camp-20250331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

__________________________________________________________________

FORM 10-Q

__________________________________________________________________

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2025

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to___________

Commission File Number: 001-42365

__________________________________________________________________

CAMP4 Therapeutics Corporation

(Exact name of registrant as specified in its charter)

__________________________________________________________________


Delaware			81-1152476
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification Number)

One Kendall Square

Building 1400 West, 3rd Floor

Cambridge, Massachusetts 02139

(Address of Principal Executive Offices)

(617) 651-8867

(Registrant’s telephone number)

__________________________________________________________________

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 ☒ No ☐

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 ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a 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 filer

☐

Accelerated filer

☐

Non-accelerated filer

☒

Smaller reporting company

☒

Emerging growth company

☒

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading symbol

Name of Exchange on which registered

Common stock, par value $0.0001 per share

CAMP

Nasdaq Global Market

As of May 6, 2025, there were 20,161,073 shares of the registrant’s common stock, par value $0.0001 per share, outstanding.


	March 31, 2025		December 31, 2024
Assets
Cash and cash equivalents	$	49,323	$	64,039
Prepaid expenses and other current assets	2,352		2,344
Total current assets	51,675		66,383
Restricted cash	1,624		1,624
Property and equipment, net	3,603		3,858
Operating lease right-of-use assets	5,540		6,015
Finance lease right-of-use assets	331		427
Total assets	$	62,773	$	78,307

Current liabilities:
Accounts payable	$	1,398	$	1,210
Accrued expenses	1,838		4,833
Deferred revenue, short-term	—		385
Operating lease liabilities, current portion	3,070		2,994
Finance lease liabilities, current portion	43		91
Financing liability, current portion	92		85
Total current liabilities	6,441		9,598
Long-term liabilities:
Operating lease liabilities, net of current portion	4,700		5,493
Finance lease liabilities, net of current portion	58		70
Other long-term liabilities	2		2
Total liabilities	11,201		15,163
Commitments and contingencies (Note 4)
Stockholders' equity:
Common stock, $0.0001 par value per share, 175,000,000 shares authorized as of March 31, 2025 and December 31, 2024, 20,161,073 and 20,161,072 shares issued and 20,156,796 and 20,145,129 shares outstanding as of March 31, 2025 and December 31, 2024, respectively	2		2
Additional paid-in capital	275,756		274,895
Accumulated deficit	(224,186)		(211,753)
Total stockholders' equity	51,572		63,144
Total liabilities and stockholders' equity	$	62,773	$	78,307


	Three Months Ended March 31,
		2025		2024
Revenue
Research and collaboration revenue		$	858	$	—
Operating Expenses:
Research and development		10,146		9,740
General and administrative		3,812		3,135
Total operating expenses		13,958		12,875
Loss from operations		(13,100)		(12,875)
Other income, net:
Interest income		588		395
Other income (expense)		79		28
Total other income, net		667		423
Net loss attributable to common stockholders and comprehensive loss		$	(12,433)	$	(12,452)
Net loss per share attributable to common stockholders, basic and diluted		$	(0.62)	$	(26.57)
Weighted-average shares of common stock outstanding, basic and diluted		20,152,872		468,695


	Common stock			Additional paid-in capital		Accumulated deficit		Total stockholders' equity
	Shares	Amount
Balance at December 31, 2024	20,145,129	$	2	$	274,895	$	(211,753)	$	63,144
Issuance of common stock	1	—				—		—
Vesting of restricted common stock	11,666	—		—		—		—
Stock-based compensation expense	—	—		861		—		861
Net loss	—	—		—		(12,433)		(12,433)










Balance at March 31, 2025	20,156,796	$	2	$	275,756	$	(224,186)	$	51,572


	Convertible preferred stock			Common stock			Additional paid-in capital		Accumulated deficit		Total stockholders' deficit
	Shares	Amount		Shares	Amount
Balance as of December 31, 2023	130,648,426	$	162,147	460,704	$	1	$	36,231	$	(159,962)	$	(123,730)
Issuance of common stock	—	—		971	—		2		—		2
Vesting of restricted common stock	—	—		14,591	—		—		—		—
Stock-based compensation expense	—	—		—	—		856		—		856
Net loss	—	—		—	—		—		(12,452)		(12,452)










Balance as of March 31, 2024	130,648,426	$	162,147	476,266	$	1	$	37,089	$	(172,414)	$	(135,324)


	Fair Value Measurements at March 31, 2025
	Level 1		Level 2		Level 3		Total
Assets
Cash equivalents	$	46,389	$	—	$	—	$	46,389


	Fair Value Measurements at December 31, 2024
	Level 1		Level 2		Level 3		Total
Assets
Cash equivalents	$	60,819	$	—	$	—	$	60,819


	March 31, 2025		December 31, 2024
R&D expenses	$	945	$	979
Insurance expense	394		591
Software and subscriptions expense	427		337
Variable lease expense	118		118
Federal R&D tax credit receivable	106		108
Other	362		211
Total prepaid expenses and other current assets	$	2,352	$	2,344


	March 31, 2025		December 31, 2024
Leasehold improvements	$	4,518	$	4,518
Laboratory equipment	4,296		4,078
Computer and software	938		969
Furniture and fixtures	524		524
Total property and equipment	10,276		10,089
Less: accumulated depreciation and amortization	(6,673)		(6,231)
Total property and equipment, net	$	3,603	$	3,858


	March 31, 2025		December 31, 2024
Employee compensation and benefits	$	781	$	3,111
Professional fees	617		661
External R&D expenses	84		524
Other	356		537
Total accrued expenses	$	1,838	$	4,833


2025 remaining	$	2,603
2026	3,558
2027	1,980
2028	264
Total lease payments	8,405
Less: amount representing imputed interest	(635)
Total future minimum lease obligations	$	7,770


Shares reserved for future issuance under the 2024 Equity Incentive and Employee Stock Purchase Plan			2,995,694
Stock options outstanding			2,215,308
Restricted stock vesting			4,277
Warrants			142
Total			5,215,421


	Number of outstanding options	Weighted average exercise price		Weighted average remaining contractual term in years	Aggregate intrinsic value
Balance as of December 31, 2024	2,119,425	$	7.87	7.98	$	751
Granted	104,096	$	5.21
Forfeited/Cancelled	(8,212)	$	6.83
Exercises	(1)	$	2.12		$	—
Balance as of March 31, 2025	2,215,308	$	7.75	7.60	$	453
Vested and expected to vest as of March 31, 2025	2,215,308	$	7.75	7.60	$	453
Exercisable as of March 31, 2025	1,284,481	$	6.99	6.94	$	453


	Number of shares	Weighted average fair value
Unvested as of December 31, 2024	15,943	$	1.75
Vested	(11,666)	$	1.95
Unvested as of March 31, 2025	4,277	$	1.20


	Three Months Ended March 31,
		2025	2024
Conversion of preferred stock		—	11,648,582
Shares reserved for future issuance under the 2024 Equity Incentive Plan and ESPP		2,995,694	—
Stock options outstanding		2,215,308	2,535,813
Restricted stock vesting		4,277	59,653
Conversion of common stock warrant		142	142
Total		5,215,421	14,244,190


		Three Months Ended March 31,
	Classification		2025			2024
Finance lease costs:
Amortization of ROU assets	Depreciation and amortization		$	26		$	49
Interest on lease liabilities	Other expense		3			9
Total finance lease costs			$	29		$	58
Other information:
Operating cash flows used for finance leases			$	49		$	89
Weighted-average remaining lease term in years			2.4			1.7
Weighted-average incremental borrowing rate			7.92		%	8.16		%


	2025		2024		Change ($)
Revenue
Research and collaboration revenue	$	858	$	—	$	858
Operating expenses:
Research and development	10,146		9,740		406
General and administrative	3,812		3,135		677
Total operating expenses	13,958		12,875		1,083
Loss from operations	(13,100)		(12,875)		(225)
Other income, net:
Interest income	588		395		193
Other income (expense)	79		28		51
Total other income, net	667		423		244
Net loss	$	(12,433)	$	(12,452)	$	19


	2025		2024
Net cash used in operating activities	$	(14,286)	$	(11,143)
Net cash used in investing activities	(279)		(15)
Net cash used in financing activities	(151)		(202)
Net decrease in cash, cash equivalents and restricted cash	$	(14,716)	$	(11,360)


Exhibit No.						Description
3.1						Fifth Amended and Restated Certificate of Incorporation of CAMP4 Therapeutics Corporation (incorporated by reference to Exhibit 3.1 to the Form 8-K filed on October 15, 2024, File No. 001-423665)

3.2						Amended and Restated Bylaws of CAMP4 Therapeutics Corporation (incorporated by reference to Exhibit 3.2 to the Form 8-K filed on October 15, 2024, File No. 001-423665)

10.1†#						CAMP4 Therapeutics Corporation Amended and Restated Non-Employee Director Compensation Policy

31.1†						Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2†						Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1†*						Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2†*						Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS†						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

101.SCH†						XBRL Taxonomy Extension Schema Document

101.CAL†						XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF†						XBRL Taxonomy Extension Definition Linkbase Document

101.LAB†						XBRL Taxonomy Extension Label Linkbase Document

101.PRE†						XBRL Taxonomy Extension Presentation Linkbase Document

104†						Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)


			CAMP4 Therapeutics Corporation

			By:			/s/ Josh Mandel-Brehm
			Name:			Josh Mandel-Brehm
			Title:			President and Chief Executive Officer
						(Principal Executive Officer)


			By:			/s/ Kelly Gold
			Name:			Kelly Gold
			Title:			Chief Financial Officer
						(Principal Financial Officer and Principal Accounting Officer)