0001628280-24-010788 | 10-K | XBRL Viewer

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CASH EQUIVALENTS AND MARKETABLE SECURITIES - Schedule of Cash Equivalents and Marketable Securities (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
ASSETS
Cash equivalents, at carrying value, total	$ 45,204	$ 100,444
Marketable securities, amortized cost	35,564	207,923
Marketable securities, gross unrealized gains	241	28
Marketable securities, gross unrealized losses	(7)	(918)
Marketable securities, estimated fair value	35,798	207,033
Total cash equivalents and marketable securities, amortized cost	38,072	258,743
Total cash equivalents and marketable securities, gross unrealized gains	241	28
Total cash equivalents and marketable securities, gross unrealized losses	(7)	(918)
Total cash equivalents and marketable securities, estimated fair value	38,306	257,853
Money market funds
ASSETS
Cash equivalents, at carrying value, total	2,508	50,820
Cash equivalents, gross unrealized gains	0	0
Cash equivalents, gross unrealized losses	0	0
Cash equivalents, estimated fair value	2,508	50,820
Cash Equivalents
ASSETS
Cash equivalents, at carrying value, total	2,508	50,820
Cash equivalents, gross unrealized gains	0	0
Cash equivalents, gross unrealized losses	0	0
Cash equivalents, estimated fair value	2,508	50,820
U.S. government-sponsored entity debt securities
ASSETS
Marketable securities, amortized cost	22,347	18,710
Marketable securities, gross unrealized gains	219	0
Marketable securities, gross unrealized losses	0	(293)
Marketable securities, estimated fair value	22,566	18,417
Commercial paper securities
ASSETS
Marketable securities, amortized cost	2,825	101,336
Marketable securities, gross unrealized gains	2	22
Marketable securities, gross unrealized losses	(1)	(193)
Marketable securities, estimated fair value	2,826	101,165
Corporate debt securities
ASSETS
Marketable securities, amortized cost	1,399	11,760
Marketable securities, gross unrealized gains	6	0
Marketable securities, gross unrealized losses	0	(90)
Marketable securities, estimated fair value	1,405	11,670
Asset-backed securities
ASSETS
Marketable securities, amortized cost	2,368	24,970
Marketable securities, gross unrealized gains	9	2
Marketable securities, gross unrealized losses	0	(180)
Marketable securities, estimated fair value	2,377	24,792
U.S. treasury bills
ASSETS
Marketable securities, amortized cost	5,599	7,950
Marketable securities, gross unrealized gains	0	0
Marketable securities, gross unrealized losses	(6)	(12)
Marketable securities, estimated fair value	5,593	7,938
Certificates of deposit
ASSETS
Marketable securities, amortized cost	1,026	37,599
Marketable securities, gross unrealized gains	5	4
Marketable securities, gross unrealized losses	0	(142)
Marketable securities, estimated fair value	$ 1,031	37,461
Agency bonds
ASSETS
Marketable securities, amortized cost		5,598
Marketable securities, gross unrealized gains		0
Marketable securities, gross unrealized losses		(8)
Marketable securities, estimated fair value		$ 5,590

INCOME TAXES - Schedule of Difference Between Income Tax Expense (Benefit) and Federal Statutory Income Tax Rate to Loss Before Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Tax at federal statutory rate	$ (55,210)	$ (40,288)	$ (37,372)
State taxes, net	(1,372)	(6,895)	(6,734)
Foreign rate differential	(4,273)	309	362
Global Intangible Low-taxed Income	791	1,002	637
Non-deductible stock-based compensation	4,770	3,545	2,770
Research credits	(7,020)	(6,694)	(5,230)
Change in valuation allowance	49,016	44,005	45,373
Transfer pricing settlement	0	4,343	0
Goodwill impairment	9,764	0	0
Other	(1,538)	1,102	500
Income tax expense	$ (5,072)	$ 429	$ 306

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Revenues:
Revenues	$ 176,232,000	$ 111,299,000	$ 110,701,000
Operating expenses:
Research and development	234,057,000	249,898,000	230,819,000
General and administrative	61,167,000	62,682,000	63,219,000
Impairment of goodwill and indefinite-lived intangible assets	89,485,000	0	0
Impairment of long-lived assets	65,528,000	0	0
Total operating expenses	450,237,000	312,580,000	294,038,000
Loss from operations	(274,005,000)	(201,281,000)	(183,337,000)
Interest and other income, net	11,102,000	9,432,000	5,346,000
Loss before income taxes	(262,903,000)	(191,849,000)	(177,991,000)
Income tax (benefit) expense	(5,072,000)	429,000	306,000
Net loss	(257,831,000)	(192,278,000)	(178,297,000)
Net loss attributable to non-controlling interest	0	0	(11,000)
Net loss attributable to Sangamo Therapeutics, Inc. stockholders	$ (257,831,000)	$ (192,278,000)	$ (178,286,000)
Basic net loss per share attributable to Sangamo Therapeutics, Inc. stockholders (in dollars per share)	$ (1.48)	$ (1.25)	$ (1.23)
Diluted net loss per share attributable to Sangamo Therapeutics, Inc. stockholders (in dollars per share)	$ (1.48)	$ (1.25)	$ (1.23)
Shares used in computing basic net loss per share attributable to Sangamo Therapeutics, Inc. stockholders (in shares)	174,444	154,345	144,568
Shares used in computing diluted net loss per share attributable to Sangamo Therapeutics, Inc. stockholders (in shares)	174,444	154,345	144,568

IMPAIRMENT OF GOODWILL, INDEFINITE-LIVED INTANGIBLE ASSETS AND OTHER LONG-LIVED ASSETS	12 Months Ended
	Dec. 31, 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, 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 11 – 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 $51.4 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, were recognized during the three 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, exceeded its carrying value, no impairment loss was recognized. This represented a level 3 nonrecurring fair value measurement. Three months ended September 30, 2023 During the three months ended September 30, 2023, the Company’s stock price and the related market capitalization continued to decline, and as such, the Company reassessed its long-lived assets for impairment as of September 30, 2023. The Company determined all of its long-lived assets continued to 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 and the estimated fair value of this asset group was below its carrying value. The lower fair value of the asset group was mainly driven by the sustained decline in the Company’s stock price and the related market capitalization. To 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 market approach 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 concluded the fair values of the long-lived assets were lower than their net book values due to declines in the market prices for leases, furniture, fixtures, and equipment. The Company recognized pre-tax long-lived asset impairment charges of $17.6 million on the right-of-use assets, $13.7 million on the related leasehold improvements and construction-in-progress, and $13.5 million on furniture, fixtures, and laboratory and manufacturing equipment during the three months ended September 30, 2023. Three months ended December 31, 2023 During the three months ended December 31, 2023, the Company’s stock price and the related market capitalization continued to decline, and as such, the Company reassessed its long-lived assets for impairment as of December 31, 2023. The Company determined all of its long-lived assets continued to 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 and the estimated fair value of this asset group was below its carrying value. The lower fair value of the asset group was mainly driven by the decline in the Company’s stock price and the related market capitalization. To 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 market approach 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 concluded the fair values of certain lease related long-lived assets were lower than their net book values due to declines in the market prices for leases. The Company recognized pre-tax long-lived asset impairment charges of $0.1 million on the right-of-use assets and $0.2 million on the related leasehold improvements and construction-in-progress during the three months ended December 31, 2023. 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, 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.

RESTRUCTURING CHARGES (Tables)

12 Months Ended

Dec. 31, 2023

Restructuring and Related Activities [Abstract]

Schedule of Accrued Restructuring Costs

The following table is a summary of accrued April, November, and France Restructuring charges included within other accrued liabilities on the Company’s Consolidated Balance Sheet as of December 31, 2023 (in thousands):


	Year Ended December 31, 2023
Balance at December 31, 2022	$	—
Restructuring charges	16,364
Cash payments	(4,282)
Non-cash adjustments	(349)
Balance at December 31, 2023	$	11,733

STOCKHOLDERS' EQUITY - Narrative (Details) - USD ($)		1 Months Ended				12 Months Ended
STOCKHOLDERS' EQUITY - Narrative (Details) - USD ($)	May 31, 2022	Dec. 31, 2022	May 31, 2021	Aug. 31, 2020	Apr. 30, 2020	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Jun. 30, 2023	Jun. 30, 2020	Jun. 29, 2020	May 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Preferred stock, shares authorized (in shares)		5,000,000				5,000,000	5,000,000
Preferred stock, shares issued (in shares)		0				0	0
Preferred stock, shares outstanding (in shares)		0				0	0
Common stock, shares authorized (in shares)		640,000,000				640,000,000	640,000,000		640,000,000	320,000,000	160,000,000
Common stock, shares outstanding (in shares)		166,793,320				178,133,548	166,793,320
Stock option maximum term						4 years 7 months 9 days
Specified stockholder ownership percentage	10.00%
Purchase price of common stock percent under stock incentive plans for specified stockholder	110.00%
Stock option maximum term for specified stockholder	5 years
Share of common stock subject to a stock option or stock appreciation right (in shares)	100.00%
Shares reserved for issuance of future awards (in shares)						2,858,653
Intrinsic value of options exercised						$ 0	$ 0	$ 2,800,000
Restricted stock units awarded (in shares)						4,811,834
Total payments for the employees' tax obligations to taxing authorities						$ 1,453,000	$ 2,104,000	$ 3,258,000
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options vesting period						3 years
Restricted stock units awarded (in shares)						4,811,834	4,349,795	2,140,785
Grant date fair value per award of restricted stock units (in dollars per share)						$ 2.29	$ 5.52	$ 11.16
Aggregate fair value of RSUs vested in period						$ 17,800,000	$ 13,100,000	$ 9,000,000
Shares withheld from issuance in order to pay employee taxes (in shares)						788,236	380,917	293,120
Restated 2018 Stock Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Increase in capital shares reserved for future issuance (in shares)	7,900,000								10,000,000			9,900,000
2018 Stock Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percent of fair value per share of common stock on option grant date	100.00%
Stock options expiration term	10 years
Fixed ratio shares of common stock	1.33
Shares reserved for issuance of future awards (in shares)						13,738,867
2010 Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percent of fair value per share of common stock on option grant date			85.00%
Stock reserved for issuance under plan (in shares)			5,000,000
Purchase plan offering period			2 years
Purchase plan purchase period			6 months
Maximum \| 2018 Stock Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock option maximum term	10 years
Stock options vesting period	4 years
Minimum \| 2018 Stock Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options vesting period	3 years
Jefferies LLC \| ATM Agreement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock offering program, maximum value				$ 150,000,000
Stock offering program, increase to aggregate offering price		$ 175,000,000
Amount remained available						$ 194,500,000
Issuance of common stock in at-the-market offering, net of offering expenses (in shares)						8,249,261	19,300,743
Consideration received from sale of stock						$ 15,100,000	$ 84,900,000
Stock Purchase Agreement \| Biogen MA, Inc.
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Consideration received from sale of stock					$ 225,000,000

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES - Novartis Institutes for BioMedical Research, Inc. (Narrative) (Details) - USD ($)		12 Months Ended
	Jul. 27, 2020	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Accounts receivable		$ 923,000	$ 3,678,000
Novartis Institutes for BioMedical Research, Inc. \| Collaboration and License Agreement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Proceeds from collaborators	$ 75,000,000
Collaborative arrangement transaction price	95,100,000
Collaborative arrangement, license fee	75,000,000
Collaborative arrangement estimated reimbursable service costs	$ 20,100,000
Accounts receivable		0	2,200,000
Deferred revenue		0	9,600,000
Collaboration arrangement, commission fee, portion of gross proceeds, value					$ 1,500,000
Collaborative agreement, percent of initial recognition					2.00%
Amortization cost		$ 200,000	$ 600,000	$ 600,000

IMPAIRMENT OF GOODWILL, INDEFINITE-LIVED INTANGIBLE ASSETS AND OTHER LONG-LIVED ASSETS (Details) - USD ($)	3 Months Ended				12 Months Ended
	Dec. 31, 2023	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Impaired Long-Lived Assets Held and Used [Line Items]
Goodwill impairment				$ 38,100,000	$ 38,138,000	$ 0	$ 0
Pre-tax long-lived asset impairment charges	$ 100,000	$ 17,600,000		11,200,000	28,900,000
Impairment of long-lived assets			$ 0		65,528,000	0	$ 0
Impairment of intangible assets			51,400,000		51,347,000	$ 0
Reduction in deferred tax liabilities			$ 6,300,000
Leasehold improvements
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment of long-lived assets				5,000,000	23,100,000
Construction in progress
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment of long-lived assets				$ 4,200,000	$ 1,600,000
Leasehold Improvements and Construction in Progress
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment of long-lived assets	$ 200,000	13,700,000
Furniture, Fixtures and Laboratory and Manufacturing Equipment
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment of long-lived assets		$ 13,500,000

COMMITMENTS AND CONTINGENCIES - Narrative (Details) $ in Millions	3 Months Ended			12 Months Ended
	Dec. 31, 2023 USD ($) ft²	Sep. 30, 2023 USD ($)	Mar. 31, 2023 USD ($)	Dec. 31, 2023 USD ($) ft²	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Oct. 31, 2021 ft²	Oct. 01, 2021 USD ($)	Feb. 01, 2021 USD ($)	Jan. 31, 2021 USD ($) ft²	Jan. 29, 2021 USD ($)
Commitments And Contingencies [Line Items]
Lease agreement, extendable lease term							5 years
Operating lease, payments				$ 7.3	$ 10.1	$ 6.9
Operating lease, expense				$ 9.4	$ 11.0	$ 10.8
Operating lease, weighted average remaining lease term	6 years 1 month 6 days			6 years 1 month 6 days
Operating lease, weighted average discount rate, percent	5.60%			5.60%
Impairment losses of right-of-use assets	$ 0.1	$ 17.6	$ 11.2	$ 28.9
License obligations	0.6			0.6
Lonza Netherlands, B.V.
Commitments And Contingencies [Line Items]
Contractual obligation	$ 5.2			$ 5.2
Minimum
Commitments And Contingencies [Line Items]
Lease agreement, extendable lease term	5 years			5 years
Maximum
Commitments And Contingencies [Line Items]
Lease agreement, extendable lease term	10 years			10 years
Richmond, California
Commitments And Contingencies [Line Items]
Lease not yet commenced, area of real estate \| ft²										5,000
Lessee operating lease, lease not yet commenced amount								$ 9.1	$ 0.7	$ 0.9
Reimbursement, tenant improvement allowance								$ 2.6
Richmond, California \| November 2021 through August 2031
Commitments And Contingencies [Line Items]
Area of space leased (in sqft) \| ft²							7,997
Valbonne, France
Commitments And Contingencies [Line Items]
Lease not yet commenced, area of real estate \| ft²										5,800
Lessee, operating lease, amount										$ 0.8	$ 0.6
Office and Laboratory \| Richmond, California \| Expires in August 2031
Commitments And Contingencies [Line Items]
Area of space leased (in sqft) \| ft²	59,485			59,485
Office and Laboratory \| Richmond, California \| Expires in August 2026
Commitments And Contingencies [Line Items]
Area of space leased (in sqft) \| ft²	7,700			7,700
Office and Laboratory \| Brisbane, California
Commitments And Contingencies [Line Items]
Area of space leased (in sqft) \| ft²	103,089			103,089
Research and Office Space \| Valbonne, France
Commitments And Contingencies [Line Items]
Area of space leased (in sqft) \| ft²	28,048			28,048

INCOME TAXES - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Deferred tax assets:
Net operating loss carryforwards	$ 196,719	$ 174,129
Research and development tax credit carryforwards	54,336	44,264
Stock-based compensation	5,983	7,695
Deferred revenue	0	38,700
Capitalized research	71,675	37,985
Fixed assets	17,152	10,087
Intangible assets	101	0
Lease liability	8,559	10,074
Accruals and reserves	2,409	1,603
Other	259	283
Total deferred tax asset	357,193	324,820
Valuation allowance	351,430	301,840
Deferred tax assets	5,763	22,980
Liabilities:
Intangible assets	0	(13,512)
Operating lease right-of-use assets	(5,763)	(14,620)
Deferred tax liabilities	(5,763)	(28,132)
Total net deferred tax liabilities	$ 0	$ (5,152)

ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash and cash equivalents	$ 45,204	$ 100,444	$ 178,872
Non-current restricted cash	1,500	1,500	1,500
Cash, cash equivalents, and restricted cash as reported within the Consolidated Statements of Cash Flows	$ 46,704	$ 101,944	$ 180,372	$ 132,829

STOCKHOLDERS' EQUITY - Schedule of Restricted Stock Unit Activity (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2023 USD ($) shares
Number of Shares
RSUs outstanding at beginning of period (in shares)	5,243,898
RSUs awarded (in shares)	4,811,834
RSUs released (in shares)	(2,532,354)
RSUs forfeited (in shares)	(1,470,455)
RSUs outstanding at end of period (in shares)	6,052,923
Weighted-Average Remaining Contractual Term
RSUs outstanding at end of period (in years)	11 months 1 day
Aggregate Intrinsic Value
RSUs outstanding at end of period \| $	$ 3,289

COMMITMENTS AND CONTINGENCIES - Schedule of Future Minimum Payments under Lease Obligations (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
2024	$ 6,827
2025	7,559
2026	7,538
2027	7,485
2028	7,602
Thereafter	8,213
Total lease payments	45,224
Imputed interest	(6,877)
Tenant improvement allowance included in contra-lease liability	(243)
Total	38,104
Short-term portion of lease liabilities (included in other accrued liabilities on the Consolidated Balance Sheet)	4,589	$ 4,122
Long-term portion of lease liabilities	$ 33,515	$ 38,986
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Other accrued liabilities	Other accrued liabilities

OTHER BALANCE SHEET DETAILS - Schedule of Intangible Assets and Goodwill (Details) - USD ($)	3 Months Ended		12 Months Ended
	Jun. 30, 2023	Mar. 31, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Intangible Assets (Excluding Goodwill)
Balance at beginning of year		$ 50,729,000	$ 50,729,000	$ 53,760,000
Foreign currency translation adjustment			$ 618,000	(3,031,000)
Impairment, Intangible Asset, Indefinite-Lived (Excluding Goodwill), Statement of Income or Comprehensive Income [Extensible Enumeration]			Impairment of goodwill and indefinite-lived intangible assets
Impairment of indefinite-lived intangible asset	$ (51,400,000)		$ (51,347,000)	0
Balance at end of year			0	50,729,000	$ 53,760,000
Goodwill
Balance at beginning of year		37,552,000	37,552,000	39,702,000
Foreign currency translation adjustment			586,000	(2,150,000)
Impairment of goodwill		$ (38,100,000)	(38,138,000)	0	0
Balance at end of year			$ 0	$ 37,552,000	$ 39,702,000

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

OTHER BALANCE SHEET DETAILS

12 Months Ended

Dec. 31, 2023

Balance Sheet Related Disclosures [Abstract]

OTHER BALANCE SHEET DETAILS

Property and Equipment, Net

Property and equipment, net consist of the following (in thousands):


	December 31,
	2023		2022
Laboratory equipment	$	34,630	$	39,080
Leasehold improvements	29,809		30,572
Furniture and fixtures	4,610		5,731
Manufacturing equipment	7,784		9,908
Construction in progress	1,087		14,770
	77,920		100,061
Less: accumulated depreciation and amortization	(51,046)		(36,530)
Property and equipment, net	$	26,874	$	63,531

Depreciation and amortization expense was $15.1 million in 2023, $12.1 million in 2022 and $9.4 million in 2021.

During the year ended December 31, 2023, the Company recorded impairment losses of $23.1 million for its leasehold improvements, $8.0 million for its laboratory equipment, $2.3 million for its manufacturing equipment, $1.6 million for its furniture and fixtures, and $1.6 million for its construction in progress. The Company did not record any impairment losses in 2022 and 2021.

Intangible Assets

The changes in intangible assets were as follows (in thousands):


	December 31,
	2023		2022
Balance at beginning of year	$	50,729	$	53,760

Foreign currency translation adjustment	618		(3,031)

Impairment of indefinite-lived intangible asset	(51,347)		—
Balance at end of year	$	—	$	50,729

Goodwill

The changes in goodwill were as follows (in thousands):


	December 31,
	2023		2022
Balance at beginning of year	$	37,552	$	39,702

Foreign currency translation adjustment	586		(2,150)

Impairment of goodwill	(38,138)		—
Balance at end of year	$	—	$	37,552

Other Accrued Liabilities

Other accrued liabilities consist of the following (in thousands):


	December 31,
	2023		2022
Accrued restructuring expenses	$	11,733	$	—
Operating lease liabilities – current	4,589		4,122
Accrued research and development expenses	3,763		7,115
Accrued professional fees	1,505		1,704

Other	1,964		3,066
Total other accrued liabilities	$	23,554	$	16,007

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES - Schedule of Revenues Recognized under Agreement (Details) - USD ($) $ in Thousands	12 Months Ended			102 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Jun. 28, 2022
Revenue related to agreement
Revenues	$ 176,232	$ 111,299	$ 110,701
Kite Pharma, Inc.
Revenue related to agreement
Revenues	20,520	38,592	25,453
Kite Pharma, Inc. \| License
Revenue related to agreement
Revenues	19,423	37,032	24,977
Kite Pharma, Inc. \| Research services
Revenue related to agreement
Revenues	1,097	1,560	476
Novartis Institutes for BioMedical Research, Inc.
Revenue related to agreement
Revenues	12,179	39,728	37,944
Novartis Institutes for BioMedical Research, Inc. \| License and Service
Revenue related to agreement
Revenues	9,568	31,344	29,945
Novartis Institutes for BioMedical Research, Inc. \| Research services
Revenue related to agreement
Revenues	2,611	8,384	7,999
Biogen MA, Inc.
Revenue related to agreement
Revenues	134,849	28,419	42,300
Biogen MA, Inc. \| License
Revenue related to agreement
Revenues	132,165	21,820	29,224
Biogen MA, Inc. \| Research services
Revenue related to agreement
Revenues	2,684	6,599	13,076
Sanofi S.A.
Revenue related to agreement
Revenues	0	3,260	3,114	$ 13,500
Sanofi S.A. \| License and Service
Revenue related to agreement
Revenues	0	677	34
Sanofi S.A. \| Research services
Revenue related to agreement
Revenues	0	2,126	3,057
Sanofi S.A. \| Milestone achievement
Revenue related to agreement
Revenues	$ 0	$ 457	$ 23

SUBSEQUENT EVENT	12 Months Ended
SUBSEQUENT EVENT	Dec. 31, 2023
Subsequent Events [Abstract]
SUBSEQUENT EVENT	SUBSEQUENT EVENT France Restructuring On March 1, 2024, the Board of Directors of Sangamo approved the France Restructuring, which is expected to commence in April 2024 and be complete no later than the fourth quarter of 2024. Sangamo expects the France Restructuring to result in the elimination of all 93 roles in France, or approximately 24% of its global workforce as of March 1, 2024. In connection with the France Restructuring, Sangamo estimates that it will incur a restructuring charge of approximately $7.8 million to $11.5 million for expenses comprised of employee severance and notice period payments, employee benefits, contract termination costs, and related restructuring costs. The Company incurred $4.7 million of expenses in the year ended December 31, 2023, of which $3.6 million is included in research and development expense and $1.1 million is included in general and administrative expense in the accompanying Consolidated Statements of Operations. The Company expects the France Restructuring and its related cash payments to be completed no later than the fourth quarter of 2024. Sangamo may also incur other cash expenses or charges not currently contemplated due to events that may occur as a result of, or associated with, the France Restructuring.

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	12 Months Ended
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Operating Activities:
Net loss	$ (257,831,000)	$ (192,278,000)	$ (178,297,000)
Adjustments to reconcile net loss to net cash used in operating activities:
Impairment of goodwill and indefinite-lived intangible assets	89,485,000	0	0
Impairment of long-lived assets	65,528,000	0	0
Depreciation and amortization	15,065,000	12,108,000	9,439,000
(Accretion of discount) amortization of premium on marketable securities	(2,329,000)	(1,242,000)	2,844,000
Amortization in operating lease right-of-use assets	7,127,000	8,454,000	8,199,000
Deferred income tax benefit	(6,335,000)	0	0
Stock-based compensation	27,363,000	31,650,000	32,956,000
Other	1,119,000	0	(70,000)
Adjustment of CIRM award liability related to termination of the grant	0	0	(6,427,000)
Net changes in operating assets and liabilities:
Interest receivable	392,000	(445,000)	686,000
Accounts receivable	2,755,000	2,335,000	(789,000)
Prepaid expenses and other assets	6,133,000	(4,909,000)	(7,175,000)
Accounts payable and other accrued liabilities	5,589,000	13,348,000	(7,664,000)
Accrued compensation and employee benefits	(12,690,000)	941,000	373,000
Deferred revenues	(161,156,000)	(91,331,000)	(84,202,000)
Lease liabilities	(5,037,000)	(2,249,000)	(4,340,000)
Other non-current liabilities	(20,000)	(9,000)	1,216,000
Net cash used in by operating activities	(224,842,000)	(223,627,000)	(233,251,000)
Investing Activities:
Purchases of marketable securities	(59,551,000)	(277,391,000)	(338,159,000)
Maturities of marketable securities	214,500,000	354,587,000	602,885,000
Sales of marketable securities	19,737,000	2,260,000	6,870,000
Purchases of property and equipment	(21,155,000)	(20,171,000)	(23,278,000)
Purchase of additional Sangamo France shares	0	0	(119,000)
Net cash provided by investing activities	153,531,000	59,285,000	248,199,000
Financing Activities:
Taxes paid related to net share settlement of equity awards	(1,453,000)	(2,104,000)	(3,258,000)
Proceeds from exercise of stock options	0	124,000	5,648,000
Net cash provided by financing activities	14,588,000	84,660,000	32,858,000
Effect of exchange rate changes on cash and cash equivalents, and restricted cash	1,483,000	1,254,000	(263,000)
Net (decrease) increase in cash, cash equivalents, and restricted cash	(55,240,000)	(78,428,000)	47,543,000
Cash, cash equivalents, and restricted cash, beginning of period	101,944,000	180,372,000	132,829,000
Cash, cash equivalents, and restricted cash, end of period	46,704,000	101,944,000	180,372,000
Supplemental cash flow disclosures:
Property and equipment included in unpaid liabilities	447,000	6,539,000	1,535,000
Tenant improvement allowance included in contra-lease liability	0	243,000	0
Buy-out of non-controlling interest	0	0	943,000
Right-of-use assets obtained in exchange for lease obligations	0	0	10,418,000
At-The-Market Offering
Financing Activities:
Proceeds from issuance of common stock	15,106,000	84,869,000	27,099,000
Employee Stock
Financing Activities:
Proceeds from issuance of common stock	$ 935,000	$ 1,771,000	$ 3,369,000

OTHER BALANCE SHEET DETAILS - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 77,920	$ 100,061
Less: accumulated depreciation and amortization	(51,046)	(36,530)
Property and equipment, net	26,874	63,531
Laboratory equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	34,630	39,080
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	29,809	30,572
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property and equipment, gross	4,610	5,731
Manufacturing equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	7,784	9,908
Construction in progress
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 1,087	$ 14,770

ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2023 USD ($) segment $ / shares shares	Dec. 31, 2022 USD ($) shares	Dec. 31, 2021 USD ($) $ / shares shares
Change in Accounting Estimate [Line Items]
Capital resources	$ 81,000
Accounts receivable	923	$ 3,678
Letter of credit	$ 1,500
Stock options, RSUs outstanding and ESPP shares reserved (in shares) \| shares	21,254,556	18,560,755	15,159,908
Number of operating segments \| segment	1
Kite Pharma, Inc. \| Change in Agreement Estimate, March and September 2023 \| Collaborative Arrangement
Change in Accounting Estimate [Line Items]
Increase (decrease) in revenue	$ 13,900
Increase (decrease) in net loss	$ (13,900)
Increase (decrease) in basic net loss per share \| $ / shares	$ (0.08)
Increase (decrease) in diluted net loss per share \| $ / shares	$ (0.08)
Sanofi S.A. \| Change in Agreement Estimate, September 2021 \| Collaborative Arrangement
Change in Accounting Estimate [Line Items]
Increase (decrease) in revenue			$ (1,600)
Increase (decrease) in net loss			$ 1,600
Increase (decrease) in basic net loss per share \| $ / shares			$ 0.01
Increase (decrease) in diluted net loss per share \| $ / shares			$ 0.01
Minimum
Change in Accounting Estimate [Line Items]
Estimated useful lives of related assets	3 years
Maximum
Change in Accounting Estimate [Line Items]
Estimated useful lives of related assets	5 years

INCOME TAXES - Schedule of Deferred Tax Assets and Liabilities Based on Tax Jurisdictions (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Income Taxes [Line Items]
Deferred tax assets	$ 5,763	$ 22,980
Deferred tax liabilities	0	(6,270)
Total net deferred tax liabilities	0	(5,152)
Other noncurrent assets
Income Taxes [Line Items]
Deferred tax assets	$ 0	$ 1,118

ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Dec. 31, 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 genomic medicine company committed to translating ground-breaking science into medicines that transform the lives of patients and families afflicted with serious neurological diseases. The Company believes its zinc finger (“ZF”) epigenetic regulators are ideally suited to potentially address devastating neurology disorders and its capsid engineering platform has demonstrated the ability to expand delivery beyond currently available intrathecal delivery capsids, including in the central nervous system (“CNS”) in preclinical studies.

In 2023, the Company announced its strategic transformation into a neurology-focused genomic medicine company focused on developing epigenetic regulation therapies designed to address serious neurological diseases and novel adeno-associated virus (“AAV”) capsid delivery technology.

Basis of Presentation

The accompanying Consolidated Financial Statements include the accounts of the Company and its subsidiaries and have been prepared in conformity with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”). All intercompany balances and transactions have been eliminated in the Consolidated Financial Statements. For consolidated entities where the Company owns or is exposed to less than 100% of the economics, the Company records net loss attributable to non-controlling interests on its Consolidated Statements of Operations equal to the percentage of the economic or ownership interest retained in such entities by the respective non-controlling parties.

Liquidity, Going Concern, and Capital Resources

Sangamo is currently working on a number of long-term development projects that involve experimental technologies. The projects will 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 December 31, 2023, the Company had capital resources of $81.0 million consisting of cash, cash equivalents, and marketable securities.

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 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 Consolidated Financial Statements are issued. When substantial doubt exists, management evaluates whether the mitigating effects of its plans sufficiently alleviates the substantial doubt about the Company’s ability to continue as a going concern. The mitigating effects of management’s plans, however, are only considered if both (i) it is probable that the plans will be effectively implemented within one year after the date that the financial statements are issued, and (ii) it is probable that the plans, when implemented, will mitigate the relevant conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued. Generally, to be considered probable of being effectively implemented, the plans must have been approved by the Company’s board of directors before the date that the financial statements are issued.

The Company’s history of significant losses, its negative cash flows from operations, its limited liquidity resources currently on hand, and its dependence on additional financing to fund its operations after the current resources are exhausted raise substantial doubt about its ability to continue to operate as a going concern within one year after the date that the Consolidated Financial Statements are issued. The Company’s current operating plan, its cash, cash equivalents, and marketable securities as of December 31, 2023 are expected to allow the Company to meet its liquidity requirements only into the third quarter of 2024, which is less than one year following the date these Consolidated Financial Statements are issued.

Successful completion of the Company’s development programs and, ultimately, the attainment of profitable operations are dependent upon future events, including obtaining adequate financing to support the Company’s cost structure

and operating plan. Management’s plans include, among other things, pursuing one or more of the following steps to raise additional capital, none of which can be guaranteed or are entirely within the Company’s control:

•raise funding through the sale of the Company’s common stock;

•raise funding through debt or royalty financing; and

•establish collaborations with potential partners to advance the Company’s product pipeline.

If the Company is unable to raise capital on acceptable terms, or at all, or if it is unable to procure collaboration arrangements or external direct investments to advance its programs, the Company would be required to discontinue some or all of its operations or develop and implement a plan to further extend payables, reduce overhead or scale back its current operating plan until sufficient additional capital is raised to support further operations. There can be no assurance that such a plan would be successful. Additional capital may not be available to the Company on a timely basis, on terms that are acceptable or at all. In particular, the perception of the Company’s ability to continue to operate as a going concern may make it more difficult to obtain financing for the continuation of its operations, particularly in light of currently challenging macroeconomic and market conditions. Further, the Company may be unable to attract new investments as a result of the speculative nature of its newly reprioritized core neurology preclinical programs. 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 would have a material adverse effect on its business and prospects, or the Company may be required to cease operations entirely, liquidate all or a portion of its assets, and/or seek protection under the U.S. Bankruptcy Code.

The accompanying 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 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.

Summary of Significant Accounting Policies

Use of Estimates

The preparation of the Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the 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.

During the year ended December 31, 2023, the Company recorded additional revenue related to changes in estimates in connection with the collaboration agreement with Kite Pharma, Inc., a Gilead Sciences, Inc. subsidiary (“Kite”). These changes in estimates were driven by reductions in the estimated future level of the Company’s research and development services in March and September 2023, and as a result, future project costs. These changes resulted in an increase in proportional cumulative performance on this collaboration and increased revenue by $13.9 million, decreased net loss by $13.9 million, and decreased the Company’s basic and diluted net loss per share by $0.08 for the year ended December 31, 2023.

During the year ended December 31, 2021, the Company recorded adjustments to revenue related to changes in estimates in connection with the collaboration agreement with Sanofi S.A. (“Sanofi”). These changes in estimates were driven by a change in project scope and related project costs in September 2021 and subsequent notification of termination of the collaboration agreement, effective June 28, 2022, which resulted in changes to the measure of proportional cumulative performance. These adjustments decreased revenue by $1.6 million, increased net loss by $1.6 million and increased the Company’s basic and diluted net loss per share by $0.01 for the year ended December 31, 2021.

Revenue Recognition

The Company accounts for its revenues pursuant to the provisions of ASC Topic 606, Revenue from Contracts with Customers (“ASC Topic 606”). The Company’s contract revenues are derived from collaboration agreements including licensing arrangements and research 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. For contracts that contain a provision where the Company reimburses its customer for certain costs they incur and where the Company does not acquire any distinct goods or services in exchange for such payments, the Company accounts for it as a reduction to the contract transaction price. 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 collaboration and licensing agreements as a percentage of total revenues were as follows:


	Year Ended December 31,
	2023		2022		2021

Biogen MA, Inc.	77	%	26	%	38	%
Kite Pharma, Inc.	12	%	35	%	23	%
Novartis Institutes for BioMedical Research, Inc.	7	%	36	%	34	%


Other licensing agreements	4	%	3	%	5	%

Accounts Receivable

Accounts receivable consists of amounts billed to the Company’s collaboration partners for cost reimbursements for research services, sublicensing revenue, and royalty payments. Receivables from collaborations are typically unsecured and are concentrated in the biopharmaceutical industry. Accordingly, the Company may be exposed to credit risk generally associated with biopharmaceutical companies or specific to its collaboration agreements. The Company records trade receivables net of allowances for credit losses. The Company applies an aging method to estimate credit losses and considers its historical loss information, adjusted to account for current conditions, and reasonable and supportable forecasts of future economic conditions affecting its customers. Accounts receivable as of December 31, 2023 and 2022 were $0.9 million and $3.7 million, respectively, and the Company had not incurred any losses related to accounts receivable. As of December 31, 2023 and 2022, the percentage of accounts receivable by collaboration partners who individually accounted for 10% or more of accounts receivable were as follows:


	As of December 31,
	2023		2022
Sigma-Aldrich Corporation	78	%	—	%
Kite Pharma, Inc.	18	%	19	%
Novartis Institutes for BioMedical Research, Inc.	—	%	59	%
Biogen MA, Inc.	—	%	14	%

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, 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 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 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.

Fair Value Measurements

The carrying amounts for financial instruments consisting of cash and cash equivalents, accounts receivable, accounts payable and other accrued liabilities approximate fair value due to their short-term maturities. Marketable securities are stated at their estimated fair values.

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 office and research and development laboratory facilities in Brisbane, California.

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


	As of December 31,
	2023		2022		2021
Cash and cash equivalents	$	45,204	$	100,444	$	178,872

Non-current restricted cash	1,500		1,500		1,500
Cash, cash equivalents, and restricted cash as reported within the Consolidated Statements of Cash Flows	$	46,704	$	101,944	$	180,372

Marketable Securities

Sangamo classifies its marketable securities as available-for-sale and records its investments at estimated fair value based on quoted market prices or observable market inputs of almost identical assets, with the unrealized holding gains and losses included in accumulated other comprehensive income (loss) (“AOCI”). The Company classifies those investments that are not required for use in current operations and that mature in more than 12 months as non-current marketable securities in the accompanying Consolidated Balance Sheets.

The Company’s investments are subject to a periodic impairment review. The Company considers various factors in determining whether to recognize an impairment charge, including the length of time and extent to which the fair value has been less than the cost basis, the Company’s financial condition and its intent and ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in market value. Realized gains and losses on marketable securities are included in interest and other income, net, which are determined using the specific identification method. Credit losses related to the marketable securities are recorded in interest and other income, net in the Consolidated Statements of Operations through an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities.

If the Company intends to sell, or if it is more likely than not that the Company will be required to sell, a security before recovery of its amortized cost basis, the allowance for credit losses is written off, and the amortized cost of the security is written down to its fair value, with any incremental impairment charge recognized in earnings. This also results in a reversal of any unrealized gains and losses for this security that were previously included in AOCI. Impairment charges are included in interest and other income, net in the Consolidated Statements of Operations.

Concentrations of Credit Risk and Other Risks

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

Certain materials and key components that the Company utilizes in its operations are obtained through single suppliers. Since the suppliers of key components and materials must be named in an investigational new drug application filed with the U.S. Food and Drug Administration (“FDA”) for a product, significant delays can occur if the qualification of a new supplier is required. If delivery of material from the Company’s suppliers were interrupted for any reason, the Company may be unable to supply any of its product candidates for clinical trials.

Property and Equipment

Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation is calculated using the straight-line method based on the estimated useful lives of the related assets which is generally three to five years. For leasehold improvements, amortization is calculated using the straight-line method based on the shorter of the useful life or the lease term. The Company reviews its property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.

Research and Development Expenses

Research and development expenses consist primarily of personnel costs, including salaries, benefits and stock-based compensation, restructuring charges, clinical studies performed by contract research organizations, materials and supplies and overhead allocations consisting of various support and facility-related costs. Research and development costs are expensed as incurred.

General and Administrative Expenses

General and administrative expenses consist of finance, human resources, legal and other administrative activities. These expenses consist primarily of personnel costs, including salaries, benefits and stock-based compensation, restructuring charges, facilities and overhead costs, legal expenses, and other general and administrative costs.

Stock-based Compensation

The Company measures and recognizes compensation expense for all stock-based payment awards made to Sangamo employees and directors, including employee share options, restricted stock units (“RSUs”) and employee stock purchases related to the Employee Stock Purchase Plan (“ESPP”) based on estimated fair values at the award grant date. The fair value of stock-based awards is amortized over the vesting period of the award using a straight-line method.

To estimate the fair value of an award, the Company uses the Black-Scholes option pricing model. This model requires inputs such as expected life, expected volatility, expected dividend yield of stock and risk-free interest rate. These inputs are subjective and generally require significant analysis and judgment to develop. While estimates of expected life and volatility are derived primarily from the Company’s historical data, the risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant commensurate with the expected life assumption. The Company accounts for forfeitures in the period they occur.

Income Taxes

Income tax expense has been calculated using the liability method. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities as measured by the enacted tax rates that will be in effect when these differences reverse. The Company provides a valuation allowance against net deferred tax assets if, based upon the available evidence, it is not more likely than not that the deferred tax assets will be realized.

The Company recognizes a tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the Company’s Consolidated Financial Statements from such positions are measured based on the largest benefit that has a greater than 50% likelihood of being realized. The Company recognizes interest and penalties associated with tax matters as part of the income tax provision and includes accrued interest and penalties with the related income tax liability within other accrued liabilities on its Consolidated Balance Sheets. The Company evaluates uncertain tax positions on a regular basis and makes adjustments to these accruals when facts and circumstances change, such as the closing of a tax audit or the refinement of an estimate.

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 identified, 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.

Foreign Currency Translation

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

Net Loss Per Share

Basic net loss per share attributable to Sangamo Therapeutics, Inc. stockholders has been computed by dividing net loss attributable to Sangamo Therapeutics, Inc. stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share attributable to Sangamo Therapeutics, Inc. stockholders is calculated by dividing net loss attributable to Sangamo Therapeutics, Inc. stockholders by the weighted-average number of shares of common stock plus potentially dilutive securities outstanding during the period.

The total number of shares subject to stock options and RSUs outstanding and the 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 December 31, 2023, 2022 and 2021 were 21,254,556, 18,560,755, and 15,159,908, respectively.

Segments

The Company operates in one segment. Management uses one measure of profitability and does not segregate its business for internal reporting. As of December 31, 2023 and 2022, the majority of the Company’s property and equipment were maintained in the United States. For the years ended December 31, 2023, 2022 and 2021, all of the Company’s revenues were generated and incurred in the United States.

Restructuring

The Company records employee severance costs based on whether the termination benefits are provided under an on-going benefit arrangement or under a one-time benefit arrangement. The Company accounts for on-going termination benefit arrangements, such as those arising from employment agreements, applicable regulations or past practices, in accordance with ASC Topic 712, Compensation—Nonretirement Postemployment Benefits (“ASC Topic 712”). Under ASC 712, liabilities for post-employment benefits related to past services and that vest or are accumulated over time are recorded at the time the obligations are probable of being incurred and can be reasonably estimated. The Company accounts for one-time employment benefit arrangements in accordance with ASC Topic 420, Exit or Disposal Cost Obligations (“ASC Topic 420”). One-time termination benefits are expensed at the date the entity notifies the employee, unless the employee must provide future service over a period extending past the minimum notification period, in which case the benefits are expensed ratably over the future service period. Other associated costs are recognized in the period in which the liability is incurred.

Costs incurred to terminate contracts are recognized upon their termination, e.g., when notice of termination is provided to the counterparty. Costs related to contracts without future benefit are recognized at the cease-use date. Other exit-related costs are recognized as incurred.

Recent Accounting Pronouncements

Recently Adopted

None.

Not Yet Adopted

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which requires public entities to disclose information about their reportable segments’ significant expenses and other segment items on an interim and annual basis. Public entities with a single reportable segment are required to apply the disclosure requirements in ASU 2023-07, as well as all existing segment disclosures and reconciliation requirements in ASC Topic 280, Segment Reporting on an interim and annual basis. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2023-07.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”), which requires public entities, on an annual basis, to provide disclosure of specific categories in the rate reconciliation, as well as disclosure of income taxes paid disaggregated by jurisdiction. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2023-09.

CASH EQUIVALENTS AND MARKETABLE SECURITIES

12 Months Ended

Dec. 31, 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
December 31, 2023
Assets
Cash equivalents:
Money market funds	$	2,508	$	—	$	—	$	2,508

Total	2,508		—		—		2,508
Marketable securities:
U.S. government-sponsored entity debt securities	22,347		219		—		22,566
Commercial paper securities	2,825		2		(1)		2,826
Corporate debt securities	1,399		6		—		1,405
Asset-backed securities	2,368		9		—		2,377
U.S. treasury bills	5,599		—		(6)		5,593
Certificates of deposit	1,026		5		—		1,031

Total	35,564		241		(7)		35,798
Total cash equivalents and marketable securities	$	38,072	$	241	$	(7)	$	38,306

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):


	December 31,
	2023		2022
Maturing in one year or less	$	10,855	$	177,188
Maturing after one year through five years	24,943		29,845
Total	$	35,798	$	207,033

Realized gains and losses on the sales of investments were not material during the years ended December 31, 2023, 2022 and 2021. Total unrealized gains for securities with net gains in AOCI were not material for the year ended December 31, 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 related to its marketable securities for the years ended December 31, 2023, 2022, or 2021.

The Company had unrealized losses related to its marketable securities for the years ended December 31, 2023, 2022 and 2021. 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 December 31, 2023, 2022 and 2021. 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. 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, the Company determined that no allowance for credit losses related to its marketable securities was required at either December 31, 2023 or 2022.

The Company also considers whether it is more likely than not that the Company will be required to sell the debt securities before recovery of their amortized cost basis. Based on the scheduled maturities of its investments and projection of its cash flows in accordance with the current operating plan, the Company determined that it was more likely than not that it will be required to sell various securities before recovery of their amortized cost basis during the year ended December 31, 2023. As a result, the Company had reclassified certain non-current marketable securities investments of $34.4 million as current during the year ended December 31, 2023 and recorded an impairment charge of $0.4 million related to those securities. Realized gains and losses on the subsequent sale of these securities during the year ended December 31, 2023 were not material. No impairment charges were recorded during the year ended December 31, 2022, as the Company concluded at that time it had the ability and intent to hold the long-term investments until maturity.

CASH EQUIVALENTS AND MARKETABLE SECURITIES (Tables)

12 Months Ended

Dec. 31, 2023

Investments, Debt and Equity Securities [Abstract]

Schedule of 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
December 31, 2023
Assets
Cash equivalents:
Money market funds	$	2,508	$	—	$	—	$	2,508

Total	2,508		—		—		2,508
Marketable securities:
U.S. government-sponsored entity debt securities	22,347		219		—		22,566
Commercial paper securities	2,825		2		(1)		2,826
Corporate debt securities	1,399		6		—		1,405
Asset-backed securities	2,368		9		—		2,377
U.S. treasury bills	5,599		—		(6)		5,593
Certificates of deposit	1,026		5		—		1,031

Total	35,564		241		(7)		35,798
Total cash equivalents and marketable securities	$	38,072	$	241	$	(7)	$	38,306

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

Schedule of Fair Value of Marketable Securities by Contractual Maturity

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


	December 31,
	2023		2022
Maturing in one year or less	$	10,855	$	177,188
Maturing after one year through five years	24,943		29,845
Total	$	35,798	$	207,033

INCOME TAXES (Tables)

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Schedule of Domestic and Foreign Components of Loss Before Income Taxes

The domestic and foreign components of loss before income taxes were as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Domestic	$	(173,375)	$	(216,573)	$	(185,216)
Foreign	(89,528)		24,724		7,225
Loss before income taxes	$	(262,903)	$	(191,849)	$	(177,991)

Schedule of Income Tax Expense (Benefit)

Income tax benefit for the year 2023 and the income tax expense for the years 2022 and 2021 consisted of the following (in thousands):


	Year Ended December 31,
	2023		2022		2021
Income tax expense:
Current:
Federal	$	—	$	—	$	—
State	—		—		—
Foreign	186		500		886
Subtotal	186		500		886
Deferred:
Federal	—		—		—
State	—		—		—
Foreign	(5,258)		(71)		(580)
Subtotal	(5,258)		(71)		(580)
Income tax expense	$	(5,072)	$	429	$	306

Schedule of Difference Between Income Tax Expense (Benefit) and Federal Statutory Income Tax Rate to Loss Before Income Taxes

The difference between the income tax benefit for the year 2023 and the income tax expense for the years 2022 and 2021 and the amount computed by applying the federal statutory income tax rate to loss before income taxes is explained as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Tax at federal statutory rate	$	(55,210)	$	(40,288)	$	(37,372)
State taxes, net	(1,372)		(6,895)		(6,734)
Foreign rate differential	(4,273)		309		362
Global Intangible Low-taxed Income	791		1,002		637
Non-deductible stock-based compensation	4,770		3,545		2,770
Research credits	(7,020)		(6,694)		(5,230)
Change in valuation allowance	49,016		44,005		45,373
Transfer pricing settlement	—		4,343		—
Goodwill impairment	9,764		—		—
Other	(1,538)		1,102		500
Income tax expense	$	(5,072)	$	429	$	306

Schedule of Deferred Tax Assets and Liabilities and Based on Tax Jurisdictions

Significant components of the Company’s deferred tax assets and liabilities are as follows (in thousands):


	December 31,
	2023		2022
Assets:
Deferred tax assets:
Net operating loss carryforwards	$	196,719	$	174,129
Research and development tax credit carryforwards	54,336		44,264
Stock-based compensation	5,983		7,695
Deferred revenue	—		38,700
Capitalized research	71,675		37,985
Fixed assets	17,152		10,087
Intangible assets	101		—
Lease liability	8,559		10,074
Accruals and reserves	2,409		1,603
Other	259		283
Total deferred tax asset	357,193		324,820
Valuation allowance	351,430		301,840
Deferred tax assets	5,763		22,980
Liabilities:
Intangible assets	—		(13,512)
Operating lease right-of-use assets	(5,763)		(14,620)
Deferred tax liabilities	(5,763)		(28,132)
Total net deferred tax liabilities	$	—	$	(5,152)

The deferred tax assets and liabilities based on tax jurisdictions are presented on the Consolidated Balance Sheets as follows (in thousands):


	December 31,
	2023		2022
Deferred tax assets (included in Other non-current assets on the Consolidated Balance Sheets)	$	—	$	1,118
Deferred tax liabilities	—		(6,270)
Net deferred tax liabilities	$	—	$	(5,152)

Schedule of Unrecognized Tax Benefits

The following table summarizes the activity related to the Company’s unrecognized tax benefits (in thousands):


	December 31,
	2023		2022		2021
Beginning balance	$	18,179	$	15,062	$	12,892
Additions based on tax positions related to the current year	2,805		3,177		2,454
Additions for tax positions of prior years	29		278		130
Reductions for tax positions of prior years	(2,693)		(338)		(414)
Ending balance	$	18,320	$	18,179	$	15,062

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES - Kite Pharma, Inc. (Narrative) (Details)			1 Months Ended	12 Months Ended
	Apr. 06, 2018 USD ($) milestone	Apr. 05, 2018 USD ($) option	Sep. 30, 2019 USD ($) performance_obligation material_right	Dec. 31, 2023 USD ($) $ / shares	Dec. 31, 2022 USD ($)
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Accounts receivable				$ 923,000	$ 3,678,000
Kite Pharma, Inc. \| License
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Contract with customer liability		$ 150,000,000
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			$ 150,000,000
Remaining performance obligation amount				0	19,700,000
Kite Pharma, Inc. \| Collaboration and License Agreement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Milestone payments received	$ 150,000,000
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		$ 10,000,000
Contract with customer liability				0	19,400,000
Accounts receivable				200,000	$ 700,000
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	1,300,000,000
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	$ 1,800,000,000
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	$ 3,000,000,000
Kite Pharma, Inc. \| Collaborative Arrangement \| Change in Agreement Estimate, March and September 2023
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Increase (decrease) in revenue				13,900,000
Increase (decrease) in net loss				$ 13,900,000
Increase (decrease) in basic net loss per share \| $ / shares				$ 0.08
Increase (decrease) in diluted net loss per share \| $ / shares				$ 0.08

STOCKHOLDERS' EQUITY

12 Months Ended

Dec. 31, 2023

Equity [Abstract]

STOCKHOLDERS' EQUITY

STOCKHOLDERS’ EQUITY

Preferred Stock

The Company’s Certificate of Incorporation authorizes the Company to issue up to 5,000,000 shares of preferred stock, which may be issued at the discretion of the Company’s Board of Directors. As of December 31, 2023, no shares of the Company’s preferred stock have been issued or are outstanding.

Common Stock

In June 2020, the Company’s stockholders approved an amendment to the Company’s Certificate of Incorporation to increase the total number of shares of the Company’s common stock authorized for issuance from 160,000,000 shares to 320,000,000 shares. Additionally, in June 2023, the Company’s stockholders approved an amendment to the Company’s Certificate of Incorporation to increase the total number of shares of the Company’s common stock authorized for issuance from 320,000,000 shares to 640,000,000 shares. As of December 31, 2023, 178,133,548 shares of the Company’s common stock are outstanding.

At-the-Market Offering Agreement

In 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. Approximately $194.5 million remained available under the sales agreement as of December 31, 2023. The Company is not obligated to sell any shares under the sales agreement. During the years ended December 31, 2023 and 2022, the Company sold 8,249,261 and 19,300,743 shares of its common stock, respectively, for net proceeds of approximately $15.1 million and $84.9 million, respectively.

2018 Equity Incentive Plan

In May 2020, the Company’s stockholders approved an amendment and restatement of the 2018 Equity Incentive Plan (the “2018 Plan”), to, among other things, increase the aggregate number of shares of the Company’s common stock reserved for issuance under the 2018 Plan by 9,900,000 shares. In May 2022, the Company’s stockholders approved an amendment and restatement of the 2018 Plan to, among other things, increase the aggregate number of shares of the Company’s common stock reserved for issuance under the 2018 Plan by 7,900,000 shares. Additionally, in June 2023, the Company’s stockholders approved an amendment and restatement of the 2018 Plan to, among other things, increase the aggregate number of shares of the Company’s common stock reserved for issuance under the 2018 Plan by 10,000,000 shares.

The exercise price of a stock option granted under the 2018 Plan may not be less than 100% of the fair market value of the Company’s common stock subject to the stock option on the date of grant, and the option term will not exceed ten years. If the person to whom the stock option is granted is a 10% stockholder of the Company, and the stock option granted qualifies as an incentive stock option, then the exercise price per share will not be less than 110% of the fair market value of the Company’s common stock on the date of grant, and the option term will not exceed five years. Generally, stock options granted under the 2018 Plan vest over three or four years and expire 10 years after the date of grant, or earlier upon termination of employment or services to the Company.

The number of shares of common stock reserved for issuance under the 2018 Plan will be reduced: (i) on a 1-for-1 basis for each share of common stock subject to a stock option or stock appreciation right granted under the plan, (ii) by a fixed ratio of 1.33 shares of common stock for each share of common stock issued pursuant to a full-value award granted under the plan.

Shares subject to any outstanding stock options or other awards under the 2018 Plan that expire or otherwise terminate prior to the issuance of the shares subject to those stock options or awards will be available for subsequent issuance under the 2018 Plan. Any unvested shares issued under the 2018 Plan that the Company subsequently purchases, pursuant to repurchase rights under the 2018 Plan, will be added back to the number of shares reserved for issuance under the 2018 Plan on a 1-for-1 basis or a 1.33-for-1 basis (depending on the ratio at which the share reserve was debited for the original award) and will accordingly be available for subsequent issuance in accordance with the terms of the 2018 Plan.

As of December 31, 2023, there were 13,738,867 shares of the Company’s common stock reserved for future awards under the Company’s 2018 Plan.

2020 Employee Stock Purchase Plan

In May 2021, the Company’s stockholders approved the Company’s 2020 Employee Stock Purchase Plan (“the ESPP”). The ESPP provides for a total of 5.0 million shares of common stock reserved for issuance thereunder. Eligible employees may purchase common stock at 85% of the lesser of the fair market value of the Company’s common stock on the first day of the applicable two-year offering period or the last day of the applicable six-month purchase period. As of December 31, 2023, there were 2,858,653 shares of the Company’s common stock reserved for future issuance under the ESPP.

Stock Option Activity

A summary of the Company’s stock option activity is as follows:


	Number of Shares	Weighted- Average Exercise per Share Price		Weighted-Average Remaining Contractual Term	Aggregate Intrinsic Value
				(in years)	(in thousands)
Options outstanding at December 31, 2022	13,174,995	$	9.22
Options granted	5,265,429	$	2.38
Options exercised	—	$	—
Options canceled	(3,578,420)	$	8.58
Options outstanding at December 31, 2023	14,862,004	$	6.95	5.57	$	—

Options exercisable at December 31, 2023	8,618,752	$	9.12	4.61	$	—

The intrinsic value of options exercised was zero, zero and $2.8 million during the years ended December 31, 2023, 2022 and 2021, respectively.

Restricted Stock Units

During the years ended December 31, 2023, 2022 and 2021, the Company awarded 4,811,834, 4,349,795 and 2,140,785 RSUs, respectively. The RSUs awarded in the years ended December 31, 2023, 2022 and 2021 had an average grant date fair value per award of $2.29, $5.52 and $11.16, respectively. These awards generally vest over three years. The aggregate fair value of RSUs vested during the years ended December 31, 2023, 2022 and 2021 was $17.8 million, $13.1 million and $9.0 million, respectively.

A summary of the Company’s RSU activity is as follows:


	Number of Shares	Weighted-Average Remaining Contractual Term	Aggregate Intrinsic Value
		(in years)	(in thousands)
RSUs outstanding at December 31, 2022	5,243,898
RSUs awarded	4,811,834
RSUs released	(2,532,354)
RSUs forfeited	(1,470,455)
RSUs outstanding at December 31, 2023	6,052,923	0.92	$	3,289

RSUs that vested in the years ended December 31, 2023, 2022 and 2021 were net-share settled such that the Company withheld shares with value equivalent to the employees’ minimum statutory obligation for the applicable income and other employment taxes and remitted the cash to the appropriate taxing authorities. The total shares withheld were approximately 788,236, 380,917 and 293,120 for the years ended December 31, 2023, 2022 and 2021, respectively, and were based on the value of the RSUs on their respective issuance dates as determined by the Company’s closing stock price. Total payments for the employees’ tax obligations to taxing authorities were $1.5 million, $2.1 million and $3.3 million in the years ended December 31, 2023, 2022 and 2021, respectively and are reflected as a financing activity within the accompanying Consolidated Statements of Cash Flows. These net-share settlements had the effect of share repurchases by the Company as they reduced and retired the number of shares that would have otherwise been issued as a result of the vesting and did not represent an expense to the Company.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 505
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481004/946-505-50-6

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480237/815-40-50-6

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480008/505-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//505/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 16
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-16

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

+ Details

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES - Pfizer Inc. (Narrative) (Details) $ in Millions	1 Months Ended		73 Months Ended	80 Months Ended
	Dec. 31, 2017 USD ($) milestone	May 31, 2017 USD ($) milestone	Dec. 31, 2023 USD ($) milestone product	Dec. 31, 2023 USD ($) milestone
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		$ 70.0
Potential amount to be funded for achievement of specified commercialized and sales milestones		266.5
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		208.5
Pfizer Inc. \| S B Five Two Five
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Milestone revenue receivable		$ 220.0
Pfizer Inc. \| License \| 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 \| 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	$ 5.0
Collaborative arrangement, number of milestones achieved \| milestone	1
Collaborative arrangement transaction price	$ 17.0
Pfizer Inc. \| Other Products
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Milestone revenue receivable		$ 175.0
Pfizer SB-525
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues under agreement		55.0
Collaborative arrangement transaction price		134.0
Research service fees		$ 79.0
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				$ 55.0
Pfizer C9ORF72
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Agreement termination, term	15 years
Milestone payments received	$ 12.0
Pfizer C9ORF72 \| C9ORF72
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues under agreement	12.0
Milestone payments received			$ 5.0
Number of products approved \| product			0
Number of milestones included in transaction price \| milestone			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	60.0
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	$ 90.0

STOCKHOLDERS' EQUITY - Schedule of Stock Option Activity (Details) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2023 USD ($) $ / shares shares
Number of Shares
Options outstanding at beginning of period (in shares) \| shares	13,174,995
Options granted (in shares) \| shares	5,265,429
Options exercised (in shares) \| shares	0
Options canceled (in shares) \| shares	(3,578,420)
Options outstanding at end of period (in shares) \| shares	14,862,004
Options exercisable at end of period (in shares) \| shares	8,618,752
Weighted- Average Exercise per Share Price
Options outstanding at beginning of period (in dollars per share) \| $ / shares	$ 9.22
Options granted (in dollars per share) \| $ / shares	2.38
Options exercised (in dollars per share) \| $ / shares	0
Options canceled (in dollars per share) \| $ / shares	8.58
Options outstanding at end of period (in dollars per share) \| $ / shares	6.95
Options exercisable at end of period (in dollars per share) \| $ / shares	$ 9.12
Weighted-Average Remaining Contractual Term
Options outstanding at end of period (in years)	5 years 6 months 25 days
Options exercisable at end of period (in years)	4 years 7 months 9 days
Aggregate Intrinsic Value
Options outstanding at end of period \| $	$ 0
Options exercisable at end of period \| $	$ 0

INCOME TAXES - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
INCOME TAXES - Narrative (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Taxes [Line Items]
Increase (decrease) in deferred tax assets valuation allowance	$ 49,600	$ 42,000	$ 45,500
Deferred tax assets, net operating loss carryforwards for federal	764,600
Deferred tax assets, net operating loss carryforwards for state	338,900
Research and development tax credit carryforwards	54,336	44,264
Refundable research tax credits recognized	5,900	5,100	4,700
Accrued interest and/or penalties	300	200
Unrecognized tax benefits that would impact effective tax rate	1,200	1,200	$ 1,200
Prepaid Expenses and Other Current Assets
Income Taxes [Line Items]
Refundable research tax credits	3,100	2,000
Other noncurrent assets
Income Taxes [Line Items]
Refundable research tax credits	15,300	$ 12,100
French
Income Taxes [Line Items]
Deferred tax assets, net operating loss carryforwards for foreign	118,700
Federal
Income Taxes [Line Items]
Research and development tax credit carryforwards	45,300
State
Income Taxes [Line Items]
Research and development tax credit carryforwards	$ 31,300

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2023
Audit Information [Abstract]
Auditor Firm ID	42
Auditor Name	ERNST & YOUNG LLP
Auditor Location	San Mateo, California

STOCK-BASED COMPENSATION

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

STOCK-BASED COMPENSATION

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


	Year Ended December 31,
	2023		2022		2021
Research and development	$	15,215	$	18,404	$	19,534
General and administrative	12,148		13,246		13,422
Total stock-based compensation expense	$	27,363	$	31,650	$	32,956

As of December 31, 2023, total stock-based compensation expense to be recognized in future periods related to unvested stock options was $13.3 million, which is expected to be expensed over a weighted-average period of 1.9 years. As of December 31, 2023, total stock-based compensation expense to be recognized in future periods related to unvested RSUs was $14.4 million, which is expected to be expensed over a weighted-average period of 1.7 years. There was no capitalized stock-based employee compensation expense as of December 31, 2023, 2022 or 2021.

Valuation Assumptions

Employee stock-based compensation expense was determined using the Black-Scholes option valuation model for stock options and employee share purchases under the ESPP. Option valuation models require the input of subjective assumptions and these assumptions can vary over time. The fair value of RSUs was based on the closing price of the underlying common stock on the date of grant.

The Company bases its determination of expected volatility through its assessment of the historical volatility of its common stock. The Company relied on its historical exercise and post-vested termination activity for estimating its expected term for use in determining the fair value of these options.

The weighted-average estimated fair value per share of options granted during the years ended December 31, 2023, 2022 and 2021 was $1.53, $3.73 and $7.34, respectively, based upon the assumptions used in the Black-Scholes valuation model. The assumptions used for estimating the fair value of the employee stock options were as follows:


	Year Ended December 31,
	2023	2022	2021
Risk-free interest rate	3.44-4.00%	2.15-3.69%	0.95-1.22%
Expected term (in years)	5.47-5.56	5.46-5.49	5.46-5.52
Expected dividend yield of stock	—	—	—
Expected volatility	72.18-76.05%	72.38-76.01%	77.30-79.77%

Employees purchased 1,346,849, 576,950 and 433,107 shares of common stock through the ESPP at a weighted-average exercise price of $0.69, $3.07 and $7.78 per share during the years ended December 31, 2023, 2022 and 2021, respectively. The weighted-average estimated fair values of shares purchased under the Company’s ESPP during the years ended December 31, 2023, 2022 and 2021 were $0.91, $1.85 and $4.48, respectively, based upon the assumptions used in the Black-Scholes valuation model.

The assumptions used for estimating the fair value of the ESPP purchase rights are as follows:


	Year Ended December 31,
	2023	2022	2021
Risk-free interest rate	4.28-5.37%	1.62-4.61%	0.01-2.80%
Expected term (in years)	0.5-2.0	0.5-2.0	0.0-2.0
Expected dividend yield of stock	—	—	—
Expected volatility	65.71-100.60%	57.97-72.14%	32.54-97.88%

RESTRUCTURING CHARGES - Narrative (Details) $ in Thousands				12 Months Ended
RESTRUCTURING CHARGES - Narrative (Details) $ in Thousands	Mar. 01, 2024 employee	Nov. 01, 2023 employee	Apr. 26, 2023 employee	Dec. 31, 2023 USD ($)	Dec. 31, 2024 USD ($)	Jun. 30, 2024 USD ($)
Restructuring Cost and Reserve [Line Items]
Restructuring charges				$ 16,364
April Restructuring Plan
Restructuring Cost and Reserve [Line Items]
Number of employees eliminated in restructuring \| employee			110
Percentage of positions eliminated in restructuring			23.00%
Restructuring charges				5,000
April Restructuring Plan \| Research and development
Restructuring Cost and Reserve [Line Items]
Restructuring charges				3,800
April Restructuring Plan \| General and administrative
Restructuring Cost and Reserve [Line Items]
Restructuring charges				1,200
April Restructuring Plan \| Full-Time Employees
Restructuring Cost and Reserve [Line Items]
Number of employees eliminated in restructuring \| employee			55
April Restructuring Plan \| Contracted Employees
Restructuring Cost and Reserve [Line Items]
Number of employees eliminated in restructuring \| employee			55
November Restructuring Plan
Restructuring Cost and Reserve [Line Items]
Number of employees eliminated in restructuring \| employee		162
Percentage of positions eliminated in restructuring		40.00%
Restructuring charges				6,700
November Restructuring Plan \| Minimum
Restructuring Cost and Reserve [Line Items]
Restructuring expected cost				8,700
November Restructuring Plan \| Minimum \| Forecast
Restructuring Cost and Reserve [Line Items]
Additional estimated costs remaining						$ 2,000
November Restructuring Plan \| Maximum
Restructuring Cost and Reserve [Line Items]
Restructuring expected cost				9,700
November Restructuring Plan \| Maximum \| Forecast
Restructuring Cost and Reserve [Line Items]
Restructuring expected cost						$ 3,000
November Restructuring Plan \| Research and development
Restructuring Cost and Reserve [Line Items]
Restructuring charges				5,000
November Restructuring Plan \| General and administrative
Restructuring Cost and Reserve [Line Items]
Restructuring charges				1,700
November Restructuring Plan \| Full-Time Employees
Restructuring Cost and Reserve [Line Items]
Number of employees eliminated in restructuring \| employee		108
November Restructuring Plan \| Contracted Employees
Restructuring Cost and Reserve [Line Items]
Number of employees eliminated in restructuring \| employee		54
France Restructuring Plan
Restructuring Cost and Reserve [Line Items]
Restructuring charges				4,700
France Restructuring Plan \| Subsequent Event
Restructuring Cost and Reserve [Line Items]
Number of employees eliminated in restructuring \| employee	93
Percentage of positions eliminated in restructuring	24.00%
France Restructuring Plan \| Minimum
Restructuring Cost and Reserve [Line Items]
Restructuring expected cost				7,800
France Restructuring Plan \| Minimum \| Forecast
Restructuring Cost and Reserve [Line Items]
Additional estimated costs remaining					$ 3,100
France Restructuring Plan \| Maximum
Restructuring Cost and Reserve [Line Items]
Restructuring expected cost				11,500
France Restructuring Plan \| Maximum \| Forecast
Restructuring Cost and Reserve [Line Items]
Additional estimated costs remaining					$ 6,800
France Restructuring Plan \| Research and development
Restructuring Cost and Reserve [Line Items]
Restructuring charges				3,600
France Restructuring Plan \| General and administrative
Restructuring Cost and Reserve [Line Items]
Restructuring charges				$ 1,100

FAIR VALUE MEASUREMENTS (Tables)

12 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

Schedule 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):


	December 31, 2023
	Fair Value Measurements
	Total		Level 1		Level 2		Level 3
Assets:
Cash equivalents:
Money market funds	$	2,508	$	2,508	$	—	$	—

Total	2,508		2,508		—		—
Marketable securities:
U.S. government-sponsored entity debt securities	22,566		—		22,566		—
Commercial paper securities	2,826		—		2,826		—
Corporate debt securities	1,405		—		1,405		—
Asset-backed securities	2,377		—		2,377		—
U.S. treasury bills	5,593				5,593
Certificates of deposit	1,031		—		1,031		—

Total	35,798		—		35,798		—
Total cash equivalents and marketable securities	$	38,306	$	2,508	$	35,798	$	—


	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	$	—

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Statement of Comprehensive Income [Abstract]
Net loss	$ (257,831)	$ (192,278)	$ (178,297)
Foreign currency translation adjustment	2,848	(4,606)	(8,351)
Net pension gain (loss)	(163)	786	(716)
Unrealized gain (loss) on marketable securities, net of tax	1,124	(597)	(339)
Comprehensive loss	(254,022)	(196,695)	(187,703)
Comprehensive loss attributable to non-controlling interest	0	0	(11)
Comprehensive loss attributable to Sangamo Therapeutics, Inc.	$ (254,022)	$ (196,695)	$ (187,692)

- Definition

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

+ References + Details

- Definition

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

+ References + Details

- Definition

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

+ References

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+ Details

RESTRUCTURING CHARGES - Schedule of Accrued Restructuring Costs (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2023 USD ($)
Restructuring Reserve [Roll Forward]
Beginning balance	$ 0
Restructuring charges	16,364
Cash payments	(4,282)
Non-cash adjustments	(349)
Ending balance	$ 11,733

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	5,000,000	5,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	640,000,000	640,000,000
Common stock, shares issued (in shares)	178,133,548	166,793,320
Common stock, shares outstanding (in shares)	178,133,548	166,793,320

ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Revenues from Collaboration and Licensing Agreements (Details) - Revenue from Contract with Customer - Revenue from Collaboration and Licensing Agreements	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Biogen MA, Inc.
Concentration Risk [Line Items]
Percentage of revenues	77.00%	26.00%	38.00%
Kite Pharma, Inc.
Concentration Risk [Line Items]
Percentage of revenues	12.00%	35.00%	23.00%
Novartis Institutes for BioMedical Research, Inc.
Concentration Risk [Line Items]
Percentage of revenues	7.00%	36.00%	34.00%
Other licensing agreements
Concentration Risk [Line Items]
Percentage of revenues	4.00%	3.00%	5.00%

INCOME TAXES

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

INCOME TAXES

The domestic and foreign components of loss before income taxes were as follows (in thousands):


	Year Ended December 31,
	2023		2022		2021
Domestic	$	(173,375)	$	(216,573)	$	(185,216)
Foreign	(89,528)		24,724		7,225
Loss before income taxes	$	(262,903)	$	(191,849)	$	(177,991)

Income tax benefit for the year 2023 and the income tax expense for the years 2022 and 2021 consisted of the following (in thousands):


	Year Ended December 31,
	2023		2022		2021
Income tax expense:
Current:
Federal	$	—	$	—	$	—
State	—		—		—
Foreign	186		500		886
Subtotal	186		500		886
Deferred:
Federal	—		—		—
State	—		—		—
Foreign	(5,258)		(71)		(580)
Subtotal	(5,258)		(71)		(580)
Income tax expense	$	(5,072)	$	429	$	306


	Year Ended December 31,
	2023		2022		2021
Tax at federal statutory rate	$	(55,210)	$	(40,288)	$	(37,372)
State taxes, net	(1,372)		(6,895)		(6,734)
Foreign rate differential	(4,273)		309		362
Global Intangible Low-taxed Income	791		1,002		637
Non-deductible stock-based compensation	4,770		3,545		2,770
Research credits	(7,020)		(6,694)		(5,230)
Change in valuation allowance	49,016		44,005		45,373
Transfer pricing settlement	—		4,343		—
Goodwill impairment	9,764		—		—
Other	(1,538)		1,102		500
Income tax expense	$	(5,072)	$	429	$	306

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities are as follows (in thousands):


	December 31,
	2023		2022
Assets:
Deferred tax assets:
Net operating loss carryforwards	$	196,719	$	174,129
Research and development tax credit carryforwards	54,336		44,264
Stock-based compensation	5,983		7,695
Deferred revenue	—		38,700
Capitalized research	71,675		37,985
Fixed assets	17,152		10,087
Intangible assets	101		—
Lease liability	8,559		10,074
Accruals and reserves	2,409		1,603
Other	259		283
Total deferred tax asset	357,193		324,820
Valuation allowance	351,430		301,840
Deferred tax assets	5,763		22,980
Liabilities:
Intangible assets	—		(13,512)
Operating lease right-of-use assets	(5,763)		(14,620)
Deferred tax liabilities	(5,763)		(28,132)
Total net deferred tax liabilities	$	—	$	(5,152)

The deferred tax assets and liabilities based on tax jurisdictions are presented on the Consolidated Balance Sheets as follows (in thousands):


	December 31,
	2023		2022
Deferred tax assets (included in Other non-current assets on the Consolidated Balance Sheets)	$	—	$	1,118
Deferred tax liabilities	—		(6,270)
Net deferred tax liabilities	$	—	$	(5,152)

The income tax benefit for the period-ended December 31, 2023 was primarily driven by the reduction of the foreign deferred tax liability due to the impairment of the indefinite-lived intangible asset and was offset by the setup of the Sangamo United Kingdom’s (“U.K.”) valuation allowance. The income tax expense for the years ended December 31, 2022 and December 31, 2021 was due to foreign income taxes and partially offset by a foreign deferred tax benefit.

A valuation allowance is recorded when it is more likely than not that all or some portion of the deferred income tax assets will not be realized. The Company regularly assesses the need for a valuation allowance against its deferred income tax assets by considering both positive and negative evidence related to whether it is more likely than not that the Company’s deferred income tax assets will be realized. In evaluating the Company’s ability to recover its deferred income tax assets within the jurisdiction from which they arise, the Company considers all available positive and negative evidence, including scheduled reversals of deferred income tax liabilities, projected future taxable income, tax-planning strategies, and results of recent operations. 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 Company recorded a full valuation allowance on the U.K. net deferred tax assets in 2023 due to the uncertainty regarding future income projections for Sangamo U.K., which outweighed positive evidence related to realization of the deferred tax assets for Sangamo U.K. The valuation allowance increased by $49.6 million, $42.0 million and $45.5 million for the years ended December 31, 2023, 2022 and 2021, respectively.

As of December 31, 2023, Sangamo had net operating loss carryforwards for federal and state income tax purposes of approximately $764.6 million and $338.9 million, respectively. The federal net operating loss generated before 2018 will begin

to expire in 2024 and will keep expiring through 2037, if not utilized. Federal net operating loss generated from 2018 will carry forward indefinitely. If not utilized, the state net operating loss carryforwards will begin to expire in 2029, respectively. The Company’s French net operating loss carryforward balance is $118.7 million, which carries over indefinitely. The Company also has federal and state research tax credit carryforwards of $45.3 million and $31.3 million, respectively. The federal research credits will begin to expire in 2024 and will keep expiring through 2043, while the state research credits have no expiration date. Utilization of the Company’s net operating loss carryforwards and research tax credit carryforwards may be subject to substantial annual limitations due to the ownership change limitations provided by the Internal Revenue Code and similar state provisions. The annual limitation could result in the expiration of the net operating loss carryforwards and research tax credit carryforwards before utilization.

The Company’s policy is to reinvest the earnings of its non-U.S. subsidiaries in those operations. The Company does not provide for U.S. taxes on the earnings of foreign subsidiaries because the Company intends to reinvest such earnings offshore indefinitely. However, if these funds were repatriated, the Company would be required to accrue and pay applicable U.S. taxes and withholding taxes. Due to the cumulative losses generated in foreign countries there are no earnings to repatriate.

Government incentives in the form of refundable research tax credits are recognized when there is reasonable assurance that the incentive will be received and the Company will comply with the conditions specified in the agreement or statutory requirements. The Company is eligible to receive these incentives because it engages in qualifying research and development activities in a foreign jurisdiction as defined by the government entity. The Company recorded refundable research tax credits of $5.9 million, $5.1 million and $4.7 million, as income in interest and other income, net on the Consolidated Statements of Operations for the years ended 2023, 2022, and 2021, respectively. As of December 31, 2023 and 2022, the Company had refundable research tax credits of $3.1 million and $2.0 million, respectively, in prepaid expenses and other current assets and $15.3 million and $12.1 million, respectively, in other non-current assets on the Consolidated Balance Sheets.

The Company files federal and state income tax returns with varying statutes of limitations. The tax years from 2003 forward remain open to examination due to the carryover of net operating losses or tax credits. The Company also files the U.K. and French income tax returns, and the tax years from 2008 and thereafter remain open in the U.K., and the tax years 2019 and thereafter in France are still subject to examination.

The Company’s practice is to recognize interest and/or penalties related to income tax matters in income tax expense. The Company had $0.3 million and $0.2 million accrued interest and/or penalties as of December 31, 2023 and 2022, respectively. Unrecognized tax benefits are not expected to change materially over the next 12 months. The amount of unrecognized tax benefits that, if recognized, would impact the effective tax rate is $1.2 million, $1.2 million and $1.2 million as of December 31, 2023, 2022 and 2021, respectively.

The following table summarizes the activity related to the Company’s unrecognized tax benefits (in thousands):


	December 31,
	2023		2022		2021
Beginning balance	$	18,179	$	15,062	$	12,892
Additions based on tax positions related to the current year	2,805		3,177		2,454
Additions for tax positions of prior years	29		278		130
Reductions for tax positions of prior years	(2,693)		(338)		(414)
Ending balance	$	18,320	$	18,179	$	15,062

- 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

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-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

EMPLOYEE BENEFIT PLAN (Details) - USD ($)	12 Months Ended
EMPLOYEE BENEFIT PLAN (Details) - USD ($)	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Retirement Benefits [Abstract]
Maximum percentage limit of employee contributions	100.00%	100.00%	100.00%
Defined contribution plan, maximum employer's contribution per employee	$ 5,000	$ 4,000	$ 4,000
Aggregate employer's contributions to defined contribution plan	$ 1,800,000	$ 1,500,000	$ 1,500,000

FAIR VALUE MEASUREMENTS

12 Months Ended

Dec. 31, 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):


	December 31, 2023
	Fair Value Measurements
	Total		Level 1		Level 2		Level 3
Assets:
Cash equivalents:
Money market funds	$	2,508	$	2,508	$	—	$	—

Total	2,508		2,508		—		—
Marketable securities:
U.S. government-sponsored entity debt securities	22,566		—		22,566		—
Commercial paper securities	2,826		—		2,826		—
Corporate debt securities	1,405		—		1,405		—
Asset-backed securities	2,377		—		2,377		—
U.S. treasury bills	5,593				5,593
Certificates of deposit	1,031		—		1,031		—

Total	35,798		—		35,798		—
Total cash equivalents and marketable securities	$	38,306	$	2,508	$	35,798	$	—


	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

STOCK-BASED COMPENSATION - Schedule of Assumptions used for Estimating Fair Value of Employee Stock Options (Details) - Employee Stock Options	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected dividend yield of stock	0.00%	0.00%	0.00%
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk-free interest rate	3.44%	2.15%	0.95%
Expected term (in years)	5 years 5 months 19 days	5 years 5 months 15 days	5 years 5 months 15 days
Expected volatility	72.18%	72.38%	77.30%
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk-free interest rate	4.00%	3.69%	1.22%
Expected term (in years)	5 years 6 months 21 days	5 years 5 months 26 days	5 years 6 months 7 days
Expected volatility	76.05%	76.01%	79.77%

- 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

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 35
-Paragraph 1D
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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-Section 50
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-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
-Paragraph 2
-Subparagraph (a)(3)
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-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 2
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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Reference 24: http://www.xbrl.org/2003/role/disclosureRef
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Reference 25: http://www.xbrl.org/2003/role/disclosureRef
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Reference 26: http://www.xbrl.org/2003/role/disclosureRef
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Reference 27: http://www.xbrl.org/2003/role/disclosureRef
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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

12 Months Ended

Dec. 31, 2023

Restructuring and Related Activities [Abstract]

RESTRUCTURING CHARGES

April Restructuring

On April 26, 2023, the Company executed a restructuring of operations and a corresponding reduction in workforce (the “April Restructuring”), designed to reduce costs and increase focus on certain strategic priorities. The April 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. As of December 31, 2023, the Company has estimated that it will incur $5.0 million in expenses related to employee severance and notice period payments, benefits and related restructuring charges for the April Restructuring, of which $3.8 million has been included in research and development expense and $1.2 million has been included in general and administrative expense in the accompanying Consolidated Statements of Operations. The Company expects the April Restructuring and the cash payments related to the April Restructuring to be substantially complete by the third quarter of 2024.

November Restructuring

On November 1, 2023, the Company executed a restructuring of operations and a corresponding reduction in workforce (the “November Restructuring”), designed to reduce costs and advance its strategic transformation into a neurology-focused genomic medicine company. The November Restructuring resulted in the elimination of approximately 162 roles, including 108 full-time employees and 54 contracted employees and eliminated open positions, in the United States, or approximately 40% of the total United States workforce, and included one-time severance payments and other employee-related costs, including additional vesting of service-based stock compensation awards. As of December 31, 2023, the Company has estimated it will incur approximately $8.7 million to $9.7 million in expenses related to employee severance and notice period payments, benefits, Brisbane facility close-out costs, and other related restructuring charges for the November Restructuring. The Company incurred $6.7 million of expenses in the year ended December 31, 2023, of which $5.0 million is included in research and development expense and $1.7 million is included in general and administrative expense in the accompanying Consolidated Statements of Operations. The Company expects to incur additional estimated costs of $2.0 million to $3.0 million through the second quarter of 2024. The Company expects the November Restructuring and the cash payments related to the November Restructuring to be substantially complete by the second quarter of 2024.

France Restructuring

In November 2023, the Company initiated an information and consultation procedure with the Works Council for its Valbonne, France workforce regarding a planned wind-down of Sangamo’s French operations and a corresponding reduction in workforce, including planned closure of the Company’s cell therapy manufacturing facility and research labs in Valbonne, France. The information and consultation procedure with the Works Council resulted in the definition of an acceptable set of termination provisions including payouts to departing employees and were a required step before the Company could eliminate positions at Sangamo France. The information and consultation procedure of the Works Council was completed in the first quarter of 2024 and the Board of Directors approved the wind-down and reduction in workforce (the “France Restructuring”) on March 1, 2024.

The France Restructuring is estimated to eliminate all 93 roles in France, or approximately 24% of the total global workforce as of March 1, 2024. The Company is expected to make severance payments as required by French law and the terms of the applicable collective bargaining agreements, and other employee-related costs. The Company concluded that payouts under the France Restructuring are a result of an ongoing post-employment benefit plan, and that payments were probable and could be estimated as of December 31, 2023. The Company estimates it will incur approximately $7.8 million to $11.5 million in expenses related to employee severance and notice period payments, benefits, contract termination costs, and other related restructuring charges for the France Restructuring. The Company incurred $4.7 million of expenses during the year ended December 31, 2023, of which $3.6 million is included in research and development expense and $1.1 million is included in general and administrative expense in the accompanying Consolidated Statements of Operations. The Company expects to incur additional estimated costs of $3.1 million to $6.8 million through the fourth quarter of 2024. The Company expects the France Restructuring and its related cash payments to be completed no later than the fourth quarter of 2024.


	Year Ended December 31, 2023
Balance at December 31, 2022	$	—
Restructuring charges	16,364
Cash payments	(4,282)
Non-cash adjustments	(349)
Balance at December 31, 2023	$	11,733

Sangamo may also incur other cash expenses or charges not currently contemplated or estimable due to events that may occur as a result of, or associated with, the April, November and France Restructurings.

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

12 Months Ended

Dec. 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Revenues from Collaboration and Licensing Agreements

Revenues from collaboration and licensing agreements as a percentage of total revenues were as follows:


	Year Ended December 31,
	2023		2022		2021

Biogen MA, Inc.	77	%	26	%	38	%
Kite Pharma, Inc.	12	%	35	%	23	%
Novartis Institutes for BioMedical Research, Inc.	7	%	36	%	34	%


Other licensing agreements	4	%	3	%	5	%

Schedule of Percentage of Accounts Receivable by Collaboration Partners

As of December 31, 2023 and 2022, the percentage of accounts receivable by collaboration partners who individually accounted for 10% or more of accounts receivable were as follows:


	As of December 31,
	2023		2022
Sigma-Aldrich Corporation	78	%	—	%
Kite Pharma, Inc.	18	%	19	%
Novartis Institutes for BioMedical Research, Inc.	—	%	59	%
Biogen MA, Inc.	—	%	14	%

Schedule of Cash and Cash Equivalents


	As of December 31,
	2023		2022		2021
Cash and cash equivalents	$	45,204	$	100,444	$	178,872

Non-current restricted cash	1,500		1,500		1,500
Cash, cash equivalents, and restricted cash as reported within the Consolidated Statements of Cash Flows	$	46,704	$	101,944	$	180,372

Schedule of Restricted Cash


	As of December 31,
	2023		2022		2021
Cash and cash equivalents	$	45,204	$	100,444	$	178,872

Non-current restricted cash	1,500		1,500		1,500
Cash, cash equivalents, and restricted cash as reported within the Consolidated Statements of Cash Flows	$	46,704	$	101,944	$	180,372

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES - Biogen MA, Inc. (Narrative) (Details)		1 Months Ended			12 Months Ended
	Jun. 15, 2023 USD ($)	Mar. 31, 2023 USD ($)	May 31, 2020 USD ($)	Apr. 30, 2020 USD ($) product_target $ / shares shares	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Feb. 29, 2020 USD ($)
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Accounts receivable					$ 923,000	$ 3,678,000
General and administrative expense					61,167,000	62,682,000	$ 63,219,000
Biogen MA, Inc.
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Change in estimate of transaction price, increase in revenue	$ 127,100,000
Biogen MA, Inc. \| License and Service
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Fixed consideration									$ 204,600,000
Remaining performance obligation amount					0	151,300,000
Cumulative catch-up to expense		$ 2,500,000
General and administrative expense					2,600,000	400,000	$ 600,000
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 from sale of stock				$ 225,000,000
Sale of stock, excess consideration received on transaction				79,600,000
Collaboration agreement, equity issued				145,400,000
Accounts receivable					0	500,000
Deferred revenue					0	$ 132,200,000
Biogen MA, Inc. \| Collaboration and License Agreement
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Proceeds from collaborators			$ 125,000,000	$ 125,000,000
Number of neurological disease gene targets selected by counterparty (in product targets) \| product_target				4
Number of additional neurological disease gene targets \| product_target				7
Collaborative arrangement transaction price	$ (17,300,000)
Collaboration arrangement, commission fee, portion of gross proceeds, value								$ 7,000,000
Collaborative agreement, percent of initial recognition				2.00%
Contract with customer, asset, after allowance for credit Loss					$ 4,100,000

STOCK-BASED COMPENSATION - Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total stock-based compensation expense	$ 27,363	$ 31,650	$ 32,956
Research and development
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total stock-based compensation expense	15,215	18,404	19,534
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total stock-based compensation expense	$ 12,148	$ 13,246	$ 13,422

COMMITMENTS AND CONTINGENCIES

12 Months Ended

Dec. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

Leases

Sangamo’s corporate headquarters occupies approximately 59,485 square feet of research and office space, pursuant to a lease that expires in August 2031, and approximately 7,700 of office space, pursuant to a lease that expires in August 2026, in Richmond, California. Sangamo also occupies approximately 103,089 square feet of office and research and development laboratory facilities in Brisbane, California pursuant to a lease that expires in May 2029. In addition, the Company leases approximately 28,048 square feet of office and research and development space in Valbonne, France, pursuant to leases that expire beginning in June 2025 through January 2030.

In January 2021, the Company entered into an amendment to an existing lease to acquire approximately 5,000 square feet of research and office space in Richmond, California. With this amendment, the existing lease expires in August 2026. Total lease payments over the life of this amended lease are approximately $0.9 million. Variable lease payments include the Company’s allocated share of costs incurred and expenditures made by the landlord in the operation and management of the building. On February 1, 2021, the lease commencement date, the Company recorded an operating lease right-of-use asset and a corresponding lease liability of $0.7 million.

In January 2021, the Company also entered into a new lease to acquire approximately 5,800 square feet of research and office space in Valbonne, France, which expires in January 2030. Total lease payments over the life of this amended lease are approximately $0.8 million. Variable lease payments include the Company’s allocated share of costs incurred and expenditures made by the landlord in the operation and management of the building. On January 29, 2021, the lease commencement date, the Company recorded an operating lease right-of-use asset and a corresponding lease liability of $0.6 million.

In October 2021, the Company entered into an agreement to extend the lease of its research and office space in Richmond, California by five years until August 2031. The Company also leased an additional 7,997 square feet of office space at the same location from November 2021 through August 2031. The amended lease was effective October 1, 2021, and the Company recorded an adjustment to the lease liability and the corresponding right-of-use asset of $9.1 million upon inception of this amended lease. Pursuant to the terms of the amended lease, the landlord agreed to reimburse the Company up to $2.6 million, related to a tenant improvement allowance.

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

The Company performed evaluations of its contracts and determined each of its identified leases are operating leases. Components of operating leases were as follows (in thousands):


	December 31,
	2023		2022
Operating lease cost	$	9,423	$	11,029
Variable lease cost	3,126		3,305
Total	$	12,549	$	14,334

Variable lease expenses were not included in the measurement of the Company’s operating right-of-use assets and lease liabilities. This variable expense consists primarily of the Company’s proportionate share of operating expenses, property taxes and insurance and is classified as lease expense, due to the Company’s election to not separate lease and non-lease components.

Cash paid for amounts included in the measurement of operating lease liabilities for the year ended December 31, 2023, 2022 and 2021 was $7.3 million, $10.1 million and $6.9 million, respectively and was included in net cash used in operating activities in the Company’s Consolidated Statements of Cash Flows.

Rent expense related to lease agreements was $9.4 million, $11.0 million and $10.8 million for the years ended December 31, 2023, 2022 and 2021, respectively. Future minimum payments under lease obligations at December 31, 2023 consist of the following (in thousands):


	Total
2024	$	6,827
2025	7,559
2026	7,538
2027	7,485
2028	7,602
Thereafter	8,213
Total lease payments	45,224
Less:
Imputed interest	(6,877)
Tenant improvement allowance included in contra-lease liability	(243)
Total	$	38,104

Reported as of December 31, 2023:
Short-term portion of lease liabilities (included in other accrued liabilities on the Consolidated Balance Sheet)	$	4,589
Long-term portion of lease liabilities	33,515
Total	$	38,104

As of December 31, 2023, the weighted-average remaining lease term is 6.1 years and the weighted-average incremental borrowing rate used to determine the operating lease liability was 5.6% for the Company’s operating leases.

During the year ended December 31, 2023, the Company recorded impairment losses of $28.9 million related to its right-of-use assets. See Note 6 – Impairment of Goodwill, Indefinite-lived Intangible Assets and Other Long-lived Assets for more information.

Contractual Commitments

The Company’s non-cancelable material contractual commitments under manufacturing-related supplier arrangements as of December 31, 2023 related to Lonza Netherlands, B.V. amount to $5.2 million and expire in October 2024. The Company also had $0.6 million of license obligations related to its intellectual property as of December 31, 2023.

Contingencies

The Company is not party to any material pending legal proceeding. From time to time, the Company is, and may become, involved in litigation and regulatory compliance matters incidental to the Company’s business, including employment and wage and hour claims, antitrust, tax, product liability, environmental, health and safety, commercial disputes, intellectual property, contracts and other matters arising out of the normal conduct of the Company’s business. Since litigation is inherently unpredictable and unfavorable resolutions can occur, assessing contingencies is highly subjective and requires judgments about future events. Sangamo regularly reviews and accrues for contingencies related to litigation and regulatory compliance matters, if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Based on current information, in the opinion of the Company, the ultimate resolution of these matters, individually or in aggregate, will not have a material adverse effect on the Company’s financial condition, results of operations or cash flows.

SUBSEQUENT EVENT (Details) $ in Thousands		12 Months Ended
SUBSEQUENT EVENT (Details) $ in Thousands	Mar. 01, 2024 role	Dec. 31, 2023 USD ($)
Subsequent Event [Line Items]
Restructuring charges		$ 16,364
France Restructuring Plan
Subsequent Event [Line Items]
Restructuring charges		4,700
France Restructuring Plan \| Research and development
Subsequent Event [Line Items]
Restructuring charges		3,600
France Restructuring Plan \| General and administrative
Subsequent Event [Line Items]
Restructuring charges		1,100
France Restructuring Plan \| Minimum
Subsequent Event [Line Items]
Restructuring expected cost		7,800
France Restructuring Plan \| Maximum
Subsequent Event [Line Items]
Restructuring expected cost		$ 11,500
Subsequent Event \| France Restructuring Plan
Subsequent Event [Line Items]
Number of positions expected to be eliminated \| role	93
Percentage of global workforce expected to be eliminated	24.00%

COMMITMENTS AND CONTINGENCIES - Schedule of Components of Operating Leases (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Operating lease cost	$ 9,423	$ 11,029
Variable lease cost	3,126	3,305
Total	$ 12,549	$ 14,334

INCOME TAXES - Schedule of Domestic and Foreign Components of Loss Before Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Domestic	$ (173,375)	$ (216,573)	$ (185,216)
Foreign	(89,528)	24,724	7,225
Loss before income taxes	$ (262,903)	$ (191,849)	$ (177,991)

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(11))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483586/944-220-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 30
-Subparagraph (b)
-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 32
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 5: http://www.xbrl.org/2003/role/exampleRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 31
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-31

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

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 942
-SubTopic 235
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-05(b)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479557/942-235-S99-1

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Section 25
-Paragraph 1
-SubTopic 20
-Topic 940
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481913/940-20-25-1

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(10))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 942
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(15))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1

+ Details

ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Percentage of Accounts Receivable by Collaboration Partners (Details) - Accounts Receivable - Accounts Receivable from Collaboration Agreements	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Sigma-Aldrich Corporation
Concentration Risk [Line Items]
Percentage of accounts receivable	78.00%	0.00%
Kite Pharma, Inc.
Concentration Risk [Line Items]
Percentage of accounts receivable	18.00%	19.00%
Novartis Institutes for BioMedical Research, Inc.
Concentration Risk [Line Items]
Percentage of accounts receivable	0.00%	59.00%
Biogen MA, Inc.
Concentration Risk [Line Items]
Percentage of accounts receivable	0.00%	14.00%

OTHER BALANCE SHEET DETAILS - Schedule of Other Accrued Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Balance Sheet Related Disclosures [Abstract]
Accrued restructuring expenses	$ 11,733	$ 0
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Total other accrued liabilities	Total other accrued liabilities
Operating lease liabilities – current	$ 4,589	$ 4,122
Accrued research and development expenses	3,763	7,115
Accrued professional fees	1,505	1,704
Other	1,964	3,066
Total other accrued liabilities	$ 23,554	$ 16,007

ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	12 Months Ended
	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation The accompanying Consolidated Financial Statements include the accounts of the Company and its subsidiaries and have been prepared in conformity with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”). All intercompany balances and transactions have been eliminated in the Consolidated Financial Statements. For consolidated entities where the Company owns or is exposed to less than 100% of the economics, the Company records net loss attributable to non-controlling interests on its Consolidated Statements of Operations equal to the percentage of the economic or ownership interest retained in such entities by the respective non-controlling parties.
Use of Estimates	Use of Estimates The preparation of the Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the 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.
Revenue Recognition	Revenue Recognition The Company accounts for its revenues pursuant to the provisions of ASC Topic 606, Revenue from Contracts with Customers (“ASC Topic 606”). The Company’s contract revenues are derived from collaboration agreements including licensing arrangements and research 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. For contracts that contain a provision where the Company reimburses its customer for certain costs they incur and where the Company does not acquire any distinct goods or services in exchange for such payments, the Company accounts for it as a reduction to the contract transaction price. 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.
Accounts Receivable	Accounts Receivable Accounts receivable consists of amounts billed to the Company’s collaboration partners for cost reimbursements for research services, sublicensing revenue, and royalty payments. Receivables from collaborations are typically unsecured and are concentrated in the biopharmaceutical industry. Accordingly, the Company may be exposed to credit risk generally associated with biopharmaceutical companies or specific to its collaboration agreements. The Company records trade receivables net of allowances for credit losses. The Company applies an aging method to estimate credit losses and considers its historical loss information, adjusted to account for current conditions, and reasonable and supportable forecasts of future economic conditions affecting its customers. Accounts receivable as of December 31, 2023 and 2022 were $0.9 million and $3.7 million, respectively, and the Company had not incurred any losses related to accounts receivable.
Impairment of Goodwill, Indefinite-lived Intangible Assets and Long-lived Assets	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, 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 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 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.
Fair Value Measurements	Fair Value Measurements The carrying amounts for financial instruments consisting of cash and cash equivalents, accounts receivable, accounts payable and other accrued liabilities approximate fair value due to their short-term maturities. Marketable securities are stated at their estimated fair values. 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).
Cash, Cash Equivalents, and Restricted Cash	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 office and research and development laboratory facilities in Brisbane, California.
Marketable Securities	Marketable Securities Sangamo classifies its marketable securities as available-for-sale and records its investments at estimated fair value based on quoted market prices or observable market inputs of almost identical assets, with the unrealized holding gains and losses included in accumulated other comprehensive income (loss) (“AOCI”). The Company classifies those investments that are not required for use in current operations and that mature in more than 12 months as non-current marketable securities in the accompanying Consolidated Balance Sheets. The Company’s investments are subject to a periodic impairment review. The Company considers various factors in determining whether to recognize an impairment charge, including the length of time and extent to which the fair value has been less than the cost basis, the Company’s financial condition and its intent and ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in market value. Realized gains and losses on marketable securities are included in interest and other income, net, which are determined using the specific identification method. Credit losses related to the marketable securities are recorded in interest and other income, net in the Consolidated Statements of Operations through an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities. If the Company intends to sell, or if it is more likely than not that the Company will be required to sell, a security before recovery of its amortized cost basis, the allowance for credit losses is written off, and the amortized cost of the security is written down to its fair value, with any incremental impairment charge recognized in earnings. This also results in a reversal of any unrealized gains and losses for this security that were previously included in AOCI. Impairment charges are included in interest and other income, net in the Consolidated Statements of Operations.
Concentrations of Credit Risk and Other Risks	Concentrations of Credit Risk and Other Risks Cash, cash equivalents, and marketable securities consist of financial instruments that potentially subject the Company to a concentration of credit risk to the extent of the fair value recorded in the Consolidated Balance Sheets. The Company invests cash that is not required for immediate operating needs primarily in highly liquid instruments that bear minimal risk. The Company has established policies relating to the quality, diversification, and maturities of securities to enable the Company to manage its credit risk. The Company is exposed to credit risk in the event of a default by the financial institutions or issuers of investments holding its cash, cash equivalents, and investments to the extent recorded on the Consolidated Balance Sheets. Certain materials and key components that the Company utilizes in its operations are obtained through single suppliers. Since the suppliers of key components and materials must be named in an investigational new drug application filed with the U.S. Food and Drug Administration (“FDA”) for a product, significant delays can occur if the qualification of a new supplier is required. If delivery of material from the Company’s suppliers were interrupted for any reason, the Company may be unable to supply any of its product candidates for clinical trials.
Property and Equipment	Property and Equipment Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation is calculated using the straight-line method based on the estimated useful lives of the related assets which is generally three to five years. For leasehold improvements, amortization is calculated using the straight-line method based on the shorter of the useful life or the lease term. The Company reviews its property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.
Research and Development Expenses	Research and Development Expenses Research and development expenses consist primarily of personnel costs, including salaries, benefits and stock-based compensation, restructuring charges, clinical studies performed by contract research organizations, materials and supplies and overhead allocations consisting of various support and facility-related costs. Research and development costs are expensed as incurred.
General and Administrative Expenses	General and Administrative Expenses General and administrative expenses consist of finance, human resources, legal and other administrative activities. These expenses consist primarily of personnel costs, including salaries, benefits and stock-based compensation, restructuring charges, facilities and overhead costs, legal expenses, and other general and administrative costs.
Stock-based Compensation	Stock-based Compensation The Company measures and recognizes compensation expense for all stock-based payment awards made to Sangamo employees and directors, including employee share options, restricted stock units (“RSUs”) and employee stock purchases related to the Employee Stock Purchase Plan (“ESPP”) based on estimated fair values at the award grant date. The fair value of stock-based awards is amortized over the vesting period of the award using a straight-line method. To estimate the fair value of an award, the Company uses the Black-Scholes option pricing model. This model requires inputs such as expected life, expected volatility, expected dividend yield of stock and risk-free interest rate. These inputs are subjective and generally require significant analysis and judgment to develop. While estimates of expected life and volatility are derived primarily from the Company’s historical data, the risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant commensurate with the expected life assumption. The Company accounts for forfeitures in the period they occur.
Income Taxes	Income Taxes Income tax expense has been calculated using the liability method. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities as measured by the enacted tax rates that will be in effect when these differences reverse. The Company provides a valuation allowance against net deferred tax assets if, based upon the available evidence, it is not more likely than not that the deferred tax assets will be realized. The Company recognizes a tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the Company’s Consolidated Financial Statements from such positions are measured based on the largest benefit that has a greater than 50% likelihood of being realized. The Company recognizes interest and penalties associated with tax matters as part of the income tax provision and includes accrued interest and penalties with the related income tax liability within other accrued liabilities on its Consolidated Balance Sheets. The Company evaluates uncertain tax positions on a regular basis and makes adjustments to these accruals when facts and circumstances change, such as the closing of a tax audit or the refinement of an estimate.
Leases	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 identified, 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.
Foreign Currency Translation	Foreign Currency Translation The functional currency of the Company’s foreign subsidiaries is primarily the Euro. Assets and liabilities denominated in foreign currencies are translated to U.S. dollars using the exchange rates at the balance sheet date. Foreign currency translation adjustments are recorded as a component of AOCI within stockholders’ equity. Revenues and expenses from the Company’s foreign subsidiaries are translated using the monthly average exchange rates in effect during the period in which the transactions occur. Foreign currency transaction gains and losses are recorded in interest and other income, net, on the Company’s Consolidated Statements of Operations.
Net Loss Per Share	Net Loss Per Share Basic net loss per share attributable to Sangamo Therapeutics, Inc. stockholders has been computed by dividing net loss attributable to Sangamo Therapeutics, Inc. stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share attributable to Sangamo Therapeutics, Inc. stockholders is calculated by dividing net loss attributable to Sangamo Therapeutics, Inc. stockholders by the weighted-average number of shares of common stock plus potentially dilutive securities outstanding during the period. The total number of shares subject to stock options and RSUs outstanding and the 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.
Segments	Segments The Company operates in one segment. Management uses one measure of profitability and does not segregate its business for internal reporting.
Restructuring	Restructuring The Company records employee severance costs based on whether the termination benefits are provided under an on-going benefit arrangement or under a one-time benefit arrangement. The Company accounts for on-going termination benefit arrangements, such as those arising from employment agreements, applicable regulations or past practices, in accordance with ASC Topic 712, Compensation—Nonretirement Postemployment Benefits (“ASC Topic 712”). Under ASC 712, liabilities for post-employment benefits related to past services and that vest or are accumulated over time are recorded at the time the obligations are probable of being incurred and can be reasonably estimated. The Company accounts for one-time employment benefit arrangements in accordance with ASC Topic 420, Exit or Disposal Cost Obligations (“ASC Topic 420”). One-time termination benefits are expensed at the date the entity notifies the employee, unless the employee must provide future service over a period extending past the minimum notification period, in which case the benefits are expensed ratably over the future service period. Other associated costs are recognized in the period in which the liability is incurred. Costs incurred to terminate contracts are recognized upon their termination, e.g., when notice of termination is provided to the counterparty. Costs related to contracts without future benefit are recognized at the cease-use date. Other exit-related costs are recognized as incurred.
Recent Accounting Pronouncements	Recent Accounting Pronouncements Recently Adopted None. Not Yet Adopted In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which requires public entities to disclose information about their reportable segments’ significant expenses and other segment items on an interim and annual basis. Public entities with a single reportable segment are required to apply the disclosure requirements in ASU 2023-07, as well as all existing segment disclosures and reconciliation requirements in ASC Topic 280, Segment Reporting on an interim and annual basis. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2023-07. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”), which requires public entities, on an annual basis, to provide disclosure of specific categories in the rate reconciliation, as well as disclosure of income taxes paid disaggregated by jurisdiction. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2023-09.

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 45,204	$ 100,444
Marketable securities	35,798	177,188
Interest receivable	403	794
Accounts receivable	923	3,678
Prepaid expenses and other current assets	12,000	18,223
Total current assets	94,328	300,327
Marketable securities, non-current	0	29,845
Property and equipment, net	26,874	63,531
Intangible assets	0	50,729
Goodwill	0	37,552
Operating lease right-of-use assets	25,991	62,002
Other non-current assets	16,627	17,023
Restricted cash	1,500	1,500
Total assets	165,320	562,509
Current liabilities:
Accounts payable	15,259	22,418
Accrued compensation and employee benefits	8,918	21,506
Other accrued liabilities	23,554	16,007
Deferred revenues	0	51,780
Total current liabilities	47,731	111,711
Deferred revenues, non-current	0	109,377
Long-term portion of lease liabilities	33,515	38,986
Deferred income tax	0	6,270
Other non-current liabilities	1,187	1,207
Total liabilities	82,433	267,551
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.01 par value, 5,000,000 shares authorized, and no shares issued or outstanding	0	0
Common stock, $0.01 par value; 640,000,000 shares authorized; 178,133,548 and 166,793,320 shares issued and outstanding at December 31, 2023 and 2022, respectively	1,781	1,668
Additional paid-in capital	1,492,077	1,450,239
Accumulated deficit	(1,406,376)	(1,148,545)
Accumulated other comprehensive loss	(4,595)	(8,404)
Total stockholders’ equity	82,887	294,958
Total liabilities and stockholders’ equity	$ 165,320	$ 562,509

Cover - USD ($)	12 Months Ended
Cover - USD ($)	Dec. 31, 2023	Mar. 08, 2024	Jun. 30, 2023
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2023
Current Fiscal Year End Date	--12-31
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	501 Canal Blvd.
Entity Address, City or Town	Richmond
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94804
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 Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Document Financial Statement Error Correction Flag	false
Entity Shell Company	false
Entity Public Float			$ 229,054,076
Entity Common Stock, Shares Outstanding		178,906,350
Documents Incorporated by Reference	DOCUMENTS INCORPORATED BY REFERENCE Certain information required by Part III, Items 10-14 of this Form 10-K is incorporated by reference to the registrant’s definitive Proxy Statement for the 2024 Annual Meeting of Stockholders to be filed with the Securities and Exchange Commission pursuant to Regulation 14A not later than 120 days after the end of the fiscal year covered by this Form 10-K, provided that if such Proxy Statement is not filed within such period, such information will be included in an amendment to this Form 10-K to be filed within such 120-day period.
Amendment Flag	false
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	FY
Entity Central Index Key	0001001233

ACQUISITION OF SANGAMO FRANCE	12 Months Ended
ACQUISITION OF SANGAMO FRANCE	Dec. 31, 2023
Business Combination and Asset Acquisition [Abstract]
ACQUISITION OF SANGAMO FRANCE	ACQUISITION OF SANGAMO FRANCE In 2018, Sangamo entered into various agreements with the goal of eventually acquiring 100% of Sangamo France’s share capital, including arrangements with the holders of approximately 477,000 free shares of Sangamo France pursuant to which the Company had the right to purchase such shares from the holders (a call option), and such holders had the right to sell to the Company such shares from time to time through mid-2021 (a put option) (collectively the “Free Shares Options”). As of December 31, 2021, the Company acquired all of the 477,000 free shares, resulting in 100% ownership of Sangamo France. The acquisition of Sangamo France was accounted for as a business combination in accordance with ASC Topic 805, Business Combinations, in exchange for total consideration of approximately $45.9 million at the Acquisition Date. The operating results of Sangamo France after the Acquisition Date have been included in the Company’s Consolidated Statements of Operations. Based on the Company’s impairment assessment performed during the year ended December 31, 2023, it recognized a pre-tax goodwill impairment charge of $38.1 million and as a result the goodwill was fully impaired as of December 31, 2023, see Note 6 – Impairment of Goodwill, Indefinite-lived Intangible Assets and Other Long-lived Assets. There was no goodwill impairment during the years ended December 31, 2022 or 2021. Non-controlling Interest Prior to the acquisition of all the free shares, the fair value of the remaining non-controlling interest was determined based on the number of outstanding free shares comprising the non-controlling interest and the $2.99 acquisition price per share as of the Acquisition Date. The non-controlling interest was presented as a component of stockholders’ equity on the Company’s Consolidated Balance Sheet as of December 31, 2020. As of December 31, 2023 and 2022, after acquisition of 100% of ordinary shares of Sangamo France, the carrying amount of the non-controlling interest was recorded as additional paid‑in capital on the Company’s Consolidated Balance Sheet.

OTHER BALANCE SHEET DETAILS - Narrative (Details) - USD ($)	3 Months Ended		12 Months Ended
	Jun. 30, 2023	Mar. 31, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Depreciation and amortization			$ 15,065,000	$ 12,108,000	$ 9,439,000
Impairment loss	$ 0		65,528,000	$ 0	$ 0
Leasehold improvements
Property, Plant and Equipment [Line Items]
Impairment loss		$ 5,000,000	23,100,000
Laboratory equipment
Property, Plant and Equipment [Line Items]
Impairment loss			8,000,000
Manufacturing equipment
Property, Plant and Equipment [Line Items]
Impairment loss			2,300,000
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Impairment loss			1,600,000
Construction in progress
Property, Plant and Equipment [Line Items]
Impairment loss		$ 4,200,000	$ 1,600,000

OTHER BALANCE SHEET DETAILS (Tables)

12 Months Ended

Dec. 31, 2023

Balance Sheet Related Disclosures [Abstract]

Schedule of Property and Equipment, Net

Property and equipment, net consist of the following (in thousands):


	December 31,
	2023		2022
Laboratory equipment	$	34,630	$	39,080
Leasehold improvements	29,809		30,572
Furniture and fixtures	4,610		5,731
Manufacturing equipment	7,784		9,908
Construction in progress	1,087		14,770
	77,920		100,061
Less: accumulated depreciation and amortization	(51,046)		(36,530)
Property and equipment, net	$	26,874	$	63,531

Schedule of Intangible Assets and Goodwill

The changes in intangible assets were as follows (in thousands):


	December 31,
	2023		2022
Balance at beginning of year	$	50,729	$	53,760

Foreign currency translation adjustment	618		(3,031)

Impairment of indefinite-lived intangible asset	(51,347)		—
Balance at end of year	$	—	$	50,729

The changes in goodwill were as follows (in thousands):


	December 31,
	2023		2022
Balance at beginning of year	$	37,552	$	39,702

Foreign currency translation adjustment	586		(2,150)

Impairment of goodwill	(38,138)		—
Balance at end of year	$	—	$	37,552

Schedule of Other Accrued Liabilities

Other accrued liabilities consist of the following (in thousands):


	December 31,
	2023		2022
Accrued restructuring expenses	$	11,733	$	—
Operating lease liabilities – current	4,589		4,122
Accrued research and development expenses	3,763		7,115
Accrued professional fees	1,505		1,704

Other	1,964		3,066
Total other accrued liabilities	$	23,554	$	16,007

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive (Loss) Income	Non- Controlling Interest
Beginning balance (in shares) at Dec. 31, 2020		142,063,203
Beginning balance at Dec. 31, 2020	$ 497,366	$ 1,421	$ 1,269,375	$ (777,981)	$ 5,419	$ (868)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock in at-the-market offering, net of offering expenses (in shares)		2,007,932
Issuance of common stock in at-the-market offering, net of offering expenses	27,099	$ 20	27,079
Issuance of common stock upon exercise of stock options and vesting of restricted stock units, net of tax (in shares)		1,417,288
Issuance of common stock upon exercise of stock options and vesting of restricted stock units, net of tax	$ 2,389	$ 14	2,375
Issuance of common stock under employee stock purchase plan (in shares)	433,107	433,107
Issuance of common stock under employee stock purchase plan	$ 3,370	$ 4	3,366
Stock-based compensation	32,956		32,956
Acquisition of additional shares of Sangamo France	(134)		(70)			(64)
Foreign currency translation adjustment	(8,351)				(8,351)
Net pension gain (loss)	(716)				(716)
Net unrealized gain (loss) on marketable securities, net of tax	(339)				(339)
Buy-out of non-controlling interest	943		(943)			943
Net loss	(178,297)			(178,286)		(11)
Ending balance (in shares) at Dec. 31, 2021		145,921,530
Ending balance at Dec. 31, 2021	375,343	$ 1,459	1,334,138	(956,267)	(3,987)	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock in at-the-market offering, net of offering expenses (in shares)		19,300,743
Issuance of common stock in at-the-market offering, net of offering expenses	84,869	$ 193	84,676
Issuance of common stock upon exercise of stock options and vesting of restricted stock units, net of tax (in shares)		994,097
Issuance of common stock upon exercise of stock options and vesting of restricted stock units, net of tax	$ (1,980)	$ 10	(1,990)
Issuance of common stock under employee stock purchase plan (in shares)	576,950	576,950
Issuance of common stock under employee stock purchase plan	$ 1,771	$ 6	1,765
Stock-based compensation	31,650		31,650
Foreign currency translation adjustment	(4,606)				(4,606)
Net pension gain (loss)	786				786
Net unrealized gain (loss) on marketable securities, net of tax	(597)				(597)
Buy-out of non-controlling interest	0
Net loss	$ (192,278)			(192,278)
Ending balance (in shares) at Dec. 31, 2022	166,793,320	166,793,320
Ending 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	$ 82	15,024
Issuance of common stock upon exercise of stock options and vesting of restricted stock units, net of tax (in shares)		1,744,118
Issuance of common stock upon exercise of stock options and vesting of restricted stock units, net of tax	$ (1,453)	$ 18	(1,471)
Issuance of common stock under employee stock purchase plan (in shares)	1,346,849	1,346,849
Issuance of common stock under employee stock purchase plan	$ 935	$ 13	922
Stock-based compensation	27,363		27,363
Foreign currency translation adjustment	2,848				2,848
Net pension gain (loss)	(163)				(163)
Net unrealized gain (loss) on marketable securities, net of tax	1,124				1,124
Buy-out of non-controlling interest	0
Net loss	$ (257,831)			(257,831)
Ending balance (in shares) at Dec. 31, 2023	178,133,548	178,133,548
Ending balance at Dec. 31, 2023	$ 82,887	$ 1,781	$ 1,492,077	$ (1,406,376)	$ (4,595)

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES

12 Months Ended

Dec. 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES

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 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) 15 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. To date, two milestones of $55.0 million in aggregate have been achieved and paid. The Company is eligible to earn from Pfizer up to $220.0 million in remaining milestone payments 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.

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 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 research services through 2020, the period during which the Company performed research services.

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 zinc finger transcriptional regulators (“ZF-transcriptional regulators”) 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-transcriptional regulators 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-transcriptional regulators 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 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 research services through 2020, the period the Company performed research services.

In October 2023, Pfizer notified the Company of Pfizer’s assignment of the collaboration and license agreement to Alexion, AstraZeneca Rare Disease, pursuant to a definitive purchase and license agreement for preclinical gene therapy assets and enabling technologies that closed on September 20, 2023.

Kite Pharma, Inc.

In February 2018, the Company entered into a global collaboration and license agreement with Kite 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.

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. 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 ten times that the associated milestone event is achieved regardless of the number of licensed products that may achieve such milestone event. In addition, the Company is entitled to receive escalating, tiered royalty payments with a percentage in the single digits based on future annual worldwide net sales of licensed products. These royalty payments are subject to reduction due to patent expiration, entry of biosimilar products to the market and payments made under certain licenses for third-party intellectual property.

The initial research term in the agreement is six years from the Effective Date and will expire in April 2024. Kite had 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, which was not exercised and expired in October 2023. 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 December 31, 2023, and 2022 the Company had a receivable of $0.2 million and $0.7 million, respectively, and deferred revenue of zero and $19.4 million, respectively, related to this agreement. Changes in deferred revenue balances during the year ended December 31, 2023 relate to a reduction in the estimated future level of the Company’s research and development services under the collaboration agreement with Kite, ongoing normal progress in delivery of the performance obligations, and expiration of the option to extend the research term. The amounts of transaction price (excluding the amounts recognized as invoiced for the production of research materials performance obligation) remaining to be recognized were zero and $19.7 million as of December 31, 2023 and 2022, respectively.

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


	Year Ended December 31,
	2023		2022		2021
Revenue related to Kite agreement:
Recognition of license fee fixed consideration	$	19,423	$	37,032	$	24,977
Research services variable consideration	1,097		1,560		476
Total	$	20,520	$	38,592	$	25,453

During the year ended December 31, 2023, the Company recorded additional revenue related to changes in estimates in connection with the collaboration agreement with Kite. These changes in estimates were driven by reductions in the estimated future level of the Company’s research and development services in March and September 2023, and as a result, future project costs. These changes resulted in an increase in proportional cumulative performance on this collaboration and

increased revenue by $13.9 million, decreased net loss by $13.9 million, and decreased the Company’s basic and diluted net loss per share by $0.08 for the year ended December 31, 2023.

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 ZF-transcriptional regulators 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-transcriptional regulators required for such research, costs of which are funded by Novartis. Novartis was responsible for additional research activities, studies enabling investigational new drug (“IND”) applications, 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 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 December 31, 2023 and 2022, the Company had a receivable of zero 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):


	Year Ended December 31,
	2023		2022		2021
Revenue related to Novartis agreement:
Recognition of upfront license fee	$	9,568	$	31,344	$	29,945
Research services	2,611		8,384		7,999
Total	$	12,179	$	39,728	$	37,944

The Company paid $1.5 million for financial advisory fees during the year ended December 31, 2020, equal to 2% of $75.0 million received for the upfront license fee related to the collaboration and license agreement with Novartis. The Company recognized $1.5 million as a contract asset as such amount represents a cost of obtaining the agreement. This balance was amortized and included in general and administrative expenses on a systematic basis consistent with the transfer of the services to Novartis in accordance with ASC Topic 340, Other Assets and Deferred Costs (“ASC Topic 340”). The Company amortized $0.2 million, $0.6 million and $0.6 million during the years ended December 31, 2023, 2022, and 2021 respectively.

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-transcriptional regulators (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 a decrease to the transaction price of $17.3 million and an increase in revenue of $127.1 million.

As of December 31, 2023 and 2022, the Company had a receivable of zero 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 year ended December 31, 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 December 31, 2023 and 2022, respectively.

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


	Year Ended December 31,
	2023		2022		2021
Revenue related to Biogen agreement:
Recognition of license and other fixed consideration	$	132,165	$	21,820	$	29,224
Cost-sharing payments for research services, net variable consideration	2,684		6,599		13,076
Total	$	134,849	$	28,419	$	42,300

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 to the stock purchase agreement for the sale of shares. The Company believes that the allocation of fees on a relative fair value basis between the two agreements is reasonable. The Company recognized $4.1 million, which represents 2% of the initial transaction price of $204.6 million, as a contract cost asset. This balance was 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. In March, as a result of the notice of termination and resulting modification of the contract, the progress for each performance obligation was remeasured and the Company recognized $2.5 million as a cumulative catch-up to expense. The Company recognized as expense $2.6 million, $0.4 million and $0.6 million during the years ended December 31, 2023, 2022 and 2021, respectively.

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. 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 sale, 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 December 31, 2023 and 2022, the Company had a receivable of zero and $0.6 million, respectively, related to the 2014 Collaboration Agreement. Deferred revenue related to the 2014 Collaboration Agreement was zero and $1.1 million, respectively.

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 year ended December 31, 2023, the Company decreased its research and development expense by $2.1 million, of which $0.5 million is included within prepaid expenses and other current assets on the Company’s Consolidated Balance Sheet as of December 31, 2023.

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


	Year Ended December 31,
	2023		2022		2021
Revenue related to Sanofi agreement:
Recognition of upfront fee	$	—	$	677	$	34
Research services	—		2,126		3,057
Milestone achievement	—		457		23
Total	$	—	$	3,260	$	3,114

During the year ended December 31, 2021, the Company recorded adjustments to revenue related to changes in estimates in connection with the collaboration agreement with Sanofi. These changes in estimates were driven by a change in project scope and related project costs in September 2021 and subsequent notification of termination of the collaboration agreement which resulted in changes to the measure of proportional cumulative performance. These adjustments decreased revenue by $1.6 million, increased net loss by $1.6 million and increased the Company’s basic and diluted net loss per share by $0.01 for the year ended December 31, 2021.

California Institute for Regenerative Medicine

In May 2018, the California Institute for Regenerative Medicine (“CIRM”) granted a Strategic Partnership Award for $8.0 million to fund the clinical studies of a potentially curative ZF therapeutic for the treatment of beta thalassemia based on the application of Sangamo’s ZFN genome editing technology. The grant provided matching funds to support ST-400, a gene-edited cell therapy candidate for people with transfusion-dependent beta thalassemia. Under the terms of the CIRM grant, the Company was obligated to pay royalties and licensing fees based on a low single digit royalty percentage on net sales of CIRM-funded product candidates or CIRM-funded technology. The Company had the option to decline any and all amounts awarded by CIRM and as an alternative to revenue sharing, the Company had the option to convert the award to a loan, however no such election had been made as of December 31, 2020. The Company had received $5.2 million under the award as of December 31, 2020. The Company had recorded $6.4 million, including accrued interest of $1.2 million, as a loan related to this award in other non-current liabilities on the Consolidated Balance Sheet as of December 31, 2020.

As a result of the November 2021 decision to discontinue the development of ST‑400 in order to prioritize the development of other product candidates, the grant was terminated. In connection with the termination and discontinuation of the program, the Company elected not to convert the award to a loan and recognized the non-refundable award amount of $5.2 million as a reduction of research and development expenses, and $1.2 million of accrued interest on the award as interest and other income, net, on the Company’s Consolidated Statements of Operations for the year ended December 31, 2021. No amounts related to this award were included on the Consolidated Balance Sheets as of December 31, 2023 and 2022.

Agreement with Sigma-Aldrich Corporation

In 2007, Sangamo entered into a license agreement with Sigma-Aldrich Corporation (“Sigma”) to provide Sigma with access to Sangamo’s proprietary ZF technology and the exclusive right to use the technology to develop and commercialize research reagent products and services in the research field, excluding certain agricultural research uses that Sangamo previously licensed to Dow AgroSciences LLC (“DAS”), a wholly-owned subsidiary of Dow Chemical Company. Sangamo developed laboratory research reagents using its ZF technology over a three-year research services period. Sangamo has since transferred the ZF manufacturing technology to Sigma.

In October 2009, Sangamo expanded its license agreement with Sigma. In addition to the original terms of the license agreement, Sigma received exclusive rights to develop and distribute ZF-modified cell lines for commercial production of protein pharmaceuticals and certain ZF-engineered transgenic animals for commercial applications. Under the terms of the agreement, Sigma made an upfront cash payment of $20.0 million consisting of a $4.9 million purchase of 636,133 shares of Sangamo common stock, valued at $4.9 million, and a $15.1 million upfront license fee. Sangamo is also eligible to receive commercial license fees of $5.0 million based upon a percentage of net sales and sublicensing revenue and thereafter a reduced royalty rate of 10.5% of net sales and sublicensing revenue. In addition, upon the achievement of certain cumulative

commercial milestones, Sigma will make milestone payments to Sangamo up to an aggregate of $42.0 million. Sangamo does not have additional ongoing performance obligations under the agreement.

Revenues recognized under the agreement with Sigma for the years ended December 31, 2023, 2022 and 2021, were $4.7 million, $0.9 million and $1.1 million, respectively.

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES (Tables)

12 Months Ended

Dec. 31, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Revenues Recognized under Agreement

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


	Year Ended December 31,
	2023		2022		2021
Revenue related to Kite agreement:
Recognition of license fee fixed consideration	$	19,423	$	37,032	$	24,977
Research services variable consideration	1,097		1,560		476
Total	$	20,520	$	38,592	$	25,453

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


	Year Ended December 31,
	2023		2022		2021
Revenue related to Novartis agreement:
Recognition of upfront license fee	$	9,568	$	31,344	$	29,945
Research services	2,611		8,384		7,999
Total	$	12,179	$	39,728	$	37,944

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


	Year Ended December 31,
	2023		2022		2021
Revenue related to Biogen agreement:
Recognition of license and other fixed consideration	$	132,165	$	21,820	$	29,224
Cost-sharing payments for research services, net variable consideration	2,684		6,599		13,076
Total	$	134,849	$	28,419	$	42,300

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


	Year Ended December 31,
	2023		2022		2021
Revenue related to Sanofi agreement:
Recognition of upfront fee	$	—	$	677	$	34
Research services	—		2,126		3,057
Milestone achievement	—		457		23
Total	$	—	$	3,260	$	3,114

INCOME TAXES - Schedule of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Current:
Federal	$ 0	$ 0	$ 0
State	0	0	0
Foreign	186	500	886
Subtotal	186	500	886
Deferred:
Federal	0	0	0
State	0	0	0
Foreign	(5,258)	(71)	(580)
Subtotal	(5,258)	(71)	(580)
Income tax expense	$ (5,072)	$ 429	$ 306

STOCK-BASED COMPENSATION - Narrative (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total compensation cost related to unvested stock options and RSU	$ 13,300,000
Weighted-average period of unvested stock options and RSU	1 year 10 months 24 days
Capitalized stock-based employee compensation expense	$ 0	$ 0	$ 0
Weighted-average estimated fair value per share of options granted (in dollars per share)	$ 1.53	$ 3.73	$ 7.34
Issuance of common stock under employee stock purchase plan (in shares)	1,346,849	576,950	433,107
Stock issued under employee stock purchase plans, average exercise price (in dollars per share)	$ 0.69	$ 3.07	$ 7.78
Weighted-average estimated fair value of shares purchased under ESPP plan (in dollars per share)	$ 0.91	$ 1.85	$ 4.48
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total compensation cost related to unvested stock options and RSU	$ 14,400,000
Weighted-average period of unvested stock options and RSU	1 year 8 months 12 days

- 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

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES - Sanofi S.A. (Narrative) (Details)		1 Months Ended	12 Months Ended			102 Months Ended	120 Months Ended
	Sep. 06, 2022 USD ($)	Jan. 31, 2014 USD ($) program	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($) $ / shares	Jun. 28, 2022 USD ($)	Dec. 31, 2023 USD ($) milestone product
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues			$ 176,232,000	$ 111,299,000	$ 110,701,000
Accounts receivable			923,000	3,678,000			$ 923,000
Decrease in research and development expense			2,100,000
Prepaid Expenses and Other Current Assets
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Decrease in research and development expense			500,000
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	3,260,000	3,114,000	$ 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	600,000			$ 0
Deferred revenue			$ 0	$ 1,100,000			$ 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
Sanofi S.A. \| Collaborative Arrangement \| Change in Agreement Estimate, September 2021
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Increase (decrease) in revenue					1,600,000
Increase (decrease) in net loss					$ 1,600,000
Increase (decrease) in diluted net loss per share \| $ / shares					$ 0.01
Increase (decrease) in basic net loss per share \| $ / shares					$ 0.01

COMMITMENTS AND CONTINGENCIES (Tables)

12 Months Ended

Dec. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Schedule of Components of Operating Leases

The Company performed evaluations of its contracts and determined each of its identified leases are operating leases. Components of operating leases were as follows (in thousands):


	December 31,
	2023		2022
Operating lease cost	$	9,423	$	11,029
Variable lease cost	3,126		3,305
Total	$	12,549	$	14,334

Schedule of Future Minimum Payments under Lease Obligations

Future minimum payments under lease obligations at December 31, 2023 consist of the following (in thousands):


	Total
2024	$	6,827
2025	7,559
2026	7,538
2027	7,485
2028	7,602
Thereafter	8,213
Total lease payments	45,224
Less:
Imputed interest	(6,877)
Tenant improvement allowance included in contra-lease liability	(243)
Total	$	38,104

Reported as of December 31, 2023:
Short-term portion of lease liabilities (included in other accrued liabilities on the Consolidated Balance Sheet)	$	4,589
Long-term portion of lease liabilities	33,515
Total	$	38,104

EMPLOYEE BENEFIT PLAN	12 Months Ended
EMPLOYEE BENEFIT PLAN	Dec. 31, 2023
Retirement Benefits [Abstract]
EMPLOYEE BENEFIT PLAN	EMPLOYEE BENEFIT PLAN The Company sponsors a defined-contribution savings plan under Section 401(k) of the Internal Revenue Code covering all full-time employees (“Sangamo 401(k) Plan”). The Sangamo 401(k) Plan is intended to qualify under Section 401 of the Internal Revenue Code. The Company matched employee contributions equal to 100% in 2023, 2022, and 2021, up to a limit of $5,000 in 2023 and $4,000 in 2022 and 2021. Matching funds are fully vested when contributed. Contributions to the Sangamo 401(k) Plan by the Company were $1.8 million, $1.5 million and $1.5 million for the years ended December 31, 2023, 2022 and 2021, respectively.

- Definition

The entire disclosure for retirement benefits.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 70
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480794/715-70-50-1

Reference 2: http://www.xbrl.org/2003/role/exampleRef
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-Paragraph 17
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480482/715-20-55-17

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
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-Section S99
-Paragraph 2
-Publisher FASB
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
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-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480266/715-60-50-3

+ Details

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES - California Institute for Regenerative Medicine (Narrative) (Details) - USD ($)	1 Months Ended		12 Months Ended
	Nov. 30, 2021	May 31, 2018	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues			$ 176,232,000	$ 111,299,000	$ 110,701,000
Other non-current liabilities			1,187,000	1,207,000
California Institute for Regenerative Medicine ("CIRM")
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Funds due under the agreement		$ 8,000,000
Other non-current liabilities			$ 0	$ 0		$ 6,400,000
Accrued interest						1,200,000
California Institute for Regenerative Medicine ("CIRM") \| Research grants
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues	$ 5,200,000					$ 5,200,000
Accrued interest	$ 1,200,000

- 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
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Paragraph 22
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Publisher FASB
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Section 50
-Paragraph 4
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-4

+ Details

ACQUISITION OF SANGAMO FRANCE (Details) - USD ($) $ / shares in Units, shares in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2018	Dec. 31, 2017
Business Acquisition [Line Items]
Goodwill impairment	$ 38,100,000	$ 38,138,000	$ 0	$ 0
Sangamo France
Business Acquisition [Line Items]
Consideration transferred					$ 45,900,000
Purchase price per share (in dollars per share)						$ 2.99
Sangamo France \| SPA and TOA
Business Acquisition [Line Items]
Percentage of equity interests agreed to acquire		100.00%	100.00%	100.00%	100.00%
Number of free shares held by the holders				477

STOCKHOLDERS' EQUITY (Tables)

12 Months Ended

Dec. 31, 2023

Equity [Abstract]

Schedule of Stock Option Activity

A summary of the Company’s stock option activity is as follows:


	Number of Shares	Weighted- Average Exercise per Share Price		Weighted-Average Remaining Contractual Term	Aggregate Intrinsic Value
				(in years)	(in thousands)
Options outstanding at December 31, 2022	13,174,995	$	9.22
Options granted	5,265,429	$	2.38
Options exercised	—	$	—
Options canceled	(3,578,420)	$	8.58
Options outstanding at December 31, 2023	14,862,004	$	6.95	5.57	$	—

Options exercisable at December 31, 2023	8,618,752	$	9.12	4.61	$	—

Schedule of Restricted Stock Unit Activity

A summary of the Company’s RSU activity is as follows:


	Number of Shares	Weighted-Average Remaining Contractual Term	Aggregate Intrinsic Value
		(in years)	(in thousands)
RSUs outstanding at December 31, 2022	5,243,898
RSUs awarded	4,811,834
RSUs released	(2,532,354)
RSUs forfeited	(1,470,455)
RSUs outstanding at December 31, 2023	6,052,923	0.92	$	3,289

CASH EQUIVALENTS AND MARKETABLE SECURITIES - Narrative (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Investments, Debt and Equity Securities [Abstract]
Allowance for credit loss related to marketable securities, not previously recorded	$ 0	$ 0	$ 0
Other impairment charges related to marketable securities	400,000	0
Allowance for credit loss related to marketable securities	0	$ 0
Non-current marketable securities investments reclassified to current	$ 34,400,000

STOCK-BASED COMPENSATION (Tables)

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

Schedule of Stock-Based Compensation Expense

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


	Year Ended December 31,
	2023		2022		2021
Research and development	$	15,215	$	18,404	$	19,534
General and administrative	12,148		13,246		13,422
Total stock-based compensation expense	$	27,363	$	31,650	$	32,956

Schedule of Assumptions used for Estimating Fair Value of Employee Stock Options

The assumptions used for estimating the fair value of the employee stock options were as follows:


	Year Ended December 31,
	2023	2022	2021
Risk-free interest rate	3.44-4.00%	2.15-3.69%	0.95-1.22%
Expected term (in years)	5.47-5.56	5.46-5.49	5.46-5.52
Expected dividend yield of stock	—	—	—
Expected volatility	72.18-76.05%	72.38-76.01%	77.30-79.77%

Schedule of Assumptions used for Estimating the Fair Value of the ESPP Purchase Rights

The assumptions used for estimating the fair value of the ESPP purchase rights are as follows:


	Year Ended December 31,
	2023	2022	2021
Risk-free interest rate	4.28-5.37%	1.62-4.61%	0.01-2.80%
Expected term (in years)	0.5-2.0	0.5-2.0	0.0-2.0
Expected dividend yield of stock	—	—	—
Expected volatility	65.71-100.60%	57.97-72.14%	32.54-97.88%

MAJOR CUSTOMERS, PARTNERSHIPS AND STRATEGIC ALLIANCES - Agreement with Sigma-Aldrich Corporation (Narrative) (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Oct. 31, 2009	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2007
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Common stock issued		$ 15,106	$ 84,869	$ 27,099
Revenues		176,232	111,299	110,701
Sigma-Aldrich Corporation
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Developed laboratory research reagents, research services period					3 years
Deferred revenue	$ 20,000
Common stock issued	$ 4,900
Public offering, common stock shares issued	636,133
Reduced royalty rate	10.50%
Development and sales-based milestone payments to be received	$ 42,000
Revenues		$ 4,700	$ 900	$ 1,100
Sigma-Aldrich Corporation \| License agreement terms
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Revenues under agreement	5,000
Sigma-Aldrich Corporation \| License
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Deferred revenue	$ 15,100

CASH EQUIVALENTS AND MARKETABLE SECURITIES - Schedule of Fair Value of Marketable Securities by Contractual Maturity (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Investments, Debt and Equity Securities [Abstract]
Maturing in one year or less	$ 10,855	$ 177,188
Maturing after one year through five years	24,943	29,845
Total	$ 35,798	$ 207,033

STOCK-BASED COMPENSATION - Schedule of Assumptions used for Estimating the Fair Value of the ESPP Purchase Rights (Details) - 2010 Employee Stock Purchase Plan	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected dividend yield of stock	0.00%	0.00%	0.00%
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk-free interest rate	4.28%	1.62%	0.01%
Expected term (in years)	6 months	6 months	0 years
Expected volatility	65.71%	57.97%	32.54%
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk-free interest rate	5.37%	4.61%	2.80%
Expected term (in years)	2 years	2 years	2 years
Expected volatility	100.60%	72.14%	97.88%

- 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

INCOME TAXES - Schedule of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Beginning balance	$ 18,179	$ 15,062	$ 12,892
Additions based on tax positions related to the current year	2,805	3,177	2,454
Additions for tax positions of prior years	29	278	130
Reductions for tax positions of prior years	(2,693)	(338)	(414)
Ending balance	$ 18,320	$ 18,179	$ 15,062

FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	$ 35,798	$ 207,033
Money market funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	2,508	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	22,566	18,417
Commercial paper securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	2,826	101,165
Corporate debt securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	1,405	11,670
Asset-backed securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	2,377	24,792
U.S. treasury bills
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	5,593	7,938
Certificates of deposit
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	1,031	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	2,508	50,820
Total marketable securities	35,798	207,033
Total cash equivalents and marketable securities	38,306	257,853
Fair Value on Recurring Basis \| Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	2,508	50,820
Total marketable securities	0	0
Total cash equivalents and marketable securities	2,508	50,820
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	35,798	207,033
Total cash equivalents and marketable securities	35,798	207,033
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	0	0
Fair Value on Recurring Basis \| Money market funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	2,508	50,820
Fair Value on Recurring Basis \| Money market funds \| Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	2,508	50,820
Fair Value on Recurring Basis \| Money market funds \| Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	0	0
Fair Value on Recurring Basis \| Money market funds \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total cash equivalents	0	0
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	22,566	18,417
Fair Value on Recurring Basis \| U.S. government-sponsored entity debt securities \| Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	0	0
Fair Value on Recurring Basis \| U.S. government-sponsored entity debt securities \| Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	22,566	18,417
Fair Value on Recurring Basis \| U.S. government-sponsored entity debt securities \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	0	0
Fair Value on Recurring Basis \| Commercial paper securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	2,826	101,165
Fair Value on Recurring Basis \| Commercial paper securities \| Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	0	0
Fair Value on Recurring Basis \| Commercial paper securities \| Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	2,826	101,165
Fair Value on Recurring Basis \| Commercial paper securities \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	0	0
Fair Value on Recurring Basis \| Corporate debt securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	1,405	11,670
Fair Value on Recurring Basis \| Corporate debt securities \| Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	0	0
Fair Value on Recurring Basis \| Corporate debt securities \| Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	1,405	11,670
Fair Value on Recurring Basis \| Corporate debt securities \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	0	0
Fair Value on Recurring Basis \| Asset-backed securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	2,377	24,792
Fair Value on Recurring Basis \| Asset-backed securities \| Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	0	0
Fair Value on Recurring Basis \| Asset-backed securities \| Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	2,377	24,792
Fair Value on Recurring Basis \| Asset-backed securities \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	0	0
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	5,593	7,938
Fair Value on Recurring Basis \| U.S. treasury bills \| Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities		0
Fair Value on Recurring Basis \| U.S. treasury bills \| Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	5,593	7,938
Fair Value on Recurring Basis \| U.S. treasury bills \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities		0
Fair Value on Recurring Basis \| Certificates of deposit
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	1,031	37,461
Fair Value on Recurring Basis \| Certificates of deposit \| Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	0	0
Fair Value on Recurring Basis \| Certificates of deposit \| Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	1,031	37,461
Fair Value on Recurring Basis \| Certificates of deposit \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities	$ 0	0
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 \| Agency bonds \| Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities		0
Fair Value on Recurring Basis \| Agency bonds \| Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities		5,590
Fair Value on Recurring Basis \| Agency bonds \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable securities		$ 0