Foghorn Therapeutics Inc.
For the period ended Jun 30, 2025. Filed Aug 5, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2025 · Filed Aug 5, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-31; filed 2025-05-14.
0001628280-25-025312
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-08-05.
0001628280-25-037606
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 99 previous paragraphs and 109 current paragraphs.
80 unchanged; 19 reworded; 6 added; 0 removed; 0 previous and 4 current paragraphs rearranged.
Tables are not compared: 4 previous and 4 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (6)
Current report
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S. The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. We are currently assessing its impact on our consolidated financial statements.
Current report
•a decrease in early development and other research external costs of $1.1 million, which was primarily driven by a decrease in preclinical research costs due to program progression; and
Current report
Research and development expenses were $43.4 million for the six months ended June 30, 2025, compared to $49.3 million for the six months ended June 30, 2024. The decrease is attributed to the following:
Current report
General and administrative expenses were$14.1 million for thesix months ended June 30, 2025, compared to$15.0 million for thesix months ended June 30, 2024. The decrease is primarily attributed to a decrease in professional and consulting costs of $0.7 million and a decrease in facilities and IT related expenses and other costs of $0.3 million.
Current report
Impairment of Long-Lived Assets
Current report
For the three and six months ended June 30, 2024, the Company recorded a non-cash impairment of long-lived assets charge of $2.4 million related to the sublease of office space at the Company’s main office in Cambridge, MA (see Note 9 to our notes to unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q). There were no impairment charges for the three and six months ended June 30, 2025.
Reworded paragraphs (19)
Previous wording
We have incurred significant operating losses since our inception. For the three months ended March 31, 2025 and the year ended December 31, 2024, we reported net losses of $18.8 million and $86.6 million, respectively. As of March 31, 2025, we had an accumulated deficit of $577.0 million. We expect to continue to incur significant expenses and increasing operating losses for at least the next several years. Our ability to generate any product revenue or product revenue sufficient to achieve profitability will depend on the successful development and eventual commercialization of one or more product candidates we are developing or may develop.
Current wording
We have incurred significant operating losses since our inception. For the six months ended June 30, 2025 and the year ended December 31, 2024, we reported net losses of $36.8 million and $86.6 million, respectively. As of June 30, 2025, we had an accumulated deficit of $595.0 million. We expect to continue to incur significant expenses and increasing operating losses for at least the next several years. Our ability to generate any product revenue or product revenue sufficient to achieve profitability will depend on the successful development and eventual commercialization of one or more product candidates we are developing or may develop.
Previous wording
We recognized total deferred revenue of $337.8 million related to the Lilly Collaboration Agreement and the Lilly SPA, which included the $300.0 million upfront payment under the Lilly Collaboration Agreement as well as $37.8 million allocated to deferred revenue from the gross proceeds of the Lilly SPA to be recognized over the performance period. For the three months ended March 31, 2025 and 2024, we recognized $6.0 million and $5.1 million, respectively, of revenue under the Lilly Collaboration Agreement. As of March 31, 2025, we had $274.1 million of deferred revenue related to the above mentioned upfront payment and revenue allocation remaining on our condensed consolidated balance sheets.
Current wording
We recognized total deferred revenue of $337.8 million related to the Lilly Collaboration Agreement and the Lilly SPA, which included the $300.0 million upfront payment under the Lilly Collaboration Agreement as well as $37.8 million allocated to deferred revenue from the gross proceeds of the Lilly SPA to be recognized over the performance period. For the three months ended June 30, 2025 and 2024, we recognized $7.6 million and $6.9 million, respectively, of revenue under the Lilly Collaboration Agreement. For the six months ended June 30, 2025 and 2024, we recognized $13.5 million and $11.9 million, respectively, of revenue under the Lilly Collaboration Agreement. As of June 30, 2025, we had $266.6 million of deferred revenue related to the above mentioned upfront payment and revenue allocation remaining on our condensed consolidated balance sheets.
Previous wording
Comparison of the Three Months Ended March 31, 2025 and 2024
Current wording
Comparison of the Three and Six Months Ended June 30, 2025 and 2024
Previous wording
The following table summarizes our results of operations for three months ended March 31, 2025 and 2024:
Current wording
The following table summarizes our results of operations for three and six months ended June 30, 2025 and 2024:
Previous wording
Under our collaboration agreement, revenue is recognized based on the work performed during the period. Collaboration revenue was $6.0 million for the three months ended March 31, 2025, compared to $5.1 million for the three months ended March 31, 2024. The increase in collaboration revenue is attributed to an increase in Lilly collaboration revenue recognition of $0.9 million due to continued advancement of programs under the Lilly Collaboration Agreement.
Current wording
Under our collaboration agreement, revenue is recognized based on the work performed during the period. Collaboration revenue was $7.6 million for the three months ended June 30, 2025, compared to $6.9 million for the three months ended June 30, 2024. The increase in collaboration revenue is attributed to continued advancement of programs under the Lilly Collaboration Agreement.
Previous wording
The following table summarizes our research and development expenses for the three months ended March 31, 2025 and 2024:
Current wording
The following table summarizes our research and development expenses for the three and six months ended June 30, 2025 and 2024:
Previous wording
Research and development expenses were $21.6 million for the three months ended March 31, 2025, compared to $25.5 million for the three months ended March 31, 2024. The decrease is attributed to the following:
Current wording
Research and development expenses were $21.8 million for the three months ended June 30, 2025, compared to $23.8 million for the three months ended June 30, 2024. The decrease is attributed to the following:
Previous wording
•an increase in Lilly partnered programs of $0.7 million, primarily driven by initiation of the Phase 1 dose escalation study of FHD-909. We expect these costs to continue to increase with increasing enrollment of FHD-909.
Current wording
•an increase in Lilly partnered programs of $1.8 million, primarily driven by initiation of the Phase 1 dose escalation study of FHD-909. We expect these costs to continue to increase with increasing enrollment of FHD-909.
Previous wording
•a decrease in early development and other research external costs of $1.8 million, which was primarily driven by a decrease in FHD-609 spend due to the shutdown of the Phase 1 clinical trial in synovial sarcoma and SMARCAB1-loss tumors; and
Current wording
•a decrease in early development and other research external costs of $3.0 million, which was primarily driven by a decrease in FHD-609 spend due to the shutdown of the Phase 1 clinical trial in synovial sarcoma and SMARCAB1-loss tumors, in addition to a decrease in preclinical research costs due to program progression; and
Previous wording
The following table summarizes our general and administrative expenses for the three months ended March 31, 2025 and 2024:
Current wording
The following table summarizes our general and administrative expenses for the three and six months ended June 30, 2025 and 2024:
Previous wording
General and administrative expenses were$7.2 million for thethree months ended March 31, 2025, compared to$7.7 million for thethree months ended March 31, 2024. The decrease is primarily attributed to a decrease in professional and consulting costs of $0.4 million.
Current wording
General and administrative expenses were$6.9 million for thethree months ended June 30, 2025, compared to$7.3 million for thethree months ended June 30, 2024. The decrease is primarily attributed to a decrease in professional and consulting costs of $0.3 million and a decrease in facilities and IT related expenses and other costs of $0.2 million.
Previous wording
Other income, net was $4.1 million for the three months ended March 31, 2025, compared to $3.2 million for the three months ended March 31, 2024, which was primarily due to increased sublease income related to the new sublease entered into in 2024 and increased interest income due to a higher average balance of marketable securities during the period.
Current wording
Other income, net was $3.2 million for the three months ended June 30, 2025, compared to $3.7 million for the three months ended June 30, 2024. The decrease was due to decreased interest income due to a lower average balance of marketable securities during the period.
Previous wording
Since our inception in October 2015, we have incurred significant operating losses. We expect to incur significant expenses and operating losses for the foreseeable future as we support our continued research activities and development of our programs and platform. Through March 31, 2025, we have funded our operations with proceeds from our initial public offering (“IPO”) in October 2020, sales of preferred stock, term loans, an upfront payment of $15.0 million we received in July 2020 under the Merck Collaboration Agreement, proceeds we received in December 2021 under the Lilly SPA of $80.0 million; an upfront payment of $300.0 million received in January 2022 under the Lilly Collaboration Agreement; a payment of $5.0 million received from Merck under the Merck Collaboration Agreement in the third quarter of 2022 for the achievement of a research milestone; and net proceeds of $102.8 million, after deducting underwriting discounts, commissions and other offering expenses, from the May 2024 Offering. As of March 31, 2025, we had cash, cash equivalents and marketable securities of $220.6 million.
Current wording
Since our inception in October 2015, we have incurred significant operating losses. We expect to incur significant expenses and operating losses for the foreseeable future as we support our continued research activities and development of our programs and platform. Through June 30, 2025, we have funded our operations with proceeds from our initial public offering (“IPO”) in October 2020, sales of preferred stock, term loans, an upfront payment of $15.0 million we received in July 2020 under the Research Collaboration and Exclusive License Agreement (the “Merck Collaboration Agreement”) with Merck Sharp & Dohme Corp. (“Merck”), proceeds we received in December 2021 under the Lilly SPA of $80.0 million; an upfront payment of $300.0 million received in January 2022 under the Lilly Collaboration Agreement; a payment of $5.0 million received from Merck under the Merck Collaboration Agreement in the third quarter of 2022 for the achievement of a research milestone; and net proceeds of $102.8 million, after deducting underwriting discounts, commissions and other offering expenses, from the May 2024 Offering. As of June 30, 2025, we had cash, cash equivalents and marketable securities of $198.7 million.
Previous wording
During the three months ended March 31, 2025, operating activities used $24.0 million of cash, resulting from our net loss of $18.8 million to fund our operations and by changes in our operating assets and liabilities of $9.3 million partially offset by net non-cash charges of $4.2 million. Net cash used by changes in our operating assets and liabilities for the three months ended March 31, 2025 consisted primarily of a decrease of $6.0 million in deferred revenue resulting from the recognition of revenue on the upfront payments received in connection with the Lilly Collaboration Agreement, a $2.3 million decrease in operating lease liabilities and a $1.1 million net decrease in working capital.
Current wording
During the six months ended June 30, 2025, operating activities used $45.0 million of cash, resulting from our net loss of $36.8 million to fund our operations and by changes in our operating assets and liabilities of $17.0 million partially offset by net non-cash charges of $8.8 million. Net cash used by changes in our operating assets and liabilities for the six months ended June 30, 2025 consisted primarily of a decrease of $13.5 million in deferred revenue resulting from the recognition of revenue on the upfront payments received in connection with the Lilly Collaboration Agreement, a $4.6 million decrease in operating lease liabilities partially offset by a $1.1 million net increase in working capital.
Previous wording
During the three months ended March 31, 2024, operating activities used $29.3 million of cash, resulting from the net cash used to fund our net loss of $25.0 million and changes in our operating assets and liabilities of $9.3 million partially offset by net non-cash charges of $4.9 million. Net cash used by changes in our operating assets and liabilities for the three months ended March 31, 2024 was primarily driven by a $5.1 million decrease in deferred revenue resulting from the recognition of revenue on the upfront payments received in connection with the Lilly Collaboration Agreement, a $2.1 million net decrease in working capital and a $2.1 million decrease in operating lease liabilities.
Current wording
During the six months ended June 30, 2024, operating activities used $54.9 million of cash, resulting from the net cash used to fund our net loss of $48.0 million and changes in our operating assets and liabilities of $18.9 million partially offset by net non-cash charges of $12.0 million. Net cash used by changes in our operating assets and liabilities for the six months ended June 30, 2024 was primarily driven by a $11.9 million decrease in deferred revenue resulting from the recognition of revenue on the upfront payments received in connection with the Lilly Collaboration Agreement, a $4.2 million decrease in operating lease liabilities and a $2.8 million net decrease in working capital.
Previous wording
During the three months ended March 31, 2025, net cash provided by investing activities was $29.4 million consisting of $80.6 million of marketable securities maturing partially offset by $51.1 million of purchases of marketable securities
Current wording
During the six months ended June 30, 2025, net cash provided by investing activities was $63.2 million consisting of $156.5 million of marketable securities maturing partially offset by $93.3 million of purchases of marketable securities
Previous wording
During the three months ended March 31, 2024, net cash provided by investing activities was $27.1 million consisting of $58.5 million of maturities of marketable securities partially offset by $31.3 million of purchases of marketable securities and $0.1 million in purchases of property and equipment.
Current wording
During the six months ended June 30, 2024, net cash provided by investing activities was $9.1 million consisting of $106.6 million of maturities of marketable securities partially offset by $97.4 million of purchases of marketable securities and $0.1 million in purchases of property and equipment.
Previous wording
During the three months ended March 31, 2025, net cash provided by financing activities was $0.1 million consisting of net proceeds from the exercise of common stock options and the 2020 Employee Stock Purchase Plan (“ESPP”).
Current wording
During the six months ended June 30, 2025, net cash provided by financing activities was $0.4 million consisting of net proceeds from the exercise of common stock options and the 2020 Employee Stock Purchase Plan (“ESPP”).
Previous wording
During the three months ended March 31, 2024, net cash provided by financing activities was $1.2 million consisting of net proceeds from the exercise of common stock options and the ESPP.
Current wording
During the six months ended June 30, 2024, net cash provided by financing activities was $104.4 million consisting of net proceeds from the offering of our common stock and prefunded warrants of $103.2 million, after deducting underwriting discounts, commissions and other offering expenses that had been paid during the six months ended June 30, 2024, and net proceeds from the exercise of common stock options and the ESPP of $1.2 million.
Rearranged current paragraphs (4)
Current report — wording carried from elsewhere
Collaboration revenue was $13.5 million for the six months ended June 30, 2025, compared to $11.9 million for the six months ended June 30, 2024. The increase in collaboration revenue is attributed to continued advancement of programs under the Lilly Collaboration Agreement.
Current report — wording carried from elsewhere
•a decrease in FHD-286 costs of $5.0 million due to the decision to discontinue both the independent development of FHD-286 in combination with decitabine in patients with relapsed and/or refractory AML, resulting in the wind down of the Phase 1 clinical trial, and independent development of FHD-286 in patients with uveal melanoma;
Current report — wording carried from elsewhere
•an increase in Lilly partnered programs of $2.6 million, primarily driven by initiation of the Phase 1 dose escalation study of FHD-909. We expect these costs to continue to increase with increasing enrollment of FHD-909.
Current report — wording carried from elsewhere
Other income, net was $7.2 million for the six months ended June 30, 2025, compared to $6.8 million for the six months ended June 30, 2024. The increase was primarily due to increased sublease income related to the new sublease entered into in 2024, partially offset by decreased interest income during the period.