v3.26.1
Development and Manufacturing Agreement and Master Service Agreement
3 Months Ended
Mar. 31, 2026
Research and Development [Abstract]  
Development and Manufacturing Agreement and Master Service Agreement Development and Manufacturing Agreement and Master Service Agreement
Master Service Agreement
In September 2020, the Company entered into a Master Service Agreement (the “MSA”). The MSA provides the terms and conditions upon which the Company may engage for the purpose of managing the preclinical and clinical development of its products in the field of dermatology, and other related services or projects, by executing work orders specifying the details of the service and the related terms and conditions. The MSA automatically renews for additional 1-year terms until the MSA is terminated upon written notice. Either party may terminate a work order for material breach (subject to a cure period) and the Company may terminate any work order for any reason on 90 days’ written notice, subject to payment of fees earned and expenses payable, in addition to a termination fee equal to a low-double-digit percentage of the remaining work order budget. As of March 31, 2026, there are no outstanding work order cancellation fees.
During the three months ended March 31, 2026 and 2025, the Company recognized research and development expense of $10.5 million and $8.6 million, respectively, in connection with the MSA. As of March 31, 2026 and December 31, 2025, the Company has deposits with the counterparty of $1.9 million and $4.1 million, respectively, which is included in prepaid expenses on its condensed consolidated balance sheets.
Collaboration Agreement
In September 2020, the Company entered into a Collaboration Agreement, pursuant to which the counterparty serves as the exclusive provider of certain clinical trial management, regulatory, and related CRO services through completion of Work Order Number One of the MSA noted herein. In connection with the agreement, the Company issued the counterparty an unsecured convertible promissory note with a principal amount of approximately $0.5 million, which was converted into 238,008 shares of Series A-2 Preferred Stock in September 2021. The agreement may be terminated by the Company upon payment of a mid-six-figure liquidated damages amount, subject to reduction based on completed in-human clinical studies. As of March 31, 2026, there are no outstanding termination fees.