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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
____________________________
FORM 10-Q/A
(Amendment No. 1)
____________________________
(Mark One)
xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2024
OR
oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                   to                  
Commission File Number: 001-37722
____________________________
SPYRE THERAPEUTICS, INC.
(Exact Name of Registrant as Specified in its Charter)
____________________________
Delaware46-4312787
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
221 Crescent Street
Building 23, Suite 105
Waltham, MA 02453
(Address of principal executive offices including zip code)
Registrant’s telephone number, including area code: (617) 651-5940
Former name, former address and former fiscal year, if changed since last report: N/A
____________________________
Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.0001 Par Value Per ShareSYRE
The Nasdaq Stock Market LLC
(Nasdaq Global Select Market)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filero Accelerated filero
Non-accelerated filerx Smaller reporting companyx
   Emerging growth companyo
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x
As of May 1, 2024, the registrant had 40,283,414 shares of common stock, $0.0001 par value per share, outstanding.
EXPLANATORY NOTE

This Amendment No. 1 on Form 10-Q/A (this “Amendment”) amends the Quarterly Report on Form 10-Q of Spyre Therapeutics, Inc. (the “Company”) for the period ended March 31, 2024, as filed with the Securities and Exchange Commission on May 9, 2024 (the “Original Filing”).

Subsequent to the filing of its Form 10-Q for the three and nine months ended September 30, 2024, the Company became aware of a misapplication of Generally Accepted Accounting Principles in the United States ("U.S. GAAP") as it relates to the Company's exclusion of its Series A non-voting convertible preferred stock and Series B non-voting convertible preferred stock in the calculation of basic and diluted net loss per share and a finding of a material weakness in internal control over financial reporting solely related to such matter. This Amendment is being filed for the sole purpose of amending certain disclosures from the Original Filing related to the aforementioned misapplication of U.S. GAAP and related finding of material weakness in internal control over financial reporting.

Specifically, this Amendment amends: (i) Part I, Item 1. “Financial Information (unaudited)” to update the Company's Consolidated Statement of Operations and related footnote disclosures for the three months ended March 31, 2024, (ii) Part I, Item 4. "Controls and Procedures" to address management's re-evaluation of disclosure controls and procedures as of March 31, 2024 and to reflect the identification of a material weakness in our internal control over financial reporting and (iii) Part II, Item 6. "Exhibits" to include, in accordance with Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), updated certifications from our Chief Executive Officer and Chief Financial Officer as required by Sections 302 and 906 of the Sarbanes-Oxley Act of 2002 as Exhibits 31.1, 31.2 and 32.1. In accordance with Rule 12b-15 under the Exchange Act, this Amendment amends and restates in their entirety each item identified in the paragraph above.

Other than as described above, this Amendment does not amend, update or change any other items or disclosures contained in the Original Filing, and accordingly, all other information contained in this Amendment is as of the date of the original filing and does not reflect subsequent information or events beyond the original filing date, May 9, 2024. Accordingly, this Amendment should be read in conjunction with other filings made with the SEC subsequent to the filing of the Original Filing, including any amendments to those filings. Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Original Filing.



SPYRE THERAPEUTICS, INC.
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTER ENDED MARCH 31, 2024
TABLE OF CONTENTS



PART I. – Financial Information
Item 1. Financial Statements (Unaudited).
Spyre Therapeutics, Inc.
Condensed Consolidated Balance Sheets
(Unaudited, in thousands, except share and per share amounts)
March 31,
2024
December 31,
2023
ASSETS
CURRENT ASSETS
Cash and cash equivalents$227,552 $188,893 
Marketable securities257,089 150,384 
Prepaid expenses and other current assets2,632 2,251 
Total current assets487,273 341,528 
Restricted cash319 322 
Other non-current assets10 9 
TOTAL ASSETS$487,602 $341,859 
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts payable$3,106 $896 
CVR liability2,590 1,390 
Accrued and other current liabilities21,594 13,108 
Related party accounts payable and other current liabilities15,528 16,584 
Total current liabilities42,818 31,978 
Non-current CVR liability39,110 41,310 
TOTAL LIABILITIES81,928 73,288 
Commitments and Contingencies (Note 6)
Series B non-voting convertible preferred stock, $0.0001 par value; 271,625 and 150,000 shares authorized as of March 31, 2024 and December 31, 2023, respectively; 271,625 and 150,000 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively
253,405 84,555 
STOCKHOLDERS’ EQUITY
Series A non-voting convertible preferred stock, $0.0001 par value; 1,086,341 shares authorized as of March 31, 2024 and December 31, 2023; 437,037 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively
184,927 184,927 
Preferred stock, $0.0001 par value; 8,642,034 shares and 8,763,659 shares authorized as of March 31, 2024 and December 31, 2023, respectively; no shares issued and outstanding as of March 31, 2024 and December 31, 2023
  
Common stock, $0.0001 par value; 400,000,000 shares authorized as of March 31, 2024 and December 31, 2023; 36,629,680 shares and 36,057,109 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively
10 10 
Additional paid-in capital775,966 763,191 
Accumulated other comprehensive (loss) income(363)302 
Accumulated deficit(808,271)(764,414)
TOTAL STOCKHOLDERS’ EQUITY152,269 184,016 
TOTAL LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY$487,602 $341,859 

The accompanying notes are an integral part of these condensed consolidated financial statements.
1


Spyre Therapeutics, Inc.
Condensed Consolidated Statements of Operations
(Unaudited, in thousands, except share and per share amounts)
 Three Months Ended
March 31,
 20242023
Revenue:
Development fee and royalty$ $198 
Total revenue 198 
 
Operating expenses:
Research and development (1)
34,928 13,776 
General and administrative12,846 5,228 
Total operating expenses47,774 19,004 
Loss from operations(47,774)(18,806)
 
Other income (expense):
Interest income4,432 420 
Other expense(483)(72)
Total other income (expense) 3,949 348 
Loss before income tax expense(43,825)(18,458)
Income tax (expense) benefit(32)36 
Net loss$(43,857)$(18,422)
 
Net loss per share, basic and diluted, Series A Preferred Stock (restated)$(28.93)$ 
Weighted-average Series A non-voting convertible preferred stock outstanding, basic and diluted (restated)437,037 
Net loss per share, basic and diluted, Series B Preferred Stock (restated)$(28.93)$ 
Weighted-average Series B non-voting convertible preferred stock outstanding, basic and diluted (restated)166,261 
Net loss per share, basic and diluted, common (restated)$(0.72)$(4.89)
Weighted-average common shares outstanding, basic and diluted36,512,6623,770,506 
(1)Includes $17.1 million in related party expenses for the three months ended March 31, 2024 and no related party expenses for the three months ended March 31, 2023.
The accompanying notes are an integral part of these condensed consolidated financial statements.
2


Spyre Therapeutics, Inc.
Condensed Consolidated Statements of Comprehensive Loss
(Unaudited, in thousands)
Three Months Ended
March 31,
20242023
Net loss$(43,857)$(18,422)
Other comprehensive (loss) income:
Foreign currency translation adjustment16 10 
Unrealized (loss) gain on marketable securities(681)32 
Total comprehensive loss$(44,522)$(18,380)
The accompanying notes are an integral part of these condensed consolidated financial statements.
3


Spyre Therapeutics, Inc.
Condensed Consolidated Statements of Changes in
Convertible Preferred Stock and Stockholders’ Equity
(Unaudited, in thousands)
Three Months Ended March 31, 2024
Series B Non-Voting
Convertible Preferred Stock
Series A Non-Voting
Convertible Preferred Stock
Common Stock
Additional
Paid-In
Capital
Accumulated
Other
Comprehensive
Income (Loss)
Accumulated
Deficit
Total
Stockholders'
Equity
SharesAmountSharesAmountSharesAmount
Balances - December 31, 2023150$84,555 437$184,927 36,057$10 $763,191 $302 $(764,414)$184,016 
Issuance of Series B non-voting convertible preferred stock in connection with private placement, net of financing costs122168,850 — — — — — — 
Issuance of common stock in connection with exercise of stock options and employee stock purchase plan— — 572— 4,390 — — 4,390 
Stock-based compensation expense— — — 8,385 — — 8,385 
Foreign currency translation adjustment— — — — 16 — 16 
Unrealized gain on marketable securities— — — — (681)— (681)
Net loss— — — — — (43,857)(43,857)
Balances - March 31, 2024272$253,405 437$184,927 36,629$10 $775,966 $(363)$(808,271)$152,269 
Three Months Ended March 31, 2023
Series B Non-Voting
Convertible Preferred Stock
Series A Non-Voting
Convertible Preferred Stock
Common Stock
Additional
Paid-In
Capital
Accumulated
Other
Comprehensive
Income (Loss)
Accumulated
Deficit
Total
Stockholders'
Equity
SharesAmountSharesAmountSharesAmount
Balances - December 31, 2022$ $ 2,614$6 $475,971 $(48)$(425,624)$50,305 
Issuance of common stock in connection with employee stock purchase plan— — 2— 18 — — 18 
Stock-based compensation expense— — — 1,709 — — 1,709 
Foreign currency translation adjustment— — — — 10 — 10 
Unrealized gain on marketable securities— — — — 32 — 32 
Net loss— — — — — (18,422)(18,422)
Balances - March 31, 2023$ $ 2,616$6 $477,698 $(6)$(444,046)$33,652 
The accompanying notes are an integral part of these condensed consolidated financial statements.

4


Spyre Therapeutics, Inc.
Condensed Consolidated Statements of Cash Flows
(Unaudited, in thousands)
 Three Months Ended
March 31,
 20242023
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss$(43,857)$(18,422)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation13,835 1,709 
Change in fair value of CVR liability430  
Net accretion of discount on marketable securities(2,423)(107)
Depreciation and amortization 384 
Amortization of operating lease assets 164 
Other 2 
Changes in operating assets and liabilities:
Accounts payable2,210 1,384 
Accrued and other liabilities8,151 (3,164)
Related party payable
(6,507) 
Prepaid expenses and other assets(381)622 
Deferred revenue (53)
Development receivables 45 
Operating lease liabilities (198)
Net cash used in operating activities(28,542)(17,634)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of marketable securities(152,713) 
Proceeds from maturities and sales of marketable securities47,750 17,750 
Net cash (used in) and provided by investing activities(104,963)17,750 
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of Series B non-voting convertible preferred stock in connection with private placement, net of placement and other offering costs 169,205  
Payments related to contingent value rights liability(1,430) 
Proceeds from employee stock plan purchases and stock option exercises4,390 18 
Principal payments on finance lease obligation (8)
Net cash provided by financing activities172,165 10 
Effect of exchange rate on cash, cash equivalents, and restricted cash(4)11 
NET INCREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH38,656 137 
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH
Beginning of period189,215 36,416 
End of period$227,871 $36,553 
Supplemental Disclosure of Non-Cash Investing and Financing Information:
Unpaid amounts related to issuance of Series B non-voting convertible preferred stock in connection with private placement$355 $ 
The accompanying notes are an integral part of these condensed consolidated financial statements.
5


Spyre Therapeutics, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements
1. The Company and Basis of Presentation
Spyre Therapeutics, Inc., formerly Aeglea BioTherapeutics, Inc. (“Spyre” or the “Company”), is a preclinical stage biotechnology company focused on developing next generation therapeutics for patients living with inflammatory bowel disease. The Company was formed as a Limited Liability Company ("LLC") in Delaware on December 16, 2013 under the name Aeglea BioTherapeutics Holdings, LLC and was converted from a Delaware LLC to a Delaware corporation on March 10, 2015. On November 27, 2023, the Company completed its corporate rebranding, changing the name of the Company to Spyre Therapeutics, Inc. The Company operates in one segment and has its principal offices in Waltham, Massachusetts.
On September 8, 2023, the Company effected a reverse stock split of its Common Stock at a ratio of 1-for-25 (the “Reverse Split”). Except as indicated otherwise, all share numbers related to the Company's Common Stock disclosed in these financial statements have been adjusted on a post-Reverse Split basis.
On April 12, 2023, based on the review of the inconclusive interim results from the Company's Phase 1/2 clinical trial of pegtarviliase for the treatment of Classical Homocystinuria and other business considerations, the Company announced that it had initiated a process to explore strategic alternatives to maximize stockholder value and engaged an independent exclusive financial advisor to support this process. As a result, in April 2023, the Company implemented a restructuring plan resulting in an approximate 83% reduction of the Company’s existing headcount.
On June 22, 2023, the Company acquired, in accordance with the terms of the Agreement and Plan of Merger (the "Acquisition Agreement"), the assets of Spyre Therapeutics, Inc. (“Pre-Merger Spyre”), a privately held biotechnology company advancing a pipeline of antibody therapeutics with the potential to transform the treatment of inflammatory bowel disease through a research and development option agreement ("Paragon Agreement") with Paragon Therapeutics ("Paragon"). The asset acquisition was accomplished through a two-step reverse triangular merger whereby a wholly owned subsidiary of the Company merged with and into Pre-Merger Spyre, which existed at the time the Acquisition Agreement was entered into, became a wholly owned subsidiary of the Company in accordance with the terms of the Acquisition Agreement. Immediately following this merger, Pre-Merger Spyre merged with an into a second wholly subsidiary of the Company (“Merger Sub”) in accordance with the terms of the Acquisition Agreement and Pre-Merger Spyre ceased to exist. Subsequently, Aeglea BioTherapeutics, Inc. was renamed Spyre Therapeutics, Inc. and is a different entity than Pre-Merger Spyre, which ceased to exist upon merging with Merger Sub. The transaction was structured as a stock-for-stock transaction pursuant to which all of Pre-Merger Spyre's outstanding equity interests were exchanged based on a fixed exchange ratio of 0.5494488 to 1 for consideration from the Company of 517,809 shares of common stock, par value of $0.0001 per share ("Common Stock"), and 364,887 shares of Series A non-voting convertible preferred stock, par value of $0.0001 per share ("Series A Preferred Stock") (convertible on a 40 to 1 basis), in addition to the assumption of outstanding and unexercised stock options to purchase 2,734 shares of Common Stock from the Amended and Restated Spyre 2023 Equity Incentive Plan (the "Asset Acquisition"). The Common Stock and Series A Preferred Stock related to the Asset Acquisition were issued to the Pre-Merger Spyre stockholders on July 7, 2023.
In connection with the Asset Acquisition, on June 26, 2023, the Company completed a private placement of shares of Series A Preferred Stock (the “June 2023 PIPE”) to a group of investors (the “June 2023 Investors”). The Company sold an aggregate of 721,452 shares of Series A Preferred Stock for an aggregate purchase price of approximately $210.0 million before deducting approximately $12.7 million in placement agent and other offering expenses (together with the Asset Acquisition, the “Transactions”).
In connection with the Asset Acquisition, a non-transferable contingent value right ("CVR") was distributed to stockholders of record of the Company as of the close of business on July 3, 2023 (the "Legacy Stockholders"), but was not distributed to the holders of shares of Common Stock or Series A Preferred Stock issued to the former stockholders of Pre-Merger Spyre or the June 2023 Investors in the Transactions. Holders of the CVRs will be entitled to receive cash payments from proceeds received by the Company for a three-year period related to the disposition or monetization of its legacy assets for a period of one-year following the closing of the Asset Acquisition.
On November 21, 2023, the Company's stockholders approved the conversion of the Company's Series A Preferred Stock to Common Stock.
6


On December 11, 2023, the Company completed a private placement of shares of Common Stock and Series B non-voting convertible preferred stock, par value of $0.0001 per share ("Series B Preferred Stock") (convertible on a 40 to 1 basis) (the “December 2023 PIPE”) to a group of investors. The Company sold an aggregate of 6,000,000 shares of Common Stock and 150,000 shares of Series B Preferred Stock for an aggregate purchase price of approximately $180.0 million before deducting approximately $10.9 million of placement agent and other offering expenses.
On March 20, 2024, the Company completed a private placement of Series B Preferred Stock (convertible on a 40 to 1 basis) (the “March 2024 PIPE”) to a group of investors. The Company sold 121,625 shares of Series B Preferred Stock for a purchase price of $180.0 million before deducting approximately $11.2 million of placement agent and other offering costs.
Liquidity
The Company is a preclinical stage biotechnology company with a limited operating history, and due to its significant research and development expenditures, the Company has generated operating losses since its inception and has not generated any revenue from the commercial sale of any products. There can be no assurance that profitable operations will ever be achieved, and, if achieved, whether profitability can be sustained on a continuing basis.
Since its inception and through March 31, 2024, the Company has funded our operations by raising an aggregate of approximately $1.1 billion of gross proceeds from the sale and issuance of convertible preferred stock and common stock, pre-funded warrants, the collection of grant proceeds, and the licensing of its product rights for commercialization of pegzilarginase in Europe and certain countries in the Middle East. As of March 31, 2024, Spyre had an accumulated deficit of $808.3 million, and cash, cash equivalents, marketable securities and restricted cash of $485.0 million.
Based on current operating plans, the Company has sufficient resources to fund operations for at least one year from the issuance date of these financial statements with existing cash, cash equivalents, and marketable securities. Spyre will need to secure additional financing in the future to fund additional research and development, and before a commercial drug can be produced, marketed and sold. If the Company is unable to obtain additional financing or generate license or product revenue, the lack of liquidity could have a material adverse effect on the Company.
Basis of Presentation
The consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States (“U.S. GAAP”) as defined by the Financial Accounting Standards Board (“FASB”) and include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.
Unaudited Interim Financial Information
The interim condensed consolidated financial statements included in this Quarterly Report on Form 10-Q are unaudited. The unaudited interim financial statements have been prepared on the same basis as the annual financial statements and reflect, in the opinion of management, all adjustments of a normal and recurring nature that are necessary for a fair statement of the Company’s financial position as of March 31, 2024, and its results of operations for the three months ended March 31, 2024 and 2023, changes in convertible preferred stock and stockholders’ equity for the three months ended March 31, 2024 and 2023, and cash flows for the three months ended March 31, 2024 and 2023. The results of operations for the three months ended March 31, 2024, are not necessarily indicative of the results to be expected for the year ending December 31, 2024 or for any other future annual or interim period. The December 31, 2023 balance sheet was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. These financial statements should be read in conjunction with the audited financial statements included in the Company’s Form 10-K for the year ended December 31, 2023 (the "Annual Report") as filed with the SEC on February 29, 2024 and amended on March 1, 2024 and November 18, 2024.

7


2. Summary of Significant Accounting Policies
Spyre Therapeutics' significant accounting policies are detailed in the Notes titled “1. The Company and Basis of Presentation” and "2. Summary of Significant Accounting Policies” of the Company's Annual Report.
These interim condensed consolidated financial statements have been prepared in accordance with U.S. GAAP and SEC instructions for interim financial information, and should be read in conjunction with the Company's Annual Report. Significant accounting policies and other disclosures normally provided have been omitted since such items are disclosed in the Company's Annual Report. The Company uses the same accounting policies in preparing quarterly and annual financial statements.
Recently Adopted Accounting Pronouncement
There have been no recent accounting pronouncements or changes in accounting pronouncements during the three months ended March 31, 2024 that are of significance or potential significance to the Company.
3. Fair Value Measurements
The Company measures and reports certain financial instruments as assets and liabilities at fair value on a recurring basis. The following tables set forth the fair value of the Company’s financial assets and liabilities at fair value on a recurring basis based on the three-tier fair value hierarchy (in thousands):
March 31, 2024
Level 1Level 2Level 3Total
Financial Assets:
Money market funds$225,797 $ $ $225,797 
U.S. government treasury securities85,045   85,045 
U.S. government agency securities 55,818  55,818 
Commercial paper 74,792  74,792 
Corporate bonds 41,434  41,434 
Total financial assets$310,842 $172,044 $ $482,886 
 
Liabilities:
Parapyre Option Obligation$ $5,449 $ $5,449 
CVR liability  41,700 41,700 
Total liabilities$ $5,449 $41,700 $47,149 
December 31, 2023
Level 1Level 2Level 3Total
Financial Assets:
Money market funds$150,648 $ $ $150,648 
U.S. government treasury securities32,843   32,843 
U.S. government agency securities 16,257  16,257 
Commercial paper 104,141  104,141 
Corporate bonds 33,064  33,064 
Total financial assets$183,491 $153,462 $ $336,953 
Liabilities:
CVR liability$ $ $42,700 $42,700 
Total liabilities$ $ $42,700 $42,700 
The Company measures the fair value of money market funds on quoted prices in active markets for identical assets or liabilities. The Level 2 assets include U.S. government agency securities, commercial paper and corporate bonds, and are valued based on quoted prices for similar assets in active markets and inputs
8


other than quoted prices that are derived from observable market data. The Company evaluates transfers between levels at the end of each reporting period. There were no transfers between Level 1 and Level 2 during the periods presented.
Parapyre Option Obligation
Under the Paragon Agreement, the Company is obligated to issue Parapyre Holding LLC ("Parapyre") an annual equity grant of warrants, on the last business day of each of the years ended December 31, 2023 and December 31, 2024, to purchase 1% of the then outstanding shares of the Company’s Common Stock, on a fully diluted basis, during the term of the Paragon Agreement (the "Parapyre Option Obligation"). The Company determined that the 2023 and 2024 grants are two separate grants, as there would be no obligation for the 2024 grant had the Company exercised or terminated all of the options under the Paragon Agreement prior to December 31, 2023. The service inception period for the grant precedes the grant date, with the full award being vested as of the grant date with no post-grant date service requirement. Accordingly, a liability related to the Parapyre Option Obligation is recorded pursuant to the Paragon Agreement during interim periods. On December 31, 2023, the Company settled its 2023 obligation under the Parapyre Option Obligation by issuing Parapyre 684,407 warrants to purchase the Company's Common Stock, with a $21.52 per share exercise price for each warrant.
The Parapyre Option Obligation is considered a Level 2 liability based on observable market data for substantially the full term of the liability. The Parapyre Option Obligation is measured each period using a Black-Scholes model to estimate the fair value of the option grant. Changes in the fair value of the Parapyre Option Obligation are recorded as stock-based compensation within Research and development expenses for non-employees who provided pre-clinical development services.
CVR Liability
In connection with the Asset Acquisition, a non-transferable CVR was distributed to the Legacy Stockholders, but was not distributed to holders of shares of Common Stock or Series A Preferred Stock issued to the June 2023 Investors or former stockholders of Pre-Merger Spyre in connection with the Transactions. Holders of the CVR will be entitled to receive certain cash payments from proceeds received by the Company for a three-year period, if any, related to the disposition or monetization of the Company’s legacy assets for a period of one year following the closing of the Asset Acquisition.
The CVR liability value is based on significant inputs not observable in the market such as estimated cash flows, estimated probabilities of success, and risk-adjusted discount rates, which represent a Level 3 liability.
The fair value of the CVR liability was determined using the probability weighted discounted cash flow method to estimate future cash flows associated with the sale of the legacy assets. Analogous to a dividend being declared/approved in one period and paid out in another, the liability was recorded at the date of approval, June 22, 2023, as a Common Stock dividend, returning capital to the Legacy Stockholders. Changes in fair value of the liability will be recognized as a component of Other income (expense) in the consolidated statement of operations and comprehensive loss in each reporting period. The liability value is based on significant inputs not observable in the market such as estimated cash flows, estimated probabilities of regulatory success, and discount rates, which represent a Level 3 measurement within the fair value hierarchy.
The significant inputs used to estimate the fair value of the CVR liability were as follows:
 March 31, 2024
Estimated cash flow dates
02/28/25 - 06/22/26
Estimated probability of success
39% - 100%
Estimated reimbursement rate compared to reimbursement agent
81% - 100%
Risk-adjusted discount rates
6.32% - 6.65%
The change in fair value between December 31, 2023 and March 31, 2024 was a $0.4 million increase, and was primarily driven by changes in the risk-adjusted discount rates and the time value of money.
9


The following table presents changes in the CVR liability for the periods presented (in thousands):
 
CVR Liability
Beginning balance as of December 31, 2023$42,700 
Changes in the fair value of the CVR liability430 
Payments(1,430)
Ending Balance as of March 31, 2024$41,700 
4. Cash Equivalents and Marketable Securities
The following tables summarize the estimated fair value of the Company’s cash equivalents and marketable securities and the gross unrealized gains and losses (in thousands):
March 31, 2024
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Estimated
Fair Value
Cash equivalents:
Money market funds$225,797 $ $ $225,797 
Total cash equivalents$225,797 $ $ $225,797 
Marketable securities:
Commercial paper$74,803 $12 $(23)$74,792 
Corporate bonds41,497 11 (74)41,434 
U.S. government treasury securities85,250 4 (209)85,045 
U.S. government agency securities55,937 26 (145)55,818 
Total marketable securities$257,487 $53 $(451)$257,089 

December 31, 2023
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Estimated
Fair Value
Cash equivalents:
Money market funds$150,648 $ $ $150,648 
Commercial paper24,950 5  24,955 
U.S. government treasury securities10,965 1  10,966 
Total cash equivalents$186,563 $6 $ $186,569 
 
Marketable securities:
Commercial paper$79,124 $62 $ $79,186 
Corporate bonds32,984 81 (1)33,064 
U.S. government treasury securities21,846 31  21,877 
U.S. government agency securities16,147 110  16,257 
Total marketable securities$150,101 $284 $(1)$150,384 
10


The following table summarizes the available-for-sale securities in an unrealized loss position for which an allowance for credit losses has not been recorded as of March 31, 2024 and December 31, 2023, aggregated by major security type and length of time in a continuous unrealized loss position:
March 31, 2024
Less Than 12 Months
12 Months or Longer
Total
Fair Value
Unrealized
Losses
Fair Value
Unrealized
Losses
Fair Value
Unrealized
Losses
Commercial paper$30,027 $(23)$ $ $30,027 $(23)
Corporate bonds30,737 (74)  30,737 (74)
U.S. government treasury securities77,707 (209)  77,707 (209)
U.S. government agency securities44,742 (145)  44,742 (145)
Total marketable securities$183,213 $(451)$ $ $183,213 $(451)
December 31, 2023
Less Than 12 Months
12 Months or Longer
Total
Fair Value
Unrealized
Losses
Fair Value
Unrealized
Losses
Fair Value
Unrealized
Losses
Corporate bonds$9,907 $(1)$ $ $9,907 $(1)
U.S. government treasury securities4,831    4,831  
Total marketable securities$14,738 $(1)$ $ $14,738 $(1)
The Company evaluated its securities for credit losses and considered the decline in market value to be primarily attributable to current economic and market conditions and not to a credit loss or other factors. Additionally, the Company does not intend to sell the securities in an unrealized loss position and does not expect it will be required to sell the securities before recovery of the unamortized cost basis. As of March 31, 2024 and December 31, 2023, an allowance for credit losses had not been recognized. Given the Company's intent and ability to hold such securities until recovery, and the lack of significant change in credit risk of these investments, the Company does not consider these marketable securities to be impaired as of March 31, 2024 and December 31, 2023.
The financial instruments that potentially subject the Company to a concentration of credit risk consist principally of cash deposits. Accounts at each of our two U.S. banking institutions are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000 per depositor. As of March 31, 2024 and December 31, 2023, cash deposits at the Company's U.S. banking institutions exceeded the FDIC limits. Uninsured foreign cash deposits were immaterial for both periods.
There were no realized gains or losses on marketable securities for the three months ended March 31, 2024 and 2023. Interest on marketable securities is included in interest income. Accrued interest receivable on available-for-sale debt securities as of March 31, 2024 and December 31, 2023, was $1.3 million and $0.9 million, respectively.
The following table summarizes the contractual maturities of the Company’s marketable securities at estimated fair value (in thousands):
March 31,
2024
December 31,
2023
Due in one year or less$191,090 $115,784 
Due in 1 - 2 years65,999 34,600 
Total marketable securities$257,089 $150,384 
The Company may sell investments at any time for use in current operations even if they have not yet reached maturity. As a result, the Company classifies marketable securities, including securities with maturities beyond twelve months as current assets.
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5. Accrued and Other Current Liabilities
Accrued and other current liabilities consist of the following (in thousands):
March 31,
2024
December 31,
2023
Accrued compensation$2,506 $4,054 
Accrued contracted research and development costs18,149 7,092 
Accrued professional and consulting fees720 1,474 
Accrued other219 488 
Total accrued and other current liabilities$21,594 $13,108 
6. Related Party Transactions
Paragon Agreement
Paragon and Parapyre each beneficially owns less than 5% of the Company's capital stock through their respective holdings of the Company's Common Stock. Fairmount Funds Management LLC ("Fairmount") beneficially owns more than 5% of the Company's capital stock on an as-converted basis, has two seats on the Company's board of directors (the "Board") and beneficially owns more than 5% of Paragon, which is a joint venture between Fairmount and FairJourney Biologics. Fairmount appointed Paragon's board of directors and has the contractual right to approve the appointment of any executive officers. Parapyre is an entity formed by Paragon as a vehicle to hold equity in Spyre in order to share profits with certain employees of Paragon.
In connection with the Asset Acquisition, the Company assumed the rights and obligations of Pre-Merger Spyre under the Paragon Agreement. Under the Paragon Agreement, Spyre is obligated to compensate Paragon for its services performed under each research program based on the actual costs incurred with mark-up costs pursuant to the terms of the Paragon Agreement. Spyre is also obligated under the Paragon Agreement to issue Parapyre annual equity grants of warrants in accordance with the Parapyre Option Obligation.
For the three months ended March 31, 2024, the Company recognized expenses related to services provided by Paragon subsequent to the Asset Acquisition totaling $17.1 million, which included $5.4 million of stock-based compensation expense, and were recorded as Research and development expenses in the consolidated statements of operations. As of March 31, 2024 and December 31, 2023, $15.5 million and $16.6 million, respectively, was unpaid and was included in Related party accounts payable and other current liabilities on the Company's consolidated balance sheets.
For the three months ended March 31, 2024, the Company made payments totaling $18.2 million to Paragon.
On July 12, 2023 and December 14, 2023, the Company exercised the option to license certain intellectual property rights (collectively, the "Option") available under the Paragon Agreement with respect to the SPY001 and SPY002 research programs, respectively, and expects to enter into a SPY001 license agreement (the "SPY001 License Agreement") and a SPY002 license agreement (the "SPY002 License Agreement"). Our Option available under the Paragon Agreement with respect to the SPY003 and SPY004 programs remains unexercised.
Following the execution of each of the SPY001 License Agreement and SPY002 License Agreement, the Company will be obligated to pay Paragon up to $22.0 million upon the achievement of specific development, regulatory and clinical milestones for the first product under each agreement, respectively, that achieves such specified milestones. Upon execution of each of the SPY001 License Agreement and the SPY002 License Agreement, we expect to pay Paragon a $1.5 million fee for nomination of a development candidate, as applicable, and the Company expects to be obligated to make a further milestone payment of $2.5 million upon the first dosing of a human subject in a Phase 1 trial. With respect to the SPY002 License Agreement only, on a product by product basis, the Company expects to pay Paragon sublicensing fees of up to approximately $20.0 million upon the achievement of mostly commercial milestones.
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The following is the summary of expenses related to the Paragon Agreement, which were ultimately settled in cash (in millions):
Three Months Ended
March 31,
Financial Statement Line Item
20242023
Reimbursable costs under the Paragon Agreement$11.7 $ Research and development
Parapyre Option Obligation
Pursuant to the Paragon Agreement, the Company agreed to issue Parapyre an annual equity grant of warrants, on the last business day of each of the years ended December 31, 2023 and December 31, 2024, to purchase 1% of the then outstanding shares of the Company's Common Stock, on a fully diluted basis, during the term of the Paragon Agreement
The following is the summary of Related party accounts payable and other current liabilities (in millions):
March 31,
2024
December 31,
2023
Reimbursable costs under the Paragon Agreement$10.1 $16.6 
Parapyre warrants liability5.4  
Total related party accounts payable$15.5 $16.6 
Mark McKenna Option Grant
On February 1, 2024, the Board appointed Mark McKenna as a Class I director. Mr. McKenna and the Company are parties to a consulting agreement, pursuant to which Mr. McKenna agreed to continue to provide consulting services as an independent contractor to the Company, with an effective date of August 1, 2023 (the “Vesting Commencement Date”). As compensation for Mr. McKenna’s consulting services, on November 22, 2023, he was granted non-qualified stock options to purchase 477,000 shares of the Company’s Common Stock under the 2016 Plan (as defined in Note 8) with an exercise price of $10.39 per share, which vest as to 25% on the one year anniversary of the Vesting Commencement Date and thereafter vest and become exercisable in 36 equal monthly installments, subject to Mr. McKenna’s continued service to the Company through each applicable vesting date. For the three months ended March 31, 2024, the Company recognized $0.3 million in stock-based compensation expense related to Mr. McKenna's consulting agreement. There was no such expense for the three months ended March 31, 2023.
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7. Convertible Preferred Stock and Stockholders’ Equity
Pre-Funded Warrants
In February 2019, April 2020 and May 2022, the Company issued pre-funded warrants to purchase the Company’s Common Stock in underwritten public offerings at the offering price of the Common Stock, less the $0.0025 per share exercise price of each warrant. The warrants were recorded as a component of stockholders’ (deficit) equity within additional paid-in capital and have no expiration date. Per the terms of the warrant agreements, the outstanding warrants to purchase shares of Common Stock may not be exercised if the holder’s ownership of the Company’s Common Stock would exceed 4.99% (“Maximum Ownership Percentage”), or 9.99% for certain holders. By written notice to the Company, each holder may increase or decrease the Maximum Ownership Percentage to any other percentage (not in excess of 19.99% for the majority of such warrants). The revised Maximum Ownership Percentage would be effective 61 days after the notice is received by the Company.
As of March 31, 2024, the following pre-funded warrants for Common Stock were issued and outstanding:
Issue DateExpiration DateExercise PriceNumber of Warrants Outstanding
May 20, 2022None$0.0025 250,000
Total pre-funded warrants250,000
Parapyre Warrants
The Company settled its 2023 obligations under the Parapyre Option Obligation by issuing Parapyre 684,407 warrants to purchase the Company's Common Stock, with a $21.52 per share exercise price for each warrant. Pursuant to the terms of the warrant agreement, the outstanding warrants to purchase shares of Common Stock may not be exercised if the holder’s ownership of the Company’s Common Stock would exceed 4.99%. As of March 31, 2024, none of the warrants issued under the Parapyre Option Obligation have been exercised.
Series A Non-Voting Convertible Preferred Stock
On June 22, 2023, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of the Series A Preferred Stock with the Secretary of State of the State of Delaware (the “Series A Certificate of Designation”) in connection with the Asset Acquisition and the June 2023 PIPE.
Pursuant to the Series A Certificate of Designation, holders of Series A Preferred Stock are entitled to receive dividends on shares of Series A Preferred Stock equal to, on an as-if-converted-to-Common Stock basis, and in the same form as, dividends actually paid on shares of Common Stock. Except as provided in the Series A Certificate of Designation or as otherwise required by law, the Series A Preferred Stock does not have voting rights. However, as long as any shares of Series A Preferred Stock are outstanding, the Company will not, without the affirmative vote of the holders of a majority of the then outstanding shares of the Series A Preferred Stock: (a) alter or change adversely the powers, preferences or rights given to the Series A Preferred Stock, or alter or amend the Series A Certificate of Designation, amend or repeal any provision of, or add any provision to, the Company’s Certificate of Incorporation or its Bylaws, or file any articles of amendment, certificate of designations, preferences, limitations and relative rights of any series of preferred stock, if such action would adversely alter or change the preferences, rights, privileges or powers of, or restrictions provided for the benefit of the Series A Preferred Stock, regardless of whether any of the foregoing actions will be by means of amendment to the Certificate of Incorporation or by merger, consolidation, recapitalization, reclassification, conversion or otherwise, (b) issue further shares of Series A Preferred Stock or increase or decrease (other than by conversion) the number of authorized shares of Series A Preferred Stock, (c) prior to the stockholder approval of the conversion of the Series A Preferred Stock into shares of Common Stock in accordance with Nasdaq Stock Market Rules (the “Series A Conversion Proposal”) or at any time while at least 30% of the originally issued Series A Preferred Stock remains issued and outstanding, consummate (x) any Fundamental Transaction (as defined in the Series A Certificate of Designation) or (y) any merger or consolidation of the Company with or into another entity or any stock sale to, or other business combination in
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which our stockholders immediately before such transaction do not hold at least a majority of our capital stock immediately after such transaction or (d) enter into any agreement with respect to any of the foregoing. The Series A Preferred Stock does not have a preference upon any liquidation, dissolution or winding-up of the Company.
The Company held a stockholders’ meeting to submit the following matters to its stockholders for their consideration: (i) the approval of the Series A Conversion Proposal, and (ii) if deemed necessary or appropriate by the Company or as otherwise required by law or contract, the approval of an amendment to the Certificate of Incorporation to authorize sufficient shares of Common Stock for the conversion of the Series A Preferred Stock issued pursuant to the Acquisition Agreement. In connection with these matters, the Company filed with the SEC a definitive proxy statement and other relevant materials.
Following stockholder approval of the Series A Conversion Proposal, each share of Series A Preferred Stock automatically converted into 40 shares of Common Stock, subject to certain limitations, including that a holder of Series A Preferred Stock is prohibited from converting shares of Series A Preferred Stock into shares of Common Stock if, as a result of such conversion, such holder, together with its affiliates, would beneficially own more than a specified percentage (established by the holder between 0.0% and 19.9%) of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion.
On June 26, 2023, the Company completed a private placement of 721,452 shares of Series A Preferred Stock in exchange for gross proceeds of approximately $210.0 million, or net proceeds of $197.3 million, after deducting placement agent and other offering costs.
On July 7, 2023, the Company issued 364,887 shares of Series A Preferred Stock as part of its consideration transferred in connection with the Asset Acquisition that closed on June 22, 2023 which settled the related forward contract liability.
On November 21, 2023, the Company's stockholders approved the Series A Conversion Proposal, among other matters, at a special meeting of stockholders. As a result of the approval of the Series A Conversion Proposal, all conditions that could have required cash redemption of the Series A Preferred Stock were satisfied. Since the Series A Preferred Stock is no longer redeemable, the associated balances of the Series A Preferred Stock were reclassified from mezzanine equity to permanent equity during the fourth quarter of 2023. In addition, 649,302 shares of Series A Preferred Stock automatically converted to 25,972,080 shares of Common Stock; 437,037 shares of Series A Preferred Stock did not automatically convert and remain outstanding as of March 31, 2024 due to beneficial ownership limitations. This conversion was recorded as a reclassification between Series A Preferred Stock and Common Stock based on the historical per-share contributed capital amount, inclusive of any forward-contract valuation adjustments, of the Series A Preferred Stock.
Series B Non-Voting Convertible Preferred Stock
On December 8, 2023, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of Series B Non-Voting Convertible Preferred Stock with the Secretary of State of the State of Delaware (the “Series B Certificate of Designation”) in connection with the December 2023 PIPE.
Pursuant to the Series B Certificate of Designation, holders of Series B Preferred Stock are entitled to receive dividends on shares of Series B Preferred Stock equal to, on an as-if-converted-to-Common Stock basis, and in the same form as, dividends actually paid on shares of Common Stock. Except as provided in the Series B Certificate of Designation or as otherwise required by law, the Series B Preferred Stock does not have voting rights. However, as long as any shares of Series B Preferred Stock are outstanding, the Company will not, without the affirmative vote of the holders of a majority of the then outstanding shares of the Series B Preferred Stock, alter or change adversely the powers, preferences or rights given to the Series B Preferred Stock, or alter or amend the Series B Certificate of Designation, amend or repeal any provision of, or add any provision to, the Company’s Certificate of Incorporation or its Bylaws, or file any articles of amendment, certificate of designations, preferences, limitations and relative rights of any series of preferred stock, if such action would adversely alter or change the preferences, rights, privileges or powers of, or restrictions provided for the benefit of the Series B Preferred Stock, regardless of whether any of the foregoing actions will be by means of amendment to the Certificate of Incorporation or by merger, consolidation, recapitalization,
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reclassification, conversion or otherwise. The Series B Preferred Stock does not have a preference upon any liquidation, dissolution or winding-up of the Company.
The Company has agreed to use its best efforts to obtain stockholder approval of the conversion of all issued and outstanding Series B Preferred Stock into shares of Common Stock in accordance with the Nasdaq Stock Market Rules (the "Series B Conversion Proposal") at its 2024 annual meeting of stockholders (the "2024 Annual Meeting"), which the Company expects to hold on May 13, 2024. The Series B Preferred Stock is recorded outside of stockholders’ equity because, if conversion to Common Stock is not approved by the stockholders, the Series B Preferred Stock will be redeemable at the option of the holders for cash equal to the closing price of the Common Stock per share of Common Stock underlying the Series B Preferred Stock, on the last trading day prior to the holder’s redemption request. As of March 31, 2024, the redemption value of the Company's outstanding Series B Preferred Stock was $412.1 million based on the closing stock price of the Company's Common Stock on March 31, 2024 of $37.93 per share. The Company has determined that the Series B Preferred Stock did not contain any embedded derivatives and therefore the conversion and redemption features did not require bifurcation.
Following stockholder approval of the Series B Conversion Proposal, each share of Series B Preferred Stock will automatically convert into 40 shares of the Common Stock, subject to certain limitations, including that a holder of Series B Preferred Stock is prohibited from converting shares of Series B Preferred Stock into shares of Common Stock if, as a result of such conversion, such holder, together with its affiliates, would beneficially own more than a specified percentage (established by the holder between 0.0% and 19.9%) of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion.
On December 11, 2023, as part of the December 2023 PIPE, the Company completed a private placement of 150,000 shares of Series B Preferred Stock in exchange for gross proceeds of $90.0 million.
On March 18, 2024, in connection with the March 2024 PIPE, the Company filed a certificate of amendment to its Series B Certificate of Designation to increase the number of authorized shares of Series B Preferred Stock from 150,000 to 271,625.
On March 20, 2024, as part of the March 2024 PIPE, the Company completed a private placement of 121,625 shares of Series B Preferred Stock in exchange for gross proceeds of approximately $180.0 million.
On April 1, 2024, the Company filed a definitive proxy statement with the SEC to solicit approval of the Series B Conversion Proposal, among other matters, at the 2024 Annual Meeting.
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8. Stock-Based Compensation

2015 Equity Incentive Plan
In March 2015, the Company adopted the 2015 Equity Incentive Plan (“2015 Plan”), administered by the board of directors, and provides for the Company to sell or issue share of Common Stock or restricted Common Stock, or to grant incentive stock options or nonqualified stock options for the purchase of Common Stock, to employees, members of the board of directors and consultants of the Company. The Company granted options under the 2015 Plan until April 2016 when it was terminated as to future awards, although it continues to govern the terms of options that remain outstanding under the 2015 Plan.
As of March 31, 2024, a total of 3,029 shares of Common Stock are subject to options outstanding under the 2015 Plan and will become available under the 2016 Equity Incentive Plan (“2016 Plan”) to the extent the options are forfeited or lapse unexercised.
2016 Equity Incentive Plan
The 2016 Plan became effective in April 2016 and serves as the successor to the 2015 Plan. Under the 2016 Plan, the Company may grant stock options, stock appreciation rights, restricted stock awards, restricted stock units, performance awards, and stock bonuses. The 2016 Plan, as amended, provides for an automatic increase in the number of shares reserved for issuance thereunder on January 1 of each year for the remaining term of the plan equal to (a) 5.0% of the number of issued and outstanding shares of Common Stock (including such shares issuable pursuant to the exercise or conversion, as applicable, of any outstanding pre-funded warrants and nonvoting convertible preferred stock) on December 31 of the immediately preceding year, or (b) a lesser amount as approved by the board each year (the “Evergreen Provision”). As a result of the Evergreen Provision, on January 1, 2024 and 2023, an additional 3,023,650 and 104,561 shares, respectively, became available for issuance under the 2016 Plan.
As of March 31, 2024, the 2016 Plan had 7,393,885 shares available for future issuance, of which 2,996,404 shares were subject to outstanding option awards.
2018 Equity Inducement Plan
The 2018 Equity Inducement Plan (“2018 Plan”) became effective in February 2018. Under the 2016 Plan and 2018 Plan, the Company may grant stock-based awards with service conditions (“service-based” awards), performance conditions (“performance-based” awards), and market conditions (“market-based” awards). Service-based awards granted under the 2018 Plan, 2016 Plan, and 2015 Plan generally vest over four years and expire after ten years, although awards have been granted with vesting terms less than four years.
As of March 31, 2024, the 2018 Plan had 6,029,000 shares available for future issuance, of which 5,384,241 shares were subject to outstanding option awards and restricted unit awards.
Spyre 2023 Equity Incentive Plan
On June 22, 2023, in connection with the Asset Acquisition, the Company assumed the Amended and Restated Spyre 2023 Equity Incentive Plan and its outstanding and unexercised stock options, which were converted to options to purchase 2,734 shares of Common Stock. The acquisition-date fair value of these grants will be recognized as an expense on a pro-rata basis over the vesting period.
Parapyre Option Obligation

As of March 31, 2024, the pro-rated estimated fair value of the options to be granted on December 31, 2024, was approximately $21.9 million. For the three months ended March 31, 2024, $5.4 million was recognized as stock compensation expense related to the Parapyre Option Obligation. There was no similar expense for the three months ended March 31, 2023. As of March 31, 2024, the unamortized expense related to the Parapyre Option Obligation was $16.5 million.
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The following table summarizes the Company’s stock awards granted under all plans for each of the periods indicated:
Three Months Ended March 31,
20242023
GrantsWeighted Average Grant Date Fair ValueGrantsWeighted Average Grant Date Fair Value
Stock options1,044,658$26.50 177,620$11.00 
2016 Employee Stock Purchase Plan
Under the Company’s 2016 Employee Stock Purchase Plan (“2016 ESPP”), the Company issued and sold 2,330 and 1,793 shares during the three months ended March 31, 2024 and March 31, 2023, respectively. The aggregate cash proceeds were di minimis for both periods.
Stock-based Compensation Expense
Total stock-based compensation expense recognized from the Company’s equity incentive plans, 2018 Plan, 2016 ESPP and Parapyre Option Obligation during the periods presented was as follows (in thousands):
Three Months Ended
March 31,
20242023
Research and development (1)
$6,857 $777 
General and administrative6,978 932 
Total stock-based compensation expense$13,835 $1,709 
(1) For the three months ended March 31, 2024, $5.4 million, was recognized as stock compensation expense related to the Parapyre Option Obligation. There were no such expenses for the three months ended March 31, 2023.
(2) Of the total $13.8 million and $1.7 million of stock-based compensation expense for the three months ended March 31, 2024 and 2023, respectively, $2.9 million and $0.5 million, respectively, is related to legacy Aeglea employees and directors who had been terminated as of the end of the period.

The following table summarizes the weighted-average Black-Scholes option pricing model assumptions used to estimate the fair value of stock options granted under the Company's equity incentive plans, and the shares purchasable under the 2016 ESPP during the periods presented:
Three Months Ended
March 31,
20242023
Stock Options Granted
Expected term (in years)6.036.02
Expected volatility105%99%
Risk-free interest3.88%4.06%
Dividend yield
 
2016 ESPP
Expected term (in years)0.500.49
Expected volatility98%181%
Risk-free interest5.314.99
Dividend yield
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9. Strategic License Agreements
On March 21, 2021, the Company entered into an exclusive license and supply agreement with Immedica (the "Immedica Agreement"). On July 27, 2023, the Company announced that it had entered into an agreement to sell the global rights to pegzilarginase, an investigational treatment for the rare metabolic disease Arginase 1 Deficiency, to Immedica for $15.0 million in upfront cash proceeds and up to $100.0 million in contingent milestone payments. The sale of pegzilarginase to Immedica superseded and terminated the Immedica Agreement.
The milestone payments are contingent on formal reimbursement decisions by national authorities in key European markets and pegzilarginase approval by the FDA, among other events. The upfront payment and contingent milestone payments if paid, net of expenses and adjustments, will be distributed to holders of the Company's CVRs (as defined in Note 1) pursuant to the contingent value rights agreement we entered into with Equiniti Trust Company LLC (f/k/a American Stock Transfer & Trust Company LLC) as rights agent in connection with the Asset Acquisition.
The Company did not recognize any revenue under the Immedica Agreement for the three months ended March 31, 2024. For the three months ended March 31, 2023, the Company recognized $0.2 million of development fee revenue in connection with the Immedica Agreement, which was attributable to the PEACE Phase 3 trial and BLA package for pegzilarginase.
For more details on the now terminated Immedica Agreement, please refer to the Note under Item 1 of Part I, titled "12. Strategic License Agreements" of the Company's Annual Report.
Contract Balances from Customer Contract
The timing of revenue recognition, billings and cash collections results in contract assets and contract liabilities on the Company's balance sheets. The Company recognizes license and development receivables based on billed services, which are derecognized upon reimbursement. When consideration is received, or such consideration is unconditionally due, from a customer prior to transferring goods or services to the customer under the terms of a contract, a contract liability is recorded. Contract liabilities are recognized as revenue after control of the goods or services is transferred to the customer and all revenue recognition criteria have been met.
The Company did not have any contract assets or liabilities as of March 31, 2024 and December 31, 2023.
10. Net Loss Per Share (as restated)
Restatement
Subsequent to the filing of its Quarterly Report on Form 10-Q for the period ended September 30, 2024, management identified an error related to the calculation and presentation of loss per share. The Company had previously concluded that the Series A Preferred Stock and Series B Preferred Stock had preferences over the Company's Common Stock and were therefore excluded from the calculation of basic and dilutive net loss per share pursuant to the two-class method. The Company has now determined that the Series A Preferred Stock and Series B Preferred Stock do not have preferential rights over the Company’s Common Stock and, accordingly, are considered to be a second and third class of common stock for purposes of calculating net loss per share. Consequently, the Company has now separately calculated and presented net loss per share for its Common Stock, Series A Preferred Stock and Series B Preferred Stock. For the three months ended March 31, 2024, loss per share attributable to common stockholders as previously presented was $1.20 and as restated is $0.72. Net loss per share attributable to holders of Series A Preferred Stock and Series B Preferred Stock was not previously presented. This error has no impact on the three months ended March 31, 2023.

All related amounts have been updated to reflect the effects of the restatement throughout the financial statements and related footnotes, as applicable.

The Company computes net loss per share of Common Stock, Series A Preferred Stock, and Series B Preferred Stock using the two-class method required for multiple classes of common stock and other participating securities.
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The two-class method is an earnings (loss) allocation method under which earnings (loss) per share is calculated for each class of common stock. The Company has determined that the Series A Preferred Stock and Series B Preferred Stock do not have preferential rights when compared to the Company's Common Stock and therefore it must allocate losses to these other classes of common stock, as illustrated in the table below.
Basic and diluted net loss per share is computed by dividing the net loss by the weighted-average number of shares and pre-funded warrants outstanding during the period, without consideration of potential dilutive securities. The pre-funded warrants are included in the computation of basic net loss per share as the exercise price is negligible and they are fully vested and exercisable. For periods in which the Company generated a net loss, the Company does not include potential shares of common stock in diluted net loss per share when the impact of these items is anti-dilutive. The Company has generated a net loss for all periods presented, therefore diluted net loss per share is the same as basic net loss per share since the inclusion of potential shares of common stock would be anti-dilutive.
The following table sets forth the computation of basic and diluted net loss per share of Common Stock, Series A Preferred Stock, and Series B Preferred Stock (in thousands, except share and per share amounts):
Three Months Ended March 31,
20242023
Series A Preferred Stock
Series B Preferred Stock
Common
Stock
Series A Preferred StockSeries B Preferred StockCommon
Stock
Net loss per share, basic and diluted:
Numerator
Allocation of losses$(12,642)$(4,810)$(26,405)$ $ $(18,422)
Denominator
Weighted-average shares outstanding437,037166,26136,262,662  2,614,843
Weighted-average pre-funded warrants outstanding  250,000   1,155,663 
Number of shares used in per share computation437,037166,26136,512,662  3,770,506
Net loss per share, basic and diluted$(28.93)$(28.93)$(0.72)$ $ $(4.89)
The following weighted-average equity instruments were excluded from the calculation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented:
Three Months Ended
March 31,
20242023
Options to purchase common stock3,200,918459,425
Unvested restricted stock units61,253766
Outstanding Parapyre warrants684,407

11. Subsequent Events
On April 23, 2024, the Company entered into an exchange agreement with Fairmount Healthcare Fund II L.P. (the “Stockholder”), pursuant to which the Stockholder agreed to exchange an aggregate of 90,992 shares of Series A Preferred Stock for an aggregate of 3,639,680 shares of Common Stock (the “April 2024 Exchange”). The Common Stock issued in connection with the April 2024 Exchange was issued without registration under the Securities Act of 1933, as amended (the “Securities Act”) in reliance on the exemption from registration contained in Section 3(a)(9) of the Securities Act. The April 2024 Exchange closed on April 25, 2024.
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Item 4. Controls and Procedures.
Disclosure Controls and Procedures
Our management, with the participation of our principal executive officer and principal financial officer, evaluated, as of the end of the period covered by this Quarterly Report on Form 10-Q, the effectiveness of our disclosure controls and procedures. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports we file or submit under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives and our management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures.
At the time the Company filed the Original Filing, our principal executive officer and principal financial officer concluded that the Company’s disclosure controls and procedures were effective at the reasonable assurance level as of March 31, 2024. Subsequent to the Original Filing and in connection with this Amendment, our principal executive officer and principal financial officer reevaluated the effectiveness of the Company’s disclosure controls and procedures and identified a material weakness in the Company’s internal control over financial reporting as the Company did not design and maintain effective controls related to the earnings per share calculation. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of a company’s annual or interim financial statements will not be prevented or detected on a timely basis.
Specifically, subsequent to the Original Filing, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were not effective as of March 31, 2024 as the Company did not design and maintain effective controls related to the earnings per share calculation, as there was not an effectively designed control in place to evaluate the treatment of the Series A Preferred Stock and the Series B Preferred Stock for the purpose of calculating earnings per share under the two-class method. The material weakness resulted in the restatement of the Company’s previously filed consolidated financial statements as of and for the year ended December 31, 2023, as well as the quarterly condensed consolidated financial information for the 2024 interim periods ended March 31, 2024, June 30, 2024, and September 30, 2024 related to earnings per share. Additionally, the material weakness could result in further misstatements of the earnings per share calculation that would result in a material misstatement to the annual or interim financial statements that would not be prevented or detected.
Notwithstanding the material weakness in internal control over financial reporting, our management, including our principal executive officer and the principal financial officer, have concluded that our consolidated financial statements present fairly, in all material respects, our financial position, results of our operations and our cash flows for the periods presented in this Quarterly Report, in conformity with U.S. GAAP.
Remediation Plan
Our remediation process includes, but is not limited to, enhancing the design of the control relevant to the calculation of net earnings (loss) per share calculations and disclosures to ensure that economic substance beyond the legal form of our capital structure is considered when calculating net earnings (loss) per share. We believe that these actions will remediate the material weakness. The material weakness will not be considered remediated, however, until the applicable controls operate, and management has concluded, through testing, that these controls are operating effectively.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting during the quarter ended March 31, 2024, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
21


PART II. – Other Information
Item 6. Exhibits.
The exhibits filed or furnished as part of this Quarterly Report on Form 10-Q are set forth below.
Exhibit
Number
DescriptionFormFile No
Date of Filing
Exhibit
No.
Filed
Herewith
2.1
S-1
333-276251
12/22/20232.1 
3.1
S-1
333-27625112/22/20233.1 
3.2S-1/A333-27625102/05/20243.2
3.3
S-1
333-27625112/22/20233.3 
3.4
S-1
333-27625112/22/20233.4 
3.58-K001-3772203/18/20243.2
4.1
8-K
001-37722
03/18/202410.2
4.2*
10.1S-1/A333-27625102/05/2024
10.19
10.2+
S-1/A333-27625102/05/202410.4
10.3
8-K
001-3772203/18/2024
10.1
10.410-K001-3772202/29/202410.20
10.5
8-K
001-37722
4/25/2024
10.1
10.6*
31.1    X
22


Exhibit
Number
DescriptionFormFile No
Date of Filing
Exhibit
No.
Filed
Herewith
31.2
X
32.1(1)X
101.INSInline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.X
101.SCHInline XBRL Taxonomy Extension Schema DocumentX
101.CALInline XBRL Taxonomy Extension Calculation Linkbase DocumentX
101.DEFInline XBRL Taxonomy Extension Definition Linkbase DocumentX
101.LABInline XBRL Taxonomy Extension Label Linkbase DocumentX
101.PREInline XBRL Taxonomy Extension Presentation Linkbase DocumentX
104
The cover page from this Quarterly Report formatted in Inline XBRL and contained in Exhibit 101
+ Indicates management contract or compensatory plan.

* Previously filed with the Original Filing.

#    Portions of this exhibit have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K.

(1)The certifications on Exhibit 32 hereto are deemed furnished and not “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liability of that Section. Such certifications will not be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act.
23


Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: November 18, 2024
Spyre Therapeutics, Inc.
 
By:
/s/ Scott Burrows
Scott Burrows
Chief Financial Officer
(Principal Financial Officer and Principal Accounting Officer)
24

Exhibit 31.1
Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
I, Cameron Turtle, certify that:
1.I have reviewed this Quarterly Report on Form 10-Q/A of Spyre Therapeutics, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
Date: November 18, 2024
/s/ Cameron Turtle, D.Phil
Cameron Turtle, D.Phil
Chief Executive Officer
(Principal Executive Officer)


Exhibit 31.2
Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
I, Scott Burrows, certify that:
1.I have reviewed this Quarterly Report on Form 10-Q/A of Spyre Therapeutics, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
Date: November 18, 2024
/s/ Scott Burrows
Scott Burrows
Chief Financial Officer
(Principal Financial Officer and Principal Accounting Officer)


Exhibit 32.1
Certifications of the
Principal Executive Officer and Principal Financial Officer
Pursuant To 18 U.S.C. Section 1350,
As Adopted Pursuant To
Section 906 of The Sarbanes-Oxley Act Of 2002
In connection with the Quarterly Report of Spyre Therapeutics, Inc. (the “Company”) on Form 10-Q/A for the quarterly period ended March 31, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned officers of the Company hereby certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of his knowledge:
1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Date: November 18, 2024
/s/ Cameron Turtle, D.Phil
Cameron Turtle, D.Phil
Chief Executive Officer
(Principal Executive Officer)
/s/ Scott Burrows
Scott Burrows
Chief Financial Officer
(Principal Financial Officer and Principal Accounting Officer)

v3.24.3
Cover Page - shares
3 Months Ended
Mar. 31, 2024
May 01, 2024
Cover [Abstract]    
Document Type 10-Q/A  
Document Quarterly Report true  
Document Period End Date Mar. 31, 2024  
Document Transition Report false  
Entity File Number 001-37722  
Entity Registrant Name SPYRE THERAPEUTICS, INC.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 46-4312787  
Entity Address, Address Line One 221 Crescent Street  
Entity Address, Address Line Two Building 23  
Entity Address, Address Line Three Suite 105  
Entity Address, City or Town Waltham  
Entity Address, State or Province MA  
Entity Address, Postal Zip Code 02453  
City Area Code 617  
Local Phone Number 651-5940  
Title of 12(b) Security Common Stock, $0.0001 Par Value Per Share  
Trading Symbol SYRE  
Security Exchange Name NASDAQ  
Entity Interactive Data Current Yes  
Entity Current Reporting Status Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   40,283,414
Amendment Description This Amendment No. 1 on Form 10-Q/A (this “Amendment”) amends the Quarterly Report on Form 10-Q of Spyre Therapeutics, Inc. (the “Company”) for the period ended March 31, 2024, as filed with the Securities and Exchange Commission on May 9, 2024 (the “Original Filing”).Subsequent to the filing of its Form 10-Q for the three and nine months ended September 30, 2024, the Company became aware of a misapplication of Generally Accepted Accounting Principles in the United States ("U.S. GAAP") as it relates to the Company's exclusion of its Series A non-voting convertible preferred stock and Series B non-voting convertible preferred stock in the calculation of basic and diluted net loss per share and a finding of a material weakness in internal control over financial reporting solely related to such matter. This Amendment is being filed for the sole purpose of amending certain disclosures from the Original Filing related to the aforementioned misapplication of U.S. GAAP and related finding of material weakness in internal control over financial reporting.Specifically, this Amendment amends: (i) Part I, Item 1. “Financial Information (unaudited)” to update the Company's Consolidated Statement of Operations and related footnote disclosures for the three months ended March 31, 2024, (ii) Part I, Item 4. "Controls and Procedures" to address management's re-evaluation of disclosure controls and procedures as of March 31, 2024 and to reflect the identification of a material weakness in our internal control over financial reporting and (iii) Part II, Item 6. "Exhibits" to include, in accordance with Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), updated certifications from our Chief Executive Officer and Chief Financial Officer as required by Sections 302 and 906 of the Sarbanes-Oxley Act of 2002 as Exhibits 31.1, 31.2 and 32.1. In accordance with Rule 12b-15 under the Exchange Act, this Amendment amends and restates in their entirety each item identified in the paragraph above.Other than as described above, this Amendment does not amend, update or change any other items or disclosures contained in the Original Filing, and accordingly, all other information contained in this Amendment is as of the date of the original filing and does not reflect subsequent information or events beyond the original filing date, May 9, 2024. Accordingly, this Amendment should be read in conjunction with other filings made with the SEC subsequent to the filing of the Original Filing, including any amendments to those filings. Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Original Filing.  
Entity Central Index Key 0001636282  
Current Fiscal Year End Date --12-31  
Amendment Flag true  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q1  
v3.24.3
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
CURRENT ASSETS    
Cash and cash equivalents $ 227,552 $ 188,893
Marketable securities 257,089 150,384
Prepaid expenses and other current assets 2,632 2,251
Total current assets 487,273 341,528
Restricted cash 319 322
Other non-current assets 10 9
TOTAL ASSETS 487,602 341,859
CURRENT LIABILITIES    
Accounts payable 3,106 896
CVR liability 2,590 1,390
Accrued and other current liabilities 21,594 13,108
Related party accounts payable and other current liabilities 15,528 16,584
Total current liabilities 42,818 31,978
Non-current CVR liability 39,110 41,310
TOTAL LIABILITIES 81,928 73,288
Commitments and Contingencies (Note 6)
STOCKHOLDERS’ EQUITY    
Common stock, $0.0001 par value; 400,000,000 shares authorized as of March 31, 2024 and December 31, 2023; 36,629,680 shares and 36,057,109 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively 10 10
Additional paid-in capital 775,966 763,191
Accumulated other comprehensive (loss) income (363) 302
Accumulated deficit (808,271) (764,414)
TOTAL STOCKHOLDERS’ EQUITY 152,269 184,016
TOTAL LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY 487,602 341,859
Series B Non Voting Convertible Preferred Stock    
CURRENT LIABILITIES    
Series B non-voting convertible preferred stock, $0.0001 par value; 271,625 and $150,000 shares authorized as of March 31, 2024 and December 31, 2023, respectively; $271,625 and $150,000 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively 253,405 84,555
Series A Non Voting Convertible Preferred Stock    
STOCKHOLDERS’ EQUITY    
Series A non-voting convertible preferred stock & preferred stock shares authorized, issued, and outstanding, value 184,927 184,927
Preferred Stock, Excluding Series A Non Voting Convertible Preferred Stock    
STOCKHOLDERS’ EQUITY    
Series A non-voting convertible preferred stock & preferred stock shares authorized, issued, and outstanding, value $ 0 $ 0
v3.24.3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares
Mar. 31, 2024
Dec. 31, 2023
Temporary Equity [Abstract]    
Preferred stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Preferred stock, authorized (in shares) 8,642,034 8,763,659
Preferred stock, issued (in shares) 0 0
Preferred stock, outstanding (in shares) 0 0
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock, authorized (in shares) 400,000,000 400,000,000
Common stock, issued (in shares) 36,629,680 36,057,109
Common stock, outstanding (in shares) 36,629,680 36,057,109
Series B Non Voting Convertible Preferred Stock    
Temporary Equity [Abstract]    
Series B non-voting convertible preferred stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Series B non-voting convertible preferred stock, authorized (in shares) 271,625 150,000
Series B non-voting convertible preferred stock, issued (in shares) 271,625 150,000
Series B non-voting convertible preferred stock, outstanding (in shares) 271,625 150,000
Series A Non Voting Convertible Preferred Stock    
Temporary Equity [Abstract]    
Preferred stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Preferred stock, authorized (in shares) 1,086,341 1,086,341
Preferred stock, issued (in shares) 437,037 437,037
Preferred stock, outstanding (in shares) 437,037 437,037
v3.24.3
Condensed Consolidated Statements of Operations - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Revenue:    
Total revenue $ 0 $ 198
Operating expenses:    
Research and development [1] 34,928 13,776
General and administrative 12,846 5,228
Total operating expenses 47,774 19,004
Loss from operations (47,774) (18,806)
Other income (expense):    
Interest income 4,432 420
Other expense (483) (72)
Total other income (expense) 3,949 348
Loss before income tax expense (43,825) (18,458)
Income tax (expense) benefit (32) 36
Net loss $ (43,857) $ (18,422)
Net loss per share, basic (in dollars per share) $ 0.72  
Net loss per share, diluted (in dollars per share) $ 0.72  
Weighted-average common shares outstanding, basic (in shares) 36,512,662 3,770,506
Weighted-average common shares outstanding, diluted (in shares) 36,512,662 3,770,506
Series A Preferred Stock    
Other income (expense):    
Net loss $ (12,642) $ 0
Net loss per share, basic (in dollars per share) $ (28.93) $ 0
Net loss per share, diluted (in dollars per share) $ (28.93) $ 0
Weighted-average common shares outstanding, basic (in shares) 437,037 0
Weighted-average common shares outstanding, diluted (in shares) 437,037 0
Series B Preferred Stock    
Other income (expense):    
Net loss $ (4,810) $ 0
Net loss per share, basic (in dollars per share) $ (28.93) $ 0
Net loss per share, diluted (in dollars per share) $ (28.93) $ 0
Weighted-average common shares outstanding, basic (in shares) 166,261 0
Weighted-average common shares outstanding, diluted (in shares) 166,261 0
Common Stock    
Other income (expense):    
Net loss $ (26,405) $ (18,422)
Net loss per share, basic (in dollars per share) $ (0.72) $ (4.89)
Net loss per share, diluted (in dollars per share) $ (0.72) $ (4.89)
Weighted-average common shares outstanding, basic (in shares) 36,262,662 2,614,843
Weighted-average common shares outstanding, diluted (in shares) 36,512,662 3,770,506
Development fee and royalty    
Revenue:    
Total revenue $ 0 $ 198
[1] Includes $17.1 million in related party expenses for the three months ended March 31, 2024 and no related party expenses for the three months ended March 31, 2023.
v3.24.3
Condensed Consolidated Statements of Operations (Parenthetical) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Research and development [1] $ 34,928 $ 13,776
Related Party    
Research and development $ 17,100 $ 0
[1] Includes $17.1 million in related party expenses for the three months ended March 31, 2024 and no related party expenses for the three months ended March 31, 2023.
v3.24.3
Condensed Consolidated Statements of Comprehensive Loss - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Statement of Comprehensive Income [Abstract]    
Net loss $ (43,857) $ (18,422)
Other comprehensive income (loss):    
Foreign currency translation adjustment 16 10
Unrealized (loss) gain on marketable securities (681) 32
Total comprehensive loss $ (44,522) $ (18,380)
v3.24.3
Condensed Consolidated Statements of Changes in Convertible Preferred Stock and Stockholders' Equity - USD ($)
$ in Thousands
Total
Series B Non Voting Convertible Preferred Stock
Series A Non Voting Convertible Preferred Stock
Preferred Stock
Series A Non Voting Convertible Preferred Stock
Common Stock
Additional Paid-In Capital
Accumulated Other Comprehensive Income (Loss)
Accumulated Deficit
Beginning balance (in shares) at Dec. 31, 2022   0            
Beginning balance at Dec. 31, 2022   $ 0            
Ending balance (in shares) at Mar. 31, 2023   0            
Ending balance at Mar. 31, 2023   $ 0            
Beginning balance, preferred stock (in shares) at Dec. 31, 2022       0        
Beginning balance, common stock (in shares) at Dec. 31, 2022         2,614,000      
Beginning balance at Dec. 31, 2022 $ 50,305     $ 0 $ 6 $ 475,971 $ (48) $ (425,624)
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Issuance of common stock in connection with employee stock purchase plan (in shares)         2,000      
Issuance of common stock in connection with employee stock purchase plan 18         18    
Stock-based compensation expense 1,709         1,709    
Foreign currency translation adjustment 10           10  
Unrealized gain (loss) on marketable securities 32           32  
Net loss (18,422)             (18,422)
Ending balance, preferred stock (in shares) at Mar. 31, 2023       0        
Ending balance, common stock (in shares) at Mar. 31, 2023         2,616,000      
Ending balance at Mar. 31, 2023 $ 33,652     $ 0 $ 6 477,698 (6) (444,046)
Beginning balance (in shares) at Dec. 31, 2023   150,000            
Beginning balance at Dec. 31, 2023   $ 84,555            
Series B Non-Voting Convertible Preferred Stock                
Issuance of Series B non-voting convertible preferred stock in connection with private placement, net of financing costs (in shares)   122,000            
Issuance of Series B non-voting convertible preferred stock in connection with private placement, net of financing costs   $ 168,850            
Ending balance (in shares) at Mar. 31, 2024   271,625            
Ending balance at Mar. 31, 2024   $ 253,405            
Beginning balance, preferred stock (in shares) at Dec. 31, 2023 0   437,037 437,000        
Beginning balance, common stock (in shares) at Dec. 31, 2023         36,057,000      
Beginning balance at Dec. 31, 2023 $ 184,016     $ 184,927 $ 10 763,191 302 (764,414)
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Issuance of common stock in connection with exercise of stock options and employee stock purchase plan (in shares)         572,000      
Issuance of common stock in connection with exercise of stock options and employee stock purchase plan 4,390         4,390    
Stock-based compensation expense 8,385         8,385    
Foreign currency translation adjustment 16           16  
Unrealized gain (loss) on marketable securities (681)           (681)  
Net loss $ (43,857)             (43,857)
Ending balance, preferred stock (in shares) at Mar. 31, 2024 0   437,037 437,000        
Ending balance, common stock (in shares) at Mar. 31, 2024         36,629,000      
Ending balance at Mar. 31, 2024 $ 152,269     $ 184,927 $ 10 $ 775,966 $ (363) $ (808,271)
v3.24.3
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
CASH FLOWS FROM OPERATING ACTIVITIES    
Net loss $ (43,857) $ (18,422)
Adjustments to reconcile net loss to net cash used in operating activities:    
Stock-based compensation 13,835 1,709
Change in fair value of derivative liability 430 0
Net accretion of discount on marketable securities (2,423) (107)
Depreciation and amortization 0 384
Amortization of operating lease assets 0 164
Other 0 2
Changes in operating assets and liabilities:    
Accounts payable 2,210 1,384
Accrued and other liabilities 8,151 (3,164)
Related party payable (6,507) 0
Prepaid expenses and other assets (381) 622
Deferred revenue 0 (53)
Development receivables 0 45
Operating lease liabilities 0 (198)
Net cash used in operating activities (28,542) (17,634)
CASH FLOWS FROM INVESTING ACTIVITIES    
Purchases of marketable securities (152,713) 0
Proceeds from maturities and sales of marketable securities 47,750 17,750
Net cash (used in) and provided by investing activities (104,963) 17,750
CASH FLOWS FROM FINANCING ACTIVITIES    
Proceeds from issuance of Series B non-voting convertible preferred stock in connection with private placement, net of placement and other offering costs 169,205 0
Payments related to contingent value rights liability (1,430) 0
Proceeds from employee stock plan purchases and stock option exercises 4,390 18
Principal payments on finance lease obligation 0 (8)
Net cash provided by financing activities 172,165 10
Effect of exchange rate on cash, cash equivalents, and restricted cash (4) 11
NET INCREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH 38,656 137
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH    
Beginning of period 189,215 36,416
End of period 227,871 36,553
Supplemental Disclosure of Non-Cash Investing and Financing Information:    
Unpaid amounts related to issuance of Series B non-voting convertible preferred stock in connection with private placement $ 355 $ 0
v3.24.3
The Company and Basis of Presentation
3 Months Ended
Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
The Company and Basis of Presentation The Company and Basis of Presentation
Spyre Therapeutics, Inc., formerly Aeglea BioTherapeutics, Inc. (“Spyre” or the “Company”), is a preclinical stage biotechnology company focused on developing next generation therapeutics for patients living with inflammatory bowel disease. The Company was formed as a Limited Liability Company ("LLC") in Delaware on December 16, 2013 under the name Aeglea BioTherapeutics Holdings, LLC and was converted from a Delaware LLC to a Delaware corporation on March 10, 2015. On November 27, 2023, the Company completed its corporate rebranding, changing the name of the Company to Spyre Therapeutics, Inc. The Company operates in one segment and has its principal offices in Waltham, Massachusetts.
On September 8, 2023, the Company effected a reverse stock split of its Common Stock at a ratio of 1-for-25 (the “Reverse Split”). Except as indicated otherwise, all share numbers related to the Company's Common Stock disclosed in these financial statements have been adjusted on a post-Reverse Split basis.
On April 12, 2023, based on the review of the inconclusive interim results from the Company's Phase 1/2 clinical trial of pegtarviliase for the treatment of Classical Homocystinuria and other business considerations, the Company announced that it had initiated a process to explore strategic alternatives to maximize stockholder value and engaged an independent exclusive financial advisor to support this process. As a result, in April 2023, the Company implemented a restructuring plan resulting in an approximate 83% reduction of the Company’s existing headcount.
On June 22, 2023, the Company acquired, in accordance with the terms of the Agreement and Plan of Merger (the "Acquisition Agreement"), the assets of Spyre Therapeutics, Inc. (“Pre-Merger Spyre”), a privately held biotechnology company advancing a pipeline of antibody therapeutics with the potential to transform the treatment of inflammatory bowel disease through a research and development option agreement ("Paragon Agreement") with Paragon Therapeutics ("Paragon"). The asset acquisition was accomplished through a two-step reverse triangular merger whereby a wholly owned subsidiary of the Company merged with and into Pre-Merger Spyre, which existed at the time the Acquisition Agreement was entered into, became a wholly owned subsidiary of the Company in accordance with the terms of the Acquisition Agreement. Immediately following this merger, Pre-Merger Spyre merged with an into a second wholly subsidiary of the Company (“Merger Sub”) in accordance with the terms of the Acquisition Agreement and Pre-Merger Spyre ceased to exist. Subsequently, Aeglea BioTherapeutics, Inc. was renamed Spyre Therapeutics, Inc. and is a different entity than Pre-Merger Spyre, which ceased to exist upon merging with Merger Sub. The transaction was structured as a stock-for-stock transaction pursuant to which all of Pre-Merger Spyre's outstanding equity interests were exchanged based on a fixed exchange ratio of 0.5494488 to 1 for consideration from the Company of 517,809 shares of common stock, par value of $0.0001 per share ("Common Stock"), and 364,887 shares of Series A non-voting convertible preferred stock, par value of $0.0001 per share ("Series A Preferred Stock") (convertible on a 40 to 1 basis), in addition to the assumption of outstanding and unexercised stock options to purchase 2,734 shares of Common Stock from the Amended and Restated Spyre 2023 Equity Incentive Plan (the "Asset Acquisition"). The Common Stock and Series A Preferred Stock related to the Asset Acquisition were issued to the Pre-Merger Spyre stockholders on July 7, 2023.
In connection with the Asset Acquisition, on June 26, 2023, the Company completed a private placement of shares of Series A Preferred Stock (the “June 2023 PIPE”) to a group of investors (the “June 2023 Investors”). The Company sold an aggregate of 721,452 shares of Series A Preferred Stock for an aggregate purchase price of approximately $210.0 million before deducting approximately $12.7 million in placement agent and other offering expenses (together with the Asset Acquisition, the “Transactions”).
In connection with the Asset Acquisition, a non-transferable contingent value right ("CVR") was distributed to stockholders of record of the Company as of the close of business on July 3, 2023 (the "Legacy Stockholders"), but was not distributed to the holders of shares of Common Stock or Series A Preferred Stock issued to the former stockholders of Pre-Merger Spyre or the June 2023 Investors in the Transactions. Holders of the CVRs will be entitled to receive cash payments from proceeds received by the Company for a three-year period related to the disposition or monetization of its legacy assets for a period of one-year following the closing of the Asset Acquisition.
On November 21, 2023, the Company's stockholders approved the conversion of the Company's Series A Preferred Stock to Common Stock.
On December 11, 2023, the Company completed a private placement of shares of Common Stock and Series B non-voting convertible preferred stock, par value of $0.0001 per share ("Series B Preferred Stock") (convertible on a 40 to 1 basis) (the “December 2023 PIPE”) to a group of investors. The Company sold an aggregate of 6,000,000 shares of Common Stock and 150,000 shares of Series B Preferred Stock for an aggregate purchase price of approximately $180.0 million before deducting approximately $10.9 million of placement agent and other offering expenses.
On March 20, 2024, the Company completed a private placement of Series B Preferred Stock (convertible on a 40 to 1 basis) (the “March 2024 PIPE”) to a group of investors. The Company sold 121,625 shares of Series B Preferred Stock for a purchase price of $180.0 million before deducting approximately $11.2 million of placement agent and other offering costs.
Liquidity
The Company is a preclinical stage biotechnology company with a limited operating history, and due to its significant research and development expenditures, the Company has generated operating losses since its inception and has not generated any revenue from the commercial sale of any products. There can be no assurance that profitable operations will ever be achieved, and, if achieved, whether profitability can be sustained on a continuing basis.
Since its inception and through March 31, 2024, the Company has funded our operations by raising an aggregate of approximately $1.1 billion of gross proceeds from the sale and issuance of convertible preferred stock and common stock, pre-funded warrants, the collection of grant proceeds, and the licensing of its product rights for commercialization of pegzilarginase in Europe and certain countries in the Middle East. As of March 31, 2024, Spyre had an accumulated deficit of $808.3 million, and cash, cash equivalents, marketable securities and restricted cash of $485.0 million.
Based on current operating plans, the Company has sufficient resources to fund operations for at least one year from the issuance date of these financial statements with existing cash, cash equivalents, and marketable securities. Spyre will need to secure additional financing in the future to fund additional research and development, and before a commercial drug can be produced, marketed and sold. If the Company is unable to obtain additional financing or generate license or product revenue, the lack of liquidity could have a material adverse effect on the Company.
Basis of Presentation
The consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States (“U.S. GAAP”) as defined by the Financial Accounting Standards Board (“FASB”) and include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.
Unaudited Interim Financial Information
The interim condensed consolidated financial statements included in this Quarterly Report on Form 10-Q are unaudited. The unaudited interim financial statements have been prepared on the same basis as the annual financial statements and reflect, in the opinion of management, all adjustments of a normal and recurring nature that are necessary for a fair statement of the Company’s financial position as of March 31, 2024, and its results of operations for the three months ended March 31, 2024 and 2023, changes in convertible preferred stock and stockholders’ equity for the three months ended March 31, 2024 and 2023, and cash flows for the three months ended March 31, 2024 and 2023. The results of operations for the three months ended March 31, 2024, are not necessarily indicative of the results to be expected for the year ending December 31, 2024 or for any other future annual or interim period. The December 31, 2023 balance sheet was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. These financial statements should be read in conjunction with the audited financial statements included in the Company’s Form 10-K for the year ended December 31, 2023 (the "Annual Report") as filed with the SEC on February 29, 2024 and amended on March 1, 2024 and November 18, 2024.
v3.24.3
Summary of Significant Accounting Policies
3 Months Ended
Mar. 31, 2024
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies Summary of Significant Accounting Policies
Spyre Therapeutics' significant accounting policies are detailed in the Notes titled “1. The Company and Basis of Presentation” and "2. Summary of Significant Accounting Policies” of the Company's Annual Report.
These interim condensed consolidated financial statements have been prepared in accordance with U.S. GAAP and SEC instructions for interim financial information, and should be read in conjunction with the Company's Annual Report. Significant accounting policies and other disclosures normally provided have been omitted since such items are disclosed in the Company's Annual Report. The Company uses the same accounting policies in preparing quarterly and annual financial statements.
Recently Adopted Accounting Pronouncement
There have been no recent accounting pronouncements or changes in accounting pronouncements during the three months ended March 31, 2024 that are of significance or potential significance to the Company.
v3.24.3
Fair Value Measurements
3 Months Ended
Mar. 31, 2024
Fair Value Disclosures [Abstract]  
Fair Value Measurements Fair Value Measurements
The Company measures and reports certain financial instruments as assets and liabilities at fair value on a recurring basis. The following tables set forth the fair value of the Company’s financial assets and liabilities at fair value on a recurring basis based on the three-tier fair value hierarchy (in thousands):
March 31, 2024
Level 1Level 2Level 3Total
Financial Assets:
Money market funds$225,797 $— $— $225,797 
U.S. government treasury securities85,045 — — 85,045 
U.S. government agency securities— 55,818 — 55,818 
Commercial paper— 74,792 — 74,792 
Corporate bonds— 41,434 — 41,434 
Total financial assets$310,842 $172,044 $— $482,886 
 
Liabilities:
Parapyre Option Obligation$— $5,449 $— $5,449 
CVR liability— — 41,700 41,700 
Total liabilities$— $5,449 $41,700 $47,149 
December 31, 2023
Level 1Level 2Level 3Total
Financial Assets:
Money market funds$150,648 $— $— $150,648 
U.S. government treasury securities32,843 — — 32,843 
U.S. government agency securities— 16,257 — 16,257 
Commercial paper— 104,141 — 104,141 
Corporate bonds— 33,064 — 33,064 
Total financial assets$183,491 $153,462 $— $336,953 
Liabilities:
CVR liability$— $— $42,700 $42,700 
Total liabilities$— $— $42,700 $42,700 
The Company measures the fair value of money market funds on quoted prices in active markets for identical assets or liabilities. The Level 2 assets include U.S. government agency securities, commercial paper and corporate bonds, and are valued based on quoted prices for similar assets in active markets and inputs
other than quoted prices that are derived from observable market data. The Company evaluates transfers between levels at the end of each reporting period. There were no transfers between Level 1 and Level 2 during the periods presented.
Parapyre Option Obligation
Under the Paragon Agreement, the Company is obligated to issue Parapyre Holding LLC ("Parapyre") an annual equity grant of warrants, on the last business day of each of the years ended December 31, 2023 and December 31, 2024, to purchase 1% of the then outstanding shares of the Company’s Common Stock, on a fully diluted basis, during the term of the Paragon Agreement (the "Parapyre Option Obligation"). The Company determined that the 2023 and 2024 grants are two separate grants, as there would be no obligation for the 2024 grant had the Company exercised or terminated all of the options under the Paragon Agreement prior to December 31, 2023. The service inception period for the grant precedes the grant date, with the full award being vested as of the grant date with no post-grant date service requirement. Accordingly, a liability related to the Parapyre Option Obligation is recorded pursuant to the Paragon Agreement during interim periods. On December 31, 2023, the Company settled its 2023 obligation under the Parapyre Option Obligation by issuing Parapyre 684,407 warrants to purchase the Company's Common Stock, with a $21.52 per share exercise price for each warrant.
The Parapyre Option Obligation is considered a Level 2 liability based on observable market data for substantially the full term of the liability. The Parapyre Option Obligation is measured each period using a Black-Scholes model to estimate the fair value of the option grant. Changes in the fair value of the Parapyre Option Obligation are recorded as stock-based compensation within Research and development expenses for non-employees who provided pre-clinical development services.
CVR Liability
In connection with the Asset Acquisition, a non-transferable CVR was distributed to the Legacy Stockholders, but was not distributed to holders of shares of Common Stock or Series A Preferred Stock issued to the June 2023 Investors or former stockholders of Pre-Merger Spyre in connection with the Transactions. Holders of the CVR will be entitled to receive certain cash payments from proceeds received by the Company for a three-year period, if any, related to the disposition or monetization of the Company’s legacy assets for a period of one year following the closing of the Asset Acquisition.
The CVR liability value is based on significant inputs not observable in the market such as estimated cash flows, estimated probabilities of success, and risk-adjusted discount rates, which represent a Level 3 liability.
The fair value of the CVR liability was determined using the probability weighted discounted cash flow method to estimate future cash flows associated with the sale of the legacy assets. Analogous to a dividend being declared/approved in one period and paid out in another, the liability was recorded at the date of approval, June 22, 2023, as a Common Stock dividend, returning capital to the Legacy Stockholders. Changes in fair value of the liability will be recognized as a component of Other income (expense) in the consolidated statement of operations and comprehensive loss in each reporting period. The liability value is based on significant inputs not observable in the market such as estimated cash flows, estimated probabilities of regulatory success, and discount rates, which represent a Level 3 measurement within the fair value hierarchy.
The significant inputs used to estimate the fair value of the CVR liability were as follows:
 March 31, 2024
Estimated cash flow dates
02/28/25 - 06/22/26
Estimated probability of success
39% - 100%
Estimated reimbursement rate compared to reimbursement agent
81% - 100%
Risk-adjusted discount rates
6.32% - 6.65%
The change in fair value between December 31, 2023 and March 31, 2024 was a $0.4 million increase, and was primarily driven by changes in the risk-adjusted discount rates and the time value of money.
The following table presents changes in the CVR liability for the periods presented (in thousands):
 
CVR Liability
Beginning balance as of December 31, 2023$42,700 
Changes in the fair value of the CVR liability430 
Payments(1,430)
Ending Balance as of March 31, 2024$41,700 
v3.24.3
Cash Equivalents and Marketable Securities
3 Months Ended
Mar. 31, 2024
Cash and Cash Equivalents [Abstract]  
Cash Equivalents and Marketable Securities Cash Equivalents and Marketable Securities
The following tables summarize the estimated fair value of the Company’s cash equivalents and marketable securities and the gross unrealized gains and losses (in thousands):
March 31, 2024
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Estimated
Fair Value
Cash equivalents:
Money market funds$225,797 $— $— $225,797 
Total cash equivalents$225,797 $— $— $225,797 
Marketable securities:
Commercial paper$74,803 $12 $(23)$74,792 
Corporate bonds41,497 11 (74)41,434 
U.S. government treasury securities85,250 (209)85,045 
U.S. government agency securities55,937 26 (145)55,818 
Total marketable securities$257,487 $53 $(451)$257,089 

December 31, 2023
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Estimated
Fair Value
Cash equivalents:
Money market funds$150,648 $— $— $150,648 
Commercial paper24,950 — 24,955 
U.S. government treasury securities10,965 — 10,966 
Total cash equivalents$186,563 $$— $186,569 
 
Marketable securities:
Commercial paper$79,124 $62 $— $79,186 
Corporate bonds32,984 81 (1)33,064 
U.S. government treasury securities21,846 31 — 21,877 
U.S. government agency securities16,147 110 — 16,257 
Total marketable securities$150,101 $284 $(1)$150,384 
The following table summarizes the available-for-sale securities in an unrealized loss position for which an allowance for credit losses has not been recorded as of March 31, 2024 and December 31, 2023, aggregated by major security type and length of time in a continuous unrealized loss position:
March 31, 2024
Less Than 12 Months
12 Months or Longer
Total
Fair Value
Unrealized
Losses
Fair Value
Unrealized
Losses
Fair Value
Unrealized
Losses
Commercial paper$30,027 $(23)$— $— $30,027 $(23)
Corporate bonds30,737 (74)— — 30,737 (74)
U.S. government treasury securities77,707 (209)— — 77,707 (209)
U.S. government agency securities44,742 (145)— — 44,742 (145)
Total marketable securities$183,213 $(451)$— $— $183,213 $(451)
December 31, 2023
Less Than 12 Months
12 Months or Longer
Total
Fair Value
Unrealized
Losses
Fair Value
Unrealized
Losses
Fair Value
Unrealized
Losses
Corporate bonds$9,907 $(1)$— $— $9,907 $(1)
U.S. government treasury securities4,831 — — — 4,831 — 
Total marketable securities$14,738 $(1)$— $— $14,738 $(1)
The Company evaluated its securities for credit losses and considered the decline in market value to be primarily attributable to current economic and market conditions and not to a credit loss or other factors. Additionally, the Company does not intend to sell the securities in an unrealized loss position and does not expect it will be required to sell the securities before recovery of the unamortized cost basis. As of March 31, 2024 and December 31, 2023, an allowance for credit losses had not been recognized. Given the Company's intent and ability to hold such securities until recovery, and the lack of significant change in credit risk of these investments, the Company does not consider these marketable securities to be impaired as of March 31, 2024 and December 31, 2023.
The financial instruments that potentially subject the Company to a concentration of credit risk consist principally of cash deposits. Accounts at each of our two U.S. banking institutions are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000 per depositor. As of March 31, 2024 and December 31, 2023, cash deposits at the Company's U.S. banking institutions exceeded the FDIC limits. Uninsured foreign cash deposits were immaterial for both periods.
There were no realized gains or losses on marketable securities for the three months ended March 31, 2024 and 2023. Interest on marketable securities is included in interest income. Accrued interest receivable on available-for-sale debt securities as of March 31, 2024 and December 31, 2023, was $1.3 million and $0.9 million, respectively.
The following table summarizes the contractual maturities of the Company’s marketable securities at estimated fair value (in thousands):
March 31,
2024
December 31,
2023
Due in one year or less$191,090 $115,784 
Due in 1 - 2 years65,999 34,600 
Total marketable securities$257,089 $150,384 
The Company may sell investments at any time for use in current operations even if they have not yet reached maturity. As a result, the Company classifies marketable securities, including securities with maturities beyond twelve months as current assets.
v3.24.3
Accrued and Other Current Liabilities
3 Months Ended
Mar. 31, 2024
Payables and Accruals [Abstract]  
Accrued and Other Current Liabilities Accrued and Other Current Liabilities
Accrued and other current liabilities consist of the following (in thousands):
March 31,
2024
December 31,
2023
Accrued compensation$2,506 $4,054 
Accrued contracted research and development costs18,149 7,092 
Accrued professional and consulting fees720 1,474 
Accrued other219 488 
Total accrued and other current liabilities$21,594 $13,108 
v3.24.3
Related Party Transactions
3 Months Ended
Mar. 31, 2024
Related Party Transactions [Abstract]  
Related Party Transactions Related Party Transactions
Paragon Agreement
Paragon and Parapyre each beneficially owns less than 5% of the Company's capital stock through their respective holdings of the Company's Common Stock. Fairmount Funds Management LLC ("Fairmount") beneficially owns more than 5% of the Company's capital stock on an as-converted basis, has two seats on the Company's board of directors (the "Board") and beneficially owns more than 5% of Paragon, which is a joint venture between Fairmount and FairJourney Biologics. Fairmount appointed Paragon's board of directors and has the contractual right to approve the appointment of any executive officers. Parapyre is an entity formed by Paragon as a vehicle to hold equity in Spyre in order to share profits with certain employees of Paragon.
In connection with the Asset Acquisition, the Company assumed the rights and obligations of Pre-Merger Spyre under the Paragon Agreement. Under the Paragon Agreement, Spyre is obligated to compensate Paragon for its services performed under each research program based on the actual costs incurred with mark-up costs pursuant to the terms of the Paragon Agreement. Spyre is also obligated under the Paragon Agreement to issue Parapyre annual equity grants of warrants in accordance with the Parapyre Option Obligation.
For the three months ended March 31, 2024, the Company recognized expenses related to services provided by Paragon subsequent to the Asset Acquisition totaling $17.1 million, which included $5.4 million of stock-based compensation expense, and were recorded as Research and development expenses in the consolidated statements of operations. As of March 31, 2024 and December 31, 2023, $15.5 million and $16.6 million, respectively, was unpaid and was included in Related party accounts payable and other current liabilities on the Company's consolidated balance sheets.
For the three months ended March 31, 2024, the Company made payments totaling $18.2 million to Paragon.
On July 12, 2023 and December 14, 2023, the Company exercised the option to license certain intellectual property rights (collectively, the "Option") available under the Paragon Agreement with respect to the SPY001 and SPY002 research programs, respectively, and expects to enter into a SPY001 license agreement (the "SPY001 License Agreement") and a SPY002 license agreement (the "SPY002 License Agreement"). Our Option available under the Paragon Agreement with respect to the SPY003 and SPY004 programs remains unexercised.
Following the execution of each of the SPY001 License Agreement and SPY002 License Agreement, the Company will be obligated to pay Paragon up to $22.0 million upon the achievement of specific development, regulatory and clinical milestones for the first product under each agreement, respectively, that achieves such specified milestones. Upon execution of each of the SPY001 License Agreement and the SPY002 License Agreement, we expect to pay Paragon a $1.5 million fee for nomination of a development candidate, as applicable, and the Company expects to be obligated to make a further milestone payment of $2.5 million upon the first dosing of a human subject in a Phase 1 trial. With respect to the SPY002 License Agreement only, on a product by product basis, the Company expects to pay Paragon sublicensing fees of up to approximately $20.0 million upon the achievement of mostly commercial milestones.
The following is the summary of expenses related to the Paragon Agreement, which were ultimately settled in cash (in millions):
Three Months Ended
March 31,
Financial Statement Line Item
20242023
Reimbursable costs under the Paragon Agreement$11.7 $— Research and development
Parapyre Option Obligation
Pursuant to the Paragon Agreement, the Company agreed to issue Parapyre an annual equity grant of warrants, on the last business day of each of the years ended December 31, 2023 and December 31, 2024, to purchase 1% of the then outstanding shares of the Company's Common Stock, on a fully diluted basis, during the term of the Paragon Agreement
The following is the summary of Related party accounts payable and other current liabilities (in millions):
March 31,
2024
December 31,
2023
Reimbursable costs under the Paragon Agreement$10.1 $16.6 
Parapyre warrants liability5.4 — 
Total related party accounts payable$15.5 $16.6 
Mark McKenna Option Grant
On February 1, 2024, the Board appointed Mark McKenna as a Class I director. Mr. McKenna and the Company are parties to a consulting agreement, pursuant to which Mr. McKenna agreed to continue to provide consulting services as an independent contractor to the Company, with an effective date of August 1, 2023 (the “Vesting Commencement Date”). As compensation for Mr. McKenna’s consulting services, on November 22, 2023, he was granted non-qualified stock options to purchase 477,000 shares of the Company’s Common Stock under the 2016 Plan (as defined in Note 8) with an exercise price of $10.39 per share, which vest as to 25% on the one year anniversary of the Vesting Commencement Date and thereafter vest and become exercisable in 36 equal monthly installments, subject to Mr. McKenna’s continued service to the Company through each applicable vesting date. For the three months ended March 31, 2024, the Company recognized $0.3 million in stock-based compensation expense related to Mr. McKenna's consulting agreement. There was no such expense for the three months ended March 31, 2023.
v3.24.3
Convertible Preferred Stock and Stockholders' Equity
3 Months Ended
Mar. 31, 2024
Equity [Abstract]  
Convertible Preferred Stock and Stockholders' Equity Convertible Preferred Stock and Stockholders’ Equity
Pre-Funded Warrants
In February 2019, April 2020 and May 2022, the Company issued pre-funded warrants to purchase the Company’s Common Stock in underwritten public offerings at the offering price of the Common Stock, less the $0.0025 per share exercise price of each warrant. The warrants were recorded as a component of stockholders’ (deficit) equity within additional paid-in capital and have no expiration date. Per the terms of the warrant agreements, the outstanding warrants to purchase shares of Common Stock may not be exercised if the holder’s ownership of the Company’s Common Stock would exceed 4.99% (“Maximum Ownership Percentage”), or 9.99% for certain holders. By written notice to the Company, each holder may increase or decrease the Maximum Ownership Percentage to any other percentage (not in excess of 19.99% for the majority of such warrants). The revised Maximum Ownership Percentage would be effective 61 days after the notice is received by the Company.
As of March 31, 2024, the following pre-funded warrants for Common Stock were issued and outstanding:
Issue DateExpiration DateExercise PriceNumber of Warrants Outstanding
May 20, 2022None$0.0025 250,000
Total pre-funded warrants250,000
Parapyre Warrants
The Company settled its 2023 obligations under the Parapyre Option Obligation by issuing Parapyre 684,407 warrants to purchase the Company's Common Stock, with a $21.52 per share exercise price for each warrant. Pursuant to the terms of the warrant agreement, the outstanding warrants to purchase shares of Common Stock may not be exercised if the holder’s ownership of the Company’s Common Stock would exceed 4.99%. As of March 31, 2024, none of the warrants issued under the Parapyre Option Obligation have been exercised.
Series A Non-Voting Convertible Preferred Stock
On June 22, 2023, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of the Series A Preferred Stock with the Secretary of State of the State of Delaware (the “Series A Certificate of Designation”) in connection with the Asset Acquisition and the June 2023 PIPE.
Pursuant to the Series A Certificate of Designation, holders of Series A Preferred Stock are entitled to receive dividends on shares of Series A Preferred Stock equal to, on an as-if-converted-to-Common Stock basis, and in the same form as, dividends actually paid on shares of Common Stock. Except as provided in the Series A Certificate of Designation or as otherwise required by law, the Series A Preferred Stock does not have voting rights. However, as long as any shares of Series A Preferred Stock are outstanding, the Company will not, without the affirmative vote of the holders of a majority of the then outstanding shares of the Series A Preferred Stock: (a) alter or change adversely the powers, preferences or rights given to the Series A Preferred Stock, or alter or amend the Series A Certificate of Designation, amend or repeal any provision of, or add any provision to, the Company’s Certificate of Incorporation or its Bylaws, or file any articles of amendment, certificate of designations, preferences, limitations and relative rights of any series of preferred stock, if such action would adversely alter or change the preferences, rights, privileges or powers of, or restrictions provided for the benefit of the Series A Preferred Stock, regardless of whether any of the foregoing actions will be by means of amendment to the Certificate of Incorporation or by merger, consolidation, recapitalization, reclassification, conversion or otherwise, (b) issue further shares of Series A Preferred Stock or increase or decrease (other than by conversion) the number of authorized shares of Series A Preferred Stock, (c) prior to the stockholder approval of the conversion of the Series A Preferred Stock into shares of Common Stock in accordance with Nasdaq Stock Market Rules (the “Series A Conversion Proposal”) or at any time while at least 30% of the originally issued Series A Preferred Stock remains issued and outstanding, consummate (x) any Fundamental Transaction (as defined in the Series A Certificate of Designation) or (y) any merger or consolidation of the Company with or into another entity or any stock sale to, or other business combination in
which our stockholders immediately before such transaction do not hold at least a majority of our capital stock immediately after such transaction or (d) enter into any agreement with respect to any of the foregoing. The Series A Preferred Stock does not have a preference upon any liquidation, dissolution or winding-up of the Company.
The Company held a stockholders’ meeting to submit the following matters to its stockholders for their consideration: (i) the approval of the Series A Conversion Proposal, and (ii) if deemed necessary or appropriate by the Company or as otherwise required by law or contract, the approval of an amendment to the Certificate of Incorporation to authorize sufficient shares of Common Stock for the conversion of the Series A Preferred Stock issued pursuant to the Acquisition Agreement. In connection with these matters, the Company filed with the SEC a definitive proxy statement and other relevant materials.
Following stockholder approval of the Series A Conversion Proposal, each share of Series A Preferred Stock automatically converted into 40 shares of Common Stock, subject to certain limitations, including that a holder of Series A Preferred Stock is prohibited from converting shares of Series A Preferred Stock into shares of Common Stock if, as a result of such conversion, such holder, together with its affiliates, would beneficially own more than a specified percentage (established by the holder between 0.0% and 19.9%) of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion.
On June 26, 2023, the Company completed a private placement of 721,452 shares of Series A Preferred Stock in exchange for gross proceeds of approximately $210.0 million, or net proceeds of $197.3 million, after deducting placement agent and other offering costs.
On July 7, 2023, the Company issued 364,887 shares of Series A Preferred Stock as part of its consideration transferred in connection with the Asset Acquisition that closed on June 22, 2023 which settled the related forward contract liability.
On November 21, 2023, the Company's stockholders approved the Series A Conversion Proposal, among other matters, at a special meeting of stockholders. As a result of the approval of the Series A Conversion Proposal, all conditions that could have required cash redemption of the Series A Preferred Stock were satisfied. Since the Series A Preferred Stock is no longer redeemable, the associated balances of the Series A Preferred Stock were reclassified from mezzanine equity to permanent equity during the fourth quarter of 2023. In addition, 649,302 shares of Series A Preferred Stock automatically converted to 25,972,080 shares of Common Stock; 437,037 shares of Series A Preferred Stock did not automatically convert and remain outstanding as of March 31, 2024 due to beneficial ownership limitations. This conversion was recorded as a reclassification between Series A Preferred Stock and Common Stock based on the historical per-share contributed capital amount, inclusive of any forward-contract valuation adjustments, of the Series A Preferred Stock.
Series B Non-Voting Convertible Preferred Stock
On December 8, 2023, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of Series B Non-Voting Convertible Preferred Stock with the Secretary of State of the State of Delaware (the “Series B Certificate of Designation”) in connection with the December 2023 PIPE.
Pursuant to the Series B Certificate of Designation, holders of Series B Preferred Stock are entitled to receive dividends on shares of Series B Preferred Stock equal to, on an as-if-converted-to-Common Stock basis, and in the same form as, dividends actually paid on shares of Common Stock. Except as provided in the Series B Certificate of Designation or as otherwise required by law, the Series B Preferred Stock does not have voting rights. However, as long as any shares of Series B Preferred Stock are outstanding, the Company will not, without the affirmative vote of the holders of a majority of the then outstanding shares of the Series B Preferred Stock, alter or change adversely the powers, preferences or rights given to the Series B Preferred Stock, or alter or amend the Series B Certificate of Designation, amend or repeal any provision of, or add any provision to, the Company’s Certificate of Incorporation or its Bylaws, or file any articles of amendment, certificate of designations, preferences, limitations and relative rights of any series of preferred stock, if such action would adversely alter or change the preferences, rights, privileges or powers of, or restrictions provided for the benefit of the Series B Preferred Stock, regardless of whether any of the foregoing actions will be by means of amendment to the Certificate of Incorporation or by merger, consolidation, recapitalization,
reclassification, conversion or otherwise. The Series B Preferred Stock does not have a preference upon any liquidation, dissolution or winding-up of the Company.
The Company has agreed to use its best efforts to obtain stockholder approval of the conversion of all issued and outstanding Series B Preferred Stock into shares of Common Stock in accordance with the Nasdaq Stock Market Rules (the "Series B Conversion Proposal") at its 2024 annual meeting of stockholders (the "2024 Annual Meeting"), which the Company expects to hold on May 13, 2024. The Series B Preferred Stock is recorded outside of stockholders’ equity because, if conversion to Common Stock is not approved by the stockholders, the Series B Preferred Stock will be redeemable at the option of the holders for cash equal to the closing price of the Common Stock per share of Common Stock underlying the Series B Preferred Stock, on the last trading day prior to the holder’s redemption request. As of March 31, 2024, the redemption value of the Company's outstanding Series B Preferred Stock was $412.1 million based on the closing stock price of the Company's Common Stock on March 31, 2024 of $37.93 per share. The Company has determined that the Series B Preferred Stock did not contain any embedded derivatives and therefore the conversion and redemption features did not require bifurcation.
Following stockholder approval of the Series B Conversion Proposal, each share of Series B Preferred Stock will automatically convert into 40 shares of the Common Stock, subject to certain limitations, including that a holder of Series B Preferred Stock is prohibited from converting shares of Series B Preferred Stock into shares of Common Stock if, as a result of such conversion, such holder, together with its affiliates, would beneficially own more than a specified percentage (established by the holder between 0.0% and 19.9%) of the total number of shares of Common Stock issued and outstanding immediately after giving effect to such conversion.
On December 11, 2023, as part of the December 2023 PIPE, the Company completed a private placement of 150,000 shares of Series B Preferred Stock in exchange for gross proceeds of $90.0 million.
On March 18, 2024, in connection with the March 2024 PIPE, the Company filed a certificate of amendment to its Series B Certificate of Designation to increase the number of authorized shares of Series B Preferred Stock from 150,000 to 271,625.
On March 20, 2024, as part of the March 2024 PIPE, the Company completed a private placement of 121,625 shares of Series B Preferred Stock in exchange for gross proceeds of approximately $180.0 million.
On April 1, 2024, the Company filed a definitive proxy statement with the SEC to solicit approval of the Series B Conversion Proposal, among other matters, at the 2024 Annual Meeting.
v3.24.3
Stock-Based Compensation
3 Months Ended
Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation
2015 Equity Incentive Plan
In March 2015, the Company adopted the 2015 Equity Incentive Plan (“2015 Plan”), administered by the board of directors, and provides for the Company to sell or issue share of Common Stock or restricted Common Stock, or to grant incentive stock options or nonqualified stock options for the purchase of Common Stock, to employees, members of the board of directors and consultants of the Company. The Company granted options under the 2015 Plan until April 2016 when it was terminated as to future awards, although it continues to govern the terms of options that remain outstanding under the 2015 Plan.
As of March 31, 2024, a total of 3,029 shares of Common Stock are subject to options outstanding under the 2015 Plan and will become available under the 2016 Equity Incentive Plan (“2016 Plan”) to the extent the options are forfeited or lapse unexercised.
2016 Equity Incentive Plan
The 2016 Plan became effective in April 2016 and serves as the successor to the 2015 Plan. Under the 2016 Plan, the Company may grant stock options, stock appreciation rights, restricted stock awards, restricted stock units, performance awards, and stock bonuses. The 2016 Plan, as amended, provides for an automatic increase in the number of shares reserved for issuance thereunder on January 1 of each year for the remaining term of the plan equal to (a) 5.0% of the number of issued and outstanding shares of Common Stock (including such shares issuable pursuant to the exercise or conversion, as applicable, of any outstanding pre-funded warrants and nonvoting convertible preferred stock) on December 31 of the immediately preceding year, or (b) a lesser amount as approved by the board each year (the “Evergreen Provision”). As a result of the Evergreen Provision, on January 1, 2024 and 2023, an additional 3,023,650 and 104,561 shares, respectively, became available for issuance under the 2016 Plan.
As of March 31, 2024, the 2016 Plan had 7,393,885 shares available for future issuance, of which 2,996,404 shares were subject to outstanding option awards.
2018 Equity Inducement Plan
The 2018 Equity Inducement Plan (“2018 Plan”) became effective in February 2018. Under the 2016 Plan and 2018 Plan, the Company may grant stock-based awards with service conditions (“service-based” awards), performance conditions (“performance-based” awards), and market conditions (“market-based” awards). Service-based awards granted under the 2018 Plan, 2016 Plan, and 2015 Plan generally vest over four years and expire after ten years, although awards have been granted with vesting terms less than four years.
As of March 31, 2024, the 2018 Plan had 6,029,000 shares available for future issuance, of which 5,384,241 shares were subject to outstanding option awards and restricted unit awards.
Spyre 2023 Equity Incentive Plan
On June 22, 2023, in connection with the Asset Acquisition, the Company assumed the Amended and Restated Spyre 2023 Equity Incentive Plan and its outstanding and unexercised stock options, which were converted to options to purchase 2,734 shares of Common Stock. The acquisition-date fair value of these grants will be recognized as an expense on a pro-rata basis over the vesting period.
Parapyre Option Obligation

As of March 31, 2024, the pro-rated estimated fair value of the options to be granted on December 31, 2024, was approximately $21.9 million. For the three months ended March 31, 2024, $5.4 million was recognized as stock compensation expense related to the Parapyre Option Obligation. There was no similar expense for the three months ended March 31, 2023. As of March 31, 2024, the unamortized expense related to the Parapyre Option Obligation was $16.5 million.
The following table summarizes the Company’s stock awards granted under all plans for each of the periods indicated:
Three Months Ended March 31,
20242023
GrantsWeighted Average Grant Date Fair ValueGrantsWeighted Average Grant Date Fair Value
Stock options1,044,658$26.50 177,620$11.00 
2016 Employee Stock Purchase Plan
Under the Company’s 2016 Employee Stock Purchase Plan (“2016 ESPP”), the Company issued and sold 2,330 and 1,793 shares during the three months ended March 31, 2024 and March 31, 2023, respectively. The aggregate cash proceeds were di minimis for both periods.
Stock-based Compensation Expense
Total stock-based compensation expense recognized from the Company’s equity incentive plans, 2018 Plan, 2016 ESPP and Parapyre Option Obligation during the periods presented was as follows (in thousands):
Three Months Ended
March 31,
20242023
Research and development (1)
$6,857 $777 
General and administrative6,978 932 
Total stock-based compensation expense$13,835 $1,709 
(1) For the three months ended March 31, 2024, $5.4 million, was recognized as stock compensation expense related to the Parapyre Option Obligation. There were no such expenses for the three months ended March 31, 2023.
(2) Of the total $13.8 million and $1.7 million of stock-based compensation expense for the three months ended March 31, 2024 and 2023, respectively, $2.9 million and $0.5 million, respectively, is related to legacy Aeglea employees and directors who had been terminated as of the end of the period.

The following table summarizes the weighted-average Black-Scholes option pricing model assumptions used to estimate the fair value of stock options granted under the Company's equity incentive plans, and the shares purchasable under the 2016 ESPP during the periods presented:
Three Months Ended
March 31,
20242023
Stock Options Granted
Expected term (in years)6.036.02
Expected volatility105%99%
Risk-free interest3.88%4.06%
Dividend yield
 
2016 ESPP
Expected term (in years)0.500.49
Expected volatility98%181%
Risk-free interest5.314.99
Dividend yield
v3.24.3
Strategic License Agreements
3 Months Ended
Mar. 31, 2024
License And Collaboration Agreement [Abstract]  
Strategic License Agreements Strategic License Agreements
On March 21, 2021, the Company entered into an exclusive license and supply agreement with Immedica (the "Immedica Agreement"). On July 27, 2023, the Company announced that it had entered into an agreement to sell the global rights to pegzilarginase, an investigational treatment for the rare metabolic disease Arginase 1 Deficiency, to Immedica for $15.0 million in upfront cash proceeds and up to $100.0 million in contingent milestone payments. The sale of pegzilarginase to Immedica superseded and terminated the Immedica Agreement.
The milestone payments are contingent on formal reimbursement decisions by national authorities in key European markets and pegzilarginase approval by the FDA, among other events. The upfront payment and contingent milestone payments if paid, net of expenses and adjustments, will be distributed to holders of the Company's CVRs (as defined in Note 1) pursuant to the contingent value rights agreement we entered into with Equiniti Trust Company LLC (f/k/a American Stock Transfer & Trust Company LLC) as rights agent in connection with the Asset Acquisition.
The Company did not recognize any revenue under the Immedica Agreement for the three months ended March 31, 2024. For the three months ended March 31, 2023, the Company recognized $0.2 million of development fee revenue in connection with the Immedica Agreement, which was attributable to the PEACE Phase 3 trial and BLA package for pegzilarginase.
For more details on the now terminated Immedica Agreement, please refer to the Note under Item 1 of Part I, titled "12. Strategic License Agreements" of the Company's Annual Report.
Contract Balances from Customer Contract
The timing of revenue recognition, billings and cash collections results in contract assets and contract liabilities on the Company's balance sheets. The Company recognizes license and development receivables based on billed services, which are derecognized upon reimbursement. When consideration is received, or such consideration is unconditionally due, from a customer prior to transferring goods or services to the customer under the terms of a contract, a contract liability is recorded. Contract liabilities are recognized as revenue after control of the goods or services is transferred to the customer and all revenue recognition criteria have been met.
The Company did not have any contract assets or liabilities as of March 31, 2024 and December 31, 2023.
v3.24.3
Net Loss Per Share (as restated)
3 Months Ended
Mar. 31, 2024
Earnings Per Share [Abstract]  
Net Loss Per Share (as restated) Net Loss Per Share (as restated)
Restatement
Subsequent to the filing of its Quarterly Report on Form 10-Q for the period ended September 30, 2024, management identified an error related to the calculation and presentation of loss per share. The Company had previously concluded that the Series A Preferred Stock and Series B Preferred Stock had preferences over the Company's Common Stock and were therefore excluded from the calculation of basic and dilutive net loss per share pursuant to the two-class method. The Company has now determined that the Series A Preferred Stock and Series B Preferred Stock do not have preferential rights over the Company’s Common Stock and, accordingly, are considered to be a second and third class of common stock for purposes of calculating net loss per share. Consequently, the Company has now separately calculated and presented net loss per share for its Common Stock, Series A Preferred Stock and Series B Preferred Stock. For the three months ended March 31, 2024, loss per share attributable to common stockholders as previously presented was $1.20 and as restated is $0.72. Net loss per share attributable to holders of Series A Preferred Stock and Series B Preferred Stock was not previously presented. This error has no impact on the three months ended March 31, 2023.

All related amounts have been updated to reflect the effects of the restatement throughout the financial statements and related footnotes, as applicable.

The Company computes net loss per share of Common Stock, Series A Preferred Stock, and Series B Preferred Stock using the two-class method required for multiple classes of common stock and other participating securities.
The two-class method is an earnings (loss) allocation method under which earnings (loss) per share is calculated for each class of common stock. The Company has determined that the Series A Preferred Stock and Series B Preferred Stock do not have preferential rights when compared to the Company's Common Stock and therefore it must allocate losses to these other classes of common stock, as illustrated in the table below.
Basic and diluted net loss per share is computed by dividing the net loss by the weighted-average number of shares and pre-funded warrants outstanding during the period, without consideration of potential dilutive securities. The pre-funded warrants are included in the computation of basic net loss per share as the exercise price is negligible and they are fully vested and exercisable. For periods in which the Company generated a net loss, the Company does not include potential shares of common stock in diluted net loss per share when the impact of these items is anti-dilutive. The Company has generated a net loss for all periods presented, therefore diluted net loss per share is the same as basic net loss per share since the inclusion of potential shares of common stock would be anti-dilutive.
The following table sets forth the computation of basic and diluted net loss per share of Common Stock, Series A Preferred Stock, and Series B Preferred Stock (in thousands, except share and per share amounts):
Three Months Ended March 31,
20242023
Series A Preferred Stock
Series B Preferred Stock
Common
Stock
Series A Preferred StockSeries B Preferred StockCommon
Stock
Net loss per share, basic and diluted:
Numerator
Allocation of losses$(12,642)$(4,810)$(26,405)$— $— $(18,422)
Denominator
Weighted-average shares outstanding437,037166,26136,262,662— — 2,614,843
Weighted-average pre-funded warrants outstanding— — 250,000 — — 1,155,663 
Number of shares used in per share computation437,037166,26136,512,662— — 3,770,506
Net loss per share, basic and diluted$(28.93)$(28.93)$(0.72)$— $— $(4.89)
The following weighted-average equity instruments were excluded from the calculation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented:
Three Months Ended
March 31,
20242023
Options to purchase common stock3,200,918459,425
Unvested restricted stock units61,253766
Outstanding Parapyre warrants684,407
v3.24.3
Subsequent Events
3 Months Ended
Mar. 31, 2024
Subsequent Events [Abstract]  
Subsequent Events Subsequent Events
On April 23, 2024, the Company entered into an exchange agreement with Fairmount Healthcare Fund II L.P. (the “Stockholder”), pursuant to which the Stockholder agreed to exchange an aggregate of 90,992 shares of Series A Preferred Stock for an aggregate of 3,639,680 shares of Common Stock (the “April 2024 Exchange”). The Common Stock issued in connection with the April 2024 Exchange was issued without registration under the Securities Act of 1933, as amended (the “Securities Act”) in reliance on the exemption from registration contained in Section 3(a)(9) of the Securities Act. The April 2024 Exchange closed on April 25, 2024.
v3.24.3
Summary of Significant Accounting Policies (Policies)
3 Months Ended
Mar. 31, 2024
Accounting Policies [Abstract]  
Recently Adopted Accounting Pronouncement
Recently Adopted Accounting Pronouncement
There have been no recent accounting pronouncements or changes in accounting pronouncements during the three months ended March 31, 2024 that are of significance or potential significance to the Company.
Net Loss Per Share
The Company computes net loss per share of Common Stock, Series A Preferred Stock, and Series B Preferred Stock using the two-class method required for multiple classes of common stock and other participating securities.
The two-class method is an earnings (loss) allocation method under which earnings (loss) per share is calculated for each class of common stock. The Company has determined that the Series A Preferred Stock and Series B Preferred Stock do not have preferential rights when compared to the Company's Common Stock and therefore it must allocate losses to these other classes of common stock, as illustrated in the table below.
Basic and diluted net loss per share is computed by dividing the net loss by the weighted-average number of shares and pre-funded warrants outstanding during the period, without consideration of potential dilutive securities. The pre-funded warrants are included in the computation of basic net loss per share as the exercise price is negligible and they are fully vested and exercisable. For periods in which the Company generated a net loss, the Company does not include potential shares of common stock in diluted net loss per share when the impact of these items is anti-dilutive. The Company has generated a net loss for all periods presented, therefore diluted net loss per share is the same as basic net loss per share since the inclusion of potential shares of common stock would be anti-dilutive.
v3.24.3
Fair Value Measurement (Tables)
3 Months Ended
Mar. 31, 2024
Fair Value Disclosures [Abstract]  
Financial Assets and Liabilities Measured at Fair Value on Recurring Basis The following tables set forth the fair value of the Company’s financial assets and liabilities at fair value on a recurring basis based on the three-tier fair value hierarchy (in thousands):
March 31, 2024
Level 1Level 2Level 3Total
Financial Assets:
Money market funds$225,797 $— $— $225,797 
U.S. government treasury securities85,045 — — 85,045 
U.S. government agency securities— 55,818 — 55,818 
Commercial paper— 74,792 — 74,792 
Corporate bonds— 41,434 — 41,434 
Total financial assets$310,842 $172,044 $— $482,886 
 
Liabilities:
Parapyre Option Obligation$— $5,449 $— $5,449 
CVR liability— — 41,700 41,700 
Total liabilities$— $5,449 $41,700 $47,149 
December 31, 2023
Level 1Level 2Level 3Total
Financial Assets:
Money market funds$150,648 $— $— $150,648 
U.S. government treasury securities32,843 — — 32,843 
U.S. government agency securities— 16,257 — 16,257 
Commercial paper— 104,141 — 104,141 
Corporate bonds— 33,064 — 33,064 
Total financial assets$183,491 $153,462 $— $336,953 
Liabilities:
CVR liability$— $— $42,700 $42,700 
Total liabilities$— $— $42,700 $42,700 
Significant Inputs used to Estimate the Fair Value of Derivative Liabilities The significant inputs used to estimate the fair value of the CVR liability were as follows:
 March 31, 2024
Estimated cash flow dates
02/28/25 - 06/22/26
Estimated probability of success
39% - 100%
Estimated reimbursement rate compared to reimbursement agent
81% - 100%
Risk-adjusted discount rates
6.32% - 6.65%
Changes in Derivative Liabilities
The following table presents changes in the CVR liability for the periods presented (in thousands):
 
CVR Liability
Beginning balance as of December 31, 2023$42,700 
Changes in the fair value of the CVR liability430 
Payments(1,430)
Ending Balance as of March 31, 2024$41,700 
v3.24.3
Cash Equivalents and Marketable Securities (Tables)
3 Months Ended
Mar. 31, 2024
Cash and Cash Equivalents [Abstract]  
Estimated Fair Value of Cash Equivalents and Marketable Securities and the Gross Unrealized Gains and Losses
The following tables summarize the estimated fair value of the Company’s cash equivalents and marketable securities and the gross unrealized gains and losses (in thousands):
March 31, 2024
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Estimated
Fair Value
Cash equivalents:
Money market funds$225,797 $— $— $225,797 
Total cash equivalents$225,797 $— $— $225,797 
Marketable securities:
Commercial paper$74,803 $12 $(23)$74,792 
Corporate bonds41,497 11 (74)41,434 
U.S. government treasury securities85,250 (209)85,045 
U.S. government agency securities55,937 26 (145)55,818 
Total marketable securities$257,487 $53 $(451)$257,089 

December 31, 2023
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Estimated
Fair Value
Cash equivalents:
Money market funds$150,648 $— $— $150,648 
Commercial paper24,950 — 24,955 
U.S. government treasury securities10,965 — 10,966 
Total cash equivalents$186,563 $$— $186,569 
 
Marketable securities:
Commercial paper$79,124 $62 $— $79,186 
Corporate bonds32,984 81 (1)33,064 
U.S. government treasury securities21,846 31 — 21,877 
U.S. government agency securities16,147 110 — 16,257 
Total marketable securities$150,101 $284 $(1)$150,384 
Available-for-Sale Securities in an Unrealized Loss Position
The following table summarizes the available-for-sale securities in an unrealized loss position for which an allowance for credit losses has not been recorded as of March 31, 2024 and December 31, 2023, aggregated by major security type and length of time in a continuous unrealized loss position:
March 31, 2024
Less Than 12 Months
12 Months or Longer
Total
Fair Value
Unrealized
Losses
Fair Value
Unrealized
Losses
Fair Value
Unrealized
Losses
Commercial paper$30,027 $(23)$— $— $30,027 $(23)
Corporate bonds30,737 (74)— — 30,737 (74)
U.S. government treasury securities77,707 (209)— — 77,707 (209)
U.S. government agency securities44,742 (145)— — 44,742 (145)
Total marketable securities$183,213 $(451)$— $— $183,213 $(451)
December 31, 2023
Less Than 12 Months
12 Months or Longer
Total
Fair Value
Unrealized
Losses
Fair Value
Unrealized
Losses
Fair Value
Unrealized
Losses
Corporate bonds$9,907 $(1)$— $— $9,907 $(1)
U.S. government treasury securities4,831 — — — 4,831 — 
Total marketable securities$14,738 $(1)$— $— $14,738 $(1)
Contractual Maturities of Marketable Securities at Estimated Fair Value
The following table summarizes the contractual maturities of the Company’s marketable securities at estimated fair value (in thousands):
March 31,
2024
December 31,
2023
Due in one year or less$191,090 $115,784 
Due in 1 - 2 years65,999 34,600 
Total marketable securities$257,089 $150,384 
v3.24.3
Accrued and Other Current Liabilities (Tables)
3 Months Ended
Mar. 31, 2024
Payables and Accruals [Abstract]  
Accrued and Other Current Liabilities
Accrued and other current liabilities consist of the following (in thousands):
March 31,
2024
December 31,
2023
Accrued compensation$2,506 $4,054 
Accrued contracted research and development costs18,149 7,092 
Accrued professional and consulting fees720 1,474 
Accrued other219 488 
Total accrued and other current liabilities$21,594 $13,108 
v3.24.3
Related Party Transactions (Tables)
3 Months Ended
Mar. 31, 2024
Related Party Transactions [Abstract]  
Expenses related to Related Party which were Settled in Cash
The following is the summary of expenses related to the Paragon Agreement, which were ultimately settled in cash (in millions):
Three Months Ended
March 31,
Financial Statement Line Item
20242023
Reimbursable costs under the Paragon Agreement$11.7 $— Research and development
Related Party Accounts Payable
The following is the summary of Related party accounts payable and other current liabilities (in millions):
March 31,
2024
December 31,
2023
Reimbursable costs under the Paragon Agreement$10.1 $16.6 
Parapyre warrants liability5.4 — 
Total related party accounts payable$15.5 $16.6 
v3.24.3
Convertible Preferred Stock and Stockholders' Equity (Tables)
3 Months Ended
Mar. 31, 2024
Equity [Abstract]  
Pre-funded Warrants for Common Stock Issued and Outstanding
As of March 31, 2024, the following pre-funded warrants for Common Stock were issued and outstanding:
Issue DateExpiration DateExercise PriceNumber of Warrants Outstanding
May 20, 2022None$0.0025 250,000
Total pre-funded warrants250,000
v3.24.3
Stock-Based Compensation (Tables)
3 Months Ended
Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]  
Stock Awards Granted
The following table summarizes the Company’s stock awards granted under all plans for each of the periods indicated:
Three Months Ended March 31,
20242023
GrantsWeighted Average Grant Date Fair ValueGrantsWeighted Average Grant Date Fair Value
Stock options1,044,658$26.50 177,620$11.00 
Stock-Based Compensation Expense
Total stock-based compensation expense recognized from the Company’s equity incentive plans, 2018 Plan, 2016 ESPP and Parapyre Option Obligation during the periods presented was as follows (in thousands):
Three Months Ended
March 31,
20242023
Research and development (1)
$6,857 $777 
General and administrative6,978 932 
Total stock-based compensation expense$13,835 $1,709 
(1) For the three months ended March 31, 2024, $5.4 million, was recognized as stock compensation expense related to the Parapyre Option Obligation. There were no such expenses for the three months ended March 31, 2023.
(2) Of the total $13.8 million and $1.7 million of stock-based compensation expense for the three months ended March 31, 2024 and 2023, respectively, $2.9 million and $0.5 million, respectively, is related to legacy Aeglea employees and directors who had been terminated as of the end of the period.

Assumptions used to Estimate the Fair Value of Stock Options Granted
The following table summarizes the weighted-average Black-Scholes option pricing model assumptions used to estimate the fair value of stock options granted under the Company's equity incentive plans, and the shares purchasable under the 2016 ESPP during the periods presented:
Three Months Ended
March 31,
20242023
Stock Options Granted
Expected term (in years)6.036.02
Expected volatility105%99%
Risk-free interest3.88%4.06%
Dividend yield
 
2016 ESPP
Expected term (in years)0.500.49
Expected volatility98%181%
Risk-free interest5.314.99
Dividend yield
v3.24.3
Net Loss Per Share (as restated) (Tables)
3 Months Ended
Mar. 31, 2024
Earnings Per Share [Abstract]  
Reconciliation of Basic and Diluted Net Loss Per Share
The following table sets forth the computation of basic and diluted net loss per share of Common Stock, Series A Preferred Stock, and Series B Preferred Stock (in thousands, except share and per share amounts):
Three Months Ended March 31,
20242023
Series A Preferred Stock
Series B Preferred Stock
Common
Stock
Series A Preferred StockSeries B Preferred StockCommon
Stock
Net loss per share, basic and diluted:
Numerator
Allocation of losses$(12,642)$(4,810)$(26,405)$— $— $(18,422)
Denominator
Weighted-average shares outstanding437,037166,26136,262,662— — 2,614,843
Weighted-average pre-funded warrants outstanding— — 250,000 — — 1,155,663 
Number of shares used in per share computation437,037166,26136,512,662— — 3,770,506
Net loss per share, basic and diluted$(28.93)$(28.93)$(0.72)$— $— $(4.89)
Weighted-Average Equity Instruments Excluded from Calculation of Diluted Net Loss Per Share
The following weighted-average equity instruments were excluded from the calculation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented:
Three Months Ended
March 31,
20242023
Options to purchase common stock3,200,918459,425
Unvested restricted stock units61,253766
Outstanding Parapyre warrants684,407
v3.24.3
The Company and Basis of Presentation (Details)
$ / shares in Units, $ in Thousands
1 Months Ended 3 Months Ended 109 Months Ended
Mar. 20, 2024
USD ($)
shares
Mar. 18, 2024
shares
Dec. 11, 2023
USD ($)
$ / shares
shares
Sep. 08, 2023
Jun. 26, 2023
USD ($)
shares
Jun. 22, 2023
$ / shares
shares
Apr. 30, 2023
Mar. 31, 2024
USD ($)
segment
$ / shares
shares
Mar. 31, 2024
USD ($)
$ / shares
Dec. 31, 2023
USD ($)
$ / shares
Company and Basis of Presentation [Line Items]                    
Number of operating segments | segment               1    
Employee workforce, termination percentage             83.00%      
Common stock, par value (in dollars per share) | $ / shares               $ 0.0001 $ 0.0001 $ 0.0001
Preferred stock, par value (in dollars per share) | $ / shares               $ 0.0001 $ 0.0001 $ 0.0001
Series B non-voting convertible preferred stock, par value (in dollars per share) | $ / shares     $ 0.0001              
Proceeds from raising capital                 $ 1,100,000  
Accumulated deficit               $ 808,271 808,271 $ 764,414
Cash, cash equivalents, and marketable securities               $ 485,000 $ 485,000  
Asset Acquisition                    
Company and Basis of Presentation [Line Items]                    
Fixed exchange ratio           54.94488%        
Spyre Therapeutics, Inc.                    
Company and Basis of Presentation [Line Items]                    
Asset acquisition, stockholder payment period           3 years        
Asset acquisition, cash payment, threshold period           1 year        
Spyre 2023 Equity Incentive Plan | Asset Acquisition                    
Company and Basis of Presentation [Line Items]                    
Number of outstanding and unexercised stock options to purchase (in shares) | shares           2,734        
Series A Non Voting Convertible Preferred Stock                    
Company and Basis of Presentation [Line Items]                    
Preferred stock, par value (in dollars per share) | $ / shares               $ 0.0001 $ 0.0001 $ 0.0001
Conversion basis           40        
Issuance of Series B non-voting convertible preferred stock in connection with private placement, net of financing costs (in shares) | shares         721,452          
Series A Non Voting Convertible Preferred Stock | Asset Acquisition                    
Company and Basis of Presentation [Line Items]                    
Number of shares transferred as equity interest in asset acquisition (in shares) | shares           364,887        
Preferred stock, par value (in dollars per share) | $ / shares           $ 0.0001        
Conversion basis           40        
Series B Non Voting Convertible Preferred Stock                    
Company and Basis of Presentation [Line Items]                    
Conversion basis     40              
Series B non-voting convertible preferred stock, par value (in dollars per share) | $ / shares               $ 0.0001 $ 0.0001 $ 0.0001
Issuance of Series B non-voting convertible preferred stock in connection with private placement, net of financing costs (in shares) | shares 121,625 271,625 150,000         122,000    
Private Placement                    
Company and Basis of Presentation [Line Items]                    
Gross proceeds received in private placement     $ 180,000              
Placement agent and other offering costs $ 11,200   10,900              
Private Placement | Series A Non Voting Convertible Preferred Stock                    
Company and Basis of Presentation [Line Items]                    
Number of shares sold in private placement | shares         721,452          
Gross proceeds received in private placement         $ 210,000          
Placement agent and other offering expenses in private placement         $ 12,700          
Private Placement | Series B Non Voting Convertible Preferred Stock                    
Company and Basis of Presentation [Line Items]                    
Gross proceeds received in private placement $ 180,000   $ 90,000              
Common Stock                    
Company and Basis of Presentation [Line Items]                    
Reverse stock split, conversion ratio       0.04            
Common Stock | Asset Acquisition                    
Company and Basis of Presentation [Line Items]                    
Number of shares transferred as equity interest in asset acquisition (in shares) | shares           517,809        
Common stock, par value (in dollars per share) | $ / shares           $ 0.0001        
Common Stock | Private Placement                    
Company and Basis of Presentation [Line Items]                    
Number of shares of common stock sold (in shares) | shares     6,000,000              
v3.24.3
Fair Value Measurements - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Financial Assets:    
Total financial assets $ 482,886 $ 336,953
Liabilities:    
Total liabilities 47,149 42,700
U.S. government treasury securities    
Financial Assets:    
Total financial assets 85,045 32,843
U.S. government agency securities    
Financial Assets:    
Total financial assets 55,818 16,257
Commercial paper    
Financial Assets:    
Total financial assets 74,792 104,141
Corporate bonds    
Financial Assets:    
Total financial assets 41,434 33,064
Parapyre Option Obligation    
Liabilities:    
Total liabilities 5,449  
CVR liability    
Liabilities:    
Total liabilities 41,700 42,700
Level 1    
Financial Assets:    
Total financial assets 310,842 183,491
Liabilities:    
Total liabilities 0 0
Level 1 | U.S. government treasury securities    
Financial Assets:    
Total financial assets 85,045 32,843
Level 1 | U.S. government agency securities    
Financial Assets:    
Total financial assets 0 0
Level 1 | Commercial paper    
Financial Assets:    
Total financial assets 0 0
Level 1 | Corporate bonds    
Financial Assets:    
Total financial assets 0 0
Level 1 | Parapyre Option Obligation    
Liabilities:    
Total liabilities 0  
Level 1 | CVR liability    
Liabilities:    
Total liabilities 0 0
Level 2    
Financial Assets:    
Total financial assets 172,044 153,462
Liabilities:    
Total liabilities 5,449 0
Level 2 | U.S. government treasury securities    
Financial Assets:    
Total financial assets 0 0
Level 2 | U.S. government agency securities    
Financial Assets:    
Total financial assets 55,818 16,257
Level 2 | Commercial paper    
Financial Assets:    
Total financial assets 74,792 104,141
Level 2 | Corporate bonds    
Financial Assets:    
Total financial assets 41,434 33,064
Level 2 | Parapyre Option Obligation    
Liabilities:    
Total liabilities 5,449  
Level 2 | CVR liability    
Liabilities:    
Total liabilities 0 0
Level 3    
Financial Assets:    
Total financial assets 0 0
Liabilities:    
Total liabilities 41,700 42,700
Level 3 | U.S. government treasury securities    
Financial Assets:    
Total financial assets 0 0
Level 3 | U.S. government agency securities    
Financial Assets:    
Total financial assets 0 0
Level 3 | Commercial paper    
Financial Assets:    
Total financial assets 0 0
Level 3 | Corporate bonds    
Financial Assets:    
Total financial assets 0 0
Level 3 | Parapyre Option Obligation    
Liabilities:    
Total liabilities 0  
Level 3 | CVR liability    
Liabilities:    
Total liabilities 41,700 42,700
Money market funds    
Financial Assets:    
Total financial assets 225,797 150,648
Money market funds | Level 1    
Financial Assets:    
Total financial assets 225,797 150,648
Money market funds | Level 2    
Financial Assets:    
Total financial assets 0 0
Money market funds | Level 3    
Financial Assets:    
Total financial assets $ 0 $ 0
v3.24.3
Fair Value Measurements - Narrative (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended
Jun. 22, 2023
Mar. 31, 2024
Dec. 31, 2023
May 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Exercise price per warrant (in dollars per share)       $ 0.0025
Parapyre Option Obligation        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Percentage of annual equity grant of options   1.00%    
CVR liability        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Changes in the fair value of the CVR liability   $ 430    
Spyre Therapeutics, Inc.        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Asset acquisition, stockholder payment period 3 years      
Asset acquisition, cash payment, threshold period 1 year      
Parapyre Warrants        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Warrants to purchase shares (in shares)     684,407  
Exercise price per warrant (in dollars per share)     $ 21.52  
v3.24.3
Fair Value Measurements - Significant Inputs used to Estimate the Fair Value of Derivative Liability (Details) - Level 3
Mar. 31, 2024
Minimum | Estimated reimbursement rate compared to reimbursement agent | CVR liability  
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]  
Derivative liability, measurement input 0.81
Minimum | Risk-adjusted discount rates | CVR liability  
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]  
Derivative liability, measurement input 0.0632
Minimum | CVR liability | Estimated probability of success  
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]  
Derivative liability, measurement input 0.39
Maximum | Estimated reimbursement rate compared to reimbursement agent | CVR liability  
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]  
Derivative liability, measurement input 1
Maximum | Risk-adjusted discount rates | CVR liability  
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]  
Derivative liability, measurement input 0.0665
Maximum | CVR liability | Estimated probability of success  
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]  
Derivative liability, measurement input 1
v3.24.3
Fair Value Measurements - Changes in Derivative Liabilities (Details) - CVR liability
$ in Thousands
3 Months Ended
Mar. 31, 2024
USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]  
Beginning balance $ 42,700
Changes in the fair value of the CVR liability 430
Payments (1,430)
Ending balance $ 41,700
v3.24.3
Cash Equivalents and Marketable Securities - Estimated Fair Value of Cash Equivalents and Marketable Securities and the Gross Unrealized Gains and Losses (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Debt Securities, Available-for-Sale [Line Items]    
Cash equivalents, amortized cost $ 225,797 $ 186,563
Cash equivalents, gross unrealized gains 0 6
Cash equivalents, gross unrealized losses 0 0
Cash equivalents, estimated fair value 225,797 186,569
Marketable securities, amortized cost 257,487 150,101
Marketable securities, gross unrealized gains 53 284
Marketable securities, gross unrealized losses (451) (1)
Marketable securities, estimated fair value 257,089 150,384
Money market funds    
Debt Securities, Available-for-Sale [Line Items]    
Cash equivalents, amortized cost 225,797 150,648
Cash equivalents, gross unrealized gains 0 0
Cash equivalents, gross unrealized losses 0 0
Cash equivalents, estimated fair value 225,797 150,648
Commercial paper    
Debt Securities, Available-for-Sale [Line Items]    
Cash equivalents, amortized cost   24,950
Cash equivalents, gross unrealized gains   5
Cash equivalents, gross unrealized losses   0
Cash equivalents, estimated fair value   24,955
Marketable securities, amortized cost 74,803 79,124
Marketable securities, gross unrealized gains 12 62
Marketable securities, gross unrealized losses (23) 0
Marketable securities, estimated fair value 74,792 79,186
Corporate bonds    
Debt Securities, Available-for-Sale [Line Items]    
Marketable securities, amortized cost 41,497 32,984
Marketable securities, gross unrealized gains 11 81
Marketable securities, gross unrealized losses (74) (1)
Marketable securities, estimated fair value 41,434 33,064
U.S. government treasury securities    
Debt Securities, Available-for-Sale [Line Items]    
Cash equivalents, amortized cost   10,965
Cash equivalents, gross unrealized gains   1
Cash equivalents, gross unrealized losses   0
Cash equivalents, estimated fair value   10,966
Marketable securities, amortized cost 85,250 21,846
Marketable securities, gross unrealized gains 4 31
Marketable securities, gross unrealized losses (209) 0
Marketable securities, estimated fair value 85,045 21,877
U.S. government agency securities    
Debt Securities, Available-for-Sale [Line Items]    
Marketable securities, amortized cost 55,937 16,147
Marketable securities, gross unrealized gains 26 110
Marketable securities, gross unrealized losses (145) 0
Marketable securities, estimated fair value $ 55,818 $ 16,257
v3.24.3
Cash Equivalents and Marketable Securities - Available-for-Sale Securities in an Unrealized Loss Position (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Fair Value    
Less Than 12 Months $ 183,213 $ 14,738
12 Months or Longer 0 0
Total, fair value 183,213 14,738
Unrealized Losses    
Less Than 12 Months (451) (1)
12 Months or Longer 0 0
Total, unrealized losses (451) (1)
Commercial paper    
Fair Value    
Less Than 12 Months 30,027  
12 Months or Longer 0  
Total, fair value 30,027  
Unrealized Losses    
Less Than 12 Months (23)  
12 Months or Longer 0  
Total, unrealized losses (23)  
Corporate bonds    
Fair Value    
Less Than 12 Months 30,737 9,907
12 Months or Longer 0 0
Total, fair value 30,737 9,907
Unrealized Losses    
Less Than 12 Months (74) (1)
12 Months or Longer 0 0
Total, unrealized losses (74) (1)
U.S. government treasury securities    
Fair Value    
Less Than 12 Months 77,707 4,831
12 Months or Longer 0 0
Total, fair value 77,707 4,831
Unrealized Losses    
Less Than 12 Months (209) 0
12 Months or Longer 0 0
Total, unrealized losses (209) $ 0
U.S. government agency securities    
Fair Value    
Less Than 12 Months 44,742  
12 Months or Longer 0  
Total, fair value 44,742  
Unrealized Losses    
Less Than 12 Months (145)  
12 Months or Longer 0  
Total, unrealized losses $ (145)  
v3.24.3
Cash Equivalents and Marketable Securities - Narrative (Details)
3 Months Ended 12 Months Ended
Mar. 31, 2024
USD ($)
bank
Mar. 31, 2023
USD ($)
Dec. 31, 2023
USD ($)
Cash Equivalents And Marketable Securities [Line Items]      
Number of domestic banking institutions (in banks) | bank 2    
US Government Agencies Debt Securities      
Cash Equivalents And Marketable Securities [Line Items]      
Debt securities, available-for-sale, allowance for credit loss $ 0   $ 0
Impairment of marketable securities 0   0
Realized gains or losses on marketable securities 0 $ 0  
Accrued interest receivable on available-for-sale debt securities 1,300,000   $ 900,000
U.S. Banking Institution | Maximum      
Cash Equivalents And Marketable Securities [Line Items]      
Cash, FDIC insured amount $ 250,000    
v3.24.3
Cash Equivalents and Marketable Securities - Contractual Maturities of Marketable Securities at Estimated Fair Value (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Cash and Cash Equivalents [Abstract]    
Due in one year or less $ 191,090 $ 115,784
Due in 1 - 2 years 65,999 34,600
Total marketable securities $ 257,089 $ 150,384
v3.24.3
Accrued and Other Current Liabilities (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Payables and Accruals [Abstract]    
Accrued compensation $ 2,506 $ 4,054
Accrued contracted research and development costs 18,149 7,092
Accrued professional and consulting fees 720 1,474
Accrued other 219 488
Total accrued and other current liabilities $ 21,594 $ 13,108
v3.24.3
Related Party Transactions - Narrative (Details)
3 Months Ended
Dec. 14, 2023
USD ($)
Nov. 22, 2023
$ / shares
shares
Jul. 12, 2023
USD ($)
Mar. 31, 2024
USD ($)
seat
shares
Mar. 31, 2023
USD ($)
shares
Dec. 31, 2023
USD ($)
Jul. 31, 2023
USD ($)
Related Party Transaction [Line Items]              
Stock-based compensation       $ 13,835,000 $ 1,709,000    
Related party accounts payable and other current liabilities       $ 15,528,000   $ 16,584,000  
Options granted (in shares) | shares       1,044,658 177,620    
Stock-based compensation expense       $ 13,835,000 $ 1,709,000    
Paragon Agreement              
Related Party Transaction [Line Items]              
Number of board seats held by related party | seat       2      
Related Party              
Related Party Transaction [Line Items]              
Related party accounts payable and other current liabilities       $ 15,500,000   16,600,000  
Related Party | Paragon Agreement              
Related Party Transaction [Line Items]              
Amount of related party transaction       18,200,000      
Stock-based compensation       5,400,000      
Related party accounts payable and other current liabilities       $ 10,100,000   $ 16,600,000  
Common stock, shares outstanding, percentage available to purchase on a diluted basis       1.00%      
Related Party | Subsequent to Asset Acquisition              
Related Party Transaction [Line Items]              
Amount of related party transaction       $ 17,100,000      
Related Party | SPY001 License Agreement              
Related Party Transaction [Line Items]              
Nomination fee     $ 1,500,000        
First milestone payment     $ 2,500,000        
Related Party | SPY002 License Agreement              
Related Party Transaction [Line Items]              
Nomination fee $ 1,500,000            
First milestone payment $ 2,500,000            
Sublicensing fee, maximum amount       20,000,000.0      
Related Party | Consulting Agreement              
Related Party Transaction [Line Items]              
Options granted (in shares) | shares   477,000          
Exercise price (in dollars per share) | $ / shares   $ 10.39          
Vesting period   36 months          
Stock-based compensation expense       $ 300,000 $ 0    
Related Party | Consulting Agreement | Share-Based Payment Arrangement, Tranche One              
Related Party Transaction [Line Items]              
Vesting percentage   25.00%          
Vesting period   1 year          
Paragon Therapeutics Inc | Maximum | Related Party | Paragon Agreement              
Related Party Transaction [Line Items]              
Percentage of ownership by noncontrolling owner       5.00%      
Paragon Therapeutics Inc | Maximum | Related Party | SPY001 License Agreement              
Related Party Transaction [Line Items]              
Contingent obligation based on milestones             $ 22,000,000.0
Fairmount Funds Management LLC | Minimum | Related Party | Paragon Agreement              
Related Party Transaction [Line Items]              
Percentage of ownership by noncontrolling owner       5.00%      
Percentage of ownership held in third party       5.00%      
v3.24.3
Related Party Transactions - Expenses related to Related Party which were Settled in Cash (Details) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Paragon Agreement | Research and Development Expense    
Related Party Transaction [Line Items]    
Reimbursable costs under the Paragon Agreement $ 11.7 $ 0.0
v3.24.3
Related Party Transactions - Related Party Accounts Payable (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Related Party Transaction [Line Items]    
Total related party accounts payable $ 15,528 $ 16,584
Related Party    
Related Party Transaction [Line Items]    
Total related party accounts payable 15,500 16,600
Related Party | Paragon Agreement    
Related Party Transaction [Line Items]    
Total related party accounts payable 10,100 16,600
Related Party | Parapyre Option Obligation    
Related Party Transaction [Line Items]    
Total related party accounts payable $ 5,400 $ 0
v3.24.3
Convertible Preferred Stock and Stockholders' Equity - Narrative (Details)
$ / shares in Units, $ in Thousands
3 Months Ended 40 Months Ended
Mar. 20, 2024
USD ($)
shares
Mar. 18, 2024
shares
Dec. 11, 2023
USD ($)
shares
Jul. 07, 2023
shares
Jun. 26, 2023
USD ($)
shares
Jun. 22, 2023
Mar. 31, 2024
USD ($)
$ / shares
shares
May 31, 2022
$ / shares
Dec. 31, 2023
$ / shares
shares
Mar. 31, 2023
shares
Dec. 31, 2022
shares
Class of Stock [Line Items]                      
Exercise price per warrant (in dollars per share) | $ / shares               $ 0.0025      
Maximum ownership percentage of common stock shares for outstanding warrants to be exercised               4.99%      
Ownership percentage for outstanding warrants to purchase shares of common stock to be exercised to certain holders               9.99%      
Revised ownership percentage, period to take effect after notice               61 days      
Preferred stock, outstanding (in shares)             0   0    
Conversion Of Series A Non-Voting Convertible Preferred Stock | Common Stock                      
Class of Stock [Line Items]                      
Shares converted (in shares)             25,972,080        
Private Placement                      
Class of Stock [Line Items]                      
Gross proceeds received in private placement | $     $ 180,000                
Series A Non Voting Convertible Preferred Stock                      
Class of Stock [Line Items]                      
Preferred stock issued and outstanding percentage           30.00%          
Conversion basis           40          
Issuance of non-voting convertible preferred stock (in shares)         721,452            
Issuance of Series B non-voting convertible preferred stock in connection with private placement, net of financing costs | $         $ 197,300            
Preferred stock, outstanding (in shares)             437,037   437,037    
Series A Non Voting Convertible Preferred Stock | Preferred Stock                      
Class of Stock [Line Items]                      
Preferred stock, outstanding (in shares)             437,000   437,000 0 0
Series A Non Voting Convertible Preferred Stock | Conversion Of Series A Non-Voting Convertible Preferred Stock | Preferred Stock                      
Class of Stock [Line Items]                      
Shares converted (in shares)             649,302        
Series A Non Voting Convertible Preferred Stock | Asset Acquisition                      
Class of Stock [Line Items]                      
Number of shares transferred as equity interest in asset acquisition (in shares)       364,887              
Series A Non Voting Convertible Preferred Stock | Private Placement                      
Class of Stock [Line Items]                      
Gross proceeds received in private placement | $         $ 210,000            
Series B Non Voting Convertible Preferred Stock                      
Class of Stock [Line Items]                      
Conversion basis     40                
Issuance of non-voting convertible preferred stock (in shares) 121,625 271,625 150,000       122,000        
Issuance of Series B non-voting convertible preferred stock in connection with private placement, net of financing costs | $             $ 168,850        
Outstanding shares, redemption value | $             $ 412,100        
Redemption price per share (in shares) | $ / shares             $ 37.93        
Series B Non Voting Convertible Preferred Stock | Private Placement                      
Class of Stock [Line Items]                      
Gross proceeds received in private placement | $ $ 180,000   $ 90,000                
Parapyre Warrants                      
Class of Stock [Line Items]                      
Exercise price per warrant (in dollars per share) | $ / shares                 $ 21.52    
Maximum ownership percentage of common stock shares for outstanding warrants to be exercised             4.99%        
Warrants to purchase shares (in shares)                 684,407    
Maximum                      
Class of Stock [Line Items]                      
Maximum ownership percentage of common stock shares for outstanding warrants to be exercised               19.99%      
Maximum | Series A Non Voting Convertible Preferred Stock                      
Class of Stock [Line Items]                      
Beneficially holders owned percentage           19.90%          
Maximum | Series B Non Voting Convertible Preferred Stock                      
Class of Stock [Line Items]                      
Beneficial holders owned percentage             19.90%        
Minimum | Series A Non Voting Convertible Preferred Stock                      
Class of Stock [Line Items]                      
Beneficially holders owned percentage           0.00%          
Minimum | Series B Non Voting Convertible Preferred Stock                      
Class of Stock [Line Items]                      
Beneficial holders owned percentage             0.00%        
v3.24.3
Convertible Preferred Stock and Stockholders' Equity - Pre-Funded Warrants (Details) (Details) - $ / shares
Mar. 31, 2024
May 31, 2022
Class of Warrant or Right [Line Items]    
Exercise price per warrant (in dollars per share)   $ 0.0025
May 20, 2022 | Pre-funded Warrants    
Class of Warrant or Right [Line Items]    
Exercise price per warrant (in dollars per share) $ 0.0025  
Number of warrants outstanding (in shares) 250,000  
v3.24.3
Stock-Based Compensation - Narrative (Details) - USD ($)
$ in Thousands
1 Months Ended 3 Months Ended 12 Months Ended
Jun. 22, 2023
Feb. 28, 2018
Mar. 31, 2024
Mar. 31, 2023
Dec. 31, 2016
Jan. 01, 2023
Jan. 01, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]              
Stock-based compensation     $ 13,835 $ 1,709      
Two Thousand And Fifteen Equity Incentive Plan              
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]              
Shares subject to options outstanding (in shares)     3,029        
2016 Equity Incentive Plan              
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]              
Annual percentage of additional shares         5.00%    
Additional number of shares available for issuance (in shares)           3,023,650 104,561
Common stock available for future issuance (in shares)     7,393,885        
Outstanding option awards (in shares)     2,996,404        
Two Thousand And Fifteen And Two Thousand And Sixteen Equity Incentive Plan And Two Thousand And Eighteen Equity Inducement Plan | Service Based Awards              
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]              
Vest period grant date   4 years          
Share-based payment award, term   10 years          
2018 Equity Inducement Plan              
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]              
Common stock available for future issuance (in shares)     6,029,000        
Outstanding option awards (in shares)     5,384,241        
Spyre 2023 Equity Incentive Plan | Asset Acquisition              
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]              
Number of outstanding and unexercised stock options to purchase (in shares) 2,734            
Parapyre Option Obligation              
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]              
Pro-rated estimated fair value of options     $ 21,900        
Stock-based compensation     5,400 $ 0      
Unamortized expense     $ 16,500        
2016 Employee Stock Purchase Plan              
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]              
Number of shares issued (in shares)     2,330 1,793      
v3.24.3
Stock-Based Compensation - Stock Awards Granted (Details) - $ / shares
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]    
Grants (in shares) 1,044,658 177,620
Weighted Average Grant Date Fair Value (in dollars per share) $ 26.50 $ 11.00
v3.24.3
Stock-Based Compensation - Stock-Based Compensation Expense (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items]    
Total stock-based compensation expense $ 13,835 $ 1,709
Stock-based compensation 13,835 1,709
Aeglea Employees and Directors    
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items]    
Stock-based compensation 2,900 500
Parapyre Option Obligation    
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items]    
Stock-based compensation 5,400 0
Research and Development Expense    
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items]    
Total stock-based compensation expense 6,857 777
General and administrative    
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items]    
Total stock-based compensation expense $ 6,978 $ 932
v3.24.3
Stock-Based Compensation - Assumptions used to Estimate the Fair Value of Stock Options Granted (Details)
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Stock Options Granted    
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items]    
Expected term (in years) 6 years 10 days 6 years 7 days
Expected volatility 105.00% 99.00%
Risk-free interest 3.88% 4.06%
Dividend yield 0.00% 0.00%
2016 ESPP    
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items]    
Expected term (in years) 6 months 5 months 26 days
Expected volatility 98.00% 181.00%
Risk-free interest 5.31% 4.99%
Dividend yield 0.00% 0.00%
v3.24.3
Strategic License Agreements - Narrative (Details) - USD ($)
3 Months Ended
Jul. 27, 2023
Mar. 31, 2024
Mar. 31, 2023
Dec. 31, 2023
Research And Development Arrangement Contract To Perform For Others [Line Items]        
Total revenue   $ 0 $ 198,000  
Contract assets   0   $ 0
Contract liabilities   0   $ 0
Immedica Pharma AB        
Research And Development Arrangement Contract To Perform For Others [Line Items]        
Total revenue   $ 0    
Immedica Pharma AB | Peace Phase 3 Trial and Drug Supply        
Research And Development Arrangement Contract To Perform For Others [Line Items]        
Total revenue     $ 200,000  
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Global Rights To Pegzilarginase        
Research And Development Arrangement Contract To Perform For Others [Line Items]        
Proceeds from sale of intangible assets $ 15,000,000.0      
Contingent consideration $ 100,000,000.0      
v3.24.3
Net Loss Per Share (as restated) - Narrative (Details)
3 Months Ended
Mar. 31, 2024
$ / shares
Error Corrections and Prior Period Adjustments Restatement [Line Items]  
Net loss per share, basic (in dollars per share) $ 0.72
Net loss per share, diluted (in dollars per share) 0.72
Previously Reported  
Error Corrections and Prior Period Adjustments Restatement [Line Items]  
Net loss per share, basic (in dollars per share) 1.20
Net loss per share, diluted (in dollars per share) $ 1.20
v3.24.3
Net Loss Per Share (as restated) - Reconciliation of Basic and Diluted Net Loss Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]    
Allocation of losses $ (43,857) $ (18,422)
Weighted-average shares outstanding (in shares) 36,512,662 3,770,506
Number of shares used in per share computation (in shares) 36,512,662 3,770,506
Net loss per share, basic (in dollars per share) $ 0.72  
Net loss per share, diluted (in dollars per share) $ 0.72  
Series A Preferred Stock    
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]    
Allocation of losses $ (12,642) $ 0
Weighted-average shares outstanding (in shares) 437,037 0
Weighted average pre-funded warrants (in shares) 0 0
Number of shares used in per share computation (in shares) 437,037 0
Net loss per share, basic (in dollars per share) $ (28.93) $ 0
Net loss per share, diluted (in dollars per share) $ (28.93) $ 0
Series B Preferred Stock    
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]    
Allocation of losses $ (4,810) $ 0
Weighted-average shares outstanding (in shares) 166,261 0
Weighted average pre-funded warrants (in shares) 0 0
Number of shares used in per share computation (in shares) 166,261 0
Net loss per share, basic (in dollars per share) $ (28.93) $ 0
Net loss per share, diluted (in dollars per share) $ (28.93) $ 0
Common Stock    
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]    
Allocation of losses $ (26,405) $ (18,422)
Weighted-average shares outstanding (in shares) 36,262,662 2,614,843
Weighted average pre-funded warrants (in shares) 250,000 1,155,663
Number of shares used in per share computation (in shares) 36,512,662 3,770,506
Net loss per share, basic (in dollars per share) $ (0.72) $ (4.89)
Net loss per share, diluted (in dollars per share) $ (0.72) $ (4.89)
v3.24.3
Net Loss Per Share (as restated) - Weighted-Average Equity Instruments Excluded from Calculation of Diluted Net Loss Per Share (Details) - shares
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Options to purchase common stock    
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]    
Antidilutive securities excluded from computation of earnings per share (in shares) 3,200,918 459,425
Unvested restricted stock units    
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]    
Antidilutive securities excluded from computation of earnings per share (in shares) 61,253 766
Outstanding Parapyre warrants    
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]    
Antidilutive securities excluded from computation of earnings per share (in shares) 684,407 0
v3.24.3
Subsequent Events (Details) - Subsequent Events
Apr. 23, 2024
shares
Preferred Stock  
Subsequent Event [Line Items]  
Preferred stock, shares exchanged for common stock (in shares) 90,992
Common Stock  
Subsequent Event [Line Items]  
Common stock, shares received in exchange (in shares) 3,639,680

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