0001193125-26-093976 | 10-K | XBRL Viewer | Metagenomi Therapeutics INC

Significant Agreements	12 Months Ended
Dec. 31, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Significant Agreements	7. Significant Agreements Ionis collaboration and license agreement Terms of the agreement In November 2022, the Company entered into a Collaboration and License Agreement with Ionis Pharmaceuticals, Inc. (“Ionis”) (the “Ionis Agreement”) to research, develop and commercialize investigational medicines using our genome editing technologies, with the goal of discovering novel medicines. Pursuant to the terms of the Ionis Agreement, the Company granted Ionis and its affiliates a worldwide exclusive, royalty-bearing license, with the right to grant sublicenses, to use all licensed systems and licensed products in the field of in vivo genome editing for all therapeutic, prophylactic, palliative, and analgesic uses in humans. In connection with the Ionis Agreement, the Company also has the right to exercise an exclusive option to co-develop and co-commercialize certain products under a drug discovery program. A joint steering committee was established by both parties to coordinate, oversee and monitor the research and drug discovery activities under the Ionis Agreement. The parties will collaborate to discover therapeutic products under a drug discovery program and develop a drug discovery plan for each target, selected by Ionis. The target selection is divided into two waves: up to four targets in Wave 1 and up to four targets in Wave 2. For each drug discovery program, once the parties identify a development candidate that is suitable for further development, Ionis will be responsible for the development and commercialization of products resulting from such program. Per the terms of the Ionis Agreement, at any time prior to the designation of a development candidate for a drug discovery program and for any reason, Ionis may replace the collaboration target, provided such target has not previously been substituted out. Ionis may substitute (i) up to two Wave 1 targets and (ii) up to two Wave 2 targets. The drug discovery activities for a program commence on the selection of a target and expire upon the earlier of (a) completion of all drug discovery activities for such program, (b) the fifth anniversary of the effective date and (c) selection of a development candidate for such drug discovery program. If one or more Wave 2 targets become collaboration targets as a result of the parties achieving enabled delivery and less than two years are remaining in the drug discovery term, then the term will be extended to the earlier of (i) the time that the Company completes all of its activities under the applicable drug discovery plan and (ii) the seventh anniversary of the effective date, subject to the Company’s consent. The parties will also conduct an exploratory research program, and will jointly optimize gRNA and select delivery technologies and other activities. The exploratory research activities commence on the effective date and expire upon the earlier of (a) completion of all exploratory research activities established in the exploratory research plan, and (b) the fifth anniversary of the effective date. The Company has the exclusive option to co-develop and co-commercialize the licensed products under a drug discovery program (the “Co-Co Option”) with Ionis. The Co-Co Option may be exercised for (a) the initial Wave 1 target (“Target 1”), (b) no more than one of the other three discovery programs for the Wave 1 targets, and (c) no more than two drug discovery programs for the Wave 2 targets that become collaboration targets. If the Company exercises the Co-Co Option for a particular drug discovery program, that drug discovery program will automatically be deemed a “Co-Co Program,” all corresponding licensed products be deemed “Co-Co Products,” the Company will be obligated to pay Ionis an option exercise fee, and the parties will enter into a separate co-development and co-commercialization agreement. The Co-Co Option exercise fee will equal 50% of Ionis’ internal costs and out-of-pocket costs incurred in the conduct of the drug discovery activities prior to the exercise of the Co-Co Option and be reduced by 50% of the Company’s corresponding costs incurred. Future development and commercialization costs will be shared equally. The Company may elect to reduce its cost-share percentage anywhere between 50% and 25% on a go-forward basis, provided the Company will continue to bear 50% of the costs of any clinical trials ongoing at the time of the election through the completion of the clinical trials. The Company will manufacture all licensed systems and certain components of the applicable licensed products that are needed by Ionis for use in its development activities and all of the Company’s manufactured components needed by Ionis for use in its commercialization activities. The Company will provide the manufactured components at a price that represents the cost of goods plus 15%. As of December 31, 2025, the Company received a total of $2.4 million related to the manufactured components. Pursuant to the terms of the Ionis Agreement, the Company has also been granted an option to obtain a non-exclusive, royalty-bearing license, with the right to grant sublicenses, for certain Ionis’ background technology to use in up to eight therapeutic products discovered by the Company in the field of in vivo genome editing and directed to a Collaboration Target (each such product, a “Metagenomi Product” and each such option an “Ionis IP Option”), but subject to encumbrance checks with respect to particular targets. A Collaboration Target is a target that is selected by Ionis, and, with respect to the Company is not the subject of discussions with a third party, is not the subject of a contractual grant of rights to a third party nor the subject to an internal research and development program. If the Company exercises its Ionis IP Option, the Company will pay to Ionis up to several million dollars per Metagenomi Product upon achievement of certain clinical and regulatory milestones. The Company is also obligated to pay Ionis royalties in an amount equal to a low single-digit royalty on the net sales of the applicable Metagenomi Product on a product-by-product and country-by-country basis. In November 2022, the Company received an $80.0 million upfront payment from Ionis for the Wave 1 drug discovery research collaboration and selected Target 1. Ionis selected its second target (“Target 2”) in Wave 1 in December 2022, its third target (“Target 3”) in Wave 1 in November 2023, and its fourth target (“Target 4”) in Wave 1 in February 2024. Ionis has an option to select up to four Wave 2 targets at any time during the drug discovery term, if (a) an IND for any licensed product directed to a Wave 1 target is filed with the applicable regulatory authority or (b) the parties achieve enabled delivery for a non-liver target under the exploratory research activities, by providing written notice and by paying a Wave 2 target selection fee of $15.0 million or $30.0 million, depending on and per the selected target. Ionis is obligated to reimburse the Company for all internal costs and out-of-pocket costs incurred in the performance of the exploratory research activities, up to an aggregate of $10.0 million, which is payable in quarterly installments of $0.5 million during the exploratory research term. As of December 31, 2025, the Company received a total of $5.8 million related to the reimbursable expenses. The Company is also eligible to receive (a) up to $29.0 million in future development milestone payments for each licensed product; (b) up to $60.0 million in future regulatory milestone payments for each licensed product; (c) up to $250.0 million in sales-based milestones for each licensed product; and (d) royalties on annual net sales of licensed products from a mid-single-digit to low-teens percentage, subject to customary reductions. The term of the Ionis Agreement will continue (i) with respect to the drug discovery programs, until the expiration of all applicable royalty terms for a licensed product, (ii) with respect to the Co-Co Programs, until the parties cease all exploitation for the Co-Co Products that are the subject to such Co-Co Program, and with respect to the Metagenomi Products, until the expiration of the royalty term for a Metagenomi Product. The royalty term ends on the latest of the following two dates: (i) the expiration of (A) the last claim of any issued and unexpired patent, or (B) a claim within a patent application that has not been pending for more than seven years from the earliest date to which the claim or applicable patent application is entitled to claim priority and which claim has not been revoked, canceled, withdrawn, held invalid, or abandoned, or (ii) 12 years following the first commercial sale of a licensed product. The Ionis Agreement may be terminated during the term by either party for an uncured material breach or bankruptcy by the other party. Additionally, Ionis may terminate the Ionis Agreement for convenience and without penalty, in its entirety or on a licensed product-by-licensed product basis, by providing 90 days’ written notice. Accounting analysis and revenue recognition The Company concluded that the Ionis Agreement is in the scope of ASC 606 at the effective date and until the Company exercises its Co-Co Option for any drug discovery program, which was determined to not be probable at the effective date and as of December 31, 2025 and 2024. The Company also concluded that exclusive licenses and participation in a joint steering committee are not distinct from discovery research services and should thus be combined into one performance obligation (the “discovery program”). The Company also concluded that exploratory research services are a separate and distinct performance obligation (the “exploratory program”). The Ionis options for Wave 2 targets are optional purchases and do not have significant incremental discounts, as such, the options do not provide material rights. The Company allocated the initial total estimated transaction price of $90.0 million, which consisted of an $80.0 million upfront payment received in November 2022 and $10.0 million in reimbursements for research costs, into two performance obligations, which was determined based on their estimated standalone selling prices. The Company concluded that future development and commercial supply agreements are at market terms, as the terms were consistent with industry standards as of the effective date. The Company constrains future milestone payments under the arrangement to the extent that the inclusion of such variable consideration could result in a significant reversal of cumulative revenue in future periods. The Company constrained all development and regulatory milestone payments at the effective date and as of December 31, 2025 and 2024. The Company is recognizing revenue of $80.0 million related to the discovery program and $10.0 million related to exploratory program over the research terms using an estimated cost-based input method as a measure of progress for each obligation. In June 2024, the Company included previously constrained estimated manufacturing costs in the transaction price, resulting in a $3.4 million increase to variable consideration. The Company recognized collaboration revenue of $24.6 million and $30.4 million for the years ended December 31, 2025 and 2024, respectively, of which $21.2 million and $26.6 million, respectively, was included in deferred revenue as of December 31, 2024 and 2023. As of December 31, 2025 and 2024, deferred revenue related to the Ionis Agreement was $11.7 million and $32.8 million, respectively. As of December 31, 2025 and 2024, the accounts receivable balance was $0.3 million and $1.1 million, respectively. The value of the transaction price allocated to the remaining performance obligations was approximately $16.4 million as of December 31, 2025, which the Company expects to recognize as revenue over the next two years. Acuitas license agreement In September 2025 (the “Effective Date”), the Company entered into a Non-Exclusive License Agreement (the “Acuitas License Agreement”) with Acuitas Therapeutics, Inc. (“Acuitas”) pursuant to which Acuitas granted the Company a non-exclusive license to certain Acuitas lipid nanoparticle (“LNP”) technology, including LNP patents, formulation processes, and analytical characterization methods for manufacturing products that incorporate the Company's proprietary genome editing constructs formulated with Acuitas LNP technology, to research, develop, sell, and commercialize certain licensed products in connection with a single target. Simultaneous with the execution of the Acuitas License Agreement, the Company was obligated to pay a licensing fee of $3.0 million. As the licensed products have not reached technological feasibility and have no alternate use, the licensing fee was recorded as research and development expense. Further, the Company is also obligated to pay Acuitas (i) a license maintenance fee in the low seven figures, payable on the one year anniversary of the Effective Date and each twelve month anniversary thereafter until such time as the first patient is dosed in a Phase 1 study for a licensed product under the Acuitas License Agreement; (ii) milestone payments in the low to mid seven figures upon certain regulatory and commercialization milestones; and (iii) royalties in the low mid-single digit percentage of net sales. The Company assessed the milestone and royalty events involving the Acuitas License Agreement and determined that no accruals related to such events were required as of December 31, 2025. The Acuitas License Agreement will remain in effect on a licensed product-by-licensed product and country-by-country basis until there are no outstanding royalty payments owed to Acuitas. Further, the Acuitas License Agreement may be terminated by either party for material breach or upon a party’s insolvency or bankruptcy, and Acuitas may immediately terminate in specified situations. Upon 30 days written notice, the Company has the right to terminate the Acuitas License Agreement at its discretion. Affini-T development, option and license agreement Terms of the agreement The Company was previously party to the Affini-T Agreement, entered into in June 2022. On September 30, 2025 (the “Termination Date”), the Company delivered to Affini-T a notice to terminate the Affini-T Agreement by and between the Company and Affini-T (the “Termination”), effective immediately, due to Affini-T’s making of an assignment for the benefit of creditors. Under the Affini-T Agreement, the Company and Affini-T agreed to identify, develop, or optimize certain reagents using the Company’s proprietary technology for Affini-T to use such reagents to develop and commercialize gene edited T-cell receptor (“TCR”)-based therapeutic products exclusively in the field of treatment, prevention or diagnosis of any human cancer using products with any engineered primary TCR alpha/beta T cells and non-exclusively in the field of treatment, prevention or diagnosis of any human cancer using products with certain other engineered immune cells worldwide. As a result of the Termination, the Company regained (i) full control over all intellectual property rights it had licensed to Affini-T for developing TCR-based therapeutic products that were subject to the Affini-T Agreement; (ii) the right to freely operate in areas where it was previously restricted pursuant to the Affini-T Agreement; and (iii) full control over the manufacture and supply of its proprietary reagents. Pursuant to the Affini-T Agreement, the Company granted Affini-T options to receive, on a pre-specified target-by-pre-specified target basis, for up to six pre-specified targets, either (i) an exclusive, royalty-bearing, sublicensable worldwide license under all of the Company’s applicable intellectual property to research, develop, manufacture, use, commercialize and otherwise exploit any TCR-based therapy, preventative treatment, or diagnostic for humans that is directed to such pre-specified target, contains or comprises Primary TCR alpha/beta T Cells and is derived from ex vivo application of a Company reagent (the “Exclusive Option”) or (ii) a non-exclusive, royalty-bearing, sublicensable worldwide license under all of the Company’s applicable intellectual property to research, develop, manufacture, use, commercialize and otherwise exploit any TCR-based therapy, preventative treatment, or diagnostic for humans that is directed to such pre-specified target, contains or comprises TCR natural killer (“NK”) cells derived from iPSC immune cells or TCR T cells derived from donor-derived or iPSC immune cells. Affini-T could exercise its options for either an exclusive license or a non-exclusive license, or both, for each pre-specified target by providing written notice prior to the earlier of (x) the end of the Affini-T Agreement term or (y) 90 days following the filing of an IND for a licensed product directed to a pre-specified target, subject to the payment of certain fees per each option exercised. The initial term of the Affini-T Agreement was five years from the effective date. After the option exercise, Affini-T agreed to use commercially reasonable efforts to conduct all development and commercialization activities for a licensed product, and development and commercialization of all licensed products would be at Affini-T’s sole cost and expense. On April 14, 2025, Affini-T exercised an option to a non-exclusive license for one of its pre-specified targets triggering an exercise payment to the Company of $0.3 million. In connection with the Affini-T Agreement, the Company received upfront equity consideration of 719,920 shares of Affini-T’s common stock with an estimated fair value of $1.3 million in June 2022. Upon achievement of a regulatory milestone in July 2024 related to the submission of drug master files to the FDA in support of an IND for Affini-T’s T-cell receptor-based therapy, the Company received additional equity consideration of 933,650 shares of Affini-T common stock with an estimated fair value of $1.6 million in July 2024. The fair value of Affini-T’s shares of common stock was estimated by management, considering the most recent third-party valuation at the time of each grant. Affini-T has also agreed to reimburse the Company for expenses incurred while performing research activities under the research plans. As of December 31, 2025, the Company has received a total of $7.8 million from Affini-T related to reimbursable expenses. Accounting analysis and revenue recognition The Company concluded that the Affini-T Agreement was in the scope of ASC 606 and that there was one performance obligation to perform research activities under the Affini-T Agreement. Exclusive and non-exclusive licenses were optional contingent purchases that did not include significant incremental discounts, and therefore did not provide a material right. At the effective date, the transaction price consisted of the upfront equity consideration with an estimated fair value of $1.3 million and estimated research reimbursement costs. Research reimbursement costs represent variable consideration, and the Company’s management estimated what portion to include in total consideration at the end of each reporting period. Other payments under the Affini-T Agreement, including additional equity consideration and development and regulatory milestones, also represented variable consideration, and were constrained at the effective date to the extent that the inclusion of such variable consideration could result in a significant reversal of cumulative revenue in future periods. In June 2023, the joint steering committee approved the budget for estimated research reimbursement costs for the Affini-T Agreement, which resulted in a $2.4 million reduction to variable consideration. In July 2024, the Company included previously constrained additional equity consideration related to the regulatory milestone with an estimated fair value of $1.6 million in the transaction price, resulting in an increase to variable consideration. As of December 31, 2024, future development and regulatory milestone payments were excluded from the estimated total transaction price as they were considered constrained. The transaction price was reevaluated in each reporting period and as changes in circumstances occurred. The Company recognized revenue each reporting period based on the measure of progress using an estimated cost-based input method. Due to the Termination, the Company recognized all remaining deferred revenue as revenue during the year ended December 31, 2025. The Company recognized collaboration revenue of $0.6 million and $3.1 million in the statements of operations and comprehensive loss for the years ended December 31, 2025 and 2024, respectively. As of December 31, 2025, the accounts receivable balance, net of allowance for doubtful accounts, was zero. The accounts receivable balance of $0.3 million related to an option exercise payment, was fully reserved. As of December 31, 2024, the accounts receivable balance was $0.2 million related to services performed. There was no contract asset related to services performed as of December 31, 2025 and 2024. As of December 31, 2025 and 2024, deferred revenue related to the Affini-T Agreement was zero and $0.2 million, respectively. As of December 31, 2025, there were no remaining unsatisfied performance obligations. Moderna strategic collaboration and license agreement The Company was previously party to a Strategic Collaboration and License Agreement with ModernaTX, Inc. (“Moderna”) (the “Moderna Agreement”), entered into in October 2021. Pursuant to the terms of the Moderna Agreement, the Company and Moderna collaborated on the research and development of in vivo genome editing therapies directed at certain targets and the commercialization of such genome editing therapies. On April 26, 2024, the Company and Moderna mutually terminated the Moderna Agreement (the “Termination”). The Moderna Agreement was terminated pursuant to a Mutual Termination Agreement (the “Termination Agreement”), dated as of April 26, 2024, by and between the Company and Moderna. As a result of the Termination, the Company regained full development and commercialization rights to its wholly-owned base editing and RNA-mediated integration systems that were subject to the Moderna Agreement. The Company recognized collaboration revenue $18.7 million in the statements of operations and comprehensive loss for the year ended December 31, 2024, which was included in deferred revenue as of December 31, 2023. As of December 31, 2025, there were no remaining unsatisfied performance obligations. As of December 31, 2025 and 2024, the accounts receivable, deferred revenue and collaboration advance balances were zero.

Significant Agreements

12 Months Ended

Dec. 31, 2025

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Ionis collaboration and license agreement

Terms of the agreement

In November 2022, the Company entered into a Collaboration and License Agreement with Ionis Pharmaceuticals, Inc. (“Ionis”) (the “Ionis Agreement”) to research, develop and commercialize investigational medicines using our genome editing technologies, with the goal of discovering novel medicines. Pursuant to the terms of the Ionis Agreement, the Company granted Ionis and its affiliates a worldwide exclusive, royalty-bearing license, with the right to grant sublicenses, to use all licensed systems and licensed products in the field of in vivo genome editing for all therapeutic, prophylactic, palliative, and analgesic uses in humans. In connection with the Ionis Agreement, the Company also has the right to exercise an exclusive option to co-develop and co-commercialize certain products under a drug discovery program. A joint steering committee was established by both parties to coordinate, oversee and monitor the research and drug discovery activities under the Ionis Agreement.

The parties will collaborate to discover therapeutic products under a drug discovery program and develop a drug discovery plan for each target, selected by Ionis. The target selection is divided into two waves: up to four targets in Wave 1 and up to four targets in Wave 2. For each drug discovery program, once the parties identify a development candidate that is suitable for further development, Ionis will be responsible for the development and commercialization of products resulting from such program. Per the terms of the Ionis Agreement, at any time prior to the designation of a development candidate for a drug discovery program and for any reason, Ionis may replace the collaboration target, provided such target has not previously been substituted out. Ionis may substitute (i) up to two Wave 1 targets and (ii) up to two Wave 2 targets.

The drug discovery activities for a program commence on the selection of a target and expire upon the earlier of (a) completion of all drug discovery activities for such program, (b) the fifth anniversary of the effective date and (c) selection of a development candidate for such drug discovery program. If one or more Wave 2 targets become collaboration targets as a result of the parties achieving enabled delivery and less than two years are remaining in the drug discovery term, then the term will be extended to the earlier of (i) the time that the Company completes all of its activities under the applicable drug discovery plan and (ii) the seventh anniversary of the effective date, subject to the Company’s consent.

The parties will also conduct an exploratory research program, and will jointly optimize gRNA and select delivery technologies and other activities. The exploratory research activities commence on the effective date and expire upon the earlier of (a) completion of all exploratory research activities established in the exploratory research plan, and (b) the fifth anniversary of the effective date.

The Company has the exclusive option to co-develop and co-commercialize the licensed products under a drug discovery program (the “Co-Co Option”) with Ionis. The Co-Co Option may be exercised for (a) the initial Wave 1 target (“Target 1”), (b) no more than one of the other three discovery programs for the Wave 1 targets, and (c) no more than two drug discovery programs for the Wave 2 targets that become collaboration targets. If the Company exercises the Co-Co Option for a particular drug discovery program, that drug discovery program will automatically be deemed a “Co-Co Program,” all corresponding licensed products be deemed “Co-Co Products,” the Company will be obligated to pay Ionis an option exercise fee, and the parties will enter into a separate co-development and co-commercialization agreement. The Co-Co Option exercise fee will equal 50% of Ionis’ internal costs and out-of-pocket costs incurred in the conduct of the drug discovery activities prior to the exercise of the Co-Co Option and be reduced by 50% of the Company’s corresponding costs incurred. Future development and commercialization costs will be shared equally. The Company may elect to reduce its cost-share percentage anywhere between 50% and 25% on a go-forward basis, provided the Company will continue to bear 50% of the costs of any clinical trials ongoing at the time of the election through the completion of the clinical trials.

The Company will manufacture all licensed systems and certain components of the applicable licensed products that are needed by Ionis for use in its development activities and all of the Company’s manufactured components needed by Ionis for use in its commercialization activities. The Company will provide the manufactured components at a price that represents the cost of goods plus 15%. As of December 31, 2025, the Company received a total of $2.4 million related to the manufactured components.

Pursuant to the terms of the Ionis Agreement, the Company has also been granted an option to obtain a non-exclusive, royalty-bearing license, with the right to grant sublicenses, for certain Ionis’ background technology to use in up to eight therapeutic products discovered by the Company in the field of in vivo genome editing and directed to a Collaboration Target (each such product, a “Metagenomi Product” and each such option an “Ionis IP Option”), but subject to encumbrance checks with respect to particular targets. A Collaboration Target is a target that is selected by Ionis, and, with respect to the Company is not the subject of discussions with a third party, is not the subject of a contractual grant of rights to a third party nor the subject to an internal research and development program. If the Company exercises its Ionis IP Option, the Company will pay to Ionis up to several million dollars per Metagenomi Product upon achievement of certain clinical and regulatory milestones. The Company is also obligated to pay Ionis royalties in an amount equal to a low single-digit royalty on the net sales of the applicable Metagenomi Product on a product-by-product and country-by-country basis.

In November 2022, the Company received an $80.0 million upfront payment from Ionis for the Wave 1 drug discovery research collaboration and selected Target 1. Ionis selected its second target (“Target 2”) in Wave 1 in December 2022, its third target (“Target 3”) in Wave 1 in November 2023, and its fourth target (“Target 4”) in Wave 1 in February 2024. Ionis has an option to select up to four Wave 2 targets at any time during the drug discovery term, if (a) an IND for any licensed product directed to a Wave 1 target is filed with the applicable regulatory authority or (b) the parties achieve enabled delivery for a non-liver target under the exploratory research activities, by providing written notice and by paying a Wave 2 target selection fee of $15.0 million or $30.0 million, depending on and per the selected target.

Ionis is obligated to reimburse the Company for all internal costs and out-of-pocket costs incurred in the performance of the exploratory research activities, up to an aggregate of $10.0 million, which is payable in quarterly installments of $0.5 million during the exploratory research term. As of December 31, 2025, the Company received a total of $5.8 million related to the reimbursable expenses. The Company is also eligible to receive (a) up to $29.0 million in future development milestone payments for each licensed product; (b) up to $60.0 million in future regulatory milestone payments for each licensed product; (c) up to $250.0 million in sales-based milestones for each licensed product; and (d) royalties on annual net sales of licensed products from a mid-single-digit to low-teens percentage, subject to customary reductions.

The term of the Ionis Agreement will continue (i) with respect to the drug discovery programs, until the expiration of all applicable royalty terms for a licensed product, (ii) with respect to the Co-Co Programs, until the parties cease all exploitation for the Co-Co Products that are the subject to such Co-Co Program, and with respect to the Metagenomi Products, until the expiration of the royalty term for a Metagenomi Product. The royalty term ends on the latest of the following two dates: (i) the expiration of (A) the last claim of any issued and unexpired patent, or (B) a claim within a patent application that has not been pending for more than seven years from the earliest date to which the claim or applicable patent application is entitled to claim priority and which claim has not been revoked, canceled, withdrawn, held invalid, or abandoned, or (ii) 12 years following the first commercial sale of a licensed product.

The Ionis Agreement may be terminated during the term by either party for an uncured material breach or bankruptcy by the other party. Additionally, Ionis may terminate the Ionis Agreement for convenience and without penalty, in its entirety or on a licensed product-by-licensed product basis, by providing 90 days’ written notice.

Accounting analysis and revenue recognition

The Company concluded that the Ionis Agreement is in the scope of ASC 606 at the effective date and until the Company exercises its Co-Co Option for any drug discovery program, which was determined to not be probable at the effective date and as of December 31, 2025 and 2024. The Company also concluded that exclusive licenses and participation in a joint steering committee are not distinct from discovery research services and should thus be combined into one performance obligation (the “discovery program”). The Company also concluded that exploratory research services are a separate and distinct performance obligation (the “exploratory program”). The Ionis options for Wave 2 targets are optional purchases and do not have significant incremental discounts, as such, the options do not provide material rights.

The Company allocated the initial total estimated transaction price of $90.0 million, which consisted of an $80.0 million upfront payment received in November 2022 and $10.0 million in reimbursements for research costs, into two performance obligations, which was determined based on their estimated standalone selling prices. The Company concluded that future development and commercial supply agreements are at market terms, as the terms were consistent with industry standards as of the effective date. The Company constrains future milestone payments under the arrangement to the extent that the inclusion of such variable consideration could result in a significant reversal of cumulative revenue in future periods. The Company constrained all development and regulatory milestone payments at the effective date and as of December 31, 2025 and 2024. The Company is recognizing revenue of $80.0 million related to the discovery program and $10.0 million related to exploratory program over the research terms using an estimated cost-based input method as a measure of progress for each obligation.

In June 2024, the Company included previously constrained estimated manufacturing costs in the transaction price, resulting in a $3.4 million increase to variable consideration. The Company recognized collaboration revenue of $24.6 million and $30.4 million for the years ended December 31, 2025 and 2024, respectively, of which $21.2 million and $26.6 million, respectively, was included in deferred revenue as of December 31, 2024 and 2023. As of December 31, 2025 and 2024, deferred revenue related to the Ionis Agreement was $11.7 million and $32.8 million, respectively. As of December 31, 2025 and 2024, the accounts receivable balance was $0.3 million and $1.1 million, respectively. The value of the transaction price allocated to the remaining performance obligations was approximately $16.4 million as of December 31, 2025, which the Company expects to recognize as revenue over the next two years.

Acuitas license agreement

In September 2025 (the “Effective Date”), the Company entered into a Non-Exclusive License Agreement (the “Acuitas License Agreement”) with Acuitas Therapeutics, Inc. (“Acuitas”) pursuant to which Acuitas granted the Company a non-exclusive license to certain Acuitas lipid nanoparticle (“LNP”) technology, including LNP patents, formulation processes, and analytical characterization methods for manufacturing products that incorporate the Company's proprietary genome editing constructs formulated with Acuitas LNP technology, to research, develop, sell, and commercialize certain licensed products in connection with a single target.

Simultaneous with the execution of the Acuitas License Agreement, the Company was obligated to pay a licensing fee of $3.0 million. As the licensed products have not reached technological feasibility and have no alternate use, the licensing fee was recorded as research and development expense. Further, the Company is also obligated to pay Acuitas (i) a license maintenance fee in the low seven figures, payable on the one year anniversary of the Effective Date and each twelve month anniversary thereafter until such time as the first patient is dosed in a Phase 1 study for a licensed product under the Acuitas License Agreement; (ii) milestone payments in the low to mid seven figures upon certain regulatory and commercialization milestones; and (iii) royalties in the low mid-single digit percentage of net sales. The Company assessed the milestone and royalty events involving the Acuitas License Agreement and determined that no accruals related to such events were required as of December 31, 2025.

The Acuitas License Agreement will remain in effect on a licensed product-by-licensed product and country-by-country basis until there are no outstanding royalty payments owed to Acuitas. Further, the Acuitas License Agreement may be terminated by either party for material breach or upon a party’s insolvency or bankruptcy, and Acuitas may immediately terminate in specified situations. Upon 30 days written notice, the Company has the right to terminate the Acuitas License Agreement at its discretion.

Affini-T development, option and license agreement

Terms of the agreement

The Company was previously party to the Affini-T Agreement, entered into in June 2022. On September 30, 2025 (the “Termination Date”), the Company delivered to Affini-T a notice to terminate the Affini-T Agreement by and between the Company and Affini-T (the “Termination”), effective immediately, due to Affini-T’s making of an assignment for the benefit of creditors.

Under the Affini-T Agreement, the Company and Affini-T agreed to identify, develop, or optimize certain reagents using the Company’s proprietary technology for Affini-T to use such reagents to develop and commercialize gene edited T-cell receptor (“TCR”)-based therapeutic products exclusively in the field of treatment, prevention or diagnosis of any human cancer using products with any engineered primary TCR alpha/beta T cells and non-exclusively in the field of treatment, prevention or diagnosis of any human cancer using products with certain other engineered immune cells worldwide. As a result of the Termination, the Company regained (i) full control over all intellectual property rights it had licensed to Affini-T for developing TCR-based therapeutic products that were subject to the Affini-T Agreement; (ii) the right to freely operate in areas where it was previously restricted pursuant to the Affini-T Agreement; and (iii) full control over the manufacture and supply of its proprietary reagents.

Pursuant to the Affini-T Agreement, the Company granted Affini-T options to receive, on a pre-specified target-by-pre-specified target basis, for up to six pre-specified targets, either (i) an exclusive, royalty-bearing, sublicensable worldwide license under all of the Company’s applicable intellectual property to research, develop, manufacture, use, commercialize and otherwise exploit any TCR-based therapy, preventative treatment, or diagnostic for humans that is directed to such pre-specified target, contains or comprises Primary TCR alpha/beta T Cells and is derived from ex vivo application of a Company reagent (the “Exclusive Option”) or (ii) a non-exclusive, royalty-bearing, sublicensable worldwide license under all of the Company’s applicable intellectual property to research, develop, manufacture, use, commercialize and otherwise exploit any TCR-based therapy, preventative treatment, or diagnostic for humans that is directed to such pre-specified target, contains or comprises TCR natural killer (“NK”) cells derived from iPSC immune cells or TCR T cells derived from donor-derived or iPSC immune cells. Affini-T could exercise its options for either an exclusive license or a non-exclusive license, or both, for each pre-specified target by providing written notice prior to the earlier of (x) the end of the Affini-T Agreement term or (y) 90 days following the filing of an IND for a licensed product directed to a pre-specified target, subject to the payment of certain fees per each option exercised. The initial term of the Affini-T Agreement was five years from the effective date. After the option exercise, Affini-T agreed to use commercially reasonable efforts to conduct all development and commercialization activities for a licensed product, and development and commercialization of all licensed products would be at Affini-T’s sole cost and expense. On April 14, 2025, Affini-T exercised an option to a non-exclusive license for one of its pre-specified targets triggering an exercise payment to the Company of $0.3 million.

In connection with the Affini-T Agreement, the Company received upfront equity consideration of 719,920 shares of Affini-T’s common stock with an estimated fair value of $1.3 million in June 2022. Upon achievement of a regulatory milestone in July 2024 related to the submission of drug master files to the FDA in support of an IND for Affini-T’s T-cell receptor-based therapy, the Company received additional equity consideration of 933,650 shares of Affini-T common stock with an estimated fair value of $1.6 million in July 2024. The fair value of Affini-T’s shares of common stock was estimated by management, considering the most recent third-party valuation at the time of each grant. Affini-T has also agreed to reimburse the Company for expenses incurred while performing research activities under the research plans. As of December 31, 2025, the Company has received a total of $7.8 million from Affini-T related to reimbursable expenses.

Accounting analysis and revenue recognition

The Company concluded that the Affini-T Agreement was in the scope of ASC 606 and that there was one performance obligation to perform research activities under the Affini-T Agreement. Exclusive and non-exclusive licenses were optional contingent purchases that did not include significant incremental discounts, and therefore did not provide a material right.

At the effective date, the transaction price consisted of the upfront equity consideration with an estimated fair value of $1.3 million and estimated research reimbursement costs. Research reimbursement costs represent variable consideration, and the Company’s management estimated what portion to include in total consideration at the end of each reporting period. Other payments under the Affini-T Agreement, including additional equity consideration and development and regulatory milestones, also represented variable consideration, and were constrained at the effective date to the extent that the inclusion of such variable consideration could result in a significant reversal of cumulative revenue in future periods. In June 2023, the joint steering committee approved the budget for estimated research reimbursement costs for the Affini-T Agreement, which resulted in a $2.4 million reduction to variable consideration. In July 2024, the Company included previously constrained additional equity consideration related to the regulatory milestone with an estimated fair value of $1.6 million in the transaction price, resulting in an increase to variable consideration. As of December 31, 2024, future development and regulatory milestone payments were excluded from the estimated total transaction price as they were considered constrained. The transaction price was reevaluated in each reporting period and as changes in circumstances occurred. The Company recognized revenue each reporting period based on the measure of progress using an estimated cost-based input method.

Due to the Termination, the Company recognized all remaining deferred revenue as revenue during the year ended December 31, 2025. The Company recognized collaboration revenue of $0.6 million and $3.1 million in the statements of operations and comprehensive loss for the years ended December 31, 2025 and 2024, respectively. As of December 31, 2025, the accounts receivable balance, net of allowance for doubtful accounts, was zero. The accounts receivable balance of $0.3 million related to an option exercise payment, was fully reserved. As of December 31, 2024, the accounts receivable balance was $0.2 million related to services performed. There was no contract asset related to services performed as of December 31, 2025 and 2024.

As of December 31, 2025 and 2024, deferred revenue related to the Affini-T Agreement was zero and $0.2 million, respectively. As of December 31, 2025, there were no remaining unsatisfied performance obligations.

Moderna strategic collaboration and license agreement

The Company was previously party to a Strategic Collaboration and License Agreement with ModernaTX, Inc. (“Moderna”) (the “Moderna Agreement”), entered into in October 2021. Pursuant to the terms of the Moderna Agreement, the Company and Moderna collaborated on the research and development of in vivo genome editing therapies directed at certain targets and the commercialization of such genome editing therapies. On April 26, 2024, the Company and Moderna mutually terminated the Moderna Agreement (the “Termination”). The Moderna Agreement was terminated pursuant to a Mutual Termination Agreement (the “Termination Agreement”), dated as of April 26, 2024, by and between the Company and Moderna. As a result of the Termination, the Company regained full development and commercialization rights to its wholly-owned base editing and RNA-mediated integration systems that were subject to the Moderna Agreement.

The Company recognized collaboration revenue $18.7 million in the statements of operations and comprehensive loss for the year ended December 31, 2024, which was included in deferred revenue as of December 31, 2023. As of December 31, 2025, there were no remaining unsatisfied performance obligations. As of December 31, 2025 and 2024, the accounts receivable, deferred revenue and collaboration advance balances were zero.

Stock-Based Compensation - Summary of Unvested Common Stock Activity (Details)	12 Months Ended
	Dec. 31, 2025 $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Shares, Outstanding, Beginning balance \| shares	456,435
Number of Shares, Vested \| shares	(308,058)
Number of Shares, Forfeited \| shares	(87,250)
Number of Shares, Outstanding, Ending balance \| shares	61,127
Weighted- Average Grant Date Fair Value, Outstanding, Beginning balance \| $ / shares	$ 24.54
Weighted- Average Grant Date Fair Value, Vested \| $ / shares	17.74
Weighted- Average Grant Date Fair Value, Forfeited \| $ / shares	26.58
Weighted- Average Grant Date Fair Value, Outstanding, Ending balance \| $ / shares	$ 55.85
Restricted Stock Unit Activity
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Shares, Outstanding, Beginning balance \| shares	465,857
Number of Shares, Granted \| shares	2,244,527
Number of Shares, Vested \| shares	(151,193)
Number of Shares, Forfeited \| shares	(241,876)
Number of Shares, Outstanding, Ending balance \| shares	2,317,315
Weighted- Average Grant Date Fair Value, Outstanding, Beginning balance \| $ / shares	$ 9.3
Weighted- Average Grant Date Fair Value, Granted \| $ / shares	1.56
Weighted- Average Grant Date Fair Value, Vested \| $ / shares	9.49
Weighted- Average Grant Date Fair Value, Forfeited \| $ / shares	4.56
Weighted- Average Grant Date Fair Value, Outstanding, Ending balance \| $ / shares	$ 2.29

Stock-Based Compensation - Summary of Common Restricted Stock Unit Activity (Details)	12 Months Ended
	Dec. 31, 2025 $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Shares, Outstanding, Beginning balance \| shares	456,435
Number of Shares, Vested \| shares	(308,058)
Number of Shares, Forfeited \| shares	(87,250)
Number of Shares, Outstanding, Ending balance \| shares	61,127
Weighted- Average Grant Date Fair Value, Outstanding, Beginning balance \| $ / shares	$ 24.54
Weighted- Average Grant Date Fair Value, Vested \| $ / shares	17.74
Weighted- Average Grant Date Fair Value, Forfeited \| $ / shares	26.58
Weighted- Average Grant Date Fair Value, Outstanding, Ending balance \| $ / shares	$ 55.85
Restricted Stock Units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Shares, Outstanding, Beginning balance \| shares	465,857
Number of Shares, Granted \| shares	2,244,527
Number of Shares, Vested \| shares	(151,193)
Number of Shares, Forfeited \| shares	(241,876)
Number of Shares, Outstanding, Ending balance \| shares	2,317,315
Weighted- Average Grant Date Fair Value, Outstanding, Beginning balance \| $ / shares	$ 9.3
Weighted- Average Grant Date Fair Value, Granted \| $ / shares	1.56
Weighted- Average Grant Date Fair Value, Vested \| $ / shares	9.49
Weighted- Average Grant Date Fair Value, Forfeited \| $ / shares	4.56
Weighted- Average Grant Date Fair Value, Outstanding, Ending balance \| $ / shares	$ 2.29

Fair Value Measurements - Summary of Changes in Fair Value of Company's Level 3 Financial Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Fair Value Disclosures [Abstract]
Beginning balance	$ 1,292	$ 8,521
Fair value of investment received as collaboration consideration		1,632
Fair value of investment purchased in preferred stock purchase agreement		324
Change in fair value included in other income (expense)	$ (1,292)	(9,185)
Ending balance		$ 1,292

Segment Information

12 Months Ended

Dec. 31, 2025

Segment Reporting [Abstract]

Segment Information

12.

Segment Information

The Company operates and manages its business as one operating and reportable segment, which is the business of developing curative therapeutics for patients using the Company’s proprietary, comprehensive metagenomics-derived genome editing toolbox. All of the Company’s long-lived assets are located in the U.S. All revenue presented relate to contracts with customers located in the U.S. The chief executive officer, who is the chief operating decision maker (CODM), reviews financial information on a basis for purposes of evaluating financial performance, making operating decisions, allocating resources and planning and forecasting for future periods. The CODM assesses performance and decides how to allocate resources based on net loss. This measure is used to monitor budget versus actual results to evaluate the performance of the segment.

The following table presents the results of operations that are provided to the Company’s CODM for the periods presented (in thousands).


	Years Ended December 31,
	2025			2024
Collaboration revenue:
Ionis	$	24,621		$	30,439
Moderna		—			18,742
Affini-T		564			3,114
Other		25			—
Total collaboration revenue		25,210			52,295
Operating expenses:
Employee-related expenses		40,014			47,566
Stock-based compensation expense		11,853			16,204
Research and development supplies and services		30,067			33,237
Facilities and overhead costs		28,982			31,572
Professional services and consulting		10,307			12,617
Total operating expenses		121,223			141,196
Loss from operations		(96,013	)		(88,901	)
Other income (expense):
Interest and other income, net		9,379			14,515
Change in fair value of long-term investments		(1,292	)		(9,185	)
Benefit from income taxes		58			5,513
Net loss	$	(87,868	)	$	(78,058	)

- 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

Net Loss Per Share - Schedule of Basic and Diluted Net Loss Per Share Attributable To Common Stockholders (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Numerator:
Net loss attributable to common stockholders	$ (87,868)	$ (78,058)
Denominator
Weighted-average common shares outstanding	37,480,294	33,563,281
Less: Weighted-average unvested shares of common stock	(229,244)	(535,392)
Weighted-average common shares outstanding - basic	37,251,050	33,027,889
Weighted-average common shares outstanding - diluted	37,251,050	33,027,889
Net loss per share attributable to common stockholders - basic	$ (2.36)	$ (2.36)
Net loss per share attributable to common stockholders - diluted	$ (2.36)	$ (2.36)

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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+ Details

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References

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- Definition

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.

+ References

+ Details

Common Stock	12 Months Ended
Common Stock	Dec. 31, 2025
Equity [Abstract]
Common Stock	10. Common Stock The amended and restated certificate of incorporation, as amended, authorizes the Company to issue 500,000,000 shares of common stock. Each share of common stock is entitled to cast one vote. The holders of common stock are also entitled to receive distributions whenever funds are legally available and when declared by the Company’s Board of Directors. No distributions have been declared from inception to date.

- Definition

The entire disclosure for equity.

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+ Details

Balance Sheets Components Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Depreciation	$ 5,317	$ 5,407

Summary of Significant Accounting Policies - Schedule of estimated useful lives of property, plant and equipment (Details)	Dec. 31, 2025
Property, Plant and Equipment [Line Items]
Property, Plant, and Equipment, Useful Life, Term, Description [Extensible Enumeration]	Leasehold improvements
Laboratory equipment
Property, Plant and Equipment [Line Items]
Useful Life	5 years
Computer equipment and software \| Maximum
Property, Plant and Equipment [Line Items]
Useful Life	5 years
Computer equipment and software \| Minimum
Property, Plant and Equipment [Line Items]
Useful Life	3 years
Furniture and fixtures \| Maximum
Property, Plant and Equipment [Line Items]
Useful Life	5 years
Furniture and fixtures \| Minimum
Property, Plant and Equipment [Line Items]
Useful Life	3 years

Segment Information - Summary of Results of Operations Provided to Company's CODM (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Revenues [Abstract]
Total collaboration revenue	$ 25,210	$ 52,295
Operating expenses:
Stock-based compensation expense	11,853	16,204
Research and development supplies and services	94,433	109,179
Total operating expenses	121,223	141,196
Loss from operations	(96,013)	(88,901)
Other income (expense):
Change in fair value of long-term investments	1,292	9,185
Benefit from income taxes	(58)	(5,513)
Net loss	(87,868)	(78,058)
Operating Segments
Revenues [Abstract]
Total collaboration revenue	25,210	52,295
Operating expenses:
Employee-related expenses	40,014	47,566
Stock-based compensation expense	11,853	16,204
Research and development supplies and services	30,067	33,237
Facilities and overhead costs	28,982	31,572
Professional services and consulting	10,307	12,617
Total operating expenses	121,223	141,196
Loss from operations	(96,013)	(88,901)
Other income (expense):
Interest and other income, net	9,379	14,515
Change in fair value of long-term investments	(1,292)	(9,185)
Benefit from income taxes	58	5,513
Net loss	(87,868)	(78,058)
Operating Segments \| Ionis
Revenues [Abstract]
Total collaboration revenue	24,621	30,439
Operating Segments \| Moderna
Revenues [Abstract]
Total collaboration revenue		18,742
Operating Segments \| Affini-T
Revenues [Abstract]
Total collaboration revenue	564	$ 3,114
Operating Segments \| Other
Revenues [Abstract]
Total collaboration revenue	$ 25

Commitments and Contingencies - Schedule of supplemental information related to the Company's operating leases (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Lease, Cost [Abstract]
Cash paid for amounts included in the measurement of lease liabilities	$ 10,404	$ 8,627
Weighted average remaining lease term (in years)	5 years 2 months 12 days	6 years 1 month 6 days
Weighted-average discount rate	11.30%	11.30%

Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Accumulated Other Comprehensive Income (Loss)	Accumulated Deficit	Redeemable Convertible Preferred Units Preferred Stock
Beginning balance, (in shares) at Dec. 31, 2023						41,813,375
Beginning balance at Dec. 31, 2023						$ 350,758
Beginning balance, (in shares) at Dec. 31, 2023		3,404,585
Beginning balance at Dec. 31, 2023	$ (135,584)		$ 9,457	$ (97)	$ (144,944)
Issuance of common stock and restricted common stock in exchange for profits interests upon Reorganization	1	$ 1
Issuance of common stock and restricted common stock in exchange for profits interests upon Reorganization (in shares)		3,884,740
Conversion of redeemable convertible preferred stock to common stock upon initial public offering (shares)						(41,813,375)
Conversion of redeemable convertible preferred stock to common stock upon initial public offering						$ (350,758)
Conversion of redeemable convertible preferred stock to common stock upon initial public offering (shares)		23,935,594
Conversion of redeemable convertible preferred stock to common stock upon initial public offering	350,758	$ 2	350,756
Issuance of common stock in connection with initial public offering, net of issuance costs (in shares)		6,250,000
Issuance of common stock in connection with initial public offering, net of issuance costs	80,730	$ 1	80,729
Forfeiture of unvested common stock (in shares)		(81,250)
Vesting of restricted stock units		24,801
Stock-based compensation expense	16,204		16,204
Other comprehensive income (loss)	806			806
Net loss	(78,058)				(78,058)
Ending balance, (in shares) at Dec. 31, 2024		37,418,470
Ending balance at Dec. 31, 2024	234,857	$ 4	457,146	709	(223,002)
Forfeiture of unvested common stock (in shares)		(87,250)
Vesting of restricted stock units		151,193
Issuance of common stock under employee stock purchase plan (ESPP) (in shares)		138,255
Issuance of common stock under employee stock purchase plan (ESPP)	203		203
Stock-based compensation expense	11,853		11,853
Other comprehensive income (loss)	(449)			(449)
Net loss	(87,868)				(87,868)
Ending balance, (in shares) at Dec. 31, 2025		37,620,668
Ending balance at Dec. 31, 2025	$ 158,596	$ 4	$ 469,202	$ 260	$ (310,870)

Stock-Based Compensation - Summary of Common Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock options, weighted average exercise price granted	$ 1.12	$ 6.94
Employee Stock Option
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock options, number of shares outstanding beginning balance	3,436,430
Stock options, number of shares granted	1,673,243
Stock options, number of shares forfeited	(1,149,184)
Stock options, number of shares outstanding ending balance	3,960,489	3,436,430
Stock options, number of shares exercisable as of December 31, 2025	1,197,991
Stock options, weighted average exercise price outstanding beginning balance	$ 9.54
Stock options, weighted average exercise price granted	1.52
Stock options, weighted average exercise price forfeited	8.09
Stock options, weighted average exercise price outstanding ending balance	6.57	$ 9.54
Stock options, weighted average exercise price exercisable as of December 31, 2025	$ 9.68
Weighted-Average Remaining Contractual Term, ending balance	7 years 11 months 15 days	9 years 3 months 25 days
Weighted Average Remaining Contractual Term, exercisable as of December 31, 2025	6 years 10 months 13 days
Aggregate Intrinsic Value, Outstanding, Beginning balance	$ 265	$ 715

Description of Business, Organization and Liquidity

12 Months Ended

Dec. 31, 2025

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Description of Business, Organization and Liquidity

Organization and Business

Metagenomi Therapeutics, Inc. (“Metagenomi” or the “Company”), formerly known as Metagenomi, Inc., is an in vivo genome editing company capitalizing on its proprietary technologies to create curative genetic medicine for patients.

Reorganization and Reverse Stock Split

On January 24, 2024, the Company completed a series of transactions pursuant to which Metagenomi LLC merged with and into Metagenomi, Inc., with Metagenomi, Inc. continuing as the surviving corporation (the “Reorganization”). In connection with the Reorganization, (i) all of the outstanding common unitholders received shares of common stock of Metagenomi, Inc., (ii) all of the outstanding preferred unitholders received shares of redeemable convertible preferred stock of Metagenomi, Inc. with the same rights and privileges and (iii) certain holders of profits interest units received shares of common stock and unvested restricted common stock in Metagenomi, Inc. as determined by the applicable provisions of the Amended and Restated Limited Liability Company Agreement dated December 20, 2022, as amended on July 31, 2023 (the “LLC Agreement”) in effect immediately prior to the Reorganization. In connection with the Reorganization, by operation of law, Metagenomi, Inc. acquired all assets of Metagenomi LLC, and assumed all of its liabilities and obligations. The Reorganization was a non-taxable transaction to Metagenomi, Inc. for United States (“U.S.”) income tax purposes.

On January 26, 2024, following the Reorganization, Metagenomi, Inc. effected a reverse stock split of the shares of common stock at a ratio of 1-for-1.74692 (the “Reverse Stock Split”). The number of authorized shares and par value per share were not adjusted as a result of the Reverse Stock Split. The Reorganization and the Reverse Stock Split was accounted for as a reorganization of entities under common control. All redeemable convertible preferred stock, common stock, additional paid-in-capital and per share amounts for all periods presented in the accompanying financial statements and notes thereto have been adjusted retroactively, where applicable, to reflect this Reorganization and Reverse Stock Split.

In connection with the Reorganization and also effecting the reverse stock split:

•

holders of Metagenomi LLC’s outstanding Series A-1 redeemable convertible preferred units (“Series A-1 preferred units”) received one share of Series A-1 redeemable convertible preferred stock (“Series A-1 preferred stock”) of Metagenomi, Inc. for each Series A-1 preferred unit, with an aggregate of 7,501,002 shares of Series A-1 preferred stock outstanding, and after giving effect to the reverse stock split, such shares of Series A-1 preferred stock shall become convertible into an aggregate of 4,293,867 shares of common stock;

•

holders of Metagenomi LLC’s outstanding Series A-2 redeemable convertible preferred units (“Series A-2 preferred units”) received one share of Series A-2 redeemable convertible preferred stock (“Series A-2 preferred stock”) of Metagenomi, Inc. for each Series A-2 preferred unit, with an aggregate of 774,473 shares of Series A-2 preferred stock outstanding, and after giving effect to the reverse stock split, such shares of Series A-2 preferred stock shall become convertible into an aggregate of 443,338 shares of common stock;

•

holders of Metagenomi LLC’s outstanding Series A-3 redeemable convertible preferred units (“Series A-3 preferred units”) received one share of Series A-3 redeemable convertible preferred stock (“Series A-3 preferred stock”) of Metagenomi, Inc. for each Series A-3 preferred unit, with an aggregate of 1,513,860 shares of Series A-3 preferred stock outstanding, and after giving effect to the reverse stock split, such shares of Series A-3 preferred stock shall become convertible into an aggregate of 866,589 shares of common stock;

•

holders of Metagenomi LLC’s outstanding Series A-4 redeemable convertible preferred units (“Series A-4 preferred units”) received one share of Series A-4 redeemable convertible preferred stock (“Series A-4 preferred stock”) of Metagenomi, Inc. for each Series A-4 preferred unit, with an aggregate of 8,280,360 shares of Series A-4 preferred stock outstanding, and after giving effect to the reverse stock split, such shares of Series A-4 preferred stock shall become convertible into an aggregate of 4,740,000 shares of common stock;

•

holders of Metagenomi LLC’s outstanding Series A-5 redeemable convertible preferred units (“Series A-5 preferred units”) received one share of Series A-5 redeemable convertible preferred stock (“Series A-5 preferred stock”) of Metagenomi, Inc. for each Series A-5 preferred unit, with an aggregate of 1,580,937 shares of Series A-5 preferred stock outstanding, and after giving effect to the reverse stock split, such shares of Series A-5 preferred stock shall become convertible into an aggregate of 904,990 shares of common stock;

•

holders of Metagenomi LLC’s outstanding Series B redeemable convertible preferred units (“Series B preferred units”) received one share of Series B redeemable convertible preferred stock (“Series B preferred stock”) of Metagenomi, Inc. for each Series B preferred unit, with an aggregate of 15,054,263 shares of Series B preferred stock outstanding, and after giving effect to the reverse stock split, such shares of Series B preferred stock shall become convertible into an aggregate of 8,617,649 shares of common stock;

•

holders of Metagenomi LLC’s outstanding Series B-1 redeemable convertible preferred units (“Series B-1 preferred units”) received one share of Series B-1 redeemable convertible preferred stock (“Series B-1 preferred stock”) of Metagenomi, Inc. for each Series B-1 preferred unit, with an aggregate of 7,108,480 shares of Series B-1 preferred stock outstanding, and after giving effect to the reverse stock split, such shares of Series B-1 preferred stock shall become convertible into an aggregate of 4,069,161 shares of common stock;

•

holders of Metagenomi LLC’s outstanding common units received one share of common stock of Metagenomi, Inc. for each common unit, with an aggregate of 3,404,585 shares of common stock outstanding, after giving effect to the reverse stock split; and

•

holders of Metagenomi LLC’s outstanding profits interests received 0 - 0.997816 shares of common stock in accordance with the Metagenomi LLC operating agreement for each profits interest, with an aggregate of 3,884,740 shares of common stock outstanding (which includes 1,036,833 shares of unvested restricted common stock), after giving effect to the reverse stock split. Vesting terms of outstanding profits interests did not change.

Name Change

In the first quarter of 2026, the Company announced a corporate name change to Metagenomi Therapeutics, Inc. This change emphasized the Company’s strategic evolution focused on driving its later-stage preclinical programs into the clinic and utilizing its most advanced technologies that have the highest probability of success to deliver the benefits of gene editing therapeutics to patients.

Initial Public Offering

On February 8, 2024, Metagenomi, Inc.’s Form S-1 Registration Statement for its initial public offering (the “IPO”) was declared effective and the common stock of Metagenomi, Inc. began trading on the Nasdaq Global Select Market under the symbol “MGX.” On February 13, 2024, the closing date of IPO, the Company issued 6,250,000 shares of common stock at a price to the public of $15.00 per share. In connection with the closing of the IPO, the Company received gross proceeds of approximately $93.8 million and net proceeds of approximately $80.7 million, after deducting underwriting discounts and commissions and other offering costs totaling approximately $13.0 million.

Immediately prior to the IPO closing, each share of Metagenomi, Inc.’s redeemable convertible preferred stock then outstanding converted into shares of common stock at a conversion ratio of 1.74692, based on the formula set forth in Metagenomi, Inc.’s amended and restated certificate of incorporation in effect immediately prior to the closing of the IPO and giving effect to the reverse stock split. In connection with the closing of the IPO, Metagenomi, Inc. increased the authorized number of shares of common stock to 500,000,000 shares, $0.0001 par value per share, and 10,000,000 shares of preferred stock, $0.0001 par value per share.

Liquidity and Going Concern

The Company has incurred significant losses and negative cash flows from operations since its inception. As of December 31, 2025, the Company had an accumulated deficit of $310.9 million. The Company has historically financed its operations primarily through issuance of redeemable convertible preferred stock, convertible promissory notes, its collaboration agreements, and sales of its common stock. In February 2024, the Company completed its IPO for aggregate net proceeds of approximately $80.7 million, after deducting underwriting discounts and commissions and other offering costs totaling approximately $13.0 million. As of December 31, 2025, the Company had $75.0 million of capacity available under the ATM Sales Agreement. The Company expects to continue to incur substantial losses, and its ability to achieve and sustain profitability will depend on the successful development, approval, and commercialization of any product candidates it may develop, and on the achievement of sufficient revenue to support its cost structure. The Company may never achieve profitability and, unless and until it does, it will need to continue to raise additional capital. There can be no assurance that the Company will be successful in acquiring additional capital at levels sufficient to fund its operations or on terms acceptable to the Company or at all.

Management believes that existing cash, cash equivalents and available-for-sale marketable securities as of December 31, 2025 of $160.8 million will be sufficient to fund its current operating plan for at least the next 12 months from the date of issuance of these financial statements.

Net Loss Per Share

12 Months Ended

Dec. 31, 2025

Earnings Per Share [Abstract]

Net Loss Per Share

14.

Net Loss Per Share

Basic and diluted net loss per share attributable to common stockholders is calculated as follows (in thousands except share and per share amounts):


	Years Ended December 31,
	2025			2024
Numerator:
Net loss attributable to common stockholders	$	(87,868	)	$	(78,058	)
Denominator:
Weighted-average common shares outstanding		37,480,294			33,563,281
Less: Weighted-average unvested shares of common stock		(229,244	)		(535,392	)
Weighted-average common shares outstanding—basic and diluted		37,251,050			33,027,889
Net loss per share attributable to common stockholders—basic and diluted	$	(2.36	)	$	(2.36	)

The following outstanding potentially dilutive securities have been excluded from the calculation of diluted net loss per share, as their effect would have been anti-dilutive:


	Years Ended December 31,
	2025		2024
Options to purchase common stock		3,960,489		3,436,430
Restricted stock units		2,317,315		465,857
Restricted stock subject to future vesting		61,127		456,435
Employee stock purchase plan		67,260		—
Total		6,406,191		4,358,722

Balance Sheets Components

12 Months Ended

Dec. 31, 2025

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Balance Sheets Components

Property and equipment, net consists of the following (in thousands):


	December 31,
	2025			2024
Laboratory equipment	$	22,238		$	23,080
Leasehold improvements		4,392			4,375
Computer equipment and software		1,275			1,068
Furniture and fixtures		344			343
Construction in progress		—			143
Total property and equipment		28,249			29,009
Less: Accumulated depreciation		(15,961	)		(11,269	)
Total property and equipment, net	$	12,288		$	17,740

Depreciation expense was $5.3 million and $5.4 million for the years ended December 31, 2025 and 2024, respectively.

Accrued expenses and other current liabilities consist of the following (in thousands):


	December 31,
	2025		2024
Accrued personnel related expenses	$	4,994	$	5,346
Accrued legal and professional services		711		931
Accrued research and development expenses		848		1,625
Accrued purchases of property and equipment		1		74
Other accrued liabilities		165		446
Total accrued expenses and other current liabilities	$	6,719	$	8,422

Common Stock - Additional Information (Details)	12 Months Ended
Common Stock - Additional Information (Details)	Dec. 31, 2025 shares
Equity [Abstract]
Shares issued	500,000,000
Common stock voting right description	Each share of common stock is entitled to cast one vote.

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2025

Accounting Policies [Abstract]

Shedule Of Concentration of Collaboration Revenue and Accounts Receivable

The percentages of collaboration revenue and accounts receivable from each of the Company’s customers that individually accounted for 10% or more of its total collaboration revenue and accounts receivable, net were as follows:


	Years Ended December 31,
Collaboration Revenue	2025			2024
Customer A		98	%		58	%
Customer B	*				36	%
Customer C	*			*
		98	%		94	%


	As of December 31,
Accounts Receivable	2025			2024
Customer A		100	%		84	%
Customer B	*			*
Customer C	*				16	%
		100	%		100	%

* the customer did not account for 10% or more of collaboration revenue or accounts receivable, net

Schedule of Estimated Useful Lives of Property, Plant and Equipment

The estimated useful lives of property, plant and equipment are as follows (in years):


Category		Useful Life
Laboratory equipment		5
Leasehold improvements		lesser of useful life or the lease term
Computer equipment and software		3-5
Furniture and fixtures		3-5

Redeemable Convertible Preferred Stock - Additional Information (Details)	Jan. 24, 2024 shares
Preferred Units [Line Items]
Redeemable convertible preferred stock converted into common stock	23,935,594

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2025

Commitments and Contingencies Disclosure [Abstract]

Summary of operating lease costs

The following table summarizes operating lease costs for the years ended December 31, 2025 and 2024 (in thousands):


	Years Ended December 31,
	2025		2024
Operating lease cost	$	10,104	$	9,869
Variable lease cost		3,270		3,092
Total lease cost	$	13,374	$	12,961

Schedule of supplemental information related to the Company's operating leases

Supplemental information related to the Company’s operating leases is as follows (in thousands):


	Years Ended December 31,
	2025			2024
Cash paid for amounts included in the measurement of lease liabilities	$	10,404		$	8,627
Weighted average remaining lease term (in years)		5.2			6.1
Weighted-average discount rate		11.3	%		11.3	%

Summary of future minimum lease payments

The following table summarizes future minimum lease payments as of December 31, 2025 (in thousands):


	Amount
2026	$	10,209
2027		9,993
2028		10,328
2029		10,672
2030		11,027
Thereafter		1,255
Total future lease payments		53,484
Less imputed interest		(12,827	)
Total lease liability balance		40,657
Less: current operating lease liabilities		(6,025	)
Non-current operating lease liabilities	$	34,632

Balance Sheets Components - Summary of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Payables and Accruals [Abstract]
Accrued personnel related expenses	$ 4,994	$ 5,346
Accrued legal and professional services	711	931
Accrued research and development expenses	848	1,625
Accrued purchases of property and equipment	1	74
Other accrued liabilities	165	446
Total accrued expenses and other current liabilities	$ 6,719	$ 8,422

Income Taxes - Summary of Income Tax Benefit (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Current:
Federal	$ 58	$ 5,513
Total current tax benefit	58	5,513
Deferred:
Total tax benefit	$ 58	$ 5,513

- Definition

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

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+ Details

Pay vs Performance Disclosure - USD ($) $ in Thousands	12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Pay vs Performance Disclosure
Net Income (Loss)	$ (87,868)	$ (78,058)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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Reference 35: http://www.xbrl.org/2003/role/disclosureRef
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Reference 36: http://www.xbrl.org/2003/role/disclosureRef
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Reference 37: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Segment Information (Tables)

12 Months Ended

Dec. 31, 2025

Segment Reporting [Abstract]

Summary of Results of Operations Provided to Company's CODM

The following table presents the results of operations that are provided to the Company’s CODM for the periods presented (in thousands).


	Years Ended December 31,
	2025			2024
Collaboration revenue:
Ionis	$	24,621		$	30,439
Moderna		—			18,742
Affini-T		564			3,114
Other		25			—
Total collaboration revenue		25,210			52,295
Operating expenses:
Employee-related expenses		40,014			47,566
Stock-based compensation expense		11,853			16,204
Research and development supplies and services		30,067			33,237
Facilities and overhead costs		28,982			31,572
Professional services and consulting		10,307			12,617
Total operating expenses		121,223			141,196
Loss from operations		(96,013	)		(88,901	)
Other income (expense):
Interest and other income, net		9,379			14,515
Change in fair value of long-term investments		(1,292	)		(9,185	)
Benefit from income taxes		58			5,513
Net loss	$	(87,868	)	$	(78,058	)

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2025

Fair Value Disclosures [Abstract]

Summary of Financial Assets Measured at Fair Value on Recurring Basis

The following tables summarize financial assets that were measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands):


	December 31, 2025
	Total		Level 1		Level 2		Level 3
Money market funds (included in cash and cash equivalents)	$	40,721	$	40,721	$	—	$	—
U.S. government bonds		72,177		—		72,177		—
Government agency obligations		15,825		—		15,825		—
Corporate debt obligations		15,211		—		15,211		—
Commercial paper		15,864		—		15,864		—
Total fair value of assets	$	159,798	$	40,721	$	119,077	$	—


	December 31, 2024
	Total		Level 1		Level 2		Level 3
Money market funds (included in cash and cash equivalents)	$	26,169	$	26,169	$	—	$	—
U.S. government bonds		109,657		—		109,657		—
Government agency obligations		40,544		—		40,544		—
Corporate debt obligations		32,353		—		32,353		—
Commercial paper		30,349		—		30,349		—
Asset-backed securities		5,520		—		5,520		—
Foreign debt securities		2,498		—		2,498		—
Long-term investments (Note 5)		1,292		—		—		1,292
Total fair value of assets	$	248,382	$	26,169	$	220,921	$	1,292

Summary of Changes in Fair Value of Company's Level 3 Financial Assets

The following table sets forth a summary of the changes in the fair value of the Company’s Level 3 financial assets (in thousands):


	Years Ended December 31,
	2025			2024
Beginning balance	$	1,292		$	8,521
Fair value of investment received as collaboration consideration		—			1,632
Fair value of investment purchased in preferred stock purchase agreement		—			324
Change in fair value included in other income (expense)		(1,292	)		(9,185	)
Ending balance	$	—		$	1,292

- Definition

Tabular disclosure of the fair value measurement of assets using significant unobservable inputs (Level 3), a reconciliation of the beginning and ending balances, separately presenting changes during the period attributable to the following: (1) total gains or losses for the period (realized and unrealized), segregating those gains or losses included in earnings (or changes in net assets) and gains or losses recognized in other comprehensive income (loss), and a description of where those gains or losses included in earnings (or changes in net assets) are reported in the statement of income (or activities); (2) purchases, sales, issues, and settlements (each type disclosed separately); and (3) transfers in and transfers out of Level 3 (for example, transfers due to changes in the observability of significant inputs), by class of asset.

+ References + Details

Significant Agreements - Additional Information (Details1)	Dec. 31, 2025 USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Transaction price allocated to remaining performance obligations	$ 0
Affini-T Therapeutics, Inc. \| Development, Option and License Agreement
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Transaction price allocated to remaining performance obligations	0
Ionis \| Collaboration and License Agreement
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Transaction price allocated to remaining performance obligations	$ 16,400,000
Ionis \| Collaboration and License Agreement \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	1 year
Ionis \| Collaboration and License Agreement \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	1 year

Stock-based Compensation - Summary of Classification of Share-based Compensation Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based compensation expense	$ 11,853	$ 16,204
Profits Interests
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based compensation expense		635
Restricted Stock Awards
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based compensation expense	5,568	9,555
Employee Stock Option [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based compensation expense	5,118	5,117
Restricted Stock Units
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based compensation expense	1,057	884
Employee Stock Purchase Plan
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based compensation expense	110	13
Research and Development Expenses
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based compensation expense	4,817	8,891
General and Administrative Expenses
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based compensation expense	$ 7,036	$ 7,313

Insider Trading Policies and Procedures	12 Months Ended
Insider Trading Policies and Procedures	Dec. 31, 2025
Insider Trading Policies and Procedures [Line Items]
Insider Trading Policies and Procedures Adopted	true

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2025

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Summary of Unvested Common Stock Activity

The following table presents a summary of the unvested common stock activity:


Unvested Common Stock	Number of Shares			Weighted-Average Grant Date Fair Value
Outstanding as of December 31, 2024		456,435		$	24.54
Vested		(308,058	)		17.74
Forfeited		(87,250	)		26.58
Outstanding as of December 31, 2025		61,127		$	55.85

Summary of Restricted Stock Unit Activity

The following table presents a summary of the restricted stock unit activity:


Restricted Stock Units	Number of Shares			Weighted-Average Grant Date Fair Value
Outstanding as of December 31, 2024		465,857		$	9.30
Granted		2,244,527			1.56
Vested		(151,193	)		9.49
Forfeited		(241,876	)		4.56
Outstanding as of December 31, 2025		2,317,315		$	2.29

Summary of Estimated Grant Date Fair Value of Stock Options and Profits Interests Calculated Using Black-Scholes Model

The assumptions used in the Black-Scholes option-pricing model for stock options granted were:


	Years Ended December 31,
	2025	2024
Expected volatility	83.59% — 85.45%	79.58% — 80.99%
Risk-free interest rate	3.74% — 4.43%	3.63% — 4.72%
Expected term (in years)	5.50 — 6.08	5.31 — 6.08
Expected dividend yield	0%	0%

Summary of Classification of Share-based Compensation Expense

The following table presents the classification of stock-based compensation expense for the periods presented (in thousands):


	Years Ended December 31,
	2025		2024
Research and development expenses	$	4,817	$	8,891
General and administrative expenses		7,036		7,313
Total	$	11,853	$	16,204

Employee Stock Option

Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]

Summary of Profits Units Activity and Stock Option Activity

The following table presents a summary of the stock option activity:


Stock Options	Number of Shares			Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term (years)		Aggregate Intrinsic Value (thousands)
Outstanding as of December 31, 2024		3,436,430		$	9.54		9.32	$	715
Granted		1,673,243			1.52
Forfeited/Expired		(1,149,184	)		8.09
Outstanding as of December 31, 2025		3,960,489		$	6.57		7.96	$	265
Exercisable as of December 31, 2025		1,197,991		$	9.68		6.87	$	—

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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-Name Accounting Standards Codification
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Significant Agreements - Additional Information (Details) - USD ($)		1 Months Ended					12 Months Ended
	Sep. 29, 2025	Jul. 31, 2024	Jun. 30, 2024	Jun. 30, 2023	Nov. 30, 2022	Jun. 30, 2022	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023	Apr. 14, 2025	Nov. 10, 2022	Jun. 14, 2022
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Collaborations revenue							$ 24,600,000	$ 30,400,000
Deferred revenue								21,200,000	$ 26,600,000
Remaining performance obligation as revenue							0
Acuitas License Agreement
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
License fee	$ 3,000,000
Ionis
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Accounts receivable							300,000	1,100,000
Deferred revenue							11,700,000	32,800,000
Proceeds from manufactured components							2,400,000
Ionis \| Collaboration and License Agreement
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Remaining performance obligation as revenue							16,400,000
Upfront payment received					$ 80,000,000
Reimbursement for research costs					10,000,000
Estimated transaction price					90,000,000
Collaboration agreement upfront payment received					$ 80,000,000
Percentage added to cost of goods that represents price of manufactured components					15.00%
Reimbursable expenses received							5,800,000
Reimbursable internal costs and out-of-pocket costs payable in quarterly installments											$ 500,000
Increase in variable consideration			$ 3,400,000
Ionis \| Collaboration and License Agreement \| Wave 2 Target
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Potential future target selection fee					$ 15,000,000
Ionis \| Collaboration and License Agreement \| Selected Target
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Potential future target selection fee					30,000,000
Ionis \| Collaboration and License Agreement \| Maximum
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Reimbursable internal costs and out-of-pocket costs											$ 10,000,000
Future development milestone payments to be received							29,000,000
Future regulatory milestone payments to be received							60,000,000
Fututre sales-based milestones to be received							$ 250,000,000
Ionis \| Co-Develop and Co-Commercialize Licensed Products
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Exercise fee description							The Co-Co Option exercise fee will equal 50% of Ionis’ internal costs and out-of-pocket costs incurred in the conduct of the drug discovery activities prior to the exercise of the Co-Co Option and be reduced by 50% of the Company’s corresponding costs incurred.
Cost - share percentage description							The Company may elect to reduce its cost-share percentage anywhere between 50% and 25% on a go-forward basis, provided the Company will continue to bear 50% of the costs of any clinical trials ongoing at the time of the election through the completion of the clinical trials.
Ionis \| Discovery Program
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Revenue					80,000,000
Ionis \| Exploratory Program
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Revenue					$ 10,000,000
Affini-T Therapeutics, Inc. \| Development, Option and License Agreement
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Accounts receivable, gross							$ 300,000			$ 300,000
Collaborations revenue							600,000	3,100,000
Accounts receivable							0	200,000
Deferred revenue							0	200,000
Reimbursable expenses							7,800,000
Upfront equity consideration shares received						719,920
Additional equity consideration shares received		933,650
Equity consideration estimated fair value												$ 1,300,000
Remaining performance obligation as revenue							0
Reduction in variable consideration				$ 2,400,000
Affini-T Therapeutics, Inc. \| Development, Option and License Agreement \| Common Stock
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Upfront equity consideration received						$ 1,300,000
Equity consideration estimated fair value, additional		$ 1,600,000
Moderna TX, Inc \| Strategic Collaboration and License Agreement
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Collaborations revenue								18,700,000
Accounts receivable balance							$ 0	$ 0

Commitments and Contingencies - Summary of future minimum lease payments (Details) - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
2026	$ 10,209
2027	9,993
2028	10,328
2029	10,672
2030	11,027
Thereafter	1,255
Total future lease payments	53,484
Less imputed interest	(12,827)
Total lease liability balance	40,657
Less: current operating lease liabilities	(6,025)	$ (5,592)
Non-current operating lease liabilities	$ 34,632	$ 40,186

Commitments and Contingencies

12 Months Ended

Dec. 31, 2025

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Operating leases

In January 2021, the Company entered into a ten-year operating lease for laboratory and office space in Emeryville, California. The lease commencement date was in February 2021. In conjunction with signing this lease, the Company secured a letter of credit. As of December 31, 2025 and 2024, the balance of this letter of credit was $1.7 million and $2.5 million, respectively, and is recorded as noncurrent restricted cash in the balance sheets. The lease agreement includes a renewal provision allowing the Company to extend this lease for an additional five years, which the Company is not reasonably certain to exercise.

In September 2021, the Company entered into a 9.25-year operating lease for office space in Emeryville, California, with a lease commencement date in November 2021. In conjunction with signing the lease, the Company secured a letter of credit. As of December 31, 2025 and 2024, the balance of this letter of credit was $0.6 million and $0.8 million, respectively, and is recorded as noncurrent restricted cash in the balance sheets.

In November 2022, the Company entered into an 8.25-year sublease for office, research and laboratory space in Emeryville, California, with a lease commencement date in January 2023. In conjunction with signing the lease, the Company secured a letter of credit for $2.0 million, which is recorded as noncurrent restricted cash in the balance sheets as of December 31, 2025 and 2024.

The Company has a lease agreement for vivarium space for which the Company has recorded a right of use asset and liability. These arrangements are not significant in comparison to the Company’s total operating lease assets and liabilities. In addition, the Company has identified certain short-term leases which are not recorded on the Company’s balance sheet in accordance with the practical expedient elected.

The following table summarizes operating lease costs for the years ended December 31, 2025 and 2024 (in thousands):


	Years Ended December 31,
	2025		2024
Operating lease cost	$	10,104	$	9,869
Variable lease cost		3,270		3,092
Total lease cost	$	13,374	$	12,961

Supplemental information related to the Company’s operating leases is as follows (in thousands):


	Years Ended December 31,
	2025			2024
Cash paid for amounts included in the measurement of lease liabilities	$	10,404		$	8,627
Weighted average remaining lease term (in years)		5.2			6.1
Weighted-average discount rate		11.3	%		11.3	%

The following table summarizes future minimum lease payments as of December 31, 2025 (in thousands):


	Amount
2026	$	10,209
2027		9,993
2028		10,328
2029		10,672
2030		11,027
Thereafter		1,255
Total future lease payments		53,484
Less imputed interest		(12,827	)
Total lease liability balance		40,657
Less: current operating lease liabilities		(6,025	)
Non-current operating lease liabilities	$	34,632

Legal contingencies

On September 26, 2024, a class action complaint was filed in the U.S. District Court for the Northern District of California against the Company and certain of the Company’s officers and certain of its current and former directors, captioned Vreeland v. Metagenomi Inc. et al., No. 5:24-cv-06765 (the “Securities Action”). On February 10, 2025, the court appointed Mingxi Bi as lead plaintiff. On April 4, 2025, the plaintiffs filed an amended complaint. The operative complaint in the Securities Action alleges violations of Section 11 of the Securities Act against all defendants and control person violations of Section 15 against the individuals. The Securities Action alleges that the defendants made misleading statements and omitted to disclose material information concerning the Company’s collaboration with Moderna in the Company’s registration statement and final prospectus materials filed in January 2024 and February 2024. The Securities Action seeks, among other things, compensatory damages as well as costs and expenses, including attorneys’ fees and expert fees. On May 16, 2025, all defendants filed a motion to dismiss the claims of the Securities Action, which is currently pending. The Company is currently unable to predict the outcome of this lawsuit and therefore cannot determine the likelihood of loss, if any, nor estimate a range of possible loss. The Company intends to defend vigorously against this litigation.

From time to time, the Company may become involved in legal proceedings arising from the ordinary course of business. The Company records a liability for such matters when it is probable that future losses will be incurred and that such losses can be reasonably estimated. Significant judgment by the Company is required to determine both probability and the estimated amount. Other than the Securities Action, the Company is currently not aware of any legal matters that could have a material adverse effect on the Company’s financial position, results of operations or cash flows.

Guarantees and indemnifications

In the normal course of business, the Company enters into agreements that contain a variety of representations and provide for general indemnification. Its exposure under these agreements is unknown because it involves claims that may be made against the Company in the future. To the extent permitted under Delaware law, the Company has agreed to indemnify its directors and officers for certain events or occurrences while the director or officer is, or was serving, at a request in such capacity. To date, the Company has not paid any claims or been required to defend any action related to its indemnification obligations. As of December 31, 2025 and 2024, the Company did not have any material indemnification claims that were probable or reasonably possible and consequently has not recorded related liabilities.

Income Taxes - Summary of Components of Deferred Tax Assets for Federal and State Income Taxes (Details) - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Deferred tax assets:
Net operating loss carry forwards	$ 51,726	$ 17,852
Research credits	8,146	3,578
Reserves and accruals	4,998	3,923
Lease liability	11,377	12,810
Deferred revenue	3,445	9,341
Capitalized research and development expenses	24,870	33,606
Total deferred tax assets	104,562	81,110
Deferred tax liabilities:
Property and equipment	(2,355)	(3,387)
Right-of-use asset	(9,821)	(11,170)
Total gross deferred tax liabilities	(12,176)	(14,557)
Less: Valuation allowance	(92,386)	(66,553)
Net deferred tax assets	$ 0	$ 0

Long-Term Investments

12 Months Ended

Dec. 31, 2025

Disclosure Text Block [Abstract]

Long-Term Investments

Affini-T investment

In July 2024, pursuant to the terms of the Development, Option and License Agreement with Affini-T (the “Affini-T Agreement”), the Company received equity consideration of 933,650 shares of Affini-T common stock upon the achievement of a regulatory milestone related to the submission of drug master files to the Food and Drug Administration (“FDA”) in support of an IND application for Affini-T’s T-cell receptor-based therapy. Refer to Note 7, “Significant Agreements - Affini-T development, option and license agreement,” for further discussion of the Affini-T Agreement.

In August 2024, in connection with Affini-T’s Series B extension, the Company entered into a Joinder to Series B Preferred Stock Purchase Agreement (the “Series B Purchase Agreement”), pursuant to which the Company purchased 33,383 shares of Series B convertible preferred stock of Affini-T (the “Affini-T Series B Preferred Stock”) at a purchase price of $9.714 per share and received warrants to purchase up to 16,691 shares of common stock at an exercise price of $0.01 per share, for an aggregate purchase price of approximately $0.3 million.

As of December 31, 2025 and 2024, the Company had investments in Affini-T consisting of 527,035 shares of Series A convertible preferred stock, 33,383 shares of Series B Preferred Stock, 1,867,300 shares of common stock, and a warrant exercisable for 16,691 shares of common stock. The Company performed a VIE analysis and concluded that it was not a primary beneficiary of Affini-T as of December 31, 2025 and 2024.

In September 2025, Affini-T made an assignment for the benefit of creditors to Affini (assignment for the benefit of creditors), LLC, a California limited liability company, pursuant to California state law. As of December 31, 2025 and 2024, the estimated fair value of the Company’s investments in Affini-T was zero and $1.3 million, respectively. The Company recognized a loss related to the change in fair value of $1.3 million and $9.2 million during the years ended December 31, 2025 and 2024, respectively.

ViTToria investment

As of December 31, 2025 and 2024, the Company had an investment in shares of preferred stock of ViTToria Biotherapeutics, Inc. (“Vittoria”), a private biotechnology company. During the years ended December 31, 2025 and 2024, the Company did not have a board seat and owned less than 20% of the outstanding voting shares of Vittoria. The investment in Vittoria does not provide the Company the ability to control or have significant influence over Vittoria’s operations. The Company accounts for its investment in Vittoria using the measurement alternative method. As of December 31, 2025 and 2024, the carrying value of Vittoria’s investment was $2.2 million and no impairment was recognized.

Balance Sheets Components - Schedule of property, plant and equipment, net (Details) - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 28,249	$ 29,009
Less: Accumulated depreciation	(15,961)	(11,269)
Total property and equipment, net	12,288	17,740
Laboratory equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	22,238	23,080
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property and equipment	4,392	4,375
Computer equipment and software
Property, Plant and Equipment [Line Items]
Total property and equipment	1,275	1,068
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 344	343
Construction in progress
Property, Plant and Equipment [Line Items]
Total property and equipment		$ 143

Summary of Significant Accounting Policies - Shedule Of Concentration of Collaboration Revenue and Accounts Receivable (Details) - Customer Concentration Risk	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Collaboration Revenue \| Customer A
Concentration Risk [Line Items]
Percentages of collaboration revenue and accounts receivable	98.00%	58.00%
Collaboration Revenue \| Customer B
Concentration Risk [Line Items]
Percentages of collaboration revenue and accounts receivable		36.00%
Collaboration Revenue \| All Customer
Concentration Risk [Line Items]
Percentages of collaboration revenue and accounts receivable	98.00%	94.00%
Accounts Receivable \| Customer A
Concentration Risk [Line Items]
Percentages of collaboration revenue and accounts receivable	100.00%	84.00%
Accounts Receivable \| Customer C
Concentration Risk [Line Items]
Percentages of collaboration revenue and accounts receivable		16.00%
Accounts Receivable \| All Customer
Concentration Risk [Line Items]
Percentages of collaboration revenue and accounts receivable	100.00%	100.00%

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 275
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482861/275-10-50-18

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 275
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482861/275-10-50-18

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 275
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-Name Accounting Standards Codification
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-Paragraph 20
-Subparagraph (a)
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-URI https://asc.fasb.org/1943274/2147482861/275-10-50-20

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
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-Section 50
-Paragraph 18
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482861/275-10-50-18

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 275
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-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482861/275-10-50-18

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 275
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (b)
-Publisher FASB
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Reference 7: http://www.xbrl.org/2003/role/exampleRef
-Topic 275
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-Name Accounting Standards Codification
-Section 55
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-URI https://asc.fasb.org/1943274/2147482836/275-10-55-18

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 275
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-Name Accounting Standards Codification
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 954
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-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478785/954-310-50-2

+ Details

- Definition

For an entity that discloses a concentration risk in relation to quantitative amount, which serves as the "benchmark" (or denominator) in the equation, this concept represents the concentration percentage derived from the division.

+ References + Details

Fair Value Measurements - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Restricted cash	$ 5,193	$ 5,248
Description of Hybrid Instruments Accounted for at Fair Value	The hybrid method is a hybrid between the probability-weighted expected returns method (the “PWERM”) and the option-pricing model backsolve method (the “OPM”).
Dividend yield	0.00%	0.00%
Affini-T investment
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Estimated fair value of investments	$ 0	$ 1,300
Changes in fair value of investments	$ 1,300	9,200
Affini-T
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Share-Based Payment Arrangement, Valuation Technique [Extensible Enumeration]	us-gaap:ValuationTechniqueOptionPricingModelMember
Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Restricted cash	$ 5,200	$ 5,200

Marketable Securities - Summary of Amortized Cost, Unrealized Gains (Losses) and Fair Value of Available-for-sale Marketable Securities (Details) - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	$ 159,538	$ 246,381
Unrealized Gains	261	752
Unrealized Losses	(1)	(43)
Fair Value	159,798	247,090
Amortized Cost	(41,722)	(27,386)
Money Market Funds
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	40,721	26,169
Fair Value	40,721	26,169
U.S. Government Bonds
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	72,006	109,096
Unrealized Gains	172	562
Unrealized Losses	(1)	(1)
Fair Value	72,177	109,657
Government Agency Obligations
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	15,762	40,435
Unrealized Gains	63	109
Unrealized Losses		0
Fair Value	15,825	40,544
Corporate Debt Obligations
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	15,201	32,352
Unrealized Gains	10	37
Unrealized Losses		(36)
Fair Value	15,211	32,353
Commercial Paper
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	15,848	30,324
Unrealized Gains	16	31
Unrealized Losses		(6)
Fair Value	15,864	30,349
Asset-backed Securities
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost		5,507
Unrealized Gains		13
Unrealized Losses		0
Fair Value		5,520
Foreign Debt Securities
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost		2,498
Unrealized Losses		0
Fair Value		2,498
Less: Amounts Classified as Cash Equivalents
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	(40,721)	(26,169)
Fair Value	(40,721)	(26,169)
Total Available-for-sale Marketable Securities
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	118,817	220,212
Unrealized Gains	261	752
Unrealized Losses	(1)	(43)
Fair Value	$ 119,077	$ 220,921

Marketable Securities (Tables)

12 Months Ended

Dec. 31, 2025

Investments, Debt and Equity Securities [Abstract]

Summary of Amortized Cost, Unrealized Gains (Losses) and Fair Value of Available-for-sale Marketable Securities

The following tables summarize the amortized cost, unrealized gains (losses) and fair value of available-for-sale marketable securities (in thousands):


	December 31, 2025
	Amortized Cost			Unrealized Gains		Unrealized Losses			Fair Value
Money market funds	$	40,721		$	—	$	—		$	40,721
U.S. government bonds		72,006			172		(1	)		72,177
Government agency obligations		15,762			63		—			15,825
Corporate debt obligations		15,201			10		—			15,211
Commercial paper		15,848			16		—			15,864
Total		159,538			261		(1	)		159,798
Less: amounts classified as cash equivalents		(40,721	)		—		—			(40,721	)
Total available-for-sale marketable securities	$	118,817		$	261	$	(1	)	$	119,077


	December 31, 2024
	Amortized Cost			Unrealized Gains		Unrealized Losses			Fair Value
Money market funds	$	26,169		$	—	$	—		$	26,169
U.S. government bonds		109,096			562		(1	)		109,657
Government agency obligations		40,435			109		—			40,544
Corporate debt obligations		32,352			37		(36	)		32,353
Commercial paper		30,324			31		(6	)		30,349
Asset-backed securities		5,507			13		—			5,520
Foreign debt securities		2,498			—		—			2,498
Total		246,381			752		(43	)		247,090
Less: amounts classified as cash equivalents		(26,169	)		—		—			(26,169	)
Total available-for-sale marketable securities	$	220,212		$	752	$	(43	)	$	220,921

Summary of Amortized Cost and Fair Value of Available-for-sale Marketable Securities by Contractual Maturity

The amortized cost and fair value of available-for-sale marketable securities by contractual maturity were as follows (in thousands):


	December 31, 2025				December 31, 2024
	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Maturing within one year	$	112,777	$	113,038	$	153,484	$	153,893
Maturing in one to five years		6,040		6,039		66,728		67,028
Total available-for-sale marketable securities	$	118,817	$	119,077	$	220,212	$	220,921

- Definition

Tabular disclosure of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-9

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
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-Publisher FASB
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Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
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-Paragraph 2
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-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
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-Name Accounting Standards Codification
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 11: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
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-Name Accounting Standards Codification
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-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

+ Details

Income Taxes

12 Months Ended

Dec. 31, 2025

Income Tax Disclosure [Abstract]

Income Taxes

13.

Income Taxes

The Company is a corporation for tax purposes and is subject to income taxes which have been included in the financial statements. All pre-tax losses have been incurred in the U.S.

The loss before benefit from income taxes is as follows (in thousands):


	Years Ended December 31,
	2025			2024
Domestic	$	(87,926	)	$	(83,571	)
Total	$	(87,926	)	$	(83,571	)

Income tax benefit consisted of the following (in thousands):


	Years Ended December 31,
	2025		2024
Current:
Federal	$	58	$	5,513
State		—		—
Total current tax benefit		58		5,513
Deferred:
Federal		—		—
State		—		—
Total deferred tax expense		—		—
Total tax benefit	$	58	$	5,513

As discussed in Note 2, we adopted ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, during the year ended December 31, 2025 on a prospective basis. As a result, our rate reconciliation for 2025 is presented in accordance with the new disclosure requirements, while the reconciliation for 2024 continues to be presented under disclosure requirements in effect for that period.

Cash paid for income taxes, net of refunds received, by jurisdiction pursuant to the disclosure requirements of ASU 2023-09 for the year ended December 31, 2025 only includes a federal refund received of $2.2 million.

The effective income tax rate for the year ended December 31, 2025 differs from the statutory federal income tax rate as follows (in thousands, except percentages):


	Year Ended December 31, 2025
	Amount			%
U.S. federal statutory tax rate	$	(18,464	)		21.0	%
State and local income taxes, net of federal income tax effect(1)		(309	)		0.4	%
Tax credits:
Research and development tax credits		(3,790	)		4.3	%
Changes in valuation allowance		18,997			(21.6	)%
Nontaxable or nondeductible items:
Share-based compensation		1,942			(2.2	)%
Other		196			(0.2	)%
Changes in unrecognized tax benefits(2)		1,409			(1.6	)%
Other adjustments		(39	)		0.0	%
Effective tax rate	$	(58	)		0.1	%

(1) California represents the majority of the tax effect in this category

(2) Changes in unrecognized tax benefits on an aggregated basis for all jurisdictions

The effective income tax rate for the year ended December 31, 2024, differs from the statutory federal income tax rate as follows:


		Year Ended December 31,
		2024
U.S. federal statutory tax rate		21.0%
Share-based compensation		(3.2)%
Permanent and other adjustments		(0.9)%
Change in valuation allowance		(16.2)%
Research credits		5.9%
Total		6.6%

Significant components of the deferred tax assets for federal and state income taxes are as follows (in thousands):


	December 31,
	2025			2024
Deferred tax assets:
Net operating loss carry forwards	$	51,726		$	17,852
Research credits		8,146			3,578
Reserves and accruals		4,998			3,923
Lease liability		11,377			12,810
Deferred revenue		3,445			9,341
Capitalized research and development expenses		24,870			33,606
Total deferred tax assets		104,562			81,110
Deferred tax liabilities:
Property and equipment		(2,355	)		(3,387	)
Right-of-use asset		(9,821	)		(11,170	)
Total gross deferred tax liabilities		(12,176	)		(14,557	)
Less: Valuation allowance		(92,386	)		(66,553	)
Net deferred tax assets	$	—		$	—

A valuation allowance is required to be established when it is more likely than not that all or a portion of a deferred tax asset will not be realized. Realization of deferred tax assets is dependent upon future earnings, the timing and amount of which are uncertain. The Company believes that, based on a number of factors such as the history of operating losses, it is more likely than not that the deferred tax assets will not be fully realized, such that a full valuation allowance has been recorded. The valuation allowance increased by $25.8 million for the year ended December 31, 2025, primarily due to the increase in net operating loss carryforwards. The valuation allowance increased by $18.8 million for the year ended December 31, 2024, primarily due to the increase in net operating loss carryforwards and capitalization of research and development expenses under Section 174.

As of December 31, 2025, the Company had $175.3 million and $213.5 million of net operating loss carryforwards for federal and state income tax purposes, respectively. Federal net operating loss carryforwards do not expire. State net operating loss carryforwards begin expiring in 2037. As of December 31, 2025, the Company had $3.3 million and $6.1 million of research credit carryforwards for federal and state income tax purposes, respectively. Federal research credit carryforwards begin expiring in 2045. State research credit carryforwards do not expire and can be carried forward indefinitely.

Utilization of some of the federal and state net operating losses and credit carryforwards may be subject to annual limitations due to the change in ownership provisions of the Internal Revenue Code of 1986 (“Internal Revenue Code”) and similar state provisions. The annual limitation may result in the expiration of net operating losses and credits before utilization.

The Company uses the “more likely than not” criterion for recognizing the income tax benefit of uncertain income tax positions and establishing measurement criteria for income tax benefits. Although it is reasonably possible that certain unrecognized tax benefits may increase or decrease within the next twelve months due to tax examination changes, settlement activities, expirations of statute of limitations, or the impact on recognition and measurement considerations related to the results of published tax cases or other similar activities, the Company does not anticipate significant changes to unrecognized tax benefits over the next 12 months. The Company recognizes interest related to income tax matters as a component of income tax expense. As of December 31, 2025, the amount of accrued interest related to uncertain tax positions was $0.2 million. During the years ended December 31, 2025 and 2024, no penalties were recognized relating to unrecognized tax benefits. In the event the Company should need to recognize penalties related to unrecognized income tax liabilities, this amount will be recorded as an accrued liability and an increase to income tax expense.

Changes in the balance of gross unrecognized tax benefits, which excludes interest and penalties, are as follows (in thousands):


	Years Ended December 31,
	2025			2024
Beginning balance	$	7,547		$	5,943
Gross increases—tax position in current period		1,180			2,234
Gross increases—tax position in prior periods		65			121
Reductions for tax positions of prior years		(846	)		(751	)
Ending balance	$	7,946		$	7,547

The Company files tax returns in the U.S. and California. The Company is not currently under examination in any of these jurisdictions and all its tax years remain effectively open to examination due to net operating losses from inception. As of December 31, 2025, the balance of unrecognized tax benefits was $7.9 million of which $7.3 million, if recognized, would affect the effective tax rate.

- Definition

The entire disclosure for income tax.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 942
-SubTopic 740
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477617/942-740-50-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480738/235-10-S50-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 740
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478822/944-740-50-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12

Reference 5: http://www.xbrl.org/2003/role/exampleRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 231
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482663/740-10-55-231

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12C
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12C

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12B
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12B

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477891/740-270-50-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-1

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-13

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/740/tableOfContent

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-14

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-21

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-17

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-2

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482603/740-30-50-2

+ Details

Marketable Securities - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Investments, Debt and Equity Securities [Abstract]
Deterioration in creditworthiness of issuers of available-for-sale securities	$ 0	$ 0
Impairment losses on investments	0	0
Accrued interest receivable included in prepaid expenses and other current assets	1,200,000	1,600,000
Written off accrued interest receivable	$ 0	$ 0

Net Loss Per Share - Summary of Outstanding Potentially Dilutive Securities that have been Excluded from Calculation of Diluted Net Loss Per Unit (Details) - shares	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	6,406,191	4,358,722
Options to Purchase Common Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	3,960,489	3,436,430
Restricted Stock Units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	2,317,315	465,857
Restricted Stock Subject to Future Vesting
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	61,127	456,435
Employee Stock Purchase Plan
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	67,260

Stock-Based Compensation - Addition Information (Details) - USD ($)			1 Months Ended	12 Months Ended
	Jan. 01, 2025	Jan. 25, 2024	Jan. 31, 2024	Dec. 31, 2025	Dec. 31, 2024
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Recognized compensation expense				$ 11,853,000	$ 16,204,000
Recognized compensation expense				11,853,000	16,204,000
Total faire value vested				600,000	$ 2,900,000
Aggregate intrinsic value of restricted stock awards outstanding				$ 100,000
Common stock, outstanding				37,620,668	37,418,470
Stock options, weighted average exercise price granted				$ 1.12	$ 6.94
Number of stock option exercises				0	0
Common stock, issued				37,620,668	37,418,470
Restricted Stock
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Unrecognized compensation expense				$ 3,400,000
Weighted-average period				1 year
Recognized compensation expense				$ 5,568,000	$ 9,555,000
Employee Stock Option
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Unrecognized compensation expense				$ 9,700,000
Weighted-average period				2 years 7 months 6 days
Recognized compensation expense				$ 5,118,000	5,117,000
Stock options, weighted average exercise price granted				$ 1.52
Restricted Stock Units
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Unrecognized compensation expense				$ 5,100,000
Weighted-average period				2 years 2 months 12 days
Recognized compensation expense				$ 1,057,000	884,000
Shares granted				2,244,527
Aggregate intrinsic value of restricted stock awards outstanding				$ 3,800,000
Total fair value vested				$ 300,000	$ 100,000
2024 Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock shares reserved/available for future issuance			6,690,000	2,107,125
Common stock available for issuance under various plan increased amount	1,870,923
Common stock for future issuance description				The number of shares of common stock reserved and available for issuance under the 2024 Plan will automatically increase on each January 1, commencing on January 1, 2025 and through 2034, by five percent of the number of shares of the Company’s common stock issued and outstanding on the immediately preceding December 31, or such lesser number of shares as determined by the Company’s compensation committee.
Expiration period		10 years
Vesting period		4 years
Incentive Stock Options and Non-Qualified Stock Options \| Maximum
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Option price estimated fair value percentage on date of grant			100.00%
ESPP
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock shares reserved/available for future issuance			375,000	610,929
Common stock available for issuance under various plan increased amount	374,184
Common stock for future issuance description				The number of shares of common stock reserved and available for issuance under the ESPP will automatically increase on each January 1, commencing on January 1, 2025 and through 2034, by the least of (i) 750,000 shares of common stock; (ii) one percent of the number of shares of the Company’s common stock issued and outstanding on the immediately preceding December 31, or (iii) such lesser number of shares as determined by the Company’s compensation committee.
Number of shares of common stock			750,000
Purchase price of common stock percentage of fair value			85.00%
Employee's eligible annual compensation			$ 25,000
ESPP \| Maximum
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Purchases percentage on employee's eligible annual compensation			15.00%
Profit Interest Unit
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares outstanding		9,142,176
Outstanding shares converted		3,884,870
Profit Interest Unit \| Certain Vesting Conditions
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Outstanding shares converted		1,036,833

Marketable Securities

12 Months Ended

Dec. 31, 2025

Investments, Debt and Equity Securities [Abstract]

Marketable Securities

The following tables summarize the amortized cost, unrealized gains (losses) and fair value of available-for-sale marketable securities (in thousands):


	December 31, 2025
	Amortized Cost			Unrealized Gains		Unrealized Losses			Fair Value
Money market funds	$	40,721		$	—	$	—		$	40,721
U.S. government bonds		72,006			172		(1	)		72,177
Government agency obligations		15,762			63		—			15,825
Corporate debt obligations		15,201			10		—			15,211
Commercial paper		15,848			16		—			15,864
Total		159,538			261		(1	)		159,798
Less: amounts classified as cash equivalents		(40,721	)		—		—			(40,721	)
Total available-for-sale marketable securities	$	118,817		$	261	$	(1	)	$	119,077


	December 31, 2024
	Amortized Cost			Unrealized Gains		Unrealized Losses			Fair Value
Money market funds	$	26,169		$	—	$	—		$	26,169
U.S. government bonds		109,096			562		(1	)		109,657
Government agency obligations		40,435			109		—			40,544
Corporate debt obligations		32,352			37		(36	)		32,353
Commercial paper		30,324			31		(6	)		30,349
Asset-backed securities		5,507			13		—			5,520
Foreign debt securities		2,498			—		—			2,498
Total		246,381			752		(43	)		247,090
Less: amounts classified as cash equivalents		(26,169	)		—		—			(26,169	)
Total available-for-sale marketable securities	$	220,212		$	752	$	(43	)	$	220,921

As of December 31, 2025 and 2024, no significant facts or circumstances were present to indicate a deterioration in the creditworthiness of the issuers of the available-for-sale securities, and the Company has no requirement or intention to sell these securities before maturity or recovery of their amortized cost basis. The Company considered the current and expected future economic and market conditions and determined that its investments were not significantly impacted. During the years ended December 31, 2025 and 2024, the Company did not recognize any impairment losses on its investments.

Accrued interest receivable included in prepaid expenses and other current assets as of December 31, 2025 and 2024 was $1.2 million and $1.6 million, respectively. The company has not written off any accrued interest receivable during the years ended December 31, 2025 and 2024.

The amortized cost and fair value of available-for-sale marketable securities by contractual maturity were as follows (in thousands):


	December 31, 2025				December 31, 2024
	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Maturing within one year	$	112,777	$	113,038	$	153,484	$	153,893
Maturing in one to five years		6,040		6,039		66,728		67,028
Total available-for-sale marketable securities	$	118,817	$	119,077	$	220,212	$	220,921

Income Taxes - Summary of Unrecognized Tax Benefits Excludes Interest and Penalties (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Income Tax Disclosure [Abstract]
Beginning balance	$ 7,547	$ 5,943
Gross increases - tax position in current period	1,180	2,234
Gross increases - tax position in prior periods	65	121
Reductions for tax positions of prior years	(846)	(751)
Ending balance	$ 7,946	$ 7,547

Net Loss Per Share (Tables)

12 Months Ended

Dec. 31, 2025

Earnings Per Share [Abstract]

Schedule of Basic and Diluted Net Loss Per Share Attributable To Common Stockholders

Basic and diluted net loss per share attributable to common stockholders is calculated as follows (in thousands except share and per share amounts):


	Years Ended December 31,
	2025			2024
Numerator:
Net loss attributable to common stockholders	$	(87,868	)	$	(78,058	)
Denominator:
Weighted-average common shares outstanding		37,480,294			33,563,281
Less: Weighted-average unvested shares of common stock		(229,244	)		(535,392	)
Weighted-average common shares outstanding—basic and diluted		37,251,050			33,027,889
Net loss per share attributable to common stockholders—basic and diluted	$	(2.36	)	$	(2.36	)

Summary of Outstanding Potentially Dilutive Securities that have been Excluded from Calculation of Diluted Net Loss Per Unit

The following outstanding potentially dilutive securities have been excluded from the calculation of diluted net loss per share, as their effect would have been anti-dilutive:


	Years Ended December 31,
	2025		2024
Options to purchase common stock		3,960,489		3,436,430
Restricted stock units		2,317,315		465,857
Restricted stock subject to future vesting		61,127		456,435
Employee stock purchase plan		67,260		—
Total		6,406,191		4,358,722

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2025

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Basis of Presentation

These financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) regarding financial reporting. Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”).

The accompanying financial statements include the accounts of Metagenomi Therapeutics, Inc. for the years ended December 31, 2025 and 2024, and the accounts of Metagenomi LLC for the year ended December 31, 2024, retroactively adjusted for the Reorganization and Reverse Stock Split, see Note 1, “Description of Business, Organization and Liquidity”.

Use of Estimates

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, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of expenses during the reporting period. On an ongoing basis, the Company evaluates estimates and assumptions, including but not limited to those related to revenue recognition under its collaboration agreements, the fair value of its common stock, stock-based compensation expense, accruals for research and development expenses, the fair value of long-term investments, the valuation of deferred tax assets and uncertain income tax positions. Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ materially from those estimates.

Cash, Cash Equivalents and Restricted Cash

Cash equivalents are defined as short-term, highly liquid investments with original maturities of three months or less at the date of purchase. As of December 31, 2025 and 2024, the Company’s cash and cash equivalents consisted of deposit accounts and investments in money market funds.

Restricted cash of $5.2 million as of December 31, 2025 and 2024 represents security deposits in the form of a letter of credit issued in connection with the Company’s leases, see Note 8, “Commitments and Contingencies”.

Marketable Securities

Investments with original maturities of greater than three months are classified as available-for-sale marketable securities on the balance sheets and consist primarily of U.S. government bonds, government agency obligations, corporate debt obligations, commercial paper, asset-backed securities and foreign debt securities. As the Company’s entire investment portfolio is considered available for use in current operations, the Company classifies all investments as available-for-sale and as current assets, even though the stated maturity may be more than one year from the current balance sheet date. Available-for-sale securities are carried at fair value, with unrealized gains and losses reported in accumulated other comprehensive income (loss), which is a separate component of stockholders’ equity in the balance sheets. The Company presents accrued interest receivable related to the available-for-sale securities in prepaid expenses and other current assets, separate from available-for-sale marketable securities. The amortized cost of securities is adjusted for amortization of premiums and accretion of discounts to maturity, which are both recorded to interest income in the statements of operations and comprehensive loss.

Realized gains and losses, allowances for credit losses and impairments on available-for-sale securities, if any, are recorded to other income (expense) in the statements of operations and comprehensive loss. Realized gains and losses on the sale of securities are determined by specific identification of each security’s cost basis. The Company regularly reviews its investment portfolio to determine if any security is impaired, which would require it to record an allowance for credit losses or an impairment charge in the period any such determination is made. In making this judgment, the Company evaluates, among other things, the extent to which the fair value of a security is less than its amortized cost, its intent to sell or whether it is more likely than not that the Company will be required to sell the security before recovery of its amortized cost basis, the financial condition of the issuer and any changes thereto, and, as necessary, the portion of a decline in fair value that is credit-related.

The Company’s policy is to exclude the applicable accrued interest from both the fair value and the amortized cost basis of its available-for-sale securities for purposes of identifying and measuring an impairment. The Company’s accounting policy is to not measure an allowance for credit losses for accrued interest receivable and to write-off any uncollectible accrued interest receivable as a reversal of interest income in a timely manner, which it considers to be in the period in which the Company determines the accrued interest will not be collected.

Long-Term Investments

The Company determines at the inception of each arrangement whether an investment or other interest is considered a variable interest entity (“VIE”). If the investment or other interest is determined to be a VIE, the Company evaluates whether it is considered the primary beneficiary. The primary beneficiary of a VIE is the party that meets both of the following criteria: (i) has the power to direct the activities that most significantly impact the VIE’s economic performance; and (ii) has the obligation to absorb losses or the right to receive benefits from the VIE. For investments in VIEs in which the Company is considered the primary beneficiary, the assets, liabilities and results of operations of the VIE are included in the Company’s financial statements. As of December 31, 2025 and 2024, there were no VIEs for which the Company was the primary beneficiary.

If the Company concludes that it exercises significant influence over an investees’ operations, it may account for its investment either using the equity method of accounting or fair value method. The election to account for an investment at fair value is irrevocable unless an event occurs creating a new election date. If the Company does not have a significant influence, it accounts for its investment at fair value and may elect to account for an equity security without a readily determinable fair value using the measurement alternative method. The measurement alternative method allows the Company to measure the equity investment at its cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Changes in fair value and impairment losses are recognized as other income (expense) in the statements of operations and comprehensive loss.

Concentration of Credit Risk and Other Risks and Uncertainties

Cash and cash equivalents and available-for-sale marketable securities are financial instruments that potentially subject the Company to concentrations of credit risk. Cash and cash equivalents consist of cash deposited with financial institutions in the United States. Account balances may exceed federally insured limits. The Company invests in money market funds, U.S. government bonds, corporate debt obligations, commercial paper, government agency obligations, asset-backed securities and foreign debt securities, which can be subject to certain credit risks. The Company mitigates the risks by investing in high-grade instruments, limiting its exposure to any one issuer and monitoring the ongoing creditworthiness of the financial institutions and issuers. The Company has not experienced any losses on its financial instruments.

The Company is subject to certain risks and uncertainties, including, but not limited to, changes in any of the following areas that the Company believes could have a material adverse effect on the future financial position or results of operations: the Company’s ability to advance the development of its next generation gene-editing platform, timing and ability to advance any product candidates it may develop into and through pre-clinical and clinical development; costs and timelines associated with the manufacturing of clinical supplies of any product candidates the Company may develop; regulatory approval, market acceptance of, and reimbursement for any product candidates the Company may develop; performance of third-party vendors; competition from pharmaceutical or other gene-editing companies with greater financial resources or expertise; protection of intellectual property; litigation or claims against the Company based on intellectual property or other factors; and its ability to attract and retain employees necessary to support its growth.

The Company’s business and operations may also be affected by worldwide economic conditions, which may continue to be impacted by global macroeconomic challenges such as inflationary pressures, interest rate and currency rate fluctuations, increased U.S. trade tariffs, reciprocal and retaliatory tariffs from other countries, and trade disputes with other countries, economic slowdown or recession, banking instability, monetary policy changes, geopolitical tensions or the outbreak of hostilities or war, including from the ongoing Russia-Ukraine conflict, the current conflict in Israel and Gaza (including any escalation or expansion), the current conflict in Venezuela and increasing tensions between China and Taiwan.

Concentration of Collaboration Revenue and Accounts Receivable


	Years Ended December 31,
Collaboration Revenue	2025			2024
Customer A		98	%		58	%
Customer B	*				36	%
Customer C	*			*
		98	%		94	%


	As of December 31,
Accounts Receivable	2025			2024
Customer A		100	%		84	%
Customer B	*			*
Customer C	*				16	%
		100	%		100	%

* the customer did not account for 10% or more of collaboration revenue or accounts receivable, net

The Company reviews its accounts receivable for impairment and credit loss. There have been no impairment or credit losses recognized during the periods presented in the accompanying statements of operations and comprehensive loss.

Fair Value Measurements

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

Assets and liabilities recorded at fair value on a recurring basis in the balance sheets, are categorized based upon the level of judgment associated with inputs used to measure their fair values. The accounting guidance for fair value provides a framework for measuring fair value and requires certain disclosures about how fair value is determined. The accounting guidance establishes a three-level valuation hierarchy that prioritizes the inputs to valuation techniques used to measure fair value based upon whether such inputs are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions made by the reporting entity. The three-level hierarchy for the inputs to valuation techniques is briefly summarized as follows:

Level 1 — Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date;

Level 2 — Inputs are observable, unadjusted quoted prices in active markets for similar assets or liabilities, unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities; and

Level 3 — Unobservable inputs that are significant to the measurement of the fair value of the assets or liabilities that are supported by little or no market data.

Assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. An assessment of the significance of a particular input to the fair value measurement in its entirety requires management to make judgments and consider factors specific to the asset or liability. Changes in the ability to observe valuation inputs may result in a reclassification of levels of certain securities within the fair value hierarchy. The Company recognizes transfers into and out of levels within the fair value hierarchy in the period in which the actual event or change in circumstances that caused the transfer occurs.

The carrying amounts of cash equivalents, prepaid expenses and other current assets, accounts payable, accrued expenses and other liabilities, approximate fair value due to their short-term maturities. Financial instruments, such as money market funds, marketable securities and certain equity and long-term investments are measured at fair value at each reporting date. Usually, marketable securities are considered Level 2 when their fair values are determined using inputs that are observable in the market or can be derived principally from or corroborated by observable market data such as pricing for similar securities, recently executed transactions, cash flow models with yield curves, and benchmark securities. In addition, Level 2 financial instruments are valued using comparisons to like-kind financial instruments and models that use readily observable market data as their basis. U.S. government bonds, corporate debt obligations, commercial paper, government agency obligations and asset-backed securities are valued primarily using market prices of comparable securities, bid/ask quotes, interest rate yields and prepayment spreads and are included in Level 2. Financial assets and liabilities are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies, or similar techniques, and at least one significant model assumption or input is unobservable. The Company’s investments in preferred stock, common stock and warrants of Affini-T (see Note 5, “Long-Term Investments”) are Level 3 financial assets.

Deferred Finance Issuance Costs

Deferred finance issuance costs, consisting of legal, accounting and audit fees relating to in-process equity financings and initial public offering, are capitalized. The deferred finance issuance costs are offset against offering proceeds upon the completion of the financing or the offering. In the event the financing or the offering is terminated or delayed, the deferred finance issuance costs will be expensed immediately as a charge to general and administrative expenses in the statements of operations and comprehensive loss. The Company had $0.6 million and zero deferred finance issuance costs capitalized as of December 31, 2025 and 2024, respectively, included in other assets in the balance sheets.

Property and Equipment, Net

Property and equipment are recorded at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful life or the lease term. Repairs and maintenance expenditures, which are not considered improvements and do not extend the useful life of property and equipment, are expensed as incurred. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation and amortization are removed from the balance sheets and the resulting gain or loss is reflected in the statements of operations and comprehensive loss in the period realized.

The estimated useful lives of property, plant and equipment are as follows (in years):


Category		Useful Life
Laboratory equipment		5
Leasehold improvements		lesser of useful life or the lease term
Computer equipment and software		3-5
Furniture and fixtures		3-5

Leases

The Company determines whether an arrangement is or contains a lease at the inception of the arrangement and whether such a lease should be classified as a financing lease or operating lease at the commencement date of the lease. Operating leases with a term greater than one year are recognized on the balance sheets as operating right-of-use asset (“ROU asset”) and operating lease liabilities. We elected not to recognize the right-of-use assets and lease liabilities for leases with lease terms of one year or less (short-term leases). Lease liabilities and their corresponding ROU assets are recorded based on the present value of lease payments over the lease term. The Company considers the lease term to be the noncancelable period that it has the right to use the underlying asset, together with any periods where it is reasonably certain it will exercise an option to extend (or not terminate) the lease. As the interest rate implicit in the Company’s lease contracts is not readily determinable, the Company utilizes its incremental borrowing rate based on the information available at the commencement date to determine the present value of lease payments.

Operating lease cost is recognized on a straight-line basis over the lease term. The Company has elected to not separate lease and non-lease components for its real estate leases and instead accounts for each separate lease component and the non-lease components associated with that lease component as a single lease component. Variable lease payments are recognized as incurred.

As of December 31, 2025 and 2024, the Company had no finance leases.

Impairment of Long-Lived Assets

The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability is measured by comparing the carrying amount to the future undiscounted net cash flows which the assets are expected to generate. If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the assets exceeds the projected discounted future net cash flows generated by the assets.

Collaboration Arrangements and Revenue Recognition

At the inception of an agreement, the Company evaluates if an agreement is a collaborative arrangement within the scope of ASC 808, Collaborative Arrangements (“ASC 808”). For collaborative arrangements that fall within the scope of ASC 808, the Company first determines which elements of the collaboration are deemed to be a performance obligation with a customer within the scope of ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”). For elements of collaboration arrangements that are accounted for pursuant to ASC 808 and are not subject to the guidance in ASC 606, the Company applies the revenue recognition model under ASC 606 or other guidance, as deemed appropriate.

The Company re-evaluates whether the license agreement continues to be a collaborative arrangement, or whether the license agreement becomes a collaborative arrangement, whenever there is a change in either the roles of the participants in the arrangement or the participants’ exposure to significant risks and rewards dependent on the ultimate commercial success of the endeavor.

Under ASC 606, the Company recognizes revenue when the Company’s customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods and services. To determine revenue recognition for arrangements within the scope of ASC 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price, including the constraint on variable consideration; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when or as the Company satisfies a performance obligation.

The Company’s revenue is primarily derived through its license, research, development and option agreements. These agreements may include the following types of promised goods or services: (i) grants of licenses; (ii) performance of research and development services; and (iii) participation on joint research and/or development committees. They also may include options to obtain licenses to the Company’s intellectual property or to extend the term of the research activities. Payments to the Company under these arrangements typically include one or more of the following: non-refundable upfront payments; reimbursement for research services; research, development or regulatory milestone payments; profit-sharing arrangements; and royalty and commercial sales milestone payments. The event-based milestone payments, royalties and cost reimbursements represent variable consideration. The Company evaluates the probability that the event-based milestones will be achieved and estimates the amount to be included in the transaction price using the most likely amount method. The Company includes cost reimbursement in the transaction price using the expected value method.

A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in ASC 606. The Company allocates the total transaction price, including variable consideration that is not constrained, to each performance obligation based on the estimated standalone selling price and recognizes revenue when, or as, the performance obligation is satisfied. Amounts of variable consideration are included in the transaction price to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur. At the end of each reporting period, the Company re-evaluates the estimated variable consideration included in the transaction price and any related constraint, and if necessary, adjusts its estimate of the overall transaction price.

The Company’s collaboration and license agreements include contingent payments related to sales-based milestones and royalties. Sales-based milestones and royalties are typically payable when annual sales of a covered product reach specified levels and sales occur. When intellectual property license is determined to be a predominant promise in the arrangement, sales-based milestones and royalties are recognized at the later of when the associated performance obligation has been satisfied or when the sales occur. Unlike other contingency payments, such as regulatory milestones, sales-based milestones and royalties are not included in the transaction price based on estimates at the inception of the contract, but rather, are included when the sales or usage occur.

In cases when upfront payment contains a material right for the optional services the Company may provide in the future, the material right is treated as a separate performance obligation. The value allocated to such material right is deferred and recognized as revenue when the performance obligation is satisfied, and the optional services are provided, or when the right expires.

Contract Assets and Contract Liabilities

A contract asset is a right to consideration in exchange for goods or services that the Company has transferred to a customer when that right is conditional and is not just subject to the passage of time. A receivable is recorded on the balance sheets when the Company has unconditional rights to consideration.

A contract liability is an obligation to transfer goods or services for which the Company has received consideration, or for which an amount of consideration is due from the customer. Contract liabilities consist of deferred revenue and relate to amounts invoiced to, or advance consideration received from, licensees that precede the Company’s satisfaction of the associated performance obligations. The Company’s deferred revenue primarily results from upfront payments received relating to the performance obligations that are satisfied over time under the Company’s revenue arrangements.

The Company’s contract balances are reported in a net contract asset or liability position on a contract-by-contract basis at the end of each reporting period. Changes in the contract assets and the contract liabilities balances during the period are the result of the issuance of invoices, receipts of non-refundable upfront payments and recognition of deferred revenues.

Research and Development Expenses

Research and development costs are expensed as incurred. Research and development costs include salaries, stock-based compensation, and benefits for employees performing research and development activities, an allocation of facility and overhead expenses, expenses incurred under agreements with consultants, third-party organizations and vendors that conduct research and development activities, regulatory support activities, manufacturing process development activities and provide supplies. Nonrefundable advance payments for goods or services to be received in the future for use in research and development activities are capitalized and recorded in prepaid expenses and other current assets, and then expensed as the related goods are delivered or the services are performed.

Research and development expenses accruals are estimated based on the level of services performed, progress of the work orders, including the phase or completion of events, and contracted costs. The estimated costs of research and development services provided, but not yet invoiced, are included in accrued expenses and other current liabilities in the balance sheets. If the actual timing of the performance of services or the level of effort varies from the original estimates, the Company will adjust the accrual accordingly. To date, there have been no material differences between estimates of such expenses and the amounts actually incurred.

Patent Costs

All patent-related costs incurred in connection with filing and prosecuting patent applications are expensed as incurred due to the uncertainty of the recovery of the expenditure. Amounts incurred are classified as general and administrative expenses in the statements of operations and comprehensive loss.

Stock-Based Compensation Expense

Prior to the Reorganization, the Company’s equity awards included issuance of profits interests under the 2019 Equity Incentive Plan. Profits interests are a separate class of equity with defined rights within the LLC Agreement. A profits interest is an interest in the increase in the value of the Company over the threshold amount, as determined at the time of grant on a per unit basis. The threshold amount was based on the valuation of the common units on or around the grant date.

The Company accounts for stock-based compensation in accordance with ASC 718, Compensation-Stock Compensation (ASC 718). In accordance with ASC 718, compensation expense is measured based on the estimated grant date fair value and is recognized as compensation expense on a straight-line basis over the requisite service period (usually the vesting period). Forfeitures are accounted for as they occur. Stock-based compensation expense is recorded as either research and development or general and administrative expenses in the statements of operations and comprehensive loss based on the function to which the related services are provided.

The grant date fair value of restricted stock units is based on the closing price of the Company’s common stock on the date of grant. The Company estimates the grant date fair value of stock options issued subsequent to the IPO and profits interests units issued prior to July 31, 2023 using the Black-Scholes option-pricing model. The Black-Scholes option-pricing model requires the use of several variables and assumptions that require judgment, as discussed below.

Expected volatility—Expected volatility is estimated based on the historical volatility of a publicly traded set of peer companies with similar characteristics to the Company, including size, stage in the life cycle and area of specialty over a period equal to the expected term, as the Company does not have sufficient trading history for its own common stock. Since its IPO, expected volatility also takes into consideration the Company’s own historical volatility. The Company will continue to apply this process until adequate historical data regarding the volatility of its own stock price becomes available.

Expected term—The expected term represents the period that stock-based awards are expected to be outstanding. Prior to the IPO, the expected term of profits interests was determined based on the expected time to liquidity and expected vesting term. After the completion of the IPO, the Company’s historical stock option exercise information is limited due to a lack of sufficient data points and therefore does not provide a reasonable basis upon which to estimate expected term. The Company has elected to use the simplified method for estimating the expected term, which is calculated as the mid-point between the vesting date and the contractual term.

Risk-free interest rate—The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award.

Dividends—Expected dividend yield is zero as the Company has never paid cash dividends and has no intention to pay cash dividends for the foreseeable future.

Income Taxes

Metagenomi uses the asset and liability method to account for income taxes. Under this method, deferred tax assets and liabilities are determined based on differences between the financial statement carrying amounts of existing assets and liabilities and their tax bases. Deferred tax assets and liabilities are measured using enacted tax rates applied to taxable income in the years in which those temporary differences are expected to be recovered or settled. A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized. Metagenomi assesses the likelihood of deferred tax assets being realized. It provides a valuation allowance when it is more likely than not that some portion or all of a deferred tax asset will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which the temporary differences representing net future deductible amounts become deductible.

Tax benefits related to uncertain tax positions are recognized when it is more likely than not that a tax position will be sustained during an audit. Tax positions that meet the more-likely-than-not threshold are measured at the largest amount of tax benefit that is greater than 50% likely of being realized upon settlement with the taxing authority. Interest and penalties related to unrecognized tax benefits are included within the provision for income tax.

Net Loss Per Share

The Company calculates basic and diluted net loss per share in conformity with the two-class method required for participating securities. Under the two-class method, basic net loss per share is computed by dividing the net loss by the weighted average number of common shares outstanding during the period, without consideration of potentially dilutive securities. Diluted net loss per share is computed by dividing the net loss by the sum of the weighted average number of common shares outstanding during the period plus the dilutive effects of potentially dilutive securities outstanding during the period. Potentially dilutive securities include common stock issuable upon conversion of redeemable convertible preferred stock, common stock issuable upon settlement of profits interests, shares of restricted stock subject to future vesting, options to purchase common stock, and restricted stock units outstanding. For all periods presented, diluted net loss per share is the same as basic net loss per share since the effect of including potential dilutive securities is anti-dilutive. In connection with the Reorganization and in accordance with ASC 260, Earnings Per Share, the conversion of common units has been retrospectively reflected in the Company’s net loss per share calculation, see Note 14, “Net Loss Per Share”.

Comprehensive Loss

Comprehensive loss is defined as a change in equity of a business enterprise during a period resulting from transactions from non-owner sources. Comprehensive loss is comprised of net loss and other comprehensive income (loss). The Company’s other comprehensive income (loss) consists of unrealized gains (losses) on available-for-sale marketable securities. The Company has not recorded any reclassifications from other comprehensive income (loss) to net loss during the periods presented.

Recently Adopted Accounting Pronouncements

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU requires public entities, on an annual basis, to provide disclosure of specific categories in the rate reconciliation, as well as disclosure of income taxes paid disaggregated by jurisdiction. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company adopted ASU 2023-09 during the year ended December 31, 2025. Refer to Note 13, “Income Taxes”, for disclosures related to the adoption of ASU 2023-09.

Recently Issued Accounting Pronouncements

In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. This ASU requires, among other things, more detailed disclosures about specified categories of expense (purchases of inventory, employee compensation, depreciation, amortization, and depletion) included in certain expense captions presented on the face of the income statement. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and for interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. This ASU may be applied prospectively with the option for retrospective application. The Company is currently evaluating the impact of the adoption of this standard on its financial statements.

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Cash flows from operating activities
Net loss	$ (87,868)	$ (78,058)
Adjustments to reconcile net loss to net cash used in operating activities
Stock-based compensation expense	11,853	16,204
Depreciation	5,317	5,407
Loss on fixed assets write-off	502	1,042
Non-cash lease expense	5,318	4,644
Amortization of premiums and discounts on available-for-sale marketable securities	(3,000)	(6,169)
Amortization of non-cash collaboration revenue	(212)	(1,660)
Change in fair value of long-term investments	1,292	9,185
Changes in operating assets and liabilities:
Accounts receivable	952	1,194
Prepaid expenses and other assets	4,313	(2,323)
Accounts payable	1,054	(1,106)
Income tax payable		(3,266)
Deferred revenue and collaboration advance	(21,098)	(46,804)
Accrued expenses and other current liabilities	(1,642)	(893)
Operating lease liabilities	(5,615)	(3,401)
Other non-current liabilities	(58)	(3,069)
Net cash used in operating activities	(88,892)	(109,073)
Cash flows from investing activities
Purchases of property and equipment	(574)	(3,114)
Proceeds from sale of property and equipment	37
Purchases of available-for-sale marketable securities	(66,408)	(306,096)
Maturities of available-for-sale marketable securities	170,474	221,377
Purchases of long-term investments		(324)
Net cash provided by (used in) investing activities	103,529	(88,157)
Cash flows from financing activities
Proceeds from issuance of common stock upon initial public offering, net of underwriting discounts and commissions and other offering costs		84,013
Proceeds from issuance of common stock under the ESPP	202
Payment of deferred financing costs	(558)
Net cash provided by (used in) financing activities	(356)	84,013
Net increase (decrease) in cash, cash equivalents and restricted cash	14,281	(113,217)
Cash, cash equivalents and restricted cash at beginning of period	32,634	145,851
Cash, cash equivalents and restricted cash at end of period	46,915	32,634
Supplemental disclosure of non-cash information
Conversion of redeemable convertible preferred stock to common stock upon initial public offering		350,758
Issuance of common stock and restricted common stock in exchange for profits interests upon Reorganization		9,457
Reclassification of deferred offering costs paid in prior year to stockholders' equity		3,283
Common shares of Affini-T received for collaboration revenue		1,632
Cash paid for income taxes net of (refunds) (Note 13)	(2,238)	3,505
Reconciliation of cash, cash equivalents and restricted cash
Cash and cash equivalents	41,722	27,386
Restricted cash	5,193	5,248
Cash, cash equivalents and restricted cash at end of period	$ 46,915	$ 32,634

Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Income Statement [Abstract]
Collaboration revenue	$ 25,210	$ 52,295
Operating expenses:
Research and development	94,433	109,179
General and administrative	26,790	32,017
Total operating expenses	121,223	141,196
Loss from operations	(96,013)	(88,901)
Other income (expense):
Interest income	9,470	14,722
Change in fair value of long-term investments	(1,292)	(9,185)
Other expense, net	(91)	(207)
Total other income, net	8,087	5,330
Net loss before benefit from income taxes	(87,926)	(83,571)
Benefit from income taxes	58	5,513
Net loss	(87,868)	(78,058)
Other comprehensive income (loss):
Unrealized gain (loss) on available-for-sale marketable securities	(449)	806
Comprehensive loss	$ (88,317)	$ (77,252)
Net loss per share attributable to common stockholders - basic	$ (2.36)	$ (2.36)
Net loss per share attributable to common stockholders - diluted	$ (2.36)	$ (2.36)
Weighted-average common shares outstanding - basic	37,251,050	33,027,889
Weighted-average common shares outstanding - diluted	37,251,050	33,027,889

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2025

Income Tax Disclosure [Abstract]

Summary of Loss Before Benefit from Income Taxes

The loss before benefit from income taxes is as follows (in thousands):


	Years Ended December 31,
	2025			2024
Domestic	$	(87,926	)	$	(83,571	)
Total	$	(87,926	)	$	(83,571	)

Summary of Income Tax Benefit

Income tax benefit consisted of the following (in thousands):


	Years Ended December 31,
	2025		2024
Current:
Federal	$	58	$	5,513
State		—		—
Total current tax benefit		58		5,513
Deferred:
Federal		—		—
State		—		—
Total deferred tax expense		—		—
Total tax benefit	$	58	$	5,513

Summary of Reconciliation of Federal Statutory Rate

The effective income tax rate for the year ended December 31, 2025 differs from the statutory federal income tax rate as follows (in thousands, except percentages):


	Year Ended December 31, 2025
	Amount			%
U.S. federal statutory tax rate	$	(18,464	)		21.0	%
State and local income taxes, net of federal income tax effect(1)		(309	)		0.4	%
Tax credits:
Research and development tax credits		(3,790	)		4.3	%
Changes in valuation allowance		18,997			(21.6	)%
Nontaxable or nondeductible items:
Share-based compensation		1,942			(2.2	)%
Other		196			(0.2	)%
Changes in unrecognized tax benefits(2)		1,409			(1.6	)%
Other adjustments		(39	)		0.0	%
Effective tax rate	$	(58	)		0.1	%

(1) California represents the majority of the tax effect in this category

(2) Changes in unrecognized tax benefits on an aggregated basis for all jurisdictions

The effective income tax rate for the year ended December 31, 2024, differs from the statutory federal income tax rate as follows:


		Year Ended December 31,
		2024
U.S. federal statutory tax rate		21.0%
Share-based compensation		(3.2)%
Permanent and other adjustments		(0.9)%
Change in valuation allowance		(16.2)%
Research credits		5.9%
Total		6.6%

Summary of Components of Deferred Tax Assets for Federal and State Income Taxes

Significant components of the deferred tax assets for federal and state income taxes are as follows (in thousands):


	December 31,
	2025			2024
Deferred tax assets:
Net operating loss carry forwards	$	51,726		$	17,852
Research credits		8,146			3,578
Reserves and accruals		4,998			3,923
Lease liability		11,377			12,810
Deferred revenue		3,445			9,341
Capitalized research and development expenses		24,870			33,606
Total deferred tax assets		104,562			81,110
Deferred tax liabilities:
Property and equipment		(2,355	)		(3,387	)
Right-of-use asset		(9,821	)		(11,170	)
Total gross deferred tax liabilities		(12,176	)		(14,557	)
Less: Valuation allowance		(92,386	)		(66,553	)
Net deferred tax assets	$	—		$	—

Summary of Unrecognized Tax Benefits Excludes Interest and Penalties

Changes in the balance of gross unrecognized tax benefits, which excludes interest and penalties, are as follows (in thousands):


	Years Ended December 31,
	2025			2024
Beginning balance	$	7,547		$	5,943
Gross increases—tax position in current period		1,180			2,234
Gross increases—tax position in prior periods		65			121
Reductions for tax positions of prior years		(846	)		(751	)
Ending balance	$	7,946		$	7,547

Summary of Significant Accounting Policies - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Significant Accounting Policies [Line Items]
Restricted cash	$ 5,193,000	$ 5,248,000
Credit loss expense	$ 0
Operating lease, description	Operating leases with a term greater than one year are recognized on the balance sheets as operating right-of-use asset (“ROU asset”) and operating lease liabilities.
Finance leases	$ 0	$ 0
Dividend yield	0.00%	0.00%
Tax benefit rate	50.00%
Minimum
Significant Accounting Policies [Line Items]
Operating lease, term	1 year
Other assets
Significant Accounting Policies [Line Items]
Deferred finance issuance costs	$ 600,000	$ 0
Letter of Credit
Significant Accounting Policies [Line Items]
Restricted cash	$ 5,200,000	$ 5,200,000

Marketable Securities - Summary of Amortized Cost and Fair Value of Available-for-sale Marketable Securities by Contractual Maturity (Details) - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Available-for-Sale Securities, Debt Maturities [Abstract]
Amortized Cost, Maturing within one year	$ 112,777	$ 153,484
Amortized Cost, Maturing in one to five years	6,040	66,728
Amortized Cost, Total available-for-sale marketable securities	118,817	220,212
Fair Value, Maturing within one year	113,038	153,893
Fair Value, Maturing in one to five years	6,039	67,028
Fair Value, Total available-for-sale marketable securities	$ 119,077	$ 220,921

Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2025	Dec. 31, 2024
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, authorized	10,000,000	10,000,000
Preferred stock, issued	0	0
Preferred stock, outstanding	0	0
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, authorized	500,000,000	500,000,000
Common stock, issued	37,620,668	37,418,470
Common stock, outstanding	37,620,668	37,418,470

Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Dec. 31, 2025	Mar. 02, 2026	Jun. 30, 2025
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2025
Document Transition Report	false
Entity File Number	001-41949
Entity Registrant Name	Metagenomi Therapeutics, Inc.
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	5959 Horton Street
Entity Address, Address Line Two	7th Floor
Entity Address, City or Town	Emeryville
Entity Address, State or Province	CA
Entity Tax Identification Number	81-3909017
Entity Address, Postal Zip Code	94608
City Area Code	510
Local Phone Number	871-4880
Document Fiscal Year Focus	2025
Title of 12(b) Security	Common stock, par value $0.0001 per share
Trading Symbol	MGX
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
ICFR Auditor Attestation Flag	false
Document Financial Statement Error Correction [Flag]	false
Entity Shell Company	false
Entity Public Float			$ 50,931,318
Entity Common Stock, Shares Outstanding		37,620,530
Entity Central Index Key	0001785279
Current Fiscal Year End Date	--12-31
Amendment Flag	false
Document Fiscal Period Focus	FY
Documents Incorporated by Reference	DOCUMENTS INCORPORATED BY REFERENCE Part III of this Annual Report on Form 10-K incorporates certain information by reference from the registrant’s definitive proxy statement for the 2026 annual meeting of stockholders to be filed no later than 120 days after the end of the registrant’s fiscal year ended December 31, 2025. A
Auditor Firm ID	238
Auditor Location	San Jose, California
Auditor Name	PricewaterhouseCoopers LLP
Auditor Opinion	Opinion on the Financial Statements We have audited the accompanying 2025 financial statements of Metagenomi Therapeutics, Inc. and the 2024 consolidated financial statements of Metagenomi Therapeutics, Inc, and its subsidiaries (collectively referred to as the “Company”), which comprise the balance sheets as of December 31, 2025 and 2024, and the related statements of operations and comprehensive loss, of redeemable convertible preferred stock and stockholders’ equity and of cash flows for the years then ended, including the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

Stock-Based Compensation

12 Months Ended

Dec. 31, 2025

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

11.

Stock-Based Compensation

2019 Equity Incentive Plan

Prior to the Reorganization, the Company granted profits interests under the 2019 Equity Incentive Plan, adopted on March 13, 2019 (the “2019 Plan”). The Company granted profits interests with a threshold amount established by the Board of Managers of the Company’s predecessor, Metagenomi LLC, on the date of issuance. The 2019 Plan allowed for grants of profits interests to the Company’s officers, employees, directors and consultants. Immediately after the Reorganization, all of the outstanding 9,142,176 profits interest units were exchanged for 3,884,870 shares of common stock, of which 1,036,833 were subject to certain vesting conditions.

The following table presents a summary of the unvested common stock activity:


Unvested Common Stock	Number of Shares			Weighted-Average Grant Date Fair Value
Outstanding as of December 31, 2024		456,435		$	24.54
Vested		(308,058	)		17.74
Forfeited		(87,250	)		26.58
Outstanding as of December 31, 2025		61,127		$	55.85

The total fair value of common stock that vested during the years ended December 31, 2025 and 2024 was $0.6 million and $2.9 million, respectively. The aggregate intrinsic value of restricted stock awards outstanding on December 31, 2025 was $0.1 million.

2024 Stock Option and Incentive Plan

In January 2024, the Board of Directors adopted and the stockholders approved the 2024 Stock Option and Incentive Plan (“2024 Plan”), which became effective immediately prior to the closing of the IPO. The 2024 Plan allows the Company to make equity-based and cash-based incentive awards to its officers, employees, directors, and consultants. The 2024 Plan provides for the grant of incentive stock options, non-qualified stock options, restricted stock units, restricted stock awards, and other stock-based awards. Awards granted under the 2024 Plan expire no later than ten years from the date of grant. For stock options, the option price shall not be less than 100% of the estimated fair value on the date of grant. Stock options and restricted stock units typically vest over four-years but may be granted with different vesting terms.

The Company initially reserved 6,690,000 shares of common stock for future issuance under the 2024 Plan. The number of shares of common stock reserved and available for issuance under the 2024 Plan will automatically increase on each January 1, commencing on January 1, 2025 and through 2034, by five percent of the number of shares of the Company’s common stock issued and outstanding on the immediately preceding December 31, or such lesser number of shares as determined by the Company’s compensation committee. On January 1, 2025, the common stock available for issuance under the 2024 Plan automatically increased by 1,870,923 shares. As of December 31, 2025, there were 2,107,125 shares available for future issuance under the 2024 Plan.

Stock Option Activity

The following table presents a summary of the stock option activity:


Stock Options	Number of Shares			Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term (years)		Aggregate Intrinsic Value (thousands)
Outstanding as of December 31, 2024		3,436,430		$	9.54		9.32	$	715
Granted		1,673,243			1.52
Forfeited/Expired		(1,149,184	)		8.09
Outstanding as of December 31, 2025		3,960,489		$	6.57		7.96	$	265
Exercisable as of December 31, 2025		1,197,991		$	9.68		6.87	$	—

The weighted-average grant date fair value of stock options granted during the years ended December 31, 2025 and 2024 was $1.12 and $6.94, respectively. There were no stock option exercises during the years ended December 31, 2025 and 2024.

Restricted Stock Unit Activity

The following table presents a summary of the restricted stock unit activity:


Restricted Stock Units	Number of Shares			Weighted-Average Grant Date Fair Value
Outstanding as of December 31, 2024		465,857		$	9.30
Granted		2,244,527			1.56
Vested		(151,193	)		9.49
Forfeited		(241,876	)		4.56
Outstanding as of December 31, 2025		2,317,315		$	2.29

The total fair value of restricted stock units that vested during the years ended December 31, 2025 and 2024 was $0.3 million and $0.1 million, respectively. The aggregate intrinsic value of restricted stock units outstanding on December 31, 2025 was $3.8 million.

2024 Employee Stock Purchase Plan

In January 2024, the Board of Directors adopted and the stockholders approved the 2024 Employee Stock Purchase Plan (“ESPP”), which become effective upon the date immediately preceding the date on which the Company’s registration statement was declared effective by the SEC. Under the ESPP, employees, subject to certain restrictions, may purchase shares of common stock at 85% of the fair market value at either the first business day or the last business day of the offering period, whichever is lower. Purchases are limited to the lesser of 15% of each employee’s eligible annual compensation or $25,000.

The Company initially reserved 375,000 shares of common stock for future issuance under the ESPP. The number of shares of common stock reserved and available for issuance under the ESPP will automatically increase on each January 1, commencing on January 1, 2025 and through 2034, by the least of (i) 750,000 shares of common stock; (ii) one percent of the number of shares of the Company’s common stock issued and outstanding on the immediately preceding December 31, or (iii) such lesser number of shares as determined by the Company’s compensation committee. On January 1, 2025, the common stock available for issuance under the ESPP automatically increased by 374,184 shares. As of December 31, 2025, there were 610,929 shares available for issuance under the ESPP.

Compensation Expense

The assumptions used in the Black-Scholes option-pricing model for stock options granted were:


	Years Ended December 31,
	2025	2024
Expected volatility	83.59% — 85.45%	79.58% — 80.99%
Risk-free interest rate	3.74% — 4.43%	3.63% — 4.72%
Expected term (in years)	5.50 — 6.08	5.31 — 6.08
Expected dividend yield	0%	0%

The following table presents the classification of stock-based compensation expense for the periods presented (in thousands):


	Years Ended December 31,
	2025		2024
Research and development expenses	$	4,817	$	8,891
General and administrative expenses		7,036		7,313
Total	$	11,853	$	16,204

Stock-based compensation expense related to the following awards for the periods presented (in thousands):


	Years Ended December 31,
	2025		2024
Profits Interests	$	—	$	635
Restricted Stock Awards		5,568		9,555
Stock Options		5,118		5,117
Restricted Stock Units		1,057		884
Employee Stock Purchase Plan		110		13
Total	$	11,853	$	16,204

As of December 31, 2025, there was $3.4 million of unrecognized compensation expense related to restricted stock awards that is expected to be recognized over a weighted-average period of 1.0 years, $9.7 million of unrecognized compensation expense related to stock options that is expected to be recognized over a weighted-average period of 2.6 years and $5.1 million of unrecognized compensation expense related to restricted stock units that is expected to be recognized over a weighted-average period of 2.2 years.

Commitments and Contingencies - Summary of operating lease costs (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Lease, Cost [Abstract]
Operating lease cost	$ 10,104	$ 9,869
Variable lease cost	3,270	3,092
Total lease cost	$ 13,374	$ 12,961

Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Current assets:
Cash and cash equivalents	$ 41,722	$ 27,386
Available-for-sale marketable securities	119,077	220,921
Accounts receivable	305	1,257
Prepaid expenses and other current assets	4,434	8,396
Total current assets	165,538	257,960
Property and equipment, net	12,288	17,740
Long-term investments	2,154	3,447
Operating lease right-of-use assets	35,094	39,917
Other assets	836	287
Restricted cash	5,193	5,248
Total assets	221,103	324,599
Current liabilities:
Accounts payable	1,489	533
Accrued expenses and other current liabilities	6,719	8,422
Current portion of operating lease liabilities	6,025	5,592
Deferred revenue	8,700	22,762
Total current liabilities	22,933	37,309
Non-current portion of operating lease liabilities	34,632	40,186
Deferred revenue, non-current	2,989	10,237
Other non-current liabilities	1,953	2,010
Total liabilities	62,507	89,742
Commitments and contingencies (Note 8)
Stockholders' equity:
Preferred stock: $0.0001 par value; 10,000,000 shares authorized and zero shares issued and outstanding	0	0
Common stock: $0.0001 par value; 500,000,000 shares authorized; 37,620,668 and 37,418,470 shares issued and outstanding as of December 31, 2025 and 2024, respectively	4	4
Additional paid-in-capital	469,202	457,146
Accumulated other comprehensive income	260	709
Accumulated deficit	(310,870)	(223,002)
Total stockholders' equity	158,596	234,857
Total liabilities and stockholders' equity	$ 221,103	$ 324,599

Income Taxes - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Valuation allowance	$ 25,800,000	$ 18,800,000
Federal operating loss carryforward	175,300,000
State operating loss carryforward	213,500,000
Federal research credit carryforward	$ 3,300,000
State carryforwards expiration year	2037
Federal credit carryforwards expiration year		2045
State research carryforward	$ 6,100,000
Federal refund received	2,200,000
Accrued interest related to uncertain tax positions	200,000
Penalities recognized	0	$ 0
Unrecognized tax benefits	7,946,000	$ 7,547,000	$ 5,943,000
Unrecognized tax benefits that would impact effective tax rate	$ 7,300,000

Redeemable Convertible Preferred Stock	12 Months Ended
Redeemable Convertible Preferred Stock	Dec. 31, 2025
Equity [Abstract]
Redeemable Convertible Preferred Stock	9. Redeemable Convertible Preferred Stock On January 24, 2024, in connection with the Reorganization, all outstanding redeemable convertible preferred units were converted into an equal number of shares of redeemable convertible preferred stock. Immediately prior to the closing of the IPO, all of the then-outstanding shares of redeemable convertible preferred stock converted into 23,935,594 shares of common stock.

Commitments and Contingencies (Additional Information) (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Nov. 30, 2022	Dec. 31, 2025	Dec. 31, 2024	Sep. 30, 2021	Jan. 31, 2021
Lessee, Lease, Description [Line Items]
Letter of credit		$ 5,193	$ 5,248
Loss contingency lawsuit plaintiff amended complaint date		Apr. 04, 2025
Laboratory and Office Space
Lessee, Lease, Description [Line Items]
Operating lease, term					10 years
Laboratory and Office Space \| Letter of Credit
Lessee, Lease, Description [Line Items]
Letter of credit		$ 1,700	2,500
Office Space
Lessee, Lease, Description [Line Items]
Operating lease, term				9 years 3 months
Office Space \| Letter of Credit
Lessee, Lease, Description [Line Items]
Letter of credit		$ 600	$ 800
Office, Research and Laboratory Space
Lessee, Lease, Description [Line Items]
Sublease term	8 years 3 months
Office, Research and Laboratory Space \| Letter of Credit
Lessee, Lease, Description [Line Items]
Letter of credit	$ 2,000

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Dec. 31, 2025
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Cybersecurity Risk Management, Strategy, and Governance	12 Months Ended
Cybersecurity Risk Management, Strategy, and Governance	Dec. 31, 2025
Cybersecurity Risk Management, Strategy, and Governance [Line Items]
Cybersecurity Risk Management Processes for Assessing, Identifying, and Managing Threats [Text Block]	Item 1C. Cybersecurity. Cybersecurity Risk Management and Strategy We have implemented a cybersecurity program in accordance with our risk profile and business size that is informed by recognized industry standards, including elements of the National Institute of Standards and Technology Cybersecurity Framework. We leverage the cybersecurity services of third-party vendors, including virtual chief information security officer services, to support our cybersecurity risk management program. Our cybersecurity risk management program is comprised of a number of components, including but not limited to a risk assessment incorporating elements of industry-standard frameworks, penetration testing, endpoint detection and response, email security, system log monitoring and alert platform, and security operations center, functioning 24x7. We have an employee training program that includes annual cybersecurity awareness training that is reinforced by frequent phishing campaigns. We also maintain an incident response plan and related processes to help guide our response to cybersecurity incidents. As part of our cybersecurity risk management program, we take a risk-based approach to the evaluation of third-party vendors, and apply mitigations and processes based on our evaluation of the sensitivity of the data accessed by the vendor and the maturity of the vendor’s programs. Our current vendor evaluation procedures include, as appropriate, a review of certain vendors’ security standards. We have not identified any cybersecurity incidents or threats that have materially affected us or are reasonably likely to materially affect us, including our business strategy, results of operations or financial condition. However, like other companies in our industry, we and our third-party vendors have experienced threats relating to our and our third-party vendors’ information systems. For more information, please see “Item 1A, Risk Factors.” Governance Related to Cybersecurity Risks Our Head of Information Technology (“Head of IT”) is responsible for the strategic leadership and direction of the Company’s information technology organization. Our current Head of IT has over thirty years of experience leading information technology teams in the life sciences industry. The Head of IT reviews threat intelligence, and receives updates from the Company’s third-party providers, to help identify risks from cybersecurity threats. The Head of IT reports to the Chief Financial Officer (CFO), and attends regular meetings with the CFO to discuss updates relating to the Company’s cybersecurity program. The Head of IT also provides cybersecurity updates on a quarterly basis to the Company’s executive team. The Board of Directors has delegated oversight of cybersecurity risk management to the Audit Committee. The Audit Committee reviews the Company’s major cybersecurity risk exposures and the steps that the Company’s management has taken to monitor and control such exposures. Specifically, the Audit Committee reviews updates on data management, security initiatives, and significant existing and emerging cybersecurity risks, including material cybersecurity incidents, the impact on the Company and its stakeholders of any significant cybersecurity incident, and any disclosure obligations arising from any such incidents.
Cybersecurity Risk Third Party Oversight and Identification Processes [Flag]	true
Cybersecurity Risk Materially Affected or Reasonably Likely to Materially Affect Registrant [Flag]	false
Cybersecurity Risk Board of Directors Oversight [Text Block]	The Board of Directors has delegated oversight of cybersecurity risk management to the Audit Committee.
Cybersecurity Risk Board Committee or Subcommittee Responsible for Oversight [Text Block]	The Head of IT reviews threat intelligence, and receives updates from the Company’s third-party providers, to help identify risks from cybersecurity threats.
Cybersecurity Risk Process for Informing Board Committee or Subcommittee Responsible for Oversight [Text Block]	The Head of IT reports to the Chief Financial Officer (CFO), and attends regular meetings with the CFO to discuss updates relating to the Company’s cybersecurity program. The Head of IT also provides cybersecurity updates on a quarterly basis to the Company’s executive team.
Cybersecurity Risk Role of Management [Text Block]	Governance Related to Cybersecurity Risks Our Head of Information Technology (“Head of IT”) is responsible for the strategic leadership and direction of the Company’s information technology organization. Our current Head of IT has over thirty years of experience leading information technology teams in the life sciences industry. The Head of IT reviews threat intelligence, and receives updates from the Company’s third-party providers, to help identify risks from cybersecurity threats. The Head of IT reports to the Chief Financial Officer (CFO), and attends regular meetings with the CFO to discuss updates relating to the Company’s cybersecurity program. The Head of IT also provides cybersecurity updates on a quarterly basis to the Company’s executive team. The Board of Directors has delegated oversight of cybersecurity risk management to the Audit Committee. The Audit Committee reviews the Company’s major cybersecurity risk exposures and the steps that the Company’s management has taken to monitor and control such exposures. Specifically, the Audit Committee reviews updates on data management, security initiatives, and significant existing and emerging cybersecurity risks, including material cybersecurity incidents, the impact on the Company and its stakeholders of any significant cybersecurity incident, and any disclosure obligations arising from any such incidents.
Cybersecurity Risk Management Positions or Committees Responsible [Flag]	true
Cybersecurity Risk Management Positions or Committees Responsible [Text Block]	Our Head of Information Technology (“Head of IT”) is responsible for the strategic leadership and direction of the Company’s information technology organization.
Cybersecurity Risk Management Expertise of Management Responsible [Text Block]	Our current Head of IT has over thirty years of experience leading information technology teams in the life sciences industry. The Head of IT reviews threat intelligence, and receives updates from the Company’s third-party providers, to help identify risks from cybersecurity threats.
Cybersecurity Risk Process for Informing Management or Committees Responsible [Text Block]	The Audit Committee reviews the Company’s major cybersecurity risk exposures and the steps that the Company’s management has taken to monitor and control such exposures. Specifically, the Audit Committee reviews updates on data management, security initiatives, and significant existing and emerging cybersecurity risks, including material cybersecurity incidents, the impact on the Company and its stakeholders of any significant cybersecurity incident, and any disclosure obligations arising from any such incidents.
Cybersecurity Risk Management Positions or Committees Responsible Report to Board [Flag]	true

Fair Value Measurements

12 Months Ended

Dec. 31, 2025

Fair Value Disclosures [Abstract]

Fair Value Measurements

The following tables summarize financial assets that were measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands):


	December 31, 2025
	Total		Level 1		Level 2		Level 3
Money market funds (included in cash and cash equivalents)	$	40,721	$	40,721	$	—	$	—
U.S. government bonds		72,177		—		72,177		—
Government agency obligations		15,825		—		15,825		—
Corporate debt obligations		15,211		—		15,211		—
Commercial paper		15,864		—		15,864		—
Total fair value of assets	$	159,798	$	40,721	$	119,077	$	—


	December 31, 2024
	Total		Level 1		Level 2		Level 3
Money market funds (included in cash and cash equivalents)	$	26,169	$	26,169	$	—	$	—
U.S. government bonds		109,657		—		109,657		—
Government agency obligations		40,544		—		40,544		—
Corporate debt obligations		32,353		—		32,353		—
Commercial paper		30,349		—		30,349		—
Asset-backed securities		5,520		—		5,520		—
Foreign debt securities		2,498		—		2,498		—
Long-term investments (Note 5)		1,292		—		—		1,292
Total fair value of assets	$	248,382	$	26,169	$	220,921	$	1,292

In addition, restricted cash of $5.2 million as of December 31, 2025 and 2024, collateralized by the Company’s cash equivalents, are financial assets measured at fair value and are Level 1 financial instruments under the fair value hierarchy.

The Company has investments in preferred stock, common stock and warrants of Affini-T Therapeutics, Inc. (“Affini-T”) (see Note 5, “Long-Term Investments”) which are Level 3 financial assets. The equity value of the investments in Affini-T was determined under a fair-value hybrid method with the changes in fair value recorded within other income (expense), net. The hybrid method is a hybrid between the probability-weighted expected returns method (the “PWERM”) and the option-pricing model backsolve method (the “OPM”). As of December 31, 2025 and 2024, the estimated fair value of investments in Affini-T was zero and $1.3 million, respectively.

The following table sets forth a summary of the changes in the fair value of the Company’s Level 3 financial assets (in thousands):


	Years Ended December 31,
	2025			2024
Beginning balance	$	1,292		$	8,521
Fair value of investment received as collaboration consideration		—			1,632
Fair value of investment purchased in preferred stock purchase agreement		—			324
Change in fair value included in other income (expense)		(1,292	)		(9,185	)
Ending balance	$	—		$	1,292

- 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

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Income Taxes - Summary of Loss Before Benefit from Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Income Tax Disclosure [Abstract]
Domestic	$ (87,926)	$ (83,571)
Net loss before benefit from income taxes	$ (87,926)	$ (83,571)

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/exampleRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 11: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(11))
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Reference 14: http://www.xbrl.org/2003/role/exampleRef
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+ Details

Segment Information - Additional Information (Details)	12 Months Ended
Segment Information - Additional Information (Details)	Dec. 31, 2025 Segment
Segment Reporting [Abstract]
Number of operating segment	1
Number of reportable segment	1
Segment reporting, CODM, profit (loss) measure, how used, description	(CODM), reviews financial information on a basis for purposes of evaluating financial performance, making operating decisions, allocating resources and planning and forecasting for future periods. The CODM assesses performance and decides how to allocate resources based on net loss.
Segment Reporting, CODM, Individual Title and Position or Group Name [Extensible Enumeration]	srt:ChiefExecutiveOfficerMember

Long-Term Investments - Additional Information (Details) - USD ($)	1 Months Ended		12 Months Ended
	Aug. 31, 2024	Jul. 31, 2024	Dec. 31, 2025	Dec. 31, 2024
Debt Instrument [Line Items]
Carrying value of investment			$ 2,154,000	$ 3,447,000
Affini-T investment
Debt Instrument [Line Items]
Aggregate share purchase amount	$ 300,000
Estimated fair value of investments			0	1,300,000
Gain (loss) related to changes in fair value of investments			$ 1,300,000	$ 9,200,000
Affini-T investment \| Series A convertible preferred stock
Debt Instrument [Line Items]
Number of shares investment owned			527,035	527,035
Affini-T investment \| Series B Preferred Stock
Debt Instrument [Line Items]
Number of shares investment owned			33,383	33,383
Development, Option and License Agreement \| Affini-T investment
Debt Instrument [Line Items]
Equity consideration shares received		933,650
Preferred Stock \| Affini-T investment \| Series B Preferred Stock
Debt Instrument [Line Items]
Preferred shares purchased	33,383
Preferred stock purchase price per share	$ 9.714
Preferred Stock \| ViTToria investment
Debt Instrument [Line Items]
Impairment loss recognized			$ 0	$ 0
Carrying value of investment			$ 2,200,000	$ 2,200,000
Preferred Stock \| ViTToria investment \| Maximum
Debt Instrument [Line Items]
Percentage of voting shares			20.00%	20.00%
Common Stock \| Affini-T investment
Debt Instrument [Line Items]
Common stock exercise price	$ 0.01
Number of shares investment owned			1,867,300	1,867,300
Warrant exercisable			16,691	16,691
Common Stock \| Affini-T investment \| Maximum
Debt Instrument [Line Items]
Purchase of common stock	16,691

Fair Value Measurements - Summary of Financial Assets Measured at Fair Value on Recurring Basis (Details) - Recurring - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of assets	$ 159,798	$ 248,382
Money Market Funds (Included in Cash and Cash Equivalents)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of assets	40,721	26,169
Commercial Paper
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of assets	15,864	30,349
U.S. Government Bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of assets	72,177	109,657
Long-term Investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of assets		1,292
Government Agency Obligations
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of assets	15,825	40,544
Corporate Debt Obligations
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of assets	15,211	32,353
Asset-backed Securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of assets		5,520
Foreign Debt Securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of assets		2,498
Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of assets	40,721	26,169
Level 1 \| Money Market Funds (Included in Cash and Cash Equivalents)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of assets	40,721	26,169
Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of assets	119,077	220,921
Level 2 \| Commercial Paper
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of assets	15,864	30,349
Level 2 \| U.S. Government Bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of assets	72,177	109,657
Level 2 \| Government Agency Obligations
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of assets	15,825	40,544
Level 2 \| Corporate Debt Obligations
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of assets	$ 15,211	32,353
Level 2 \| Asset-backed Securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of assets		5,520
Level 2 \| Foreign Debt Securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of assets		2,498
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of assets		1,292
Level 3 \| Long-term Investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of assets		$ 1,292

Stock-Based Compensation - Summary of Estimated Grant Date Fair Value of Stock Options and Profits Interests Calculated Using Black-Scholes Model (Details)	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Expected volatility, minimum	83.59%	79.58%
Expected volatility, maximum	85.45%	80.99%
Risk-free interest rate, minimum	3.74%	3.63%
Risk-free interest rate, maximum	4.43%	4.72%
Expected dividend yield	0.00%	0.00%
Minimum
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Expected term (in years)	5 years 6 months	5 years 3 months 21 days
Maximum
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Expected term (in years)	6 years 29 days	6 years 29 days

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Employee Retirement Plan	12 Months Ended
Employee Retirement Plan	Dec. 31, 2025
Retirement Benefits [Abstract]
Employee Retirement Plan	15. Employee Retirement Plan The Company has a defined contribution plan under Section 401(k) of the Internal Revenue Code (the “401(k) Plan”), covering its employees. Employees may contribute a percentage of their annual compensation to this plan, subject to the maximum allowable amount set by the Internal Revenue Service. The 401(k) Plan provides that the Company matches each participant’s contribution at 100% up to the first 5% of the employee’s eligible compensation. The Company’s contributions to the 401(k) Plan were $1.4 million and $1.7 million for the years ended December 31, 2025 and 2024, respectively.

Employee Retirement Plan Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Defined Contribution Plan Disclosure [Line Items]
Participant's contribution	100.00%
Defined Contribution Plan, Cost	$ 1.4	$ 1.7
Maximum
Defined Contribution Plan Disclosure [Line Items]
Employee eligible compensation	5.00%

Income Taxes - Summary of Reconciliation of Federal Statutory Rate (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Effective Income Tax Rate Reconciliation [Line Items]
U.S. federal statutory tax rate, Amount	$ (18,464)
U.S. federal statutory tax rate, Percent	21.00%	21.00%
State and local income taxes, net of federal income tax effect, Amount	$ (309)
State and local income taxes, net of federal income tax effect, Percent	0.40%
Research and development tax credits, Percent		5.90%
Change in valuation allowance, Percent		(16.20%)
Share-based compensation, Percent		(3.20%)
Permanent and other adjustments		(0.90%)
Nontaxable or nondeductible items, Other, Amount	$ 196
Nontaxable or nondeductible items, Other, Percent	(0.20%)
Changes in unrecognized tax benefits, Amount	$ 1,409
Changes in unrecognized tax benefits, Percent	(1.60%)
Effective tax rate, Amount	$ (58)	$ (5,513)
Effective tax rate, Percent	0.10%	6.60%
UNITED STATES
Effective Income Tax Rate Reconciliation [Line Items]
Research and development tax credits, Amount	$ (3,790)
Research and development tax credits, Percent	4.30%
Changes in valuation allowance, Amount	$ 18,997
Change in valuation allowance, Percent	(21.60%)
Share-based compensation, Amount	$ 1,942
Share-based compensation, Percent	(2.20%)
Other adjustments, Amount	$ (39)
Other adjustments, Percent	0.00%

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2025

Accounting Policies [Abstract]

Basis of Presentation

Use of Estimates

Cash, cash equivalents and restricted cash

Cash, Cash Equivalents and Restricted Cash

Marketable securities

Marketable Securities

Long-term investments

Long-Term Investments

Concentration of credit risk and other risks and uncertainties

Concentration of Credit Risk and Other Risks and Uncertainties

Concentration of Collaboration Revenue and Accounts Receivable


	Years Ended December 31,
Collaboration Revenue	2025			2024
Customer A		98	%		58	%
Customer B	*				36	%
Customer C	*			*
		98	%		94	%


	As of December 31,
Accounts Receivable	2025			2024
Customer A		100	%		84	%
Customer B	*			*
Customer C	*				16	%
		100	%		100	%

* the customer did not account for 10% or more of collaboration revenue or accounts receivable, net

Fair value measurements / common units

Fair Value Measurements

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

Level 1 — Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date;

Level 3 — Unobservable inputs that are significant to the measurement of the fair value of the assets or liabilities that are supported by little or no market data.

Deferred finance issuance costs

Deferred Finance Issuance Costs

Property and equipment, net

Property and Equipment, Net

The estimated useful lives of property, plant and equipment are as follows (in years):


Category		Useful Life
Laboratory equipment		5
Leasehold improvements		lesser of useful life or the lease term
Computer equipment and software		3-5
Furniture and fixtures		3-5

Leases

As of December 31, 2025 and 2024, the Company had no finance leases.

Impairment of long-lived assets

Impairment of Long-Lived Assets

Collaboration arrangements and revenue recognition

Collaboration Arrangements and Revenue Recognition

Contract assets and contract liabilities

Contract Assets and Contract Liabilities

Research and development expenses

Research and Development Expenses

Patent costs

Patent Costs

Stock-based compensation expense

Stock-Based Compensation Expense

Dividends—Expected dividend yield is zero as the Company has never paid cash dividends and has no intention to pay cash dividends for the foreseeable future.

Income taxes

Income Taxes

Net loss per share

Net Loss Per Share

Comprehensive loss

Comprehensive Loss

Recently adopted / issued accounting pronouncements

Recently Adopted Accounting Pronouncements

Recently Issued Accounting Pronouncements

Description of Business, Organization and Liquidity - Additional Information (Details) $ / shares in Units, $ in Thousands			12 Months Ended
	Feb. 13, 2024 USD ($) $ / shares shares	Jan. 26, 2024	Dec. 31, 2025 USD ($) $ / shares shares	Dec. 31, 2024 USD ($) $ / shares shares	Feb. 12, 2024 $ / shares shares
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Reverse stock split		1-for-1.74692
Reverse stock split conversion ratio		1.74692
Shares of common stock outstanding			37,620,668	37,418,470
Proceeds from issuance of common stock upon initial public offering, net of underwriting discounts and commissions and other offering costs \| $				$ 84,013
ATM sales agreement remaining capacity \| $			$ 75,000
Common stock, authorized			500,000,000	500,000,000
Common stock, par value \| $ / shares			$ 0.0001	$ 0.0001
Preferred stock, authorized			10,000,000	10,000,000
Preferred stock, par value \| $ / shares			$ 0.0001	$ 0.0001
Accumulated deficit \| $			$ (310,870)	$ (223,002)
Cash, cash equivalents and available-for-sale marketable securities \| $			$ 160,800
Profits Interests
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Shares of common stock outstanding			3,884,740
Profits Interests \| Unvested Restricted Common Stock
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Shares of common stock outstanding			1,036,833
Profits Interests \| Minimum
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Shares of common stock received by holders of outstanding profits interests			0
Profits Interests \| Maximum
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Shares of common stock received by holders of outstanding profits interests			0.997816
Initial Public Offering
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Proceeds from issuance of common stock upon initial public offering, net of underwriting discounts and commissions and other offering costs \| $	$ 80,700
Payments of initial public offering costs \| $	$ 13,000
Metagenomi LLC
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Shares of common stock outstanding			3,404,585
Metagenomi LLC \| Series A-1 Preferred Units
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Number of shares issued			7,501,002
Number of shares after reverse stock split			4,293,867
Metagenomi LLC \| Series A-2 Preferred Units
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Number of shares issued			774,473
Number of shares after reverse stock split			443,338
Metagenomi LLC \| Series A-3 Preferred Units
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Number of shares issued			1,513,860
Number of shares after reverse stock split			866,589
Metagenomi LLC \| Series A-4 Preferred Units
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Number of shares issued			8,280,360
Number of shares after reverse stock split			4,740,000
Metagenomi LLC \| Series A-5 Preferred Units
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Number of shares issued			1,580,937
Number of shares after reverse stock split			904,990
Metagenomi LLC \| Series B Preferred Units
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Number of shares issued			15,054,263
Number of shares after reverse stock split			8,617,649
Metagenomi LLC \| Series B-1 Preferred Units
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Number of shares issued			7,108,480
Number of shares after reverse stock split			4,069,161
Metagenomi Inc \| Initial Public Offering
Subsidiary of Limited Liability Company or Limited Partnership [Line Items]
Sale of stock, number of shares issued	6,250,000
Purchase price \| $ / shares	$ 15
Gross proceeds from issuance initial public offering \| $	$ 93,800
Proceeds from issuance of common stock upon initial public offering, net of underwriting discounts and commissions and other offering costs \| $	80,700
Payments of initial public offering costs \| $	$ 13,000
Common stock, authorized					500,000,000
Common stock, par value \| $ / shares					$ 0.0001
Preferred stock, authorized					10,000,000
Preferred stock, par value \| $ / shares					$ 0.0001
Preferred stock, conversion ratio					1.74692

Balance Sheets Components (Tables)

12 Months Ended

Dec. 31, 2025

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of property, plant and equipment, net

Property and equipment, net consists of the following (in thousands):


	December 31,
	2025			2024
Laboratory equipment	$	22,238		$	23,080
Leasehold improvements		4,392			4,375
Computer equipment and software		1,275			1,068
Furniture and fixtures		344			343
Construction in progress		—			143
Total property and equipment		28,249			29,009
Less: Accumulated depreciation		(15,961	)		(11,269	)
Total property and equipment, net	$	12,288		$	17,740

Summary of Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following (in thousands):


	December 31,
	2025		2024
Accrued personnel related expenses	$	4,994	$	5,346
Accrued legal and professional services		711		931
Accrued research and development expenses		848		1,625
Accrued purchases of property and equipment		1		74
Other accrued liabilities		165		446
Total accrued expenses and other current liabilities	$	6,719	$	8,422