,600
Remaining performance obligation amount			0		0		151,300
General and administrative expense			30	$ 100	2,600	$ 300
Biogen MA, Inc. \| Stock Purchase Agreement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Sale of stock, 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
Sale of stock, excess consideration received on transaction		79,600
Collaboration agreement, equity issued		145,400
Accounts receivable			400		400		500
Deferred revenue			0		0		$ 132,200
Biogen MA, Inc. \| Collaboration And License Agreement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Proceeds from collaborators	$ 125,000	$ 125,000
Number of neurological disease gene targets selected by counterparty (in product targets) \| product_target		4
Financial advisory fees								$ 7,000
Percent of initial recognition		2.00%
Contract with customer, asset, after allowance for credit Loss			$ 4,100		$ 4,100

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

6 Months Ended

Jun. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [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 June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Novartis Institutes for BioMedical Research, Inc.	35	%	37	%	7	%	34	%
Biogen MA, Inc.	32	%	34	%	82	%	37	%
Kite Pharma, Inc.	18	%	22	%	8	%	22	%
Sanofi S.A.	—	%	6	%	—	%	6	%

Schedule of Cash and Cash Equivalents


	June 30, 2023		December 31, 2022		June 30, 2022		December 31, 2021
Cash and cash equivalents	$	66,830	$	100,444	$	117,705	$	178,872
Non-current restricted cash	1,500		1,500		1,500		1,500
Cash, cash equivalents, and restricted cash as reported within the accompanying Condensed Consolidated Statements of Cash Flows	$	68,330	$	101,944	$	119,205	$	180,372

Restrictions on Cash and Cash Equivalents


	June 30, 2023		December 31, 2022		June 30, 2022		December 31, 2021
Cash and cash equivalents	$	66,830	$	100,444	$	117,705	$	178,872
Non-current restricted cash	1,500		1,500		1,500		1,500
Cash, cash equivalents, and restricted cash as reported within the accompanying Condensed Consolidated Statements of Cash Flows	$	68,330	$	101,944	$	119,205	$	180,372

ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenues from Strategic Partnering Collaboration Agreements and Research Activity Grants (Details) - Revenue from contract with customer - Customer concentration risk	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Novartis Institutes for BioMedical Research, Inc.
Concentration Risk [Line Items]
Percentage of revenues	35.00%	37.00%	7.00%	34.00%
Biogen MA, Inc.
Concentration Risk [Line Items]
Percentage of revenues	32.00%	34.00%	82.00%	37.00%
Kite Pharma, Inc.
Concentration Risk [Line Items]
Percentage of revenues	18.00%	22.00%	8.00%	22.00%
Sanofi S.A.
Concentration Risk [Line Items]
Percentage of revenues	0.00%	6.00%	0.00%	6.00%

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive (Loss) Income
Beginning balance (in shares) at Dec. 31, 2021		145,921,530
Beginning balance at Dec. 31, 2021	$ 375,343	$ 1,459	$ 1,334,138	$ (956,267)	$ (3,987)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock in at-the-market offering, net of offering expenses (in shares)		6,228,666
Issuance of common stock in at-the-market offering, net of offering expenses	24,274	$ 62	24,212
Issuance of common stock upon exercise of stock options and vesting of restricted stock units, net of tax (in shares)		842,838
Issuance of common stock upon exercise of stock options and vesting of restricted stock units, net of tax	(1,737)	$ 9	(1,746)
Issuance of common stock under employee stock purchase plan (in shares)		359,468
Issuance of common stock under employee stock purchase plan	1,115	$ 4	1,111
Stock-based compensation	15,609		15,609
Foreign currency translation adjustment	(8,012)				(8,012)
Net pension gain (loss)	75				75
Unrealized (loss) gain on marketable securities, net of tax	(1,236)				(1,236)
Net loss	(87,150)			(87,150)
Ending balance (in shares) at Jun. 30, 2022		153,352,502
Ending balance at Jun. 30, 2022	318,281	$ 1,534	1,373,324	(1,043,417)	(13,160)
Beginning balance (in shares) at Mar. 31, 2022		146,664,760
Beginning balance at Mar. 31, 2022	334,522	$ 1,467	1,340,254	(1,000,244)	(6,955)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock in at-the-market offering, net of offering expenses (in shares)		6,228,666
Issuance of common stock in at-the-market offering, net of offering expenses	24,274	$ 62	24,212
Issuance of common stock upon exercise of stock options and vesting of restricted stock units, net of tax (in shares)		99,608
Issuance of common stock upon exercise of stock options and vesting of restricted stock units, net of tax	(170)	$ 1	(171)
Issuance of common stock under employee stock purchase plan (in shares)		359,468
Issuance of common stock under employee stock purchase plan	1,115	$ 4	1,111
Stock-based compensation	7,918		7,918
Foreign currency translation adjustment	(6,108)				(6,108)
Net pension gain (loss)	56				56
Unrealized (loss) gain on marketable securities, net of tax	(153)				(153)
Net loss	(43,173)			(43,173)
Ending balance (in shares) at Jun. 30, 2022		153,352,502
Ending balance at Jun. 30, 2022	318,281	$ 1,534	1,373,324	(1,043,417)	(13,160)
Beginning balance (in shares) at Dec. 31, 2022		166,793,320
Beginning balance at Dec. 31, 2022	294,958	$ 1,668	1,450,239	(1,148,545)	(8,404)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock in at-the-market offering, net of offering expenses (in shares)		8,249,261
Issuance of common stock in at-the-market offering, net of offering expenses	15,106	$ 83	15,023
Issuance of common stock upon exercise of stock options and vesting of restricted stock units, net of tax (in shares)		1,276,379
Issuance of common stock upon exercise of stock options and vesting of restricted stock units, net of tax	(1,303)	$ 13	(1,316)
Issuance of common stock under employee stock purchase plan (in shares)		755,586
Issuance of common stock under employee stock purchase plan	719	$ 7	712
Stock-based compensation	15,067		15,067
Foreign currency translation adjustment	2,125				2,125
Net pension gain (loss)	(3)				(3)
Unrealized (loss) gain on marketable securities, net of tax	346				346
Net loss	(93,373)			(93,373)
Ending balance (in shares) at Jun. 30, 2023		177,074,546
Ending balance at Jun. 30, 2023	233,642	$ 1,771	1,479,725	(1,241,918)	(5,936)
Beginning balance (in shares) at Mar. 31, 2023		171,771,568
Beginning balance at Mar. 31, 2023	335,610	$ 1,718	1,467,062	(1,127,412)	(5,758)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock in at-the-market offering, net of offering expenses (in shares)		4,286,831
Issuance of common stock in at-the-market offering, net of offering expenses	5,401	$ 43	5,358
Issuance of common stock upon exercise of stock options and vesting of restricted stock units, net of tax (in shares)		260,561
Issuance of common stock upon exercise of stock options and vesting of restricted stock units, net of tax	(194)	$ 3	(197)
Issuance of common stock under employee stock purchase plan (in shares)		755,586
Issuance of common stock under employee stock purchase plan	719	$ 7	712
Stock-based compensation	6,790		6,790
Foreign currency translation adjustment	80				80
Net pension gain (loss)	0
Unrealized (loss) gain on marketable securities, net of tax	(258)				(258)
Net loss	(114,506)			(114,506)
Ending balance (in shares) at Jun. 30, 2023		177,074,546
Ending balance at Jun. 30, 2023	$ 233,642	$ 1,771	$ 1,479,725	$ (1,241,918)	$ (5,936)

ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Change in Accounting Estimate [Line Items]
Capital resources	$ 182,100		$ 182,100
Net loss	114,506	$ 43,173	93,373	$ 87,150
Accumulated deficit	1,241,918		1,241,918		$ 1,148,545
Letter of credit established as a deposit	$ 1,500		1,500
Kite Pharma, Inc.
Change in Accounting Estimate [Line Items]
Increase in revenue			8,900
Increase in net income			$ 8,900
Increased earnings per share, basic (in dollars per share)			$ 0.06
Increased earnings per share, diluted (in dollars per share)			$ 0.06

Cover - shares	6 Months Ended
Cover - shares	Jun. 30, 2023	Aug. 04, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2023
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		177,111,718
Amendment Flag	false
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2
Entity Central Index Key	0001001233
Current Fiscal Year End Date	--12-31

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Revenues:
Revenues	$ 6,835	$ 29,378	$ 164,792	$ 57,609
Operating expenses:
Research and development	63,046	60,019	126,262	118,603
General and administrative	16,014	15,093	34,150	30,001
Impairment of goodwill and indefinite-lived intangible assets	51,347	0	89,485	0
Impairment of long-lived assets	0	0	20,433	0
Total operating expenses	130,407	75,112	270,330	148,604
Loss from operations	(123,572)	(45,734)	(105,538)	(90,995)
Interest and other income, net	2,802	2,643	6,095	3,985
Loss before income taxes	(120,770)	(43,091)	(99,443)	(87,010)
Income tax (benefit) expense	(6,264)	82	(6,070)	140
Net loss	$ (114,506)	$ (43,173)	$ (93,373)	$ (87,150)
Basic net loss per share (in dollars per share)	$ (0.66)	$ (0.29)	$ (0.54)	$ (0.59)
Diluted net loss per share (in dollars per share)	$ (0.66)	$ (0.29)	$ (0.54)	$ (0.59)
Shares used in computing basic net loss per share (in shares)	174,325	148,158	171,445	147,194
Shares used in computing diluted net loss (in shares)	174,325	148,158	171,445	147,194

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES - Novartis Institutes for BioMedical Research, Inc. (Details) - USD ($) $ in Thousands		1 Months Ended
	Jul. 27, 2020	Aug. 31, 2020	Jun. 30, 2023	Dec. 31, 2022
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Accounts receivable			$ 2,716	$ 3,678
Novartis Institutes for BioMedical Research, Inc. \| Collaboration And License Agreement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Proceeds from collaborators		$ 75,000
Collaborative arrangement transaction price	$ 95,100
Collaborative arrangement, license fee	75,000
Collaborative arrangement estimated reimbursable service costs	$ 20,100
Accounts receivable			600	2,200
Deferred revenue			$ 0	$ 9,600

SUBSEQUENT EVENTS	6 Months Ended
SUBSEQUENT EVENTS	Jun. 30, 2023
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	SUBSEQUENT EVENTS In July 2023, the Company entered into a research evaluation and option agreement with Prevail Therapeutics (“Prevail”), a wholly owned subsidiary of Eli Lilly and Company, which granted Prevail rights to evaluate certain proprietary engineered cerebrospinal fluid (“CSF”)-administered AAV capsids developed by the Company in exchange for an upfront payment. Under the agreement, Prevail has an option to obtain an exclusive license to use the capsids for certain neurological targets. If Prevail exercises its option for all targets, and a Prevail product is approved in both the U.S. and Europe for each target, the Company would be eligible to receive exercise fees and developmental milestones of up to approximately $415.0 million and commercial milestones of up to approximately $775.0 million, in addition to tiered royalties based on net sales of Prevail products incorporating the licensed capsids. If Prevail exercises its option for a target, it would lead and fund all further development, manufacturing and commercialization of Prevail products incorporating the licensed capsids for that target. In July 2023, the Company entered into a research evaluation, option and license agreement with Chroma Medicine (“Chroma”) to develop epigenetic medicines leveraging ZFPs for sequence-specific DNA recognition of targets outside of the central nervous system, in exchange for an upfront payment. If Chroma exercises its option for any or all targets following a research evaluation period, the Company would be eligible to receive an option exercise payment, in addition to potential development and commercial milestone payments, as well as tiered royalties on any Chroma products incorporating the licensed ZFPs. If Chroma exercises its option for a target, Chroma would lead and fund all research, development, manufacturing, and commercialization of products incorporating the licensed Sangamo ZFPs for that target.

FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	$ 115,308	$ 207,033
Money market funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	8,168	50,820
U.S. government-sponsored entity debt securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	32,296	18,417
Commercial paper securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	41,838	101,165
Corporate debt securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities		11,670
Asset-backed securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	10,505	24,792
U.S. treasury bills
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	5,573	7,938
Certificates of deposit
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	25,096	37,461
Agency bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities		5,590
Fair value on recurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	8,168	50,820
Total marketable securities	115,308	207,033
Total cash equivalents and marketable securities and free shares asset	123,476	257,853
Fair value on recurring basis \| Money market funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	8,168	50,820
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	32,296	18,417
Fair value on recurring basis \| Commercial paper securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	41,838	101,165
Fair value on recurring basis \| Corporate debt securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities		11,670
Fair value on recurring basis \| Asset-backed securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	10,505	24,792
Fair value on recurring basis \| U.S. treasury bills
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	5,573	7,938
Fair value on recurring basis \| Certificates of deposit
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	25,096	37,461
Fair value on recurring basis \| Agency bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities		5,590
Fair value on recurring basis \| Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	8,168	50,820
Total marketable securities	0	0
Total cash equivalents and marketable securities and free shares asset	8,168	50,820
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	8,168	50,820
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 \| Commercial paper 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 \| Corporate debt 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 \| Asset-backed 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 \| U.S. treasury bills
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 \| Certificates of deposit
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 \| Agency bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities		0
Fair value on recurring basis \| Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	0	0
Total marketable securities	115,308	207,033
Total cash equivalents and marketable securities and free shares asset	115,308	207,033
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 \| U.S. government-sponsored entity debt securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	32,296	18,417
Fair value on recurring basis \| Level 2 \| Commercial paper securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	41,838	101,165
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		11,670
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	10,505	24,792
Fair value on recurring basis \| Level 2 \| U.S. treasury bills
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	5,573	7,938
Fair value on recurring basis \| Level 2 \| Certificates of deposit
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	25,096	37,461
Fair value on recurring basis \| Level 2 \| Agency bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities		5,590
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 \| 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 \| Commercial paper 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 \| Corporate debt 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 \| Asset-backed 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 \| U.S. treasury bills
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 \| Certificates of deposit
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 \| Agency bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities		$ 0