0000950170-23-042073 | 10-Q | XBRL Viewer

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Balance Sheet Components - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Payables And Accruals [Abstract]
Accrued clinical trial cost	$ 1,109	$ 335
Accrued payroll and related benefits	336	308
Accrued consulting and legal	86	127
Accrued other	2	11
Accrued expenses	$ 1,533	$ 781

Long-term Debt	6 Months Ended
Long-term Debt	Jun. 30, 2023
Debt Instruments [Abstract]
Long-term Debt	Note 8. LONG-TERM DEBT On May 8, 2020, the Company received a loan under the Small Business Administration's Paycheck Protection Program (the "PPP Loan") in the amount of $1,133,600. The PPP Loan originally matured on May 8, 2022, with no principal payments required prior to the maturity date, and bearing interest at an annual rate of 1.0%, with interest payments commencing on November 8, 2020, less the amount of any potential forgiveness. On November 8, 2021, the Company was awarded loan forgiveness of $876,171 and the remaining balance of the loan was refinanced. The loan has a maturity date of May 8, 2025, bears interest of 1%, and is being repaid in monthly payments of $6,334. The Company has recorded interest expense of $381 and $804 for the three and six month periods ended June 30, 2023 and $573 and $1,241 for the three and six month periods ended June 30, 2022, respectively on its condensed statements of operations and comprehensive loss.

Company and Nature of Business	6 Months Ended
Jun. 30, 2023
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Company and Nature of Business	Note 1. COMPANY AND NATURE OF BUSINESS Vaccinex, Inc. (the “Company”) was incorporated in Delaware in April 2001 and is headquartered in Rochester, New York. The Company is a clinical-stage biotechnology company engaged in the discovery and development of targeted biotherapeutics to treat serious diseases and conditions with unmet medical needs, including cancer, neurodegenerative diseases, and autoimmune disorders. Since its inception, the Company has devoted substantially all of its efforts toward product research, manufacturing and clinical development, and raising capital. The Company is subject to a number of risks and uncertainties common to other early-stage biotechnology companies including, but not limited to, dependency on the successful development and commercialization of its product candidates, rapid technological change and competition, dependence on key personnel and collaborative partners, uncertainty of protection of proprietary technology and patents, clinical trial uncertainty, fluctuation in operating results and financial performance, the need to obtain additional funding, compliance with governmental regulations, technological and medical risks, management of growth and effectiveness of marketing by the Company. If the Company does not successfully commercialize or partner any of its product candidates, it will be unable to generate product revenue or achieve profitability. Going Concern These condensed financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred significant losses and negative cash flows from operations since inception and expects to incur additional losses until such a time it can generate significant revenue from the commercialization of its product candidates. The Company had negative cash flow from operations of $10.5 million for the six months ended June 30, 2023, and an accumulated deficit of $331.7 million as of June 30, 2023. Given the Company’s projected operating requirements and its existing cash and cash equivalents, the Company is projecting insufficient liquidity to sustain its operations through one year following the date that the condensed financial statements are issued. These conditions and events raise substantial doubt about the Company’s ability to continue as a going concern. In response to these conditions, management is currently evaluating different strategies to obtain the required funding of future operations. Financing strategies may include, but are not limited to, the public or private sale of equity, debt financing or funds from other capital sources, such as government funding, collaborations, strategic alliances, divestment of non-core assets, or licensing arrangements with third parties. There can be no assurances that the Company will be able to secure additional financing, or if available, that it will be sufficient to meet its needs or on favorable terms. Because management’s plans have not yet been finalized and are not within the Company’s control, the implementation of such plans cannot be considered probable. As a result, the Company has concluded that management’s plans do not alleviate substantial doubt about the Company’s ability to continue as a going concern. The condensed financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty.

Company and Nature of Business

6 Months Ended

Jun. 30, 2023

Organization Consolidation And Presentation Of Financial Statements [Abstract]

Company and Nature of Business

Note 1. COMPANY AND NATURE OF BUSINESS

Vaccinex, Inc. (the “Company”) was incorporated in Delaware in April 2001 and is headquartered in Rochester, New York. The Company is a clinical-stage biotechnology company engaged in the discovery and development of targeted biotherapeutics to treat serious diseases and conditions with unmet medical needs, including cancer, neurodegenerative diseases, and autoimmune disorders. Since its inception, the Company has devoted substantially all of its efforts toward product research, manufacturing and clinical development, and raising capital.

The Company is subject to a number of risks and uncertainties common to other early-stage biotechnology companies including, but not limited to, dependency on the successful development and commercialization of its product candidates, rapid technological change and competition, dependence on key personnel and collaborative partners, uncertainty of protection of proprietary technology and patents, clinical trial uncertainty, fluctuation in operating results and financial performance, the need to obtain additional funding, compliance with governmental regulations, technological and medical risks, management of growth and effectiveness of marketing by the Company. If the Company does not successfully commercialize or partner any of its product candidates, it will be unable to generate product revenue or achieve profitability.

Going Concern

These condensed financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.

The Company has incurred significant losses and negative cash flows from operations since inception and expects to incur additional losses until such a time it can generate significant revenue from the commercialization of its product candidates. The Company had negative cash flow from operations of $10.5 million for the six months ended June 30, 2023, and an accumulated deficit of $331.7 million as of June 30, 2023. Given the Company’s projected operating requirements and its existing cash and cash equivalents, the Company is projecting insufficient liquidity to sustain its operations through one year following the date that the condensed financial statements are issued. These conditions and events raise substantial doubt about the Company’s ability to continue as a going concern.

In response to these conditions, management is currently evaluating different strategies to obtain the required funding of future operations. Financing strategies may include, but are not limited to, the public or private sale of equity, debt financing or funds from other capital sources, such as government funding, collaborations, strategic alliances, divestment of non-core assets, or licensing arrangements with third parties. There can be no assurances that the Company will be able to secure additional financing, or if available, that it will be sufficient to meet its needs or on favorable terms. Because management’s plans have not yet been finalized and are not within the Company’s control, the implementation of such plans cannot be considered probable. As a result, the Company has concluded that management’s plans do not alleviate substantial doubt about the Company’s ability to continue as a going concern.

The condensed financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty.

Stock-Based Compensation - Total Stock-Based Compensation Expense Recognized in Condensed Statements of Operations and Comprehensive Loss (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total stock-based compensation expense	$ 126	$ 138	$ 255	$ 279
Research and Development
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total stock-based compensation expense	49	55	100	97
General and Administrative
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total stock-based compensation expense	$ 77	$ 83	$ 155	$ 182

Fair Value Measurements of Financial Measurements - Summary of Fair Value of Financial Assets by Level within Fair Value Hierarchy (Details) - Fair Value Measurements Recurring - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Financial Assets:
Total Financial Assets	$ 741	$ 3,975
Money Market Funds
Financial Assets:
Cash equivalents, Fair value disclosure	741	3,975
Level 1
Financial Assets:
Total Financial Assets	741	3,975
Level 1 \| Money Market Funds
Financial Assets:
Cash equivalents, Fair value disclosure	$ 741	$ 3,975

Long-term Debt - Additional Information (Details) - PPP Loan - USD ($)			3 Months Ended		6 Months Ended
	Nov. 08, 2021	May 08, 2020	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Debt Instrument [Line Items]
Amount of loan received		$ 1,133,600
Maturity date	May 08, 2025	May 08, 2022
Debt instrument interest rate	1.00%	1.00%
Payments commencement date		Nov. 08, 2020
Interest expense			$ 381	$ 573	$ 804	$ 1,241
CARES Act of 2020 aid forgiveness amount	$ 876,171
Monthly repayment	$ 6,334

Stock-Based Compensation

6 Months Ended

Jun. 30, 2023

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Stock-Based Compensation

Note 10. STOCK-BASED COMPENSATION

2011 Employee Equity Plan

In connection with the adoption of the Company’s 2018 Omnibus Incentive Plan (the “2018 Plan”) in August 2018, the Company ceased granting stock options under the Company’s 2011 Employee Equity Plan (the “2011 Plan”). However, the 2011 Plan will continue to govern the terms and conditions of the outstanding stock options previously granted thereunder. Any shares of stock related to awards outstanding under the 2011 Plan that terminate by expiration, forfeiture, cancellation, or otherwise without the issuance of such shares will become available for grant under the 2018 Plan. Stock options granted under the 2011 Plan expire in five or ten years from the date of grant.

2018 Omnibus Incentive Plan

In August 2018, the Company’s board of directors adopted, and its stockholders approved, the 2018 Plan, which allows for the granting of stock, stock options, and stock appreciation rights awards to employees, advisors and consultants. Stock options granted under the 2018 Plan may be either incentive stock options or non-statutory stock options. Incentive stock options may be granted to employees, advisors and consultants at exercise prices of no less than the fair value of the common stock on the grant date. If at the time of grant, the optionee owns stock representing more than 10% of the voting power of all classes of stock of the Company, the exercise price must be at least 110% of the fair value of the common stock on the grant date as determined by the board of directors. Non-statutory stock options may be granted to employees, advisors and consultants at exercise prices of less than the fair market value of a share of common stock on the date the non-statutory stock option is granted but shall under no circumstances be less than adequate consideration as determined by the board of directors for such a share. The vesting period of stock option grants is determined by the board of directors, ranging from zero to eight years. Stock options granted under the 2018 Plan expire in five or ten years from the date of grant.

The Company initially reserved 425,000 shares of common stock for issuance, subject to certain adjustments, pursuant to awards under the 2018 Plan. Any shares of common stock related to awards outstanding under the 2011 Plan as of the effective date of the 2018 Plan, which thereafter terminate by expiration, forfeiture, cancellation or otherwise without the issuance of such shares, will be added to, and included in, the number of shares of common stock available for grant under the 2018 Plan. In addition, effective January 1, 2020 and continuing until the expiration of the 2018 Plan, the number of shares of common stock available for issuance under the 2018 Plan will automatically increase annually by 2% of the total number of issued and outstanding shares of the Company’s common stock as of December 31st of the immediately preceding year or such lesser number as the Company’s board of directors may decide, which may be zero. Accordingly, on January 1, 2023, 997,615 additional shares of common stock became available for issuance under the 2018 Plan.

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


	Stock Options			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Life (Years)		Aggregate Intrinsic Value (in thousands)
Balance as of January 1, 2023		1,784,093		$	3.98		7.1	$	4
Granted		1,375,560			0.40
Exercised		-			-			$	-
Forfeited		(3,187	)		6.01
Expired		(65,820	)		14.90
Balance as of June 30, 2023		3,090,646		$	2.15		8.2	$	-
Exercisable as of June 30, 2023		1,448,331		$	3.77		6.7	$	-

The weighted-average grant date fair value of stock options granted to employees and directors for the six months ended June 30, 2023 and 2022 was $0.28 per share and $0.82 per share, respectively. The aggregate grant date fair value of stock options that vested during the six months ended June 30, 2023 and 2022 was $510,206 and $592,166, respectively.

The intrinsic value of stock options vested and exercisable and expected to vest and become exercisable is calculated based on the difference between the exercise price and the fair value of the Company’s common stock as of June 30, 2023 and December 31, 2022. The intrinsic value of exercised stock options is the difference between the fair value of the underlying common stock and the exercise price as of the exercise date.

As of June 30, 2023 and December 31, 2022, total unrecognized compensation cost related to stock options granted to employees was $686,959 and $561,198, respectively, which is expected to be recognized over a weighted-average period of 2.3 and 2.1 years, respectively.

The grant date fair value of employee stock options was estimated using a Black-Scholes option-pricing model with the following weighted-average assumptions:


	Six Months Ended June 30,
	2023			2022
Expected term (in years)		6.0			6.0
Expected volatility		75	%		75	%
Risk-free interest rate		3.7	%		2.3	%
Expected dividend yield		-	%		-	%

Total stock-based compensation expense recognized in the condensed statements of operations and comprehensive loss is as follows (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Research and development	$	49	$	55	$	100	$	97
General and administrative		77		83		155		182
Total stock-based compensation expense	$	126	$	138	$	255	$	279

Summary of Significant Accounting Policies (Policies)	6 Months Ended
Summary of Significant Accounting Policies (Policies)	Jun. 30, 2023
Accounting Policies [Abstract]
Basis of Presentation and Consolidation	Basis of Presentation and Consolidation The accompanying unaudited condensed financial statements reflect the accounts and operations of the Company and have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information (Accounting Standards Codification (“ASC”) 270, Interim Reporting) and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, these financial statements do not include all of the information necessary for a full presentation of financial position, results of operations, and cash flows in conformity with GAAP. In the opinion of management, the condensed financial statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of the results of the Company for the periods presented. These condensed financial statements should be read in conjunction with the Company’s audited financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on March 31, 2023.
Use of Estimates	Use of Estimates These condensed financial statements have been prepared in conformity with U.S. GAAP. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the condensed financial statements and the reported amount of expenses during the reporting period. Such management estimates include those relating to assumptions used in the valuation of stock option awards, and valuation allowances against deferred income tax assets. Actual results could differ from those estimates.
Concentration of Credit Risk, Other Risks and Uncertainties	Concentration of Credit Risk, Other Risks and Uncertainties The Company is subject to a number of risks, including, but not limited to, the lack of available capital; the possible delisting of our common stock from Nasdaq, possible failure of preclinical testing or clinical trials; inability to obtain regulatory approval of product candidates; competitors developing new technological innovations; potential interruptions in the manufacturing and commercial supply operations; unsuccessful commercialization strategy and launch plans for its proprietary drug candidates; risks inherent in litigation, including purported class actions; market acceptance of the Company’s products; and protection of proprietary technology. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents. Cash equivalents are deposited in interest-bearing money market accounts. Although the Company deposits its cash with multiple financial institutions, cash balances may occasionally be in excess of the amounts insured by the Federal Deposit Insurance Corporation. Management believes the financial risk associated with these balances is minimal and has not experienced any losses to date. The Company has historically raised capital in transactions with investors that include members of its board of directors and entities controlled by certain board members. As such, the Company's directors, directly and indirectly, control a significant ownership percentage of the Company. The Company can provide no assurances that future financing will be available in sufficient amounts or on terms acceptable to it or that its directors or entities controlled by certain board members will be willing or able to participate in future capital raises by the Company. The Company depends on third-party manufacturers for the manufacture of drug substances and drug product for clinical trials. The Company also relies on certain third parties for its supply chain. Disputes with these third- party manufacturers or shortages in goods or services from third-party suppliers could delay the manufacturing of the Company’s product candidates and adversely impact its results of operations.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements In the normal course of business, the Company evaluates all new Accounting Standards Updates ("ASU") and other accounting pronouncements issued by the Financial Accounting Standards Board ("FASB"), Securities and Exchange Commission ("SEC"), or other authoritative accounting bodies to determine the potential impact they may have on its condensed financial statements. The Company does not expect any of the recently issued accounting pronouncements, which have not already been adopted, to have a material impact on its condensed financial statements.

Collaboration Agreements

6 Months Ended

Jun. 30, 2023

Collaboration Agreements [Abstract]

Collaboration Agreements

Note 5. COLLABORATION AGREEMENTS

Surface Oncology, Inc.

In November 2017, the Company entered into a research collaboration and license option agreement with Surface Oncology, Inc. (“Surface”) to identify and select antibodies against two target antigens, using the Company’s proprietary technology as described in the agreement. Under the agreement, Surface may purchase exclusive options, exercisable by providing a written notice to the Company, to obtain (i) an exclusive product license to make, use, sell and import products incorporating antibodies targeting the first antigen and (ii) an exclusive research tool license to use antibodies targeting the second antigen to perform research. Surface purchased the first option and exercised the second option and we entered into an exclusive research tool license agreement with Surface in the third quarter of 2019.

Under the research collaboration and license option agreement, Surface paid an upfront technology access fee of $250,000 and makes milestone payments upon completion of each of four designated milestones for the first target antigen specified in the agreement. For the second target antigen, Surface is obligated to make payments to the Company based on time incurred by the Company in the conduct of the work plan described in the agreement. Surface is required to reimburse the Company for expenses incurred (i) in the conduct of the work plan as detailed in the research funding budget and (ii) for patent filings and prosecution of the Company’s program intellectual property as described in the agreement. The exercise of each option would also entail a license fee and annual maintenance fees, and in the case of the product license, royalties and additional milestone payments. This agreement will expire upon the latest of the expiration of both research programs and all evaluation and testing periods. During the six months ended June 30, 2023, the Company recorded $500,000 of revenue for achievement of a milestone event.

Related Party Transactions - Additional Information (Details)				1 Months Ended	3 Months Ended				6 Months Ended
	May 12, 2023 USD ($) $ / shares shares	Mar. 30, 2023 USD ($) $ / shares shares	Jan. 31, 2022 USD ($) $ / shares shares	Nov. 30, 2017 TargetAntigen	Jun. 30, 2023 USD ($) $ / shares shares	Mar. 31, 2023 USD ($)	Jun. 30, 2022 USD ($)	Mar. 31, 2022 USD ($)	Jun. 30, 2023 USD ($) $ / shares shares	Jun. 30, 2022 USD ($)	Dec. 31, 2022 $ / shares shares
Related Party Transaction [Line Items]
Number of target antigens against which antibodies are to be identified and selected \| TargetAntigen				2
Lease expense incurred under operating lease					$ 45,144		$ 43,534		$ 90,289	$ 87,068
Revenue									550,000
Gross proceeds from issuance of common stock									$ 1,150,000	$ 3,519,000
Common stock, shares issued \| shares					65,669,245				65,669,245		49,881,613
Issuance of Common Shares					$ 4,111,000	$ 2,040,000		$ 13,230,000
Common stock, par value \| $ / shares					$ 0.0001				$ 0.0001		$ 0.0001
January 2022 Private Placement
Related Party Transaction [Line Items]
Sale of stock, transaction date			Jan. 31, 2022
January 2022 Private Placement \| FCMI Parent Co.
Related Party Transaction [Line Items]
Common stock, shares issued \| shares			1,801,801
January 2022 Private Placement \| Friedberg Global-Macro Hedge Fund Ltd.
Related Party Transaction [Line Items]
Common stock, shares issued \| shares			1,801,801
January 2022 Private Placement \| FCMI Parent Co. and Friedberg Global-Macro Hedge Fund Ltd.
Related Party Transaction [Line Items]
Gross proceeds from issuance of common stock			$ 3,999,998
January 2022 Private Placement \| Dr. Maurice Zauderer
Related Party Transaction [Line Items]
Gross proceeds from issuance of common stock			$ 1,999,999
Common stock, shares issued \| shares			1,801,801
January 2022 Private Placement \| Board of Directors
Related Party Transaction [Line Items]
Gross proceeds from issuance of common stock			$ 100,000
Common stock, shares issued \| shares			90,090
March 2023 Private Placement
Related Party Transaction [Line Items]
Sale of stock, transaction date		Mar. 30, 2023
May 2023 Private Placement \| FCMI Parent Co.
Related Party Transaction [Line Items]
Gross proceeds from issuance of common stock	$ 2,510,000
Common stock, shares issued \| shares	6,711,552
Common Stock
Related Party Transaction [Line Items]
Issuance of Common Shares					$ 2,000			$ 1,000
Common Stock \| January 2022 Private Placement
Related Party Transaction [Line Items]
Aggregate number of shares issued and sell \| shares			8,747,744
Shares issued, price per share \| $ / shares			$ 1.11
Gross proceeds from issuance of common stock			$ 9,700,000
Common Stock \| March 2023 Private Placement
Related Party Transaction [Line Items]
Aggregate number of shares issued and sell \| shares		4,975,608
Shares issued, price per share \| $ / shares		$ 0.41
Gross proceeds from issuance of common stock		$ 2,040,000.00
Common Stock \| May 2023 Private Placement
Related Party Transaction [Line Items]
Aggregate number of shares issued and sell \| shares	7,908,516
Shares issued, price per share \| $ / shares	$ 0.37
Gross proceeds from issuance of common stock	$ 2,960,000
Surface Oncology, Inc.
Related Party Transaction [Line Items]
Number of target antigens against which antibodies are to be identified and selected \| TargetAntigen				2
Revenue									$ 500,000

Fair Value Measurements of Financial Measurements

6 Months Ended

Jun. 30, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurements of Financial Measurements

Note 4. FAIR VALUE MEASUREMENTS OF FINANCIAL MEASUREMENTS

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

Assets and liabilities recorded at fair value on a nonrecurring basis in the condensed balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Financial instruments consist of cash, accounts receivable, accounts payable, accrued liabilities, and long-term debt. Cash, accounts receivable, accounts payable, accrued liabilities, and debt, are stated at their carrying value, which approximates fair value due to the short time to the expected receipt or payment date of such amounts.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

Fair value measurement standards also apply to certain financial assets and liabilities that are measured at fair value on a recurring basis (each reporting period). For the Company, these financial assets and liabilities include its cash equivalents deposited in money market funds. The Company does not have any nonfinancial assets or liabilities that are measured at fair value on a recurring basis.

The assets’ or liabilities’ fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.

The following table sets forth the fair value of the Company’s financial assets by level within the fair value hierarchy (in thousands):


	As of June 30, 2023
	Fair Value		Level 1		Level 2		Level 3
Financial Assets:
Cash equivalents:
Money market fund	$	741	$	741	$	-	$	-
Total Financial Assets	$	741	$	741	$	-	$	-


	As of December 31, 2022
	Fair Value		Level 1		Level 2		Level 3
Financial Assets:
Cash equivalents:
Money market fund	$	3,975	$	3,975	$	-	$	-
Total Financial Assets	$	3,975	$	3,975	$	-	$	-

The Company did not transfer any assets measured at fair value on a recurring basis to or from Level 1 and Level 2 during either of the six months ended June 30, 2023 and 2022.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Balance Sheet Components - Property and Equipment (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 7,494	$ 7,445
Less: accumulated depreciation and amortization	(7,317)	(7,256)
Property and equipment, net	177	189
Leasehold Improvements
Property Plant And Equipment [Line Items]
Property and equipment, gross	3,259	3,259
Research Equipment
Property Plant And Equipment [Line Items]
Property and equipment, gross	3,542	3,515
Furniture and Fixtures
Property Plant And Equipment [Line Items]
Property and equipment, gross	350	350
Computer Equipment
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 343	$ 321

Summary of Significant Accounting Policies	6 Months Ended
Summary of Significant Accounting Policies	Jun. 30, 2023
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Consolidation The accompanying unaudited condensed financial statements reflect the accounts and operations of the Company and have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information (Accounting Standards Codification (“ASC”) 270, Interim Reporting) and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, these financial statements do not include all of the information necessary for a full presentation of financial position, results of operations, and cash flows in conformity with GAAP. In the opinion of management, the condensed financial statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of the results of the Company for the periods presented. These condensed financial statements should be read in conjunction with the Company’s audited financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on March 31, 2023. Use of Estimates These condensed financial statements have been prepared in conformity with U.S. GAAP. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the condensed financial statements and the reported amount of expenses during the reporting period. Such management estimates include those relating to assumptions used in the valuation of stock option awards, and valuation allowances against deferred income tax assets. Actual results could differ from those estimates. Concentration of Credit Risk, Other Risks and Uncertainties The Company is subject to a number of risks, including, but not limited to, the lack of available capital; the possible delisting of our common stock from Nasdaq, possible failure of preclinical testing or clinical trials; inability to obtain regulatory approval of product candidates; competitors developing new technological innovations; potential interruptions in the manufacturing and commercial supply operations; unsuccessful commercialization strategy and launch plans for its proprietary drug candidates; risks inherent in litigation, including purported class actions; market acceptance of the Company’s products; and protection of proprietary technology. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents. Cash equivalents are deposited in interest-bearing money market accounts. Although the Company deposits its cash with multiple financial institutions, cash balances may occasionally be in excess of the amounts insured by the Federal Deposit Insurance Corporation. Management believes the financial risk associated with these balances is minimal and has not experienced any losses to date. The Company has historically raised capital in transactions with investors that include members of its board of directors and entities controlled by certain board members. As such, the Company's directors, directly and indirectly, control a significant ownership percentage of the Company. The Company can provide no assurances that future financing will be available in sufficient amounts or on terms acceptable to it or that its directors or entities controlled by certain board members will be willing or able to participate in future capital raises by the Company. The Company depends on third-party manufacturers for the manufacture of drug substances and drug product for clinical trials. The Company also relies on certain third parties for its supply chain. Disputes with these third- party manufacturers or shortages in goods or services from third-party suppliers could delay the manufacturing of the Company’s product candidates and adversely impact its results of operations. Recently Issued Accounting Pronouncements In the normal course of business, the Company evaluates all new Accounting Standards Updates ("ASU") and other accounting pronouncements issued by the Financial Accounting Standards Board ("FASB"), Securities and Exchange Commission ("SEC"), or other authoritative accounting bodies to determine the potential impact they may have on its condensed financial statements. The Company does not expect any of the recently issued accounting pronouncements, which have not already been adopted, to have a material impact on its condensed financial statements.

Condensed Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (12,022,000)	$ (9,978,000)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	61,000	95,000
Stock-based compensation	255,000	279,000
Changes in operating assets and liabilities:
Accounts receivable	164,000
Prepaid expenses and other current assets	152,000	(45,000)
Accounts payable	90,000	(795,000)
Accrued expenses	753,000	115,000
Net cash used in operating activities	(10,547,000)	(10,329,000)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment	(49,000)	(52,000)
Net cash used in investing activities	(49,000)	(52,000)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock	1,150,000	3,519,000
Payments of long-term debt	(38,000)	(37,000)
Proceeds from private offering of common stock	5,001,000	9,710,000
Net cash provided by financing activities	6,113,000	13,192,000
NET (DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS	(4,483,000)	2,811,000
CASH AND CASH EQUIVALENTS–Beginning of period	6,391,000	8,589,000
CASH AND CASH EQUIVALENTS–End of period	$ 1,908,000	$ 11,400,000

Net Loss Per Share Attributable to Common Stockholders

6 Months Ended

Jun. 30, 2023

Earnings Per Share [Abstract]

Net Loss Per Share Attributable to Common Stockholders

Note 12. NET LOSS PER SHARE ATTRIBUTABLE TO COMMON STOCKHOLDERS

The following weighted-average common stock equivalents were excluded from the calculation of diluted net loss per share for the periods presented as they had an anti-dilutive effect:


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022

Options to purchase common stock		2,735,720		1,598,495		2,250,214		1,375,969

Stock-Based Compensation - Summary of Stock Option Activity and Related Information (Details) - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Stock Options, Balance	1,784,093
Stock Options, Granted	1,375,560
Stock Options, Forfeited	(3,187)
Stock Options, Expired	(65,820)
Stock Options, Balance	3,090,646	1,784,093
Stock Options, Exercisable	1,448,331
Weighted-Average Exercise Price, Balance	$ 3.98
Weighted-Average Exercise Price, Granted	0.40
Weighted-Average Exercise Price, Forfeited	6.01
Weighted-Average Exercise Price, Expired	14.90
Weighted-Average Exercise Price, Balance	2.15	$ 3.98
Weighted-Average Exercise Price, Exercisable	$ 3.77
Weighted-Average Remaining Contractual Life (Years), Balance	8 years 2 months 12 days	7 years 1 month 6 days
Weighted-Average Remaining Contractual Life (Years), Exercisable	6 years 8 months 12 days
Aggregate Intrinsic Value, Balance		$ 4

Balance Sheet Components (Tables)

6 Months Ended

Jun. 30, 2023

Balance Sheet Related Disclosures [Abstract]

Property and Equipment

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


	As of June 30, 2023			As of December 31, 2022
Leasehold improvements	$	3,259		$	3,259
Research equipment		3,542			3,515
Furniture and fixtures		350			350
Computer equipment		343			321
Property and equipment, gross		7,494			7,445
Less: accumulated depreciation and amortization		(7,317	)		(7,256	)
Property and equipment, net	$	177		$	189

Accrued Expenses

Accrued expenses consist of the following (in thousands):


	As of June 30, 2023		As of December 31, 2022

Accrued clinical trial cost	$	1,109	$	335
Accrued payroll and related benefits		336		308
Accrued consulting and legal		86		127
Accrued other		2		11
Accrued expenses	$	1,533	$	781

Commitments and Contingencies

6 Months Ended

Jun. 30, 2023

Commitments And Contingencies Disclosure [Abstract]

Commitments and Contingencies

Note 6. COMMITMENTS AND CONTINGENCIES

Nasdaq Deficiency Notice

On October 10, 2022, the Company received a letter from the Listing Qualifications staff of The Nasdaq Stock Market ("Nasdaq") notifying the Company that it is no longer in compliance with the minimum bid price requirement for continued listing on the Nasdaq Capital Market. Nasdaq Listing Rule 5550(a)(2) requires listed companies to maintain a minimum bid price of $1.00 per share. In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company received a second 180-day compliance period, or until October 9, 2023, to regain compliance with the minimum bid price requirement. If our common stock maintains a closing bid price of at least $1.00 per share for a minimum of 10 consecutive business days during the 180-day compliance period, we will automatically regain compliance. In the event we do not regain compliance with the $1.00 bid price requirement by October 9, 2023, Nasdaq will provide notice that the Company’s common stock will become subject to delisting. In the event the Company receives notice that its common stock is being delisted, Nasdaq rules permit the Company to appeal any delisting determination by the Nasdaq staff to a Hearings Panel.

On May 25, 2023, the Company received a letter from the Listing Qualifications staff of Nasdaq notifying the Company that it no longer complies with the requirement under Nasdaq Listing Rule 5550(b)(1) to maintain a minimum of $2.5 million in stockholders’ equity for continued listing on the Nasdaq Capital Market (the “Equity Standard”) or the alternative requirements of having a market value of listed securities of $35 million or net income from continuing operations of $500,000 in the most recently completed fiscal year or two of the last three most recently completed fiscal years (the “Alternative Standards”). The notification letter noted that the Company’s Form 10-Q for the period ended March 31, 2023 disclosed stockholders’ equity of $2.4 million as of March 31, 2023 and that, as of May 24, 2023, the Company did not meet the Alternative Standards. The notification letter had no immediate effect on the Company’s listing on the Nasdaq Capital Market. Nasdaq provided the Company 45 calendar days from the date of the notification letter, or until July 9, 2023, to submit a plan to regain compliance with the Equity Standard (the “Compliance Plan”). A plan to regain compliance was submitted on July 7, 2023 and was accepted on July 18, 2023, and therefore the Company was granted an extension of up to 180 calendar days from the date of the notification letter, or until November 21, 2023, to regain compliance with the Equity Standard. However, there can be no assurance that the Company will be able to regain or maintain compliance with the Equity Standard.

Other Contingencies

The Company is subject to claims and assessments from time to time in the ordinary course of business. The Company records a provision for a liability when it believes that it is both probable that a liability has been incurred and the amount can be reasonably estimated. Significant judgment is required to determine both probability and the estimated amount.

In the normal course of business, the Company may become involved in legal proceedings. The Company will accrue a liability for such matters when it is probable that a liability has been incurred and the amount can be reasonably estimated. When only a range of possible loss can be established, the most probable amount in the range is accrued. If no amount within this range is a better estimate than any other amount within the range, the minimum amount in the range is accrued. The accrual for a litigation loss contingency might include, for example, estimates of potential damages, outside legal fees and other directly related costs expected to be incurred. As of June 30, 2023 and December 31, 2022 the Company was not involved in any material legal proceedings.

Condensed Statements of Operations and Comprehensive Loss (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Income Statement [Abstract]
Revenue			$ 550,000
Costs and expenses:
Research and development	$ 5,050,000	$ 3,843,000	8,862,000	$ 6,809,000
General and administrative	2,027,000	1,558,000	3,751,000	3,186,000
Total costs and expenses	7,077,000	5,401,000	12,613,000	9,995,000
Loss from operations	(7,077,000)	(5,401,000)	(12,063,000)	(9,995,000)
Interest expense	0	(1,000)	(1,000)	(2,000)
Other income (expense), net	17,000	19,000	42,000	19,000
Loss before provision for income taxes	(7,060,000)	(5,383,000)	(12,022,000)	(9,978,000)
Provision for income taxes	0	0	0	0
Net loss attributable to Vaccinex, Inc. common stockholders	(7,060,000)	(5,383,000)	(12,022,000)	(9,978,000)
Comprehensive loss	$ (7,060,000)	$ (5,383,000)	$ (12,022,000)	$ (9,978,000)
Net loss per share attributable to Vaccinex, Inc. common stockholders, basic	$ (0.12)	$ (0.13)	$ (0.22)	$ (0.25)
Net loss per share attributable to Vaccinex, Inc. common stockholders, diluted	$ (0.12)	$ (0.13)	$ (0.22)	$ (0.25)
Weighted-average shares used in computing net loss per share attributable to Vaccinex, Inc. common stockholders, basic	60,421,128	42,664,051	55,150,945	40,711,167
Weighted-average shares used in computing net loss per share attributable toVaccinex, Inc. common stockholders, diluted	60,421,128	42,664,051	55,150,945	40,711,167

Stock-Based Compensation - Grant Date Fair Value of Employee Stock Options Estimated Using Black-Scholes Option-Pricing Model with Weighted-Average Assumptions (Details)	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected term (in years)	6 years	6 years
Employee Stock Options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected volatility	75.00%	75.00%
Risk-free interest rate	3.70%	2.30%

Fair Value Measurements of Financial Measurements (Tables)

6 Months Ended

Jun. 30, 2023

Fair Value Disclosures [Abstract]

Summary of Fair Value of Financial Assets by Level within Fair Value Hierarchy

The following table sets forth the fair value of the Company’s financial assets by level within the fair value hierarchy (in thousands):


	As of June 30, 2023
	Fair Value		Level 1		Level 2		Level 3
Financial Assets:
Cash equivalents:
Money market fund	$	741	$	741	$	-	$	-
Total Financial Assets	$	741	$	741	$	-	$	-


	As of December 31, 2022
	Fair Value		Level 1		Level 2		Level 3
Financial Assets:
Cash equivalents:
Money market fund	$	3,975	$	3,975	$	-	$	-
Total Financial Assets	$	3,975	$	3,975	$	-	$	-

- Definition

Tabular disclosure of financial instruments measured at fair value, including those classified in shareholders' equity measured on a recurring or nonrecurring basis. Disclosures include, but are not limited to, fair value measurements recorded and the reasons for the measurements, level within the fair value hierarchy in which the fair value measurements are categorized and transfers between levels 1 and 2. Nonrecurring fair value measurements are those that are required or permitted in the statement of financial position in particular circumstances.

+ References + Details

Subsequent Events - Additional Information (Details) - Common Stock - Subsequent Event - Open Market Sale Agreement	Aug. 09, 2023 USD ($) $ / shares shares
Subsequent Event [Line Items]
Number of shares sold \| shares	348,795
Shares issued, price per share \| $ / shares	$ 0.37
Proceeds from the sale of shares \| $	$ 125,706

Common Stock Reserved For Issuance - Common Stock Reserved For Potential Future Issuances (Details) - shares	Jun. 30, 2023	Dec. 31, 2022
Class Of Stock [Line Items]
Total shares of common stock reserved	3,164,524	2,166,909
Shares Underlying Outstanding Stock Options
Class Of Stock [Line Items]
Total shares of common stock reserved	3,090,646	1,784,093
Shares Available For Future Stock Option Grants
Class Of Stock [Line Items]
Total shares of common stock reserved	73,878	382,816

Stock-Based Compensation - Additional Information (Details) - USD ($)		6 Months Ended		12 Months Ended
	Jan. 01, 2023	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total shares of common stock reserved		3,164,524		2,166,909
Weighted-average grant date fair value of stock options granted to employees and directors		$ 0.28	$ 0.82
Aggregate grant date fair value of stock options vested		$ 510,206	$ 592,166
Total unrecognized compensation cost related to stock options granted to employees		$ 686,959		$ 561,198
2018 Omnibus Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total shares of common stock reserved		425,000
Percentage of total shares of common stock reserved		2.00%
Additional shares of common stock	997,615
2018 Omnibus Incentive Plan \| Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Percentage of voting power of all classes of stock to be owned by optionee to determine the exercise price		10.00%
Exercise price as a percentage of fair value of common stock on grant date if optionee owns stock representing more than 10 percent of voting power of all classes of stock		110.00%
Employee Stock Options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total unrecognized compensation cost related to stock options granted to employees, weighted-average recognition period		2 years 3 months 18 days		2 years 1 month 6 days
Employee Stock Options \| 2011 Employee Equity Plan \| Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock options granted, expiration year		10 years
Employee Stock Options \| 2018 Omnibus Incentive Plan \| Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock options granted, expiration year		10 years
Employee Stock Options \| 2018 Omnibus Incentive Plan \| Maximum \| Board of Directors
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period of stock option grants		8 years

Balance Sheet Components - Additional Information (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Property Plant And Equipment [Abstract]
Depreciation	$ 30,000	$ 54,000	$ 61,000	$ 95,000

Net Loss Per Share Attributable to Common Stockholders (Tables)

6 Months Ended

Jun. 30, 2023

Earnings Per Share [Abstract]

Weighted-Average Common Stock Equivalents Excluded from Calculation of Diluted Net Loss Per Share as They Had Anti-Dilutive Effect

The following weighted-average common stock equivalents were excluded from the calculation of diluted net loss per share for the periods presented as they had an anti-dilutive effect:


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022

Options to purchase common stock		2,735,720		1,598,495		2,250,214		1,375,969

Collaboration Agreements - Additional Information (Details)	1 Months Ended	6 Months Ended
	Nov. 30, 2017 USD ($) Milestone TargetAntigen	Jun. 30, 2023 USD ($)
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Number of target antigens against which antibodies are to be identified and selected \| TargetAntigen	2
Revenue		$ 550,000
Surface Oncology, Inc.
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Number of target antigens against which antibodies are to be identified and selected \| TargetAntigen	2
Upfront payments fee received	$ 250,000
Number of designated milestones \| Milestone	4
Revenue		500,000
Surface Oncology, Inc. \| Achievement of Milestone Event
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Revenue		$ 500,000

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 4
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130543-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 5
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130545-203045

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 924
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-URI https://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Condensed Balance Sheets (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 1,908	$ 6,391
Accounts receivable	11	175
Prepaid expenses and other current assets	760	912
Total current assets	2,679	7,478
Property and equipment, net	177	189
Operating lease right-of-use asset	229	310
TOTAL ASSETS	3,085	7,977
Current liabilities:
Accounts payable	1,608	1,518
Accrued expenses	1,533	781
Current portion of long-term debt	75	74
Operating lease liability	167	164
Total current liabilities	3,383	2,537
Long-term debt	63	101
Operating lease liability, net of current portion	62	146
TOTAL LIABILITIES	3,508	2,784
Commitments and contingencies (Note 7)
Stockholders’ equity (deficit):
Common stock, par value of $0.0001 per share; 100,000,000 shares authorized as of June 30, 2023, and December 31, 2022; 65,669,245 and 49,881,613 shares issued as of June 30, 2023 and December 31, 2022, respectively; 65,668,393 and 49,880,761 shares outstanding as of June 30, 2023 and December 31, 2022, respectively	7	5
Additional paid-in capital	331,279	324,875
Treasury stock, at cost; 852 shares of common stock as of June 30, 2023 and December 31, 2022, respectively	(11)	(11)
Accumulated deficit	(331,698)	(319,676)
TOTAL STOCKHOLDERS’ EQUITY	(423)	5,193
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$ 3,085	$ 7,977

Leases

6 Months Ended

Jun. 30, 2023

Leases [Abstract]

Leases

Note 7. LEASES

The Company leases its facilities from 1895 Management, Ltd., a New York corporation controlled by an entity affiliated with a director of the Company, under non-cancellable operating leases. Following entry into a lease extension agreement in August 2022, the lease agreement requires monthly rental payments of $15,048 through October 31, 2024. The Company is responsible for all maintenance, utilities, insurance and taxes related to the

facility. The Company has elected the practical expedient on not separating lease components from non-lease components.

The Company accounts for its leases under ASC 842, Leases. Leases with an initial term of 12 months or less are not recorded on the condensed balance sheet. The Company determines if an arrangement is a lease at inception. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease right-of-use assets and lease liabilities are recognized based on the present value of lease payments over the lease term. The leases do not provide an implicit rate so in determining the present value of lease payments, the Company its incremental borrowing rate for the applicable lease, which was 7.0%. The Company recognizes lease expense on a straight-line basis over the remaining lease term.

As of June 30, 2023, the future minimum payments for the operating leases total $240,771, less imputed interest of $11,532, for an operating lease liability of $229,239 as of June 30, 2023. For the six months ended June 30, 2023, cash paid for amounts included in the measurement of lease liabilities was $90,289.

Lease expense incurred under the operating lease for the three and six month periods ended June 30, 2023 and 2022 was $45,144 and $43,534 respectively, and $90,289 and $87,068 for the six month periods ended June 30, 2023 and 2022, respectively. Lease expense is a component of general and administrative expense.

Related Party Transactions

6 Months Ended

Jun. 30, 2023

Related Party Transactions

Note 14. RELATED PARTY TRANSACTIONS

As discussed in Note 7, the Company leases its facility from 1895 Management, Ltd., a New York corporation controlled by an entity affiliated with the Company’s chairman and major stockholder of the Company. Lease expense incurred under the operating lease for the three and six month periods ended June 30, 2023 and 2022 was $45,144 and $43,534 respectively, and $90,289 and $87,068 for the six month periods ended June 30, 2023 and 2022, respectively.

As discussed in Note 5, in November 2017, the Company entered into a research collaboration and license option agreement with Surface to identify and select antibodies against two target antigens, using the Company’s proprietary technology as described in the agreement. J. Jeffrey Goater, a former member of the Company’s board of directors, served as the Chief Business Officer of Surface at that time, and currently serves on the board of directors of Surface. During the six months ended June 30, 2023, the Company recorded $500,000 of revenue for achievement of a milestone event. This agreement will expire upon the latest of the expiration of both research programs and all evaluation and testing periods.

On January 31, 2022, the Company entered into a stock purchase agreement pursuant to which the Company issued and sold to certain investors 8,747,744 shares of its common stock at a purchase price of $1.11 per share for aggregate gross proceeds of $9.7 million (“the January 2022 Private Placement”). FCMI Parent Co. ("FCMI") and Friedberg Global-Macro Hedge Fund Ltd. each purchased 1,801,801 shares of our common stock for an aggregate purchase price of $3,999,998. Albert D. Friedberg, the Company’s chairman and beneficial owner of a majority of the Company’s outstanding common stock, controls FCMI, the Company's largest stockholder, and Friedberg Mercantile Group, the investment manager of the Friedberg Global-Macro Hedge Fund Ltd., which exercises voting and dispositive power over shares held directly by Friedberg Global-Macro Hedge Fund Ltd. Vaccinex (Rochester) L.L.C., which is majority owned and controlled by Dr. Maurice Zauderer, the Company’s President, Chief Executive Officer, and a member of its board of directors, and Benbow Estates, which is controlled by Jacob Frieberg, a member of the Company’s board of directors, purchased 1,801,801 and 90,090 shares of our common stock for aggregate purchase prices of $1,999,999 and $100,000, respectively, in the January 2022 Private Placement. In connection with the January 2022 Private Placement, on January 31, 2022, the Company entered into a registration rights agreement with the investors pursuant to which the Company filed a registration statement on Form S-3 (File No. 333-264236), declared effective on April 27, 2022, to register the resale of the shares acquired by the investors in the January 2022 Private Placement.

On March 30, 2023, the Company entered into the Stock Purchase Agreement, pursuant to which the Company issued and sold 4,975,608 shares of its common stock at a purchase price of $0.41 per share for aggregate gross proceeds of $2.04 million (the "March 2023 Private Placement”). Two of the investors in the March 2023 Private Placement were affiliated with directors or officers of the Company: FCMI, which is controlled by Albert D. Friedberg, the chairman of the Company’s board of directors, and Vaccinex (Rochester) L.L.C., which is majority owned and controlled by Dr. Maurice Zauderer, the Company’s President, Chief Executive Officer, and a member of its board of directors. On May 12, 2023, pursuant to the March 2023 Stock Purchase Agreement, the Company issued and sold to certain investors 7,908,516 shares of its common stock at a purchase price of $0.37 per share for aggregate gross proceeds of $2.96 million in the May 2023 Private Placement. FCMI purchased 6,711,552 shares of our common stock in the May 2023 Private Placement for a purchase price of $2.51 million.

Segment and Geographic Information - Additional Information (Details)	6 Months Ended	12 Months Ended
	Jun. 30, 2023 SegmentManager Segment BusinessActivity	Dec. 31, 2022 Segment
Segment Reporting Information [Line Items]
Number of business activity \| BusinessActivity	1
Number of segment managers held accountable for operations or operating results \| SegmentManager	0
United States
Segment Reporting Information [Line Items]
Number of reportable segments \| Segment	1	1

Company and Nature of Business - Additional Information (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Cash flow from operations	$ (10,547)	$ (10,329)
Accumulated deficit	$ 331,698		$ 319,676

Income Taxes - Additional Information (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Provision for income taxes	$ 0	$ 0	$ 0	$ 0
Unrecognized tax benefits that would impact effective tax rate	$ 0		$ 0		$ 0

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Common Stock Reserved For Issuance

6 Months Ended

Jun. 30, 2023

Equity [Abstract]

Common Stock Reserved For Issuance

Note 9. COMMON STOCK RESERVED FOR ISSUANCE

Common stock has been reserved for the following potential future issuance:


	As of June 30, 2023		As of December 31, 2022
Shares underlying outstanding stock options		3,090,646		1,784,093
Shares available for future stock option grants		73,878		382,816
Total shares of common stock reserved		3,164,524		2,166,909

Net Loss Per Share Attributable to Common Stockholders - Weighted-Average Common Stock Equivalents Excluded from Calculation of Diluted Net Loss Per Share as They Had Anti-Dilutive Effect (Details) - shares	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Employee Stock Options
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Weighted-average common stock equivalents excluded from calculation of diluted net loss per share	2,735,720	1,598,495	2,250,214	1,375,969

Leases - Additional Information (Details) - USD ($)	3 Months Ended		6 Months Ended		27 Months Ended
Leases - Additional Information (Details) - USD ($)	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Oct. 31, 2024
Lessee Lease Description [Line Items]
Lessee operating lease, incremental borrowing rate	7.00%		7.00%
Lessee, operating lease, discount rate, description			The leases do not provide an implicit rate so in determining the present value of lease payments, the Company its incremental borrowing rate for the applicable lease, which was 7.0%.
Future minimum operating leases payment in total	$ 240,771		$ 240,771
Imputed interest	11,532		11,532
Operating lease liability	229,239		229,239
Cash paid for amount included in measurement of lease liabilities			90,289
Lease expense incurred under operating lease	$ 45,144	$ 43,534	$ 90,289	$ 87,068
Forecast
Lessee Lease Description [Line Items]
Monthly rental payments					$ 15,048

Balance Sheet Components

6 Months Ended

Jun. 30, 2023

Balance Sheet Related Disclosures [Abstract]

Balance Sheet Components

Note 3. BALANCE SHEET COMPONENTS

Property and Equipment

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


	As of June 30, 2023			As of December 31, 2022
Leasehold improvements	$	3,259		$	3,259
Research equipment		3,542			3,515
Furniture and fixtures		350			350
Computer equipment		343			321
Property and equipment, gross		7,494			7,445
Less: accumulated depreciation and amortization		(7,317	)		(7,256	)
Property and equipment, net	$	177		$	189

Depreciation expense related to property and equipment was $30,000 and $61,000 for the three and six months ended June 30, 2023 and $54,000 and $95,000 for the three and six months ended June 30, 2022, respectively.

Accrued Expenses

Accrued expenses consist of the following (in thousands):


	As of June 30, 2023		As of December 31, 2022

Accrued clinical trial cost	$	1,109	$	335
Accrued payroll and related benefits		336		308
Accrued consulting and legal		86		127
Accrued other		2		11
Accrued expenses	$	1,533	$	781

Subsequent Events

6 Months Ended

Jun. 30, 2023

Subsequent Events [Abstract]

Subsequent Events

Note 15. SUBSEQUENT EVENTS

Subsequent to June 30, 2023 through August 9, 2023 the Company sold 348,795 shares of its common stock at a weighted average price of $0.37 through the Open Market Sale Agreement, for net proceeds of $125,706.

Commitments and Contingencies - Additional Information (Details) - USD ($)			6 Months Ended
	May 25, 2023	Oct. 10, 2022	Jun. 30, 2023	Mar. 31, 2023	Dec. 31, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021
Commitments And Contingencies [Line Items]
Nasdaq stock trading price description			In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company received a second 180-day compliance period, or until October 9, 2023, to regain compliance with the minimum bid price requirement. If our common stock maintains a closing bid price of at least $1.00 per share for a minimum of 10 consecutive business days during the 180-day compliance period, we will automatically regain compliance. In the event we do not regain compliance with the $1.00 bid price requirement by October 9, 2023,
Minimum bid price requirement		$ 1.00
Minimum bid price requirement threshold consecutive business days to regain compliance		180 days
Minimum consecutive business days for which closing bid price must be maintained at least 1.00 per share to regain compliance		10 days
Minimum stockholders' equity required for listing	$ 2,500,000
Market value of listed securities	35,000,000
Net income from continuing operations related to listing	$ 500,000
Stockholders' equity			$ (423,000)	$ 2,400,000	$ 5,193,000	$ 10,943,000	$ 16,188,000	$ 7,412,000

- Definition

Amount of stockholders' equity (deficit), net of receivables from officers, directors, owners, and affiliates of the entity, attributable to both the parent and noncontrolling interests. Amount excludes temporary equity. Alternate caption for the concept is permanent equity.

+ References

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+ Details

Segment and Geographical Information

6 Months Ended

Jun. 30, 2023

Segment Reporting [Abstract]

Segment and Geographic Information

Note 13. SEGMENT AND GEOGRAPHIC INFORMATION

The Company’s chief operating decision maker, its Chief Executive Officer, reviews its operating results on an aggregate basis for purposes of allocating resources and evaluating financial performance. The Company has one business activity, the discovery and development of targeted biotherapeutics to treat serious diseases and conditions

with unmet medical needs, and there are no segment managers who are held accountable for operations or operating results. Accordingly, the Company operates in one reportable segment. As of June 30, 2023 and December 31, 2022, all long-lived assets are located in the United States.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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+ Details

Stock-Based Compensation (Tables)

6 Months Ended

Jun. 30, 2023

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Summary of Stock Option Activity and Related Information

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


	Stock Options			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Life (Years)		Aggregate Intrinsic Value (in thousands)
Balance as of January 1, 2023		1,784,093		$	3.98		7.1	$	4
Granted		1,375,560			0.40
Exercised		-			-			$	-
Forfeited		(3,187	)		6.01
Expired		(65,820	)		14.90
Balance as of June 30, 2023		3,090,646		$	2.15		8.2	$	-
Exercisable as of June 30, 2023		1,448,331		$	3.77		6.7	$	-

Grant Date Fair Value of Employee Stock Options Estimated Using Black-Scholes Option-Pricing Model with Weighted-Average Assumptions

The grant date fair value of employee stock options was estimated using a Black-Scholes option-pricing model with the following weighted-average assumptions:


	Six Months Ended June 30,
	2023			2022
Expected term (in years)		6.0			6.0
Expected volatility		75	%		75	%
Risk-free interest rate		3.7	%		2.3	%
Expected dividend yield		-	%		-	%

Total Stock-Based Compensation Expense Recognized in Condensed Statements of Operations and Comprehensive Loss

Total stock-based compensation expense recognized in the condensed statements of operations and comprehensive loss is as follows (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Research and development	$	49	$	55	$	100	$	97
General and administrative		77		83		155		182
Total stock-based compensation expense	$	126	$	138	$	255	$	279

Condensed Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Treasury Stock	Accumulated Deficit
Balance at Dec. 31, 2021	$ 7,412	$ 3	$ 307,281	$ (11)	$ (299,861)
Balance, Shares at Dec. 31, 2021		30,801,962		852
Issuance of Common Shares	13,230	$ 1	13,229
Issuance of Common Shares, Shares		11,862,941
Stock-based compensation	141		141
Net loss	(4,595)				(4,595)
Balance at Mar. 31, 2022	16,188	$ 4	320,651	$ (11)	(304,456)
Balance, Shares at Mar. 31, 2022		42,664,903		852
Balance at Dec. 31, 2021	7,412	$ 3	307,281	$ (11)	(299,861)
Balance, Shares at Dec. 31, 2021		30,801,962		852
Net loss	(9,978)
Balance at Jun. 30, 2022	10,943	$ 4	320,789	$ (11)	(309,839)
Balance, Shares at Jun. 30, 2022		42,664,903		852
Balance at Mar. 31, 2022	16,188	$ 4	320,651	$ (11)	(304,456)
Balance, Shares at Mar. 31, 2022		42,664,903		852
Stock-based compensation	138		138
Net loss	(5,383)				(5,383)
Balance at Jun. 30, 2022	10,943	$ 4	320,789	$ (11)	(309,839)
Balance, Shares at Jun. 30, 2022		42,664,903		852
Balance at Dec. 31, 2022	5,193	$ 5	324,875	$ (11)	(319,676)
Balance, Shares at Dec. 31, 2022		49,881,613		852
Issuance of Common Shares	2,040		2,040
Issuance of Common Shares, Shares		4,975,608
Stock-based compensation	129		129
Net loss	(4,962)				(4,962)
Balance at Mar. 31, 2023	2,400	$ 5	327,044	$ (11)	(324,638)
Balance, Shares at Mar. 31, 2023		54,857,221		852
Balance at Dec. 31, 2022	5,193	$ 5	324,875	$ (11)	(319,676)
Balance, Shares at Dec. 31, 2022		49,881,613		852
Net loss	(12,022)
Balance at Jun. 30, 2023	(423)	$ 7	331,279	$ (11)	(331,698)
Balance, Shares at Jun. 30, 2023		65,669,245		852
Balance at Mar. 31, 2023	2,400	$ 5	327,044	$ (11)	(324,638)
Balance, Shares at Mar. 31, 2023		54,857,221		852
Issuance of Common Shares	4,111	$ 2	4,109
Issuance of Common Shares, Shares		10,812,024
Stock-based compensation	126		126
Net loss	(7,060)				(7,060)
Balance at Jun. 30, 2023	$ (423)	$ 7	$ 331,279	$ (11)	$ (331,698)
Balance, Shares at Jun. 30, 2023		65,669,245		852

- Definition

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

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Common Stock Reserved For Issuance (Tables)

6 Months Ended

Jun. 30, 2023

Equity [Abstract]

Common Stock Reserved for Potential Future Issuances

Common stock has been reserved for the following potential future issuance:


	As of June 30, 2023		As of December 31, 2022
Shares underlying outstanding stock options		3,090,646		1,784,093
Shares available for future stock option grants		73,878		382,816
Total shares of common stock reserved		3,164,524		2,166,909

Document And Entity Information - shares	6 Months Ended
Document And Entity Information - shares	Jun. 30, 2023	Aug. 08, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2
Entity Current Reporting Status	Yes
Trading Symbol	VCNX
Entity Registrant Name	Vaccinex, Inc.
Entity Central Index Key	0001205922
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Shell Company	false
Entity Ex Transition Period	false
Entity Common Stock, Shares Outstanding		65,941,086
Entity File Number	001-38624
Entity Tax Identification Number	16-1603202
Entity Address, Address Line One	1895 Mount Hope Avenue
Entity Address, City or Town	Rochester
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	14620
City Area Code	585
Local Phone Number	271-2700
Entity Interactive Data Current	Yes
Title of 12(b) Security	Common Stock, $0.0001 par value
Security Exchange Name	NASDAQ
Document Quarterly Report	true
Document Transition Report	false
Entity Incorporation, State or Country Code	DE

Condensed Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Jun. 30, 2023	Dec. 31, 2022
Statement Of Financial Position [Abstract]
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	65,669,245	49,881,613
Common stock, shares outstanding	65,668,393	49,880,761
Treasury stock, common shares	852	852

Fair Value Measurements of Financial Measurements - Additional Information (Details) - Fair Value Measurements Recurring - USD ($)	Jun. 30, 2023	Jun. 30, 2022
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Financial assets, level 1 to level 2 transfer, amount	$ 0	$ 0
Financial assets, level 2 to level 1 transfer, amount	$ 0	$ 0

Income Taxes

6 Months Ended

Jun. 30, 2023

Income Tax Disclosure [Abstract]

Income Taxes

Note 11. INCOME TAXES

No provision for income taxes was recorded in either of the three or six month periods ended June 30, 2023 and 2022. The Company remains in a cumulative loss position with a full valuation allowance recorded against its net deferred income tax assets as of June 30, 2023.

The Company evaluates tax positions for recognition using a more-likely-than-not recognition threshold, and those tax positions eligible for recognition are measured as the largest amount of tax benefit that is greater than 50% likely of being realized upon the effective settlement with a taxing authority that has full knowledge of all relevant information. As of June 30, 2023 and December 31, 2022, the Company had no unrecognized income tax benefits that would affect the Company’s effective tax rate if recognized.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

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+ Details