0001437749-24-014849 | 10-Q | XBRL Viewer

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Note 3 - Investment Securities (Details Textual) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Equity Securities, FV-NI	$ 1,320
Equity Securities, FV-NI, Unrealized Gain (Loss)	195	$ (0)
Precision BioSciences, Inc. [Member]
Equity Securities, FV-NI	1,300
Equity Securities, FV-NI, Unrealized Gain (Loss)	$ 200

- Definition

Amount of investment in equity security measured at fair value with change in fair value recognized in net income (FV-NI).

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+ Details

Note 8 - Leases

3 Months Ended

Mar. 31, 2024

Notes to Financial Statements

Lessee, Operating Leases [Text Block]

NOTE 8 LEASES

In October 2014, we entered into an agreement (the Office Agreement) with Fortress Biotech, Inc. (FBIO) to occupy approximately 45% of the 24,000 square feet of New York City office space leased by FBIO. The Office Agreement requires us to pay our respective share of the average annual rent and other costs of the 15-year lease. We approximate an average annual rental obligation of $1.8 million under the Office Agreement. We began to occupy this space in April 2016, with rental payments beginning in the third quarter of 2016. Also, in connection with this Office Agreement, we have pledged $1.3 million to secure a line of credit as a security deposit for the Office Agreement, which has been recorded as restricted cash in the accompanying condensed consolidated balance sheets.

In October 2019, we finalized a five-year lease for office space in New Jersey (the NJ Lease). We approximate an average annual rental obligation of $0.3 million under the NJ Lease. We took possession of this space in October 2019, with rental payments beginning in November 2019. We incurred rental expense of $0.1 million for the three months ended March 31, 2024.

In October 2021, we finalized a five-year lease for office space in North Carolina (the NC Lease). We approximate an average annual rental obligation of $0.2 million under the NC Lease. We took possession of this space in February 2022, with rental payments beginning in April 2022. We incurred rental expense of $0.1 million for the three months ended March 31, 2024.

At January 1, 2019, we recognized a lease liability and corresponding Right-of-Use (ROU) asset of $9.5 million and $8.1 million, respectively, based on the present value of the remaining lease payments for all of our leased office spaces, the majority of which is comprised of our New York City office space. The present values of our lease liability and corresponding ROU asset are $10.3 million and $7.9 million, respectively, as of March 31, 2024. Our leases have remaining lease terms of 9 months to 7 years. One lease has a renewal option to extend the lease for an additional term of two years. The following components of lease expense are included in the Company’s condensed consolidated statements of operations for the three months ended March 31, 2024 and 2023:

	*Three months ended*
	*March 31,*		*March 31,*
(in thousands)	*2024*		*2023*
Operating lease cost	$	600	$	544
Net lease cost	$	600	$	544

As of March 31, 2024, the weighted-average remaining operating lease term was 5.8 years and the weighted-average discount rate for operating leases was 10.01%. Cash paid for amounts included in the measurement of operating lease liabilities during the three months ended March 31, 2024 was $0.6 million. The balance sheet classification of lease liabilities was as follows:

	*March 31,*		*December 31,*
(in thousands)	*2024*		*2023*
Liabilities
Lease liability current portion	$	1,383	$	1,446
Lease liability non-current		8,960		9,231
Total lease liability	$	10,343	$	10,677

As of March 31, 2024, the maturities of lease liabilities were as follows:

	*Operating*
(in thousands)	*leases*
Remainder of 2024	$	1,792
2025		2,100
2026		2,080
2027		1,913
2028		1,827
After 2029		4,715
Total lease payments		14,427
Less: interest		(4,084	)
Present value of lease liabilities(*)	$	10,343

(*)

As our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date and considering the term of the lease to determine the present value of lease payments. We used the incremental borrowing rate of 10.25% on February 28, 2019, for operating leases that commenced prior to that date through December 31, 2021. We used an incremental borrowing rate of 5.65% for the NC lease.

Note 6 - Stockholders' Equity (Details Textual) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023	Sep. 02, 2022	Jun. 30, 2022
Preferred Stock, Shares Authorized (in shares)	10,000,000
Preferred Stock, Par or Stated Value Per Share (in dollars per share)	$ 0.001
Common Stock, Shares Authorized (in shares)	175,000,000		175,000,000
Common Stock, Par or Stated Value Per Share (in dollars per share)	$ 0.001		$ 0.001
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number (in shares)	4,694,529		4,697,029
Share-Based Payment Arrangement, Expense	$ 9.3	$ 6.8
Warrants to Purchase Common Stock, Loan agreement [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)	147,058
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)	$ 4.08
Warrants to Purchase Common Stock, Amended Loan Agreement [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)	115,042
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)	$ 17.95
Warrants to Purchase Common Stock, First Amendment Loan Agreement [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)	50,172
Warrants to Purchase Common Stock, First Amendment [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)	$ 14.7
Stock-based Compensation Expense Capitalized Into Inventory [Member]
Share-Based Payment Arrangement, Expense	$ 1.0	$ 0.3
The 2022 Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares)					17,000,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number (in shares)	7,181,941
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number (in shares)	2,272,500
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant (in shares)	5,582,801
The 2022 Incentive Plan [Member] \| Full Value Awards [Member] \| Maximum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares)					10,000,000
The 2012 Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number (in shares)	4,216,538
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number (in shares)	2,422,029
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant (in shares)	0
The 2022 ATM [Member]
Common Stock, Commission Rate				3.00%
Stock Issued During Period, Shares, New Issues (in shares)	0	0

Note 3 - Investment Securities (Tables)

3 Months Ended

Mar. 31, 2024

Notes Tables

Debt Securities, Held-to-Maturity [Table Text Block]

	*March 31, 2024*
	*Amortized*		*Gross*		*Gross*
	*cost, as*		*unrealized*		*unrealized*		*Estimated*
(in thousands)	*adjusted*		*holding gains*		*holding losses*		*fair value*
Short-term investments:
Obligations of domestic governmental agencies (maturing between April 2024 and September 2024) (held-to-maturity)	$	134,308	$	—	$	28	$	134,280
Total short-term investments	$	134,308	$	—	$	28	$	134,280

	*December 31, 2023*
	*Amortized*		*Gross*		*Gross*
	*cost, as*		*unrealized*		*unrealized*		*Estimated*
	*adjusted*		*holding gains*		*holding losses*		*fair value*
Short-term investments:
Obligations of domestic governmental agencies (maturing between January 2024 and June 2024) (held-to-maturity)	$	124,575	$	30	$	53	$	124,552
Total short-term investments	$	124,575	$	30	$	53	$	124,552

- Definition

Tabular disclosure of information about investment in debt security measured at amortized cost (held-to-maturity).

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+ Details

Note 2 - Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Revenue from Contract with Customer, Excluding Assessed Tax	$ 63,474	$ 7,803
Product [Member]
Revenue from Contract with Customer, Excluding Assessed Tax	50,488	7,765
License Revenue [Member]
Revenue from Contract with Customer, Excluding Assessed Tax	38	38
Milestone [Member]
Revenue from Contract with Customer, Excluding Assessed Tax	12,500	0
Royalty [Member]
Revenue from Contract with Customer, Excluding Assessed Tax	33	0
Other Revenue [Member]
Revenue from Contract with Customer, Excluding Assessed Tax	$ 415	$ 0

- Definition

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

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+ Details

Note 7 - Loan Payable - Schedule of Key Assumptions (Details) - The First Amendment Warrant [Member]	Mar. 31, 2024
Measurement Input, Exercise Price [Member]
Warrants and Rights Outstanding, Measurement Input	14.7
Measurement Input, Share Price [Member]
Warrants and Rights Outstanding, Measurement Input	15.04
Measurement Input, Price Volatility [Member]
Warrants and Rights Outstanding, Measurement Input	0.0088
Measurement Input, Risk Free Interest Rate [Member]
Warrants and Rights Outstanding, Measurement Input	0.036
Measurement Input, Expected Dividend Rate [Member]
Warrants and Rights Outstanding, Measurement Input	0
Measurement Input, Expected Term [Member]
Warrants and Rights Outstanding, Measurement Input	7

Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares	Mar. 31, 2024	Dec. 31, 2023
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	175,000,000	175,000,000
Common stock, shares issued (in shares)	154,607,052	151,465,598
Common stock, shares outstanding (in shares)	154,565,743	151,424,289
Treasury Stock, Common, Shares (in shares)	41,309	41,309

Note 8 - Leases (Tables)

3 Months Ended

Mar. 31, 2024

Notes Tables

Lease, Cost [Table Text Block]

	*Three months ended*
	*March 31,*		*March 31,*
(in thousands)	*2024*		*2023*
Operating lease cost	$	600	$	544
Net lease cost	$	600	$	544

Schedule of Balance Sheet Classification of Operating Lease [Table Text Block]

	*March 31,*		*December 31,*
(in thousands)	*2024*		*2023*
Liabilities
Lease liability current portion	$	1,383	$	1,446
Lease liability non-current		8,960		9,231
Total lease liability	$	10,343	$	10,677

Lessee, Operating Lease, Liability, to be Paid, Maturity [Table Text Block]

	*Operating*
(in thousands)	*leases*
Remainder of 2024	$	1,792
2025		2,100
2026		2,080
2027		1,913
2028		1,827
After 2029		4,715
Total lease payments		14,427
Less: interest		(4,084	)
Present value of lease liabilities(*)	$	10,343

Note 6 - Stockholders' Equity

3 Months Ended

Mar. 31, 2024

Notes to Financial Statements

Shareholders' Equity and Share-Based Payments [Text Block]

NOTE 6 STOCKHOLDERS’ EQUITY

Preferred Stock

Our amended and restated certificate of incorporation authorizes the issuance of up to 10,000,000 shares of preferred stock, $0.001 par value, with rights senior to those of our common stock, issuable in one or more series. Upon issuance, we can determine the rights, preferences, privileges and restrictions thereof. These rights, preferences and privileges could include dividend rights, conversion rights, voting rights, terms of redemption, liquidation preferences, sinking fund terms and the number of shares constituting any series or the designation of such series, any or all of which may be greater than the rights of common stock.

Common Stock

Our amended and restated certificate of incorporation authorizes the issuance of up to 175,000,000 shares of $0.001 par value common stock.

On September 2, 2022, we filed an automatic “shelf registration” statement on Form S-3 (the 2022 WKSI Shelf) as a “well-known seasoned issuer” as defined in Rule 405 under the Securities Act, which registered an unlimited and indeterminate amount of debt or equity securities for future issuance and sale. The 2022 WKSI Shelf was declared effective in September 2022. In connection with the 2022 WKSI Shelf, we entered into an At-the-Market Issuance Sales Agreement (the 2022 ATM) with Cantor Fitzgerald & Co. and B. Riley Securities, Inc. (each a 2022 Agent and collectively, the 2022 Agents), relating to the sale of shares of our common stock. Under the 2022 ATM, we will pay the 2022 Agents a commission rate of up to 3.0% of the gross proceeds from the sale of any shares of common stock.

We had no activity on the 2022 ATM during the three months ended March 31, 2024 and 2023.

The 2022 WKSI Shelf is currently our only active shelf-registration statement. We may offer any combination of the securities registered under the 2022 WKSI Shelf from time to time in response to market conditions or other circumstances if we believe such a plan of financing is in the best interests of our stockholders. We may need to file additional shelf-registration statements in the future to provide us with the flexibility to raise additional capital to finance our operations as needed.

Equity Incentive Plans

The TG Therapeutics, Inc. 2022 Incentive Plan (the 2022 Incentive Plan) was approved by stockholders in June 2022 with 17,000,000 shares available to be issued, of which not more than 10,000,000 shares may be issued pursuant to “full-value awards.” Full-value awards include any award other than an option or stock appreciation right and which is settled by the issuance of stock. As of March 31, 2024, 7,181,941 shares of restricted stock and 2,272,500 options were outstanding and up to an additional 5,582,801 shares were available to be issued under the 2022 Incentive Plan.

The TG Therapeutics, Inc. Amended and Restated 2012 Incentive Plan (the 2012 Incentive Plan) was approved by stockholders in June 2020. As of March 31, 2024, 4,216,538 shares of restricted stock and 2,422,029 options were outstanding, and no additional shares were available to be issued under the 2012 Incentive Plan as the 2022 Incentive Plan is currently the Company's only active incentive plan.

Stock-based compensation expense included in the condensed consolidated statements of operations was $9.3 million and $6.8 million for the three months ended March 31, 2024 and 2023, respectively. The $9.3 million and the $6.8 million for the three months ended March 31, 2024 and 2023, respectively, is net of $1.0 million and $0.3 million of stock-based compensation expense that was capitalized into inventory, respectively.

Stock Options and Restricted Stock

The following table summarizes the activity for stock options and restricted stock for the three months ended March 31, 2024:

	*Stock Options*			*Restricted Stock*
Equity awards outstanding, beginning of year		4,697,029			9,639,068
Changes during the year:
Granted		—			3,304,468
Exercised or vested		(2,500	)		(1,379,543	)
Expired or Forfeited		—			(165,514	)
Equity awards outstanding, end of period		4,694,529			11,398,479

As of March 31, 2024, total compensation cost related to unvested awards not yet recognized and the weighted-average periods over which the awards are expected to be recognized were as follows:

(in thousands)	*Stock Options*	*Restricted Stock*
Unrecognized compensation cost	$3,309	$55,066
Expected weighted-average period in years of compensation cost to be recognized	2.3	3.2

Warrants

The Company’s only outstanding warrants are the warrants issued to Hercules as part of the Loan Agreement, the Amended Loan Agreement and the First Amendment (please refer to Note 7 – Loan Payable) to purchase 147,058, 115,042 and 50,172 shares of our common stock with exercise prices of $4.08, $17.95 and $14.70, respectively. See Note 7 for further details. There will not be any ongoing stock compensation expense volatility associated with these warrants.

Note 5 - Fair Value Measurements (Tables)

3 Months Ended

Mar. 31, 2024

Notes Tables

Fair Value, Liabilities Measured on Recurring and Nonrecurring Basis [Table Text Block]

	*Financial assets and liabilities at fair value as of March 31, 2024*
(in thousands)	*Level 1*		*Level 2*		*Level 3*		*Total*

Equity Investments	$	1,320	$	—	$	—	$	1,320
Total Assets	$	1,320	$	—	$	—	$	1,320

Forward Contract Liabilities	$	—	$	2,471	$	—	$	2,471
5% Notes	$	—	$	—	$	322	$	322
Total Liabilities	$	—	$	2,471	$	322	$	2,793


	*Financial assets and liabilities at fair value as of December 31, 2023*
	*Level 1*		*Level 2*		*Level 3*		*Total*

5% Notes	$	—	$	—	$	357	$	357
Total Liabilities	$	—	$	—	$	357	$	357

Note 3 - Investment Securities - Schedule of Investment Securities (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Amortized cost, as adjusted	$ 134,308	$ 124,575
Gross unrealized holding gains	0	30
Gross unrealized holding losses	28	53
Estimated fair value	134,280	124,552
US Government Agencies Debt Securities [Member]
Amortized cost, as adjusted	134,308	124,575
Gross unrealized holding gains	0	30
Gross unrealized holding losses	28	53
Estimated fair value	$ 134,280	$ 124,552

Note 4 - Inventory

3 Months Ended

Mar. 31, 2024

Notes to Financial Statements

Inventory Disclosure [Text Block]

NOTE 4 INVENTORY

The following table presents our inventory as of March 31, 2024 (in thousands):

	*March 31, 2024*
Raw Materials	$	1,712
Work in Process		74,104
Finished Goods		1,903
Total Inventory	$	77,719

Inventory is stated at the lower of cost or net realizable value and consists of raw materials, work-in-process and finished goods. Cost is determined using a standard cost method, which approximates actual cost, and assumes a FIFO flow of goods. Inventory that is used for clinical development purposes is expensed to research and development expense when consumed.

At March 31, 2024, all our inventory was solely related to BRIUMVI, which was approved by the FDA on December 28, 2022, at which time we began to capitalize costs to manufacture BRIUMVI. Prior to the FDA approval of BRIUMVI, all costs related to the manufacturing of BRIUMVI and related material were charged to research and development expense in the period incurred. Inventory that is used for clinical development purposes is expensed to research and development expense when consumed.

The work in process materials consist primarily of bulk drug substance, which has a multi-year shelf life. When the bulk drug substance is manufactured into BRIUMVI finished goods, those finished goods have a shelf life of three years from the date of manufacture. Our expectation is to sell finished goods at least twelve months prior to expiration. Due to our long manufacturing lead time, it was necessary to buildup inventory in support of BRIUMVI forecasted sales, to ensure appropriate safety stock levels, and meet our commitment to supply BRIUMVI to Neuraxpharm related to the Commercialization Agreement. As a result of being in the early stages of the BRIUMVI product launch, the Company is continuing to evaluate the length of its operating cycle.

On a quarterly basis, the Company analyzes our inventory levels for excess quantities and obsolescence (expiration), taking into account factors such as historical and anticipated future sales compared to quantities on hand and the remaining shelf-life. At March 31, 2024, we determined that a reserve related to BRIUMVI inventory for excess quantities and obsolescence is not required. In addition, since FDA approval of BRIUMVI, the Company has not recorded any inventory write downs.

Note 1 - Organization and Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2024

Notes to Financial Statements

Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Text Block]

NOTE 1 ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Description of Business

TG Therapeutics is a fully-integrated, commercial stage, biopharmaceutical company focused on the acquisition, development and commercialization of novel treatments for B-cell diseases. In addition to a research pipeline including several investigational medicines, TG has received approval from the United States Food and Drug Administration (FDA) for BRIUMVI (ublituximab-xiiy) for the treatment of adult patients with relapsing forms of multiple sclerosis (RMS), to include clinically isolated syndrome, relapsing-remitting disease, and active secondary progressive disease, in adults. TG also received approval for BRIUMVI by the European Commission (EC) in the European Union (EU), and the Medicines and Healthcare Products Regulatory Agency (MHRA) in the United Kingdom (UK), for the treatment of adult patients with RMS who have active disease defined by clinical or imaging features. TG continues to actively evaluate complementary products, technologies and companies for in-licensing, partnership, acquisition and/or investment opportunities.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles (GAAP), for interim financial information and with the instructions to Quarterly Report on Form 10-Q and Article 10 of Regulation S-X of the Exchange Act. Accordingly, they may not include all of the information and footnotes required by GAAP for complete financial statements. All adjustments that are, in the opinion of management, of a normal recurring nature and are necessary for a fair presentation of the condensed consolidated financial statements have been included. Nevertheless, these condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements contained in our Annual Report on Form 10-K for the year ended December 31, 2023. The accompanying condensed December 31, 2023 balance sheet has been derived from these statements. The results of operations for the three months ended March 31, 2024 are not necessarily indicative of the results that may be expected for the entire fiscal year or any other interim period.

In December 2018, the Company created an Australian corporation, TG Therapeutics AUS Pty Ltd. (TG AUS), as a wholly-owned subsidiary. This corporation’s functional currency, the Australian dollar, is also its reporting currency, and its financial statements are translated to U.S. dollars, the Company’s reporting currency, prior to consolidation. The activities of TG AUS result in immaterial currency translation adjustments and, thus, are included in Other Income/Expense on the Company’s condensed consolidated statement of operations. The accompanying condensed consolidated financial statements include the accounts of the Company and its subsidiaries, and all intercompany accounts and transactions have been eliminated in consolidation.

Liquidity and Capital Resources

Historically, we have incurred operating losses since our inception; however, the Company experienced a net profit during the twelve months ended December 31, 2023 due to a $140.0 million non-refundable upfront payment recognized as license revenue in the third quarter of 2023 as part of our ex-U.S. commercialization agreement (the Commercialization Agreement) with Neuraxpharm Pharmaceuticals, S.L. (Neuraxpharm) (see Note 2 for more information). We expect to continue to incur operating losses in the near term and may never become profitable. As of March 31, 2024, we have an accumulated deficit of $1.5 billion.

Our major sources of cash have been proceeds from private placements and public offerings of equity securities, from our loan and security agreements executed with Hercules Capital, Inc. (Hercules) (see Note 7 for more information), and the upfront payment from the Commercialization Agreement (see Note 2 for more information). Substantially all our operating losses have resulted from costs incurred in connection with our research and development programs and from selling, general and administrative costs associated with our operations, including our commercialization activities. During the three months ended March 31, 2024, we generated $50.5 million in product revenue from drug sales of BRIUMVI. BRIUMVI first became commercially available in the United States in January of 2023. Even with the commercialization of BRIUMVI and the possible future commercialization of our other drug candidates, we may not become profitable. Our ability to achieve profitability depends on our ability to generate revenue and many other factors, including our ability to successfully commercialize our drug candidates alone or in partnership; successfully complete any post-approval regulatory obligations; and our ability to maintain or obtain regulatory approval for our drug candidates. We may continue to incur operating losses even now that we are generating revenues from BRIUMVI.

As of March 31, 2024, we had $209.8 million in cash and cash equivalents, and investment securities. The Company believes its existing cash, cash equivalents, and investment securities, combined with projected revenues associated with the sale of BRIUMVI in the U.S. and ex-U.S., will be sufficient to fund its anticipated operating cash requirements for at least twelve months following the date of this filing.

The actual amount of cash that we will need to operate is subject to many factors, including, but not limited to, our commercialization efforts for BRIUMVI, preparations for the potential commercialization of our other drug candidates, and the timing, design and conduct of clinical trials for our drug candidates as well as the costs associated with licensing or otherwise acquiring new product candidates. We may be dependent upon significant future financing to provide the cash necessary to execute our ongoing and future operations, including the commercialization of any of our drug candidates.

Our common stock is quoted on the Nasdaq Capital Market and trades under the symbol “TGTX.”

Summary of Significant Accounting Policies

Our significant accounting policies are described in Note 1 of Notes to Consolidated Financial Statements included in our 2023 Annual Report on Form 10-K, except as updated herein or as it relates to revenue recognition, accounts receivable, inventory, cost of revenue, equity securities, and the adoption of new accounting standards during the three months ended March 31, 2024. Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s consolidated financial statements.

Revenue Recognition

Pursuant to Topic 606, we recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which we expect to be entitled in exchange for those goods or services. To achieve this core principle, Topic 606 includes provisions within a five-step model that includes i) identifying the contract with a customer, ii) identifying the performance obligations in the contract, iii) determining the transaction price, iv) allocating the transaction price to the performance obligations, and v) recognizing revenue when, or as, an entity satisfies a performance obligation.

At contract inception, we assess the goods or services promised within each contract and assess whether each promised good or service is distinct and determine those that are performance obligations. We then recognize as revenue the amount of the transaction price that is allocated to the respective performance obligation when the performance obligation is satisfied.

Product Revenue, Net - The Company recognizes product revenues, net of variable consideration related to certain allowances and accruals, when the customer takes control of the product, which is typically upon delivery to the customer. Product revenue is recorded at the net sales price, or transaction price. The Company records product revenue reserves, which are classified as a reduction in product revenues, to account for the components of variable consideration. Variable consideration includes the following components, which are described below: chargebacks, government rebates, trade discounts and allowances, product returns, and co-payment assistance.

These reserves are based on estimates of the amounts earned or to be claimed on the related sales and are classified as reductions of accounts receivable (if the amount is expected to be settled with a credit against the Company’s customer account) or a liability (if the amount is expected to be settled with a cash payment). The Company’s estimates of reserves established for variable consideration are calculated based upon a consistent application of the expected value method, which is the sum of probability-weighted amounts in a range of possible consideration amounts. These estimates reflect the Company’s current contractual and statutory requirements, specific known market events and trends, industry data, and forecasted customer buying and payment patterns. The amount of variable consideration that is included in the transaction price may be subject to constraint and is included in net product revenues only to the extent that it is probable that a significant reversal in the amount of the cumulative revenue recognized will not occur in a future period. Actual amounts of consideration received may ultimately differ from the Company’s estimates. If actual results vary, the Company adjusts these estimates, which could have an effect on earnings in the period of adjustment.

Chargebacks: Chargebacks for discounts represent the Company’s estimated obligations resulting from contractual commitments to sell product to qualified healthcare providers and government agencies at prices lower than the list prices charged to the customers who directly purchase the product from the Company. The customers charge the Company for the difference between what the customers pay the Company for the product and the customers’ ultimate contractually committed or government required lower selling price to the qualified healthcare providers.

Government Rebates: Government rebates consist of Medicare, Tricare, and Medicaid rebates. These reserves are recorded in the same period the related revenue is recognized. For Medicare, the Company also estimates the number of patients in the prescription drug coverage gap for whom it will owe a rebate under the Medicare Part D program.

Commercial Payer Rebates: The Company contracts with various private payer organizations, primarily insurance companies and pharmacy benefit managers, for the payment of rebates with respect to utilization of our product and contracted formulary status. The Company estimates these rebates and records such estimates in the same period the related revenue is recognized, resulting in a reduction of product revenue and the establishment of a current liability.

Trade Discounts and Allowances: The Company provides its customers with discounts that are explicitly stated in the applicable contracts and are recorded in the period the related product revenue is recognized. In addition, the Company also receives sales order management, inventory management, and data services from its customers in exchange for certain fees.

Product Returns: Consistent with industry practice, the Company generally offers customers a limited right of return for product that has been purchased from the Company. The Company estimates the amount of its product sales that may be returned by its customers and records this estimate in the period the related product revenue is recognized. The Company currently estimates product return liabilities based on data from similar products and other qualitative considerations, such as visibility into the inventory remaining in the distribution channel.

Subject to certain limitations, the Company’s return policy allows for eligible returns of BRIUMVI for credit under the following circumstances:

● receipt of damaged product;

● shipment errors that were a result of an error by the Company;

● expired product that is returned during the period beginning three months prior to the product’s expiration and ending six months after the expiration date;

● product subject to a recall; and

● product that the Company, at its sole discretion, has specified can be returned for credit.

As of March 31, 2024, the Company has not received any returns related to sales of BRIUMVI.

Co-Payment Assistance Programs: Co-payment assistance is provided to qualified patients with commercial insurance, whereby the Company may provide financial assistance to patients with prescription drug co-payments required by the patient's insurance provider. Reserves for co-payment assistance are recorded in the same period the related revenue is recognized.

License Agreements

The Company generates revenue from license or similar agreements with pharmaceutical companies for the development and commercialization of certain products. Such agreements may include the transfer of intellectual property rights in the form of licenses. Payments made by the customer may include non-refundable upfront fees, payments based upon the achievement of defined milestones, and royalties on sales of products.

Licenses of intellectual property: If a license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes the transaction price allocated to the license as revenue upon transfer of control of the license. All other promised goods or services in the agreement are evaluated to determine if they are distinct. If they are not distinct, they are combined with other promised goods or services to create a bundle of promised goods or services that is distinct.

Milestone payments: Contingent milestones at contract inception are estimated at the amount which is not probable of a material reversal and included in the transaction price using the most likely amount method. Milestone payments that are not within the Company's control, such as regulatory approvals, are not considered probable of being achieved until those approvals are received and therefore the variable consideration is constrained. The transaction price is then allocated to each performance obligation on a relative stand-alone selling price basis, for which the Company recognizes revenue as or when the performance obligations under the contract are satisfied. At the end of each reporting period, the Company re-evaluates the probability of achieving development or sales-based milestone payments that may not be subject to a material reversal and, if necessary, adjust the estimate of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect license and other revenue, as well as earnings, in the period of adjustment.

Sales-based royalties: For arrangements that include sales-based royalties and a license of intellectual property that is deemed to be the predominant item to which the royalties relate, revenue is recognized at the later of when the related sales occur or when the performance obligation to which some or all of the royalties have been allocated has been satisfied (or partially satisfied).

Optional Purchases: The Company’s arrangements may provide the licensee the right to make optional purchases of the licensed product. These optional purchases are accounted for as separate contracts when the licensee determines that it will make such a purchase, unless the option conveys a material right.

Other Revenue

Revenue is also generated from service-based fees recognized for providing regulatory support & development services to customers. Service fee revenue is recognized overtime as the services are transferred to the customer.

Deferred Product Revenue

When consideration is received, or such consideration is unconditionally due, from a customer prior to the Company completing its performance obligation to the customer under the terms of a contract, a contract liability is recorded as deferred revenue. Deferred revenues expected to be recognized as revenue within the 12 months following the balance sheet date are classified as current liabilities. Deferred revenues not expected to be recognized as revenue within the 12 months following the balance sheet date are classified as long-term liabilities.

Accounts Receivable

In general, accounts receivable consists of amounts due from customers, net of customer allowances for cash discounts, product returns and chargebacks. Our contracts with customers have standard payment terms. We analyze accounts that are past due for collectability, and regularly evaluate the creditworthiness of our customers so that we can properly assess and respond to changes in their credit profiles. As of March 31, 2024, we determined an allowance for expected credit losses related to outstanding accounts receivable was currently not required based upon our review of contractual payment terms and individual customer circumstances.

Cost of Revenue

Cost of revenue consists primarily of third-party manufacturing costs, distribution, overhead and royalties owed to our licensing partner for BRIUMVI sales. Cost of revenue may also include costs related to excess or obsolete inventory adjustment charges, abnormal costs, unabsorbed manufacturing and overhead costs, and manufacturing variances. Based on our policy to expense costs associated with the manufacture of our products prior to regulatory approval, a portion of the costs of producing BRIUMVI sold to date was expensed as research and development prior to the FDA approval of BRIUMVI and therefore it is not reflected in the cost of revenue. Our cost of revenue also relates to providing regulatory support & development services to customers.

Inventory

Inventories are stated at the lower of cost or estimated net realizable value with cost based on the first-in-first-out method (FIFO). The Company performs an assessment of the recoverability of capitalized inventory during each reporting period, and it writes down any excess and obsolete inventories to their estimated net realizable value in the period in which the impairment is first identified. Such impairment charges, if they occur, are recorded within cost of revenue.

Prior to regulatory approval, we expense costs relating to the production of inventory as research and development expense in the period incurred. Following regulatory approval, costs to manufacture those approved products will be capitalized. Inventory that can be used in either the production of clinical or commercial products is expensed as research and development costs when identified for use in clinical trials.

Prior to the approval of BRIUMVI, all manufacturing and other potential costs related to the commercial launch of BRIUMVI were expensed to research and development expense in the period incurred.

Equity Securities

Our equity securities consist of common stock of Precision BioSciences, Inc. (Precision). Equity securities are recognized at their fair value in accordance with ASC 321, Investments – Equity Securities. Forward contracts to purchase equity securities that do not qualify as derivatives under ASC 815 are accounted for in accordance with ASC 321. These forward contracts are recorded at fair value at the balance sheet date. See Note 5 for further details.

Net Income (Loss) Per Common Share

Basic net income (loss) per share of our common stock is calculated by dividing net income (loss) applicable to the common stock by the weighted-average number of shares of our common stock outstanding for the period. Diluted net income (loss) per share of common stock includes the effect, if any, from the potential exercise or conversion of securities, such as warrants, stock options, and restricted stock, which would result in the issuance of incremental shares of common stock. The impact of these items is anti-dilutive during periods of net loss. Therefore, basic and diluted net income (loss) per share were the same for all periods presented in the unaudited condensed consolidated statement of operations.

The following table summarizes our potentially dilutive securities at March 31, 2024 and 2023:

	*As of*
	*March 31,*
	*2024*		*2023*
Unvested restricted stock		9,898,448		9,000,857
Options		4,694,529		4,876,484
Warrants		312,272		312,272
Shares issuable upon note conversion		21,167		20,136
Total		14,926,416		14,209,749

Note 4 - Inventory (Details Textual) $ in Thousands	15 Months Ended
Note 4 - Inventory (Details Textual) $ in Thousands	Mar. 31, 2024 USD ($)
Briumvi Ublituximab [Member]
Inventory Write-down	$ 0

Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 75,477	$ 92,933
Short-term investment securities	134,308	124,575
Accounts receivable, net	64,982	51,093
Inventories	77,719	39,823
Prepaid research and development and other current assets	8,095	9,519
Total current assets	360,581	317,943
Restricted cash	1,289	1,285
Long-term investment securities	1,320	0
Right of use assets	7,906	8,050
Leasehold interest, net	1,362	1,415
Equipment, net	66	95
Goodwill	799	799
Total assets	373,323	329,587
Current liabilities:
Accounts payable and accrued expenses	87,266	38,471
Other current liabilities	4,064	1,479
Lease liability – current portion	1,383	1,446
Deferred revenue - current portion	3,373	152
Accrued compensation	3,598	12,172
Total current liabilities	99,684	53,720
Deferred revenue, non-current portion	3,244	6,016
Loan payable – non-current	101,326	100,118
Lease liability – non-current	8,960	9,231
Total liabilities	213,214	169,085
Commitments and contingencies
Stockholders’ equity:
Common stock, $0.001 par value per share (175,000,000 shares authorized, 154,607,052 and 151,465,598 shares issued, 154,565,743 and 151,424,289 shares outstanding at March 31, 2024 and December 31, 2023, respectively)	155	151
Additional paid-in capital	1,685,256	1,674,946
Treasury stock, at cost, 41,309 shares at March 31, 2024 and December 31, 2023	(234)	(234)
Accumulated deficit	(1,525,068)	(1,514,361)
Total stockholders’ equity	160,109	160,502
Total liabilities and stockholders’ equity	$ 373,323	$ 329,587

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Revenue:
Revenue	$ 63,474	$ 7,803
Costs and expenses:
Cost of revenue	5,441	857
Research and development:
Noncash compensation	2,452	1,584
Other research and development	30,270	14,286
Total research and development	32,722	15,870
Selling, general and administrative:
Noncash compensation	6,887	5,240
Other selling, general and administrative	27,694	22,828
Total selling, general and administrative	34,581	28,068
Total costs and expenses	72,744	44,795
Operating loss	(9,270)	(36,992)
Other expense (income):
Interest expense	2,288	2,844
Other income	(880)	(604)
Total other expense (income), net	1,408	2,240
Net loss before taxes	(10,678)	(39,232)
Income taxes	29
Net loss	$ (10,707)	$ (39,232)
Basic and diluted net loss per common share (in dollars per share)	$ (0.07)	$ (0.28)
Weighted-average shares used in computing basic and diluted net loss per common share (in shares)	146,209,213	140,312,269
Product [Member]
Revenue:
Revenue	$ 50,488	$ 7,765
License [Member]
Revenue:
Revenue	$ 12,986	$ 38

Note 2 - Revenue (Tables)

3 Months Ended

Mar. 31, 2024

Notes Tables

Disaggregation of Revenue [Table Text Block]

(in thousands)	Three months ended March 31,
	2024		2023
Total product revenue, net	$	50,488	$	7,765
License Revenue		38		38
Milestone Revenue		12,500		-
Royalty Revenue		33		-
Other Revenue		415		-
Total Revenue	$	63,474	$	7,803

Note 3 - Investment Securities

3 Months Ended

Mar. 31, 2024

Notes to Financial Statements

Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block]

NOTE 3 INVESTMENT SECURITIES

Our short-term investments as of March 31, 2024 and December 31, 2023 are classified as held-to-maturity. Held-to-maturity investments are recorded at amortized cost.

The following tables summarize our short-term investment securities at March 31, 2024 and December 31, 2023:

	*March 31, 2024*
	*Amortized*		*Gross*		*Gross*
	*cost, as*		*unrealized*		*unrealized*		*Estimated*
(in thousands)	*adjusted*		*holding gains*		*holding losses*		*fair value*
Short-term investments:
Obligations of domestic governmental agencies (maturing between April 2024 and September 2024) (held-to-maturity)	$	134,308	$	—	$	28	$	134,280
Total short-term investments	$	134,308	$	—	$	28	$	134,280

	*December 31, 2023*
	*Amortized*		*Gross*		*Gross*
	*cost, as*		*unrealized*		*unrealized*		*Estimated*
	*adjusted*		*holding gains*		*holding losses*		*fair value*
Short-term investments:
Obligations of domestic governmental agencies (maturing between January 2024 and June 2024) (held-to-maturity)	$	124,575	$	30	$	53	$	124,552
Total short-term investments	$	124,575	$	30	$	53	$	124,552

Our long-term investments as of March 31, 2024 include shares of common stock of Precision. The fair market value of these equity securities as of March 31, 2024 was $1.3 million. For the three months ended March 31, 2024, we recorded an unrealized gain of $0.2 million based on the change in fair value of Precision’s common stock during the period. See Note 5 for further details.

Note 2 - Revenue (Details Textual) - USD ($) $ in Thousands		3 Months Ended			12 Months Ended
Note 2 - Revenue (Details Textual) - USD ($) $ in Thousands	Jul. 28, 2023	Mar. 31, 2024	Sep. 30, 2023	Mar. 31, 2023	Dec. 31, 2023
Revenue from Contract with Customer, Excluding Assessed Tax		$ 63,474		$ 7,803
Briumvi Ublituximab [Member]
Revenue from Contract with Customer, Excluding Assessed Tax		50,500
Commercialization Agreement With Neuraxpharm [Member]
License and Collaboration Agreements, One-time, Non-refundable Payment	$ 140,000		$ 140,000		$ 140,000
Revenue from Contract with Customer, Including Assessed Tax		400
Consideration Receivable, Performance Obligation		400
Contract with Customer, Asset, after Allowance for Credit Loss		6,500
Commercialization Agreement With Neuraxpharm [Member] \| Maximum [Member]
Qualified Sales-based Milestone Revenue	$ 492,500
Product [Member]
Revenue from Contract with Customer, Excluding Assessed Tax		50,488		7,765
Product [Member] \| Briumvi Ublituximab [Member]
Gross Net Accruals		15,000
Product Sales, Net Related to Performance Obligations		12,500
Royalty [Member]
Revenue from Contract with Customer, Excluding Assessed Tax		33		$ 0
Royalty [Member] \| Maximum [Member]
Revenue from Contract with Customer, Excluding Assessed Tax		$ 100

Note 1 - Organization and Summary of Significant Accounting Policies (Tables)

3 Months Ended

Mar. 31, 2024

Notes Tables

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]

	*As of*
	*March 31,*
	*2024*		*2023*
Unvested restricted stock		9,898,448		9,000,857
Options		4,694,529		4,876,484
Warrants		312,272		312,272
Shares issuable upon note conversion		21,167		20,136
Total		14,926,416		14,209,749

Note 6 - Stockholders' Equity - Summary of Activity for Stock Options and Restricted Stock (Details)	3 Months Ended
	Mar. 31, 2024 shares
Equity awards outstanding, beginning of year (in shares)	4,697,029
Granted (in shares)	0
Exercised or vested (in shares)	(2,500)
Expired or Forfeited (in shares)	0
Equity awards outstanding, end of period (in shares)	4,694,529
Restricted Stock [Member]
Equity awards outstanding, beginning of year (in shares)	9,639,068
Granted (in shares)	3,304,468
Exercised or vested (in shares)	(1,379,543)
Expired or Forfeited (in shares)	(165,514)
Equity awards outstanding, end of period (in shares)	11,398,479

Note 10 - Related Party Transactions (Details Textual) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Costs and Expenses, Related Party	$ 0.6	$ 0.2

Note 6 - Stockholders' Equity - Schedule of Compensation Cost Related to Unvested Awards (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2024 USD ($)
Share-Based Payment Arrangement, Option [Member]
Unrecognized compensation cost	$ 3,309
Expected weighted-average period in years of compensation cost to be recognized (Year)	2 years 3 months 18 days
Restricted Stock [Member]
Unrecognized compensation cost	$ 55,066
Expected weighted-average period in years of compensation cost to be recognized (Year)	3 years 2 months 12 days

Note 3 - Investment Securities - Schedule of Investment Securities (Details) (Parentheticals) - US Government Agencies Debt Securities [Member]	3 Months Ended	12 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Minimum [Member]
Maturity date	Apr. 01, 2024	Jan. 01, 2024
Maximum [Member]
Maturity date	Sep. 30, 2024	Jun. 30, 2024

Note 1 - Organization and Summary of Significant Accounting Policies (Details Textual) - USD ($) $ in Thousands		3 Months Ended			12 Months Ended
	Jul. 28, 2023	Mar. 31, 2024	Sep. 30, 2023	Mar. 31, 2023	Dec. 31, 2023
Retained Earnings (Accumulated Deficit)		$ (1,525,068)			$ (1,514,361)
Revenue from Contract with Customer, Excluding Assessed Tax		63,474		$ 7,803
Cash, Cash Equivalents, and Short-Term Investments		209,800
Commercialization Agreement With Neuraxpharm [Member]
License and Collaboration Agreements, One-time, Non-refundable Payment	$ 140,000		$ 140,000		$ 140,000
Briumvi Ublituximab [Member]
Revenue from Contract with Customer, Excluding Assessed Tax		50,500
Proceeds From Sales Returns		$ 0

- Definition

Amount of accumulated undistributed earnings (deficit).

+ References + Details

- Definition

+ References

+ Details

Note 9 - License Agreements (Details Textual) - USD ($)			1 Months Ended	3 Months Ended			12 Months Ended
Note 9 - License Agreements (Details Textual) - USD ($)	Jan. 07, 2024	Jul. 28, 2023	Dec. 31, 2012	Mar. 31, 2024	Sep. 30, 2023	Mar. 31, 2023	Dec. 31, 2023	Jan. 31, 2012
Income Tax Expense (Benefit)				$ 29,000
Deferred Revenue, Current				3,373,000			$ 152,000
Precision BioSciences, Inc. [Member]
Investment Purchased Balance Shares (in shares)	2,920,816
Investment Purchased Balance Price Per Share (in dollars per share)	$ 0.77
L F B License Agreement [Member]
License And Collaboration Agreement, Expenses Incurred				31,000,000
Royalty Expense				4,900,000		$ 800,000
Accrued Royalties				4,900,000
L F B License Agreement [Member] \| License Agreement Terms [Member]
Finite-Lived Intangible Asset, Useful Life (Year)								15 years
Sublicense Agreement With Ildong Pharmaceutical Co [Member]
Upfront Fee Received From Sub License			$ 2,000,000
Income Tax Expense (Benefit)			300,000
License Revenue				38,000		$ 38,000
Deferred Revenue				300,000			500,000
Deferred Revenue, Current				200,000
Additional Amount Receivable on Achievement of Pre-specified Milestones			$ 5,000,000
Sublicense Agreement With Ildong Pharmaceutical Co [Member] \| License Agreement Terms [Member]
Finite-Lived Intangible Asset, Useful Life (Year)			15 years
Commercialization Agreement With Neuraxpharm [Member]
Additional Amount Receivable on Achievement of Pre-specified Milestones		$ 492,500,000
License and Collaboration Agreements, One-time, Non-refundable Payment		140,000,000			$ 140,000,000		$ 140,000,000
Additional Payments Upon Key Market Commercial Launch		$ 12,500,000
Royalty Percentage on Net Product Sales		30.00%
Agreement Buyback Period (Year)		2 years
Commercialization Agreement With Neuraxpharm [Member] \| Royalty [Member] \| Maximum [Member]
Revenues				$ 100,000
Precision License Agreement [Member]
License Agreement, Amount Paid Upfront	$ 7,500,000
License Agreement, Amount Paid Upfront, Cash	5,250,000
License Agreement, Amount Paid Upfront, Equity Investment	2,250,000
License Agreement, Deferred Payment	$ 2,500,000
License Agreement, Percentage of Premium on Equity Investment	100.00%
License Agreement, Share Price, Trading Days (Day)	30 days
License Agreement, Additional Milestone Payments	$ 293,000,000
Term After First Commercial Sale (Year)	10 years

Note 7 - Loan Payable (Details Textual) - USD ($) $ / shares in Units, $ in Thousands				3 Months Ended
	Mar. 31, 2023	Dec. 30, 2021	Feb. 28, 2019	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Debt Instrument, Face Amount				$ 95,000		$ 95,000
Debt Instrument, Fee, Percentage of Aggregate Principle Amount	4.95%				4.95%
Amortization of Debt Issuance Costs				639	$ 461
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration]	Prime Rate [Member]	Prime Rate [Member]
The First Amendment Warrant [Member]
Warrant Coverage Percentage	2.95%
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)	50,172				50,172
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)	$ 14.7				$ 14.7
Warrants and Rights Outstanding, Term (Year)	7 years				7 years
Amended Term Loan [Member]
Line of Credit, Current		$ 7,800
Term Loan [Member]
Line of Credit Facility, Maximum Borrowing Capacity			$ 60,000
Debt Instrument, Additional Availability From Milestones			30,000
Term Loan [Member] \| First Advance [Member]
Proceeds from Issuance of Long-Term Debt			$ 30,000
Amended Term Loan [Member]
Line of Credit Facility, Maximum Borrowing Capacity		$ 200,000
Debt Instrument, Basis Spread on Variable Rate		2.15%
Debt Instrument, Interest Rate, Stated Percentage		5.40%
Paid-in-Kind Interest, Rate		3.45%
Debt Instrument, Prepayment Penalty, Percentage of Principle Amount Prepaid, Before First Anniversary	1.50%
Debt Instrument, Prepayment Penalty, Percentage of Principle Amount Prepaid, On or After First Anniversary	1.00%
Amended Term Loan [Member] \| First Advance [Member]
Proceeds from Issuance of Long-Term Debt		$ 70,000
The First Amendment Term Loan [Member]
Debt Instrument, Basis Spread on Variable Rate	1.20%
Debt Instrument, Interest Rate, Stated Percentage	8.95%				8.95%
Paid-in-Kind Interest, Rate	2.25%				2.25%
Debt Issuance Costs, Net	$ 2,000			4,500	$ 2,000
Amortization of Debt Issuance Costs				$ 600	500
The First Amendment Term Loan [Member] \| Tranche 3A Advance [Member]
Debt Instrument, Face Amount	25,000				25,000
The First Amendment Term Loan [Member] \| Tranche 3B Advance and Tranche 3C Advance [Member]
Debt Instrument, Face Amount	20,000				20,000
The First Amendment Term Loan [Member] \| Tranche 3B Advance [Member]
Debt Instrument, Face Amount	10,000				10,000
The First Amendment Term Loan [Member] \| Tranche 4 Advance [Member]
Debt Instrument, Face Amount	60,000	$ 65,000			60,000
The First Amendment Term Loan [Member] \| Tranche 5 Advance [Member]
Debt Instrument, Face Amount	25,000				25,000
The First Amendment Term Loan [Member] \| Tranche 3C Advance [Member]
Debt Instrument, Face Amount	$ 10,000				$ 10,000
Term Loan Advances [Member]
Debt Instrument, Fee, Percentage of Aggregate Principle Amount	5.95%				5.95%

Note 9 - License Agreements

3 Months Ended

Mar. 31, 2024

Notes to Financial Statements

License Agreement Disclosure [Text Block]

NOTE 9 LICENSE AGREEMENTS

BRIUMVI (Ublituximab)

In January 2012, we entered into an exclusive license agreement with LFB Biotechnologies, GTC Biotherapeutics and LFB/GTC LLC, all wholly-owned subsidiaries of LFB Group, relating to the development of ublituximab (the LFB License Agreement). Under the terms of the LFB License Agreement, we have acquired the exclusive worldwide rights (exclusive of France/Belgium) for the development and commercialization of ublituximab. As of March 31, 2024, we have incurred approximately $31.0 million in expense related to the achievement of certain milestones of the LFB License Agreement.

LFB Group is eligible to receive royalty payments on net sales of ublituximab at a royalty rate that escalates from mid-single digits to high-single digits. The license will terminate on a country-by-country basis upon the expiration of the last licensed patent right or 15 years after the first commercial sale of a product in such country, unless the agreement is earlier terminated (i) by LFB if the Company challenges any of the licensed patent rights, (ii) by either party due to a breach of the agreement, or (iii) by either party in the event of the insolvency of the other party. During the three months ended March 31, 2024, the Company recorded $4.9 million related to the worldwide royalty due under the LFB License Agreement in cost of revenue based on sales of BRIUMVI in the U.S. and the EU, compared to $0.8 million during the three months ended March 31, 2023 related to the worldwide royalty due under the LFB License Agreement in cost of revenue based on U.S. sales of BRIUMVI. As of March 31, 2024, $4.9 million in royalties were payable under the LFB License Agreement.

In November 2012, we entered into an exclusive (within the territory) sublicense agreement with Ildong Pharmaceutical Co. Ltd. (Ildong) relating to the development and commercialization of ublituximab in South Korea and Southeast Asia. Under the terms of the sublicense agreement, Ildong has been granted a royalty bearing, exclusive right, including the right to grant sublicenses, to develop and commercialize ublituximab in South Korea, Taiwan, Singapore, Indonesia, Malaysia, Thailand, Philippines, Vietnam, and Myanmar.

An upfront payment of $2.0 million, which was received in December 2012, net of $0.3 million of income tax withholdings, is being recognized as license revenue on a straight-line basis over the life of the agreement, which is through the expiration of the last licensed patent right or 15 years after the first commercial sale of a product in such country, unless the agreement is earlier terminated, and represents the estimated period over which we will have certain ongoing responsibilities under the sublicense agreement. We recorded license revenue of approximately $38,000 for each of the three months ended March 31, 2024 and 2023. At March 31, 2024 and December 31, 2023, we have deferred revenue of approximately $0.3 million and $0.5 million, respectively, associated with this $2 million payment (approximately $0.2 million of which has been classified in current liabilities at March 31, 2024 and December 31, 2023).

We may receive up to an additional $5.0 million in payments upon the achievement of pre-specified milestones. In addition, upon commercialization, Ildong will make royalty payments to us on net sales of ublituximab in the sublicense territory.

In July 2023, the Company entered into the Commercialization Agreement with Neuraxpharm. The Company granted Neuraxpharm the exclusive right to commercialize BRIUMVI in territories outside the United States, Canada, and Mexico, which are retained by TG, and excluding certain Asian countries previously partnered. Under the terms of the Commercialization Agreement, the Company received a one-time, non-refundable payment of $140.0 million upon contract execution (please refer to Note 2 – Revenue). In March 2024, the Company received a $12.5 million milestone payment upon the first key market commercial launch in the EU. The Company is eligible to receive up to an additional $492.5 million in milestone-based payments on achievement of certain launch and commercial milestones. In addition, TG will receive tiered double-digit royalties on net product sales up to 30%. Royalty revenue of less than $0.1 million was recognized during the three months ended March 31, 2024. In the event of a change of control of the Company (as defined in the Commercialization Agreement), the Company retains an option to buy back all rights under the Commercialization Agreement for a period of two years thereafter.

Azer-cel

On January 7, 2024, the Company and its wholly-owned subsidiary, TG Cell Therapy, Inc., entered into the Precision License Agreement with Precision, pursuant to which Precision granted the Company certain exclusive and non-exclusive license rights to develop, manufacture, and commercialize Precision’s allogeneic CAR T therapy azercabtagene zapreleucel (azer-cel) for the treatment of autoimmune and other non-oncology diseases and conditions.

Pursuant to the Precision License Agreement, the Company made an upfront payment to Precision of $7.5 million, consisting of (i) $5.25 million in cash and (ii) $2.25 million, as an equity investment, for the purchase of 2,920,816 shares of Precision’s common stock at a price of $0.77 per share. Within 12 months of the Precision License Agreement, the Company will make a deferred payment of $2.5 million to Precision, consisting of an equity investment in Precision’s common stock at a 100% premium to the 30-day volume-weighted average price (the 30-day VWAP) prior to purchase. Upon achievement of certain near-term clinical or time-based milestones, the Company will make a $7.5 million payment to Precision, a portion of which will also be an equity investment in Precision’s common stock at a 100% premium to the 30-day VWAP prior to purchase. Precision will be eligible to receive up to $293 million in additional milestone payments based on the achievement of certain clinical, regulatory, and commercial milestones. In addition, the Company is obligated to pay Precision high-single-digit to low-double-digit royalties on net sales of the licensed product on a country-by-country basis until the latest to occur of patent expiration, loss of regulatory exclusivity, and a period of ten years following the first commercial sale of the licensed product in such country. The Company has also agreed to make certain payments to Precision’s licensors during the term of the Precision License Agreement.

Note 5 - Fair Value Measurements (Details Textual) $ / shares in Units, $ in Thousands		1 Months Ended
	Jan. 07, 2024 USD ($) $ / shares shares	Mar. 31, 2010 USD ($) $ / shares
Manhattan and Ariston Pharmaceuticals Merger [Member]
Notes Issued		$ 15,500
Debt Instrument, Term (Year)		5 years
Debt Instrument, Interest Rate, Stated Percentage		5.00%
Debt Instrument, Convertible, Conversion Price (in dollars per share) \| $ / shares		$ 1,125
Precision BioSciences, Inc. [Member] \| Reverse Stock Split [Member]
Stockholders' Equity Note, Stock Split, Conversion Ratio	30
Precision BioSciences, Inc. [Member]
Investment Purchased Balance Shares (in shares) \| shares	2,920,816
Investment Purchased Balance Price Per Share (in dollars per share) \| $ / shares	$ 0.77
Precision License Agreement [Member]
License Agreement, Amount Paid Upfront	$ 7,500
License Agreement, Amount Paid Upfront, Cash	5,250
License Agreement, Amount Paid Upfront, Equity Investment	2,250
License Agreement, Deferred Payment	$ 2,500
License Agreement, Payment, Percentage of Weighted Average Share Price	200.00%
License Agreement, Share Price, Trading Days (Day)	30 days
License Agreement, Milestone Stock Payment	$ 2,300

Note 6 - Stockholders' Equity (Tables)

3 Months Ended

Mar. 31, 2024

Notes Tables

Share-Based Payment Arrangement, Activity [Table Text Block]

	*Stock Options*			*Restricted Stock*
Equity awards outstanding, beginning of year		4,697,029			9,639,068
Changes during the year:
Granted		—			3,304,468
Exercised or vested		(2,500	)		(1,379,543	)
Expired or Forfeited		—			(165,514	)
Equity awards outstanding, end of period		4,694,529			11,398,479

Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block]

(in thousands)	*Stock Options*	*Restricted Stock*
Unrecognized compensation cost	$3,309	$55,066
Expected weighted-average period in years of compensation cost to be recognized	2.3	3.2

Note 7 - Loan Payable - Schedule of Loan Payble (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Debt Instrument, Face Amount	$ 95,000	$ 95,000
Add: Accreted Liability of final payment fee	10,799	10,230
Long-Term Debt, Gross	105,799	105,230
Less: unamortized debt issuance costs	(4,473)	(5,112)
Long-term Debt, Before Repayments	101,326	100,118
Less: principal payments	0	0
Total loan payable	101,326	100,118
Less: current portion	0	0
Loan payable non-current	$ 101,326	$ 100,118

Note 5 - Fair Value Measurements - Schedule of Fair Value Measurements (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Equity Securities, FV-NI	$ 1,320
Total Assets	1,320
Forward Contract Liabilities	2,471
5% Notes	322	$ 357
Total Liabilities	2,793	357
Fair Value, Inputs, Level 1 [Member]
Equity Securities, FV-NI	1,320
Total Assets	1,320
Forward Contract Liabilities	0
5% Notes	0	0
Total Liabilities	0	0
Fair Value, Inputs, Level 2 [Member]
Equity Securities, FV-NI	0
Total Assets	0
Forward Contract Liabilities	2,471
5% Notes	0	0
Total Liabilities	2,471	0
Fair Value, Inputs, Level 3 [Member]
Equity Securities, FV-NI	0
Total Assets	0
Forward Contract Liabilities	0
5% Notes	322	357
Total Liabilities	$ 322	$ 357

- Definition

Amount of investment in equity security measured at fair value with change in fair value recognized in net income (FV-NI).

+ References

+ Details

Note 2 - Revenue

3 Months Ended

Mar. 31, 2024

Notes to Financial Statements

Revenue from Contract with Customer [Text Block]

NOTE 2 REVENUE

As discussed in Note 1, revenues are recognized under guidance within ASC 606. The following table presents our disaggregated revenue for the periods presented (in thousands):

(in thousands)	Three months ended March 31,
	2024		2023
Total product revenue, net	$	50,488	$	7,765
License Revenue		38		38
Milestone Revenue		12,500		-
Royalty Revenue		33		-
Other Revenue		415		-
Total Revenue	$	63,474	$	7,803

Product revenue, net

For the three months ended March 31, 2024 and March 31, 2023, our only source of product revenue has been from U.S. sales of BRIUMVI which we began shipping to our customers in January 2023.

As of March 31, 2024, approximately $15.0 million of gross-to-net accruals have been recorded as a reduction of accounts receivable, net and within accounts payable and accrued expenses on the condensed consolidated balance sheets.

License Agreements

Neuraxpharm Commercialization Agreement

On July 28, 2023, the Company entered into an ex-U.S. commercialization agreement (the Commercialization Agreement) with Neuraxpharm. The Company granted Neuraxpharm the exclusive right to commercialize BRIUMVI in territories outside the United States, Canada, and Mexico, which are retained by the Company, and excluding certain Asian countries of which the Company previously partnered (the Territory). In addition, the Company will perform certain development and regulatory activities for Neuraxpharm to support its obligations under the Commercialization Agreement to secure and maintain the regulatory approvals required to sell BRIUMVI in the Territory. As part of the overall arrangement, the Company has agreed to supply BRIUMVI to Neuraxpharm throughout the term of the Commercialization Agreement.

In consideration for entering the Commercialization Agreement, the Company received a non-refundable upfront payment of $140.0 million. The Company will also receive tiered double-digit royalties up to 30% on net product sales in the Territory and is eligible to receive sales-based or other milestone payments totaling up to $492.5 million.

The Company evaluated the Commercialization Agreement under ASC 606 and concluded that Neuraxpharm represents a customer in the transaction. In accordance with this guidance, the Company identified the following commitments under the arrangement: (i) the exclusive right to develop, sell, offer to sell and import the Product in the Territory (the License); (ii) certain development and regulatory activities (Development and Regulatory Activities).

The License to the Company’s intellectual property represents a distinct performance obligation, therefore, the $140.0 million non-refundable upfront payment related to this performance obligation was recognized as License Revenue in the third quarter of 2023.

The Development and Regulatory Activities performance obligation is satisfied over time because Neuraxpharm simultaneously receives and consumes the benefits provided by the Company’s performance of the services. Therefore, revenue is recognized as the activities are completed by the Company. For the three months ended March 31, 2024, the Company recognized Other Revenue of $0.4 million related to the Development and Regulatory Activities.

The arrangement also provides Neuraxpharm with the right to make optional purchases of BRIUMVI (the Supply of Licensed Product). These optional purchases are accounted for as a separate contract when the right to purchase BRIUMVI is exercised. The consideration for optional purchases of BRIUMVI by Neuraxpharm approximates the price that a customer in the Territory would be willing to pay for these goods.

The performance obligation related to the Supply of Licensed Product is met when control of the product passes to Neuraxpharm. The consideration received from Neuraxpharm for the supply of BRIUMVI will be recognized by the Company as a component of product revenue, net. As of March 31, 2024, the Company has an unconditional right to receive $0.4 million in consideration from Neuraxpharm related to the performance obligation to supply BRIUMVI, that is recorded as accounts receivable, net. The related performance obligation to supply BRIUMVI has not yet been satisfied, and therefore, as of March 31, 2024, $6.5 million has been recorded as deferred revenue. The Company will reevaluate the consideration received, and performance obligations satisfied, at the end of each reporting period. Such reevaluations may result in a change to the amount of product revenue, net, recognized and deferred revenue.

The remaining forms of consideration are variable because they are dependent on the achievement of sales-based or other milestones. The Company evaluated the constraint on variable consideration and concluded that the milestone payments are highly dependent on factors outside of the Company’s control. Therefore, at contract inception, the milestones are not included in the transaction price as it is not probable that a significant reversal of revenue would not occur. Sales-based milestones will be recognized as revenue in the period when the related sales threshold is met. All other milestones will be recognized as revenue immediately in the period the achievement of the underlying milestone is probable. During the three months ended March 31, 2024 the Company received a $12.5 million milestone payment for the first key market commercial launch of BRIUMVI in the EU. Any consideration related to sales-based royalties will be recognized when the related sales occur. Royalty revenue of less than $0.1 million was recognized during the three months ended March 31, 2024.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-10

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-15

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-13

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org/606/tableOfContent

+ Details

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (10,707)	$ (39,232)
Adjustments to reconcile net loss to net cash used in operating activities:
Noncash stock compensation expense	9,339	6,823
Depreciation and amortization	29	68
Amortization of premium (discount) on investment securities	(1,670)	(301)
Amortization of debt issuance costs	639	461
Amortization of leasehold interest	53	53
Noncash change in lease liability and right of use asset	407	491
Change in fair value of equity investments	(195)	0
Change in fair value of notes payable	(35)	59
Changes in assets and liabilities:
Increase in inventory	(36,931)	(26,924)
Decrease (increase) in other current assets	1,490	(2,623)
Increase in accounts receivable	(13,889)	(8,623)
Increase in accounts payable and accrued expenses	40,222	9,858
Decrease in lease liabilities	(596)	(593)
Increase in other current liabilities	3,035	619
Increase (decrease) in deferred revenue	602	(38)
Net cash used in operating activities	(8,207)	(59,902)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from maturity of short-term securities	73,401	16,000
Investment in held-to-maturity securities	(81,531)	(22,168)
Investment in long-term securities	(1,125)	0
Net cash used in investing activities	(9,255)	(6,168)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from exercise of options	10	363
Proceeds from debt financings		25,000
Financing costs paid		(125)
Net cash provided by financing activities	10	25,238
NET DECREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH	(17,452)	(40,832)
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF PERIOD	94,218	103,577
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD	76,766	62,745
Reconciliation to amounts on condensed consolidated balance sheets:
Cash and cash equivalents	75,477	61,469
Restricted Cash	1,289	1,276
Total cash, cash equivalents and restricted cash	76,766	62,745
Cash paid for:
Interest	$ 2,448	$ 1,749

Note 7 - Loan Payable (Tables)

3 Months Ended

Mar. 31, 2024

Notes Tables

Schedule of Debt [Table Text Block]

	*March 31,*			*December 31,*
(in thousands)	*2024*			*2023*
Loan payable	$	95,000		$	95,000
Add: Accreted Liability of final payment fee		10,799			10,230
		105,799			105,230
Less: unamortized debt issuance costs		(4,473	)		(5,112	)
		101,326			100,118
Less: principal payments		—			—
Total loan payable		101,326			100,118
Less: current portion		—			—
Loan payable non-current	$	101,326		$	100,118

Warrant [Member]

Notes Tables

Fair Value Measurement Inputs and Valuation Techniques [Table Text Block]

	Amended Term Loan
Exercise price	$	14.70
Common share price on date of issuance	$	15.04
Volatility		0.88	%
Risk-free interest rate		3.6	%
Expected dividend yield		—	%
Contractual term (in years)		7.00

Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) $ in Thousands	Common Stock [Member]	Additional Paid-in Capital [Member]	Treasury Stock, Common [Member]	Retained Earnings [Member]	Total
Balance (in shares) at Dec. 31, 2022	146,426,697		41,309
Balance at Dec. 31, 2022	$ 146	$ 1,585,708	$ (234)	$ (1,527,033)	$ 58,587
Issuance of common stock in connection with exercise of options (in shares)	66,701		0
Issuance of common stock in connection with exercise of options		363	$ 0	0	363
Issuance of restricted stock (in shares)	3,017,736		0
Issuance of restricted stock	$ 3	(3)	$ 0	0	0
Warrants issued with debt financing	$ 0	595	$ 0	0	595
Forfeiture of restricted stock (in shares)	(73,787)		0
Forfeiture of restricted stock			$ 0	0	0
Compensation in respect of restricted stock granted to employees, directors and consultants	$ 0	7,120	0	0	7,120
Net loss	$ 0	0	$ 0	(39,232)	(39,232)
Balance (in shares) at Mar. 31, 2023	149,437,347		41,309
Balance at Mar. 31, 2023	$ 149	1,593,783	$ (234)	(1,566,265)	27,433
Balance (in shares) at Dec. 31, 2023	151,465,598		41,309
Balance at Dec. 31, 2023	$ 151	1,674,946	$ (234)	(1,514,361)	$ 160,502
Issuance of common stock in connection with exercise of options (in shares)	2,500				2,500
Issuance of common stock in connection with exercise of options		10			$ 10
Issuance of restricted stock (in shares)	3,304,468
Issuance of restricted stock	$ 4	(4)			0
Forfeiture of restricted stock (in shares)	(165,514)
Forfeiture of restricted stock					0
Compensation in respect of restricted stock granted to employees, directors and consultants		10,304			10,304
Net loss				(10,707)	(10,707)
Balance (in shares) at Mar. 31, 2024	154,607,052		41,309
Balance at Mar. 31, 2024	$ 155	$ 1,685,256	$ (234)	$ (1,525,068)	$ 160,109

Note 8 - Leases (Details Textual)
$ in Thousands

1 Months Ended

3 Months Ended

Oct. 31, 2021

USD ($)

Oct. 31, 2019

USD ($)

Oct. 31, 2014

USD ($)

ft²

Mar. 31, 2024

USD ($)

Dec. 31, 2023

USD ($)

Mar. 31, 2023

USD ($)

Dec. 31, 2022

Feb. 28, 2019

Jan. 01, 2019

USD ($)

Restricted Cash

$ 1,289

$ 1,276

Operating Lease, Liability

10,343

^[1]

$ 10,677

Operating Lease, Right-of-Use Asset

$ 7,906

$ 8,050

Lessee, Operating Lease, Remaining Lease Term (Month)

2 years

Operating Lease, Weighted Average Remaining Lease Term (Year)

5 years 9 months 18 days

Operating Lease, Weighted Average Discount Rate, Percent

10.01%

10.25%

Operating Lease, Payments

$ 600

Minimum [Member]

Lessee, Operating Lease, Remaining Lease Term (Month)

9 months

Maximum [Member]

Lessee, Operating Lease, Remaining Lease Term (Month)

7 years

Leased Office Space [Member]

Operating Lease, Liability

$ 10,300

$ 9,500

Operating Lease, Right-of-Use Asset

7,900

$ 8,100

The New Jersey Lease [Member]

Average Annual Rental Payments

$ 300

Operating Lease, Expense

100

The North Carolina Lease [Member]

Lessee, Operating Lease, Term of Contract (Year)

5 years

Average Annual Rental Payments

$ 200

Operating Lease, Expense

$ 100

Operating Lease, Weighted Average Discount Rate, Percent

5.65%

Office Agreement with Fortress Biotech [Member]

Percentage of Occupancy

45.00%

Area of Real Estate Property (Square Foot) | ft²

24,000

Lessee, Operating Lease, Term of Contract (Year)

15 years

Average Annual Rental Payments

$ 1,800

Office Agreement with Fortress Biotech [Member] | Deposit for Office Agreement [Member]

Restricted Cash

$ 1,300

Office Agreement [Member]

Lessee, Operating Lease, Renewal Term (Year)

5 years

[1]

As our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date and considering the term of the lease to determine the present value of lease payments. We used the incremental borrowing rate of 10.25% on February 28, 2019, for operating leases that commenced prior to that date through December 31, 2021. We used an incremental borrowing rate of 5.65% for the NC lease.

Note 5 - Fair Value Measurements

3 Months Ended

Mar. 31, 2024

Notes to Financial Statements

Fair Value Disclosures [Text Block]

NOTE 5 FAIR VALUE MEASUREMENTS

We measure certain financial assets and liabilities at fair value on a recurring basis in the condensed consolidated financial statements. The fair value hierarchy ranks the quality and reliability of inputs, or assumptions, used in the determination of fair value and requires financial assets and liabilities carried at fair value to be classified and disclosed in one of the following three categories:

●

Level 1 quoted prices in active markets for identical assets and liabilities;

●

Level 2 inputs other than Level 1 quoted prices that are directly or indirectly observable; and

●

Level 3 unobservable inputs that are not corroborated by market data.

Equity Investments and Forward Contract Liabilities

On January 7, 2024, (the Precision Effective Date) the Company and its wholly-owned subsidiary, TG Cell Therapy, Inc., (TG Cell) entered into a License Agreement (the Precision License Agreement) with Precision, pursuant to which Precision granted the Company certain exclusive and non-exclusive license rights to develop, manufacture, and commercialize Precision’s allogeneic CAR T therapy azercabtagene zapreleucel (azer-cel) for the treatment of autoimmune and other non-oncology diseases and conditions.

Pursuant to the Precision License Agreement, the Company made an upfront payment to Precision of $7.5 million, consisting of (i) $5.25 million in cash and (ii) $2.25 million (the Upfront Precision Stock Payment), as an equity investment, for the purchase of 2,920,816 shares of Precision’s common stock at a price of $0.77 per share. The Company paid a premium for the shares which was recorded in research and development expense as part of the cost of the Precision License Agreement. Precision subsequently had a 30-to-1 reverse stock split in February 2024. The shares purchased with the Upfront Precision Stock Payment are classified as an equity investment and are recognized at fair market value as of March 31, 2024.

Within 12 months following the Precision Effective Date, the Company will make a one-time payment to Precision equal to $2.5 million (the Deferred Precision Stock Payment). Upon receipt of such payment, Precision shall issue to the Company the number of shares of Precision common stock (the Precision Shares) (rounded down to the nearest whole share) obtained by dividing the Deferred Precision Stock Payment by 200% of the weighted average share price of the Precision common stock (the Precision Share Price) for the thirty (30) trading days preceding the date on which Precision receives the payment. The Deferred Precision Stock Payment was recorded to research and development License Fees as part of the cost of the Precision License Agreement in the three months ended March 31, 2024, and is classified as a forward contract liability recognized at fair market value in Other Current Liabilities as of March 31, 2024, in accordance with ASC 321.

Upon the achievement of a clinical and regulatory milestone event (Milestone Event 1), the Company will make a one-time payment to Precision equal to $2.3 million (the Milestone 1 Precision Stock Payment). Upon receipt of such payment, Precision shall issue to the Company the Precision Shares (rounded down to the nearest whole share) obtained by dividing the Milestone 1 Precision Stock Payment by 200% of the weighted average share price of the Precision common stock (the Precision Share Price) for the thirty (30) trading days preceding the achievement of Milestone Event 1. The Milestone 1 Precision Stock Payment was recorded to research and development License Fees as part of the cost of the Precision License Agreement in the three months ended March 31, 2024, and is classified as a forward contract liability recognized at fair market value in Other Current Liabilities as of March 31, 2024, in accordance with ASC 321.

5% Notes

At the time of our merger (we were then known as Manhattan Pharmaceuticals, Inc. (Manhattan)) with Ariston Pharmaceuticals, Inc. (Ariston) in March 2010, Ariston issued $15.5 million of five-year 5% notes payable (the 5% Notes) in satisfaction of several note payable issuances. The 5% Notes and accrued and unpaid interest thereon are convertible at the option of the holder into common stock at the conversion price of $1,125 per share. We have no obligations under the 5% Notes aside from the conversion feature.

The Company’s financial instruments include cash, cash equivalents consisting of money market funds, accounts receivable, accounts payable and loan payable. As of March 31, 2024 and December 31, 2023, the fair values of cash and cash equivalents, restricted cash, accounts receivable, and loan and interest payable approximate their carrying value. The carrying value of loan payable on the Company’s balance sheet is estimated to approximate its fair value as the interest rate approximates the market rate for loans with similar terms and risk characteristics.

The following tables provide the fair value measurements of applicable financial assets and liabilities as of March 31, 2024 and December 31, 2023:

	*Financial assets and liabilities at fair value as of March 31, 2024*
(in thousands)	*Level 1*		*Level 2*		*Level 3*		*Total*

Equity Investments	$	1,320	$	—	$	—	$	1,320
Total Assets	$	1,320	$	—	$	—	$	1,320

Forward Contract Liabilities	$	—	$	2,471	$	—	$	2,471
5% Notes	$	—	$	—	$	322	$	322
Total Liabilities	$	—	$	2,471	$	322	$	2,793


	*Financial assets and liabilities at fair value as of December 31, 2023*
	*Level 1*		*Level 2*		*Level 3*		*Total*

5% Notes	$	—	$	—	$	357	$	357
Total Liabilities	$	—	$	—	$	357	$	357

Our equity investments classified as Level 1 were valued using their respective closing stock price on the Nasdaq Stock Market. We did not experience any transfers of financial instruments between the fair value hierarchy levels during the three months ended March 31, 2024. Our forward contract liabilities classified as Level 2 were valued using Precision's closing stock price on the Nasdaq Stock Market. Our Level 3 instrument amounts represent the fair value of the 5% Notes and related accrued interest.

The change in the fair value of the Level 1 assets and Level 2 and Level 3 liabilities is reported in other (income) expense in the accompanying condensed consolidated statements of operations.

- 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.

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+ Details

Note 10 - Related Party Transactions

3 Months Ended

Mar. 31, 2024

Notes to Financial Statements

NOTE 10 RELATED PARTY TRANSACTIONS

In July 2015, we entered into a Shared Services Agreement (the Shared Services Agreement) with FBIO to share the cost of certain services such as facilities use, personnel costs and other overhead and administrative costs. The Shared Services Agreement requires us to pay our respective share of services utilized. In connection with the Shared Services Agreement, we incurred expenses of approximately $0.6 million and $0.2 million for the three months ended March 31, 2024 and 2023, respectively, primarily related to shared personnel. Mr. Weiss, our Chairman and Chief Executive Officer, also serves as a director and Executive Vice Chairman, Strategic Development of FBIO.

Please refer to Note 8 – Leases for details regarding the Office Agreement with FBIO.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

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+ Details

Note 8 - Leases - Schedule of Classification of Lease Liabilities (Details) - USD ($)
$ in Thousands

Mar. 31, 2024

Dec. 31, 2023

Lease liability current portion

$ 1,383

$ 1,446

Lease liability non-current

8,960

9,231

Total lease liability

$ 10,343

^[1]

$ 10,677

[1]

Note 8 - Leases - Schedule of Lease Liability Maturity (Details) - USD ($)
$ in Thousands

Mar. 31, 2024

Dec. 31, 2023

$ 1,792

2,100

2,080

1,913

1,827

4,715

14,427

(4,084)

Present value of lease liabilities(*)

$ 10,343

^[1]

$ 10,677

[1]

Note 1 - Organization and Summary of Significant Accounting Policies - Schedule of Potentially Dilutive Securities (Details) - shares	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Potentially dilutive securities excluded from calculation (in shares)	14,926,416	14,209,749
Unvested Restricted Stock [Member]
Potentially dilutive securities excluded from calculation (in shares)	9,898,448	9,000,857
Share-Based Payment Arrangement, Option [Member]
Potentially dilutive securities excluded from calculation (in shares)	4,694,529	4,876,484
Warrant [Member]
Potentially dilutive securities excluded from calculation (in shares)	312,272	312,272
Convertible Debt Securities [Member]
Potentially dilutive securities excluded from calculation (in shares)	21,167	20,136

Note 4 - Inventory (Tables)

3 Months Ended

Mar. 31, 2024

Notes Tables

Schedule of Inventory, Current [Table Text Block]

	*March 31, 2024*
Raw Materials	$	1,712
Work in Process		74,104
Finished Goods		1,903
Total Inventory	$	77,719

Note 8 - Leases - Schedule of Lease Cost (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Operating lease cost	$ 600	$ 544
Net lease cost	$ 600	$ 544

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Mar. 31, 2024
Insider Trading Arr Line Items
Material Terms of Trading Arrangement [Text Block]	ITEM 5. OTHER INFORMATION. Securities Trading Plans of Directors and Executive Officers During the three months ended March 31, 2024, none of our directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of the Company’s securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
Rule 10b5-1 Arrangement Adopted [Flag]	false
Non-Rule 10b5-1 Arrangement Adopted [Flag]	false
Rule 10b5-1 Arrangement Terminated [Flag]	false
Non-Rule 10b5-1 Arrangement Terminated [Flag]	false

Note 4 - Inventory - Schedule of Inventory (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Raw Materials	$ 1,712
Work in Process	74,104
Finished Goods	1,903
Total Inventory	$ 77,719	$ 39,823

Note 7 - Loan Payable

3 Months Ended

Mar. 31, 2024

Notes to Financial Statements

Long-Term Debt [Text Block]

NOTE 7 LOAN PAYABLE

On February 28, 2019 (the Closing Date), we entered into a term loan facility with Hercules Capital, Inc. (Hercules or Lender), which provided us with the capacity to borrow up to an aggregate principal amount of $60.0 million (Term Loan). The Term Loan is governed by a loan and security agreement, dated February 28, 2019 (the Loan Agreement), which provides for up to four separate advances. The first advance of $30.0 million was drawn on the Closing Date. An additional $30.0 million under the Term Loan was previously available upon the completion of different milestones and time points that have now lapsed.

On December 30, 2021 (the Amended Loan Agreement Closing Date), the Company entered into an Amended and Restated Loan and Security Agreement (the Amended Loan Agreement) with Hercules Capital, Inc. The Amended Loan Agreement amended the terms of the Loan Agreement to, among other things, (i) increase the aggregate principal amount of the loan, available at the Company’s option, from $60.0 million to $200.0 million (the Amended Term Loan), (ii) issue a first advance of $70.0 million drawn at the Amended Loan Agreement Closing Date, a portion of which was used to refinance the current outstanding loan balance of approximately $7.8 million and pay for expenses incurred by the Lender in executing the agreements, (iii) change the draw amounts and dates available in subsequent tranches, (iv) extend the maturity date of the facility from the original March 1, 2022 to January 1, 2026, (v) reset and extend the interest only period from April 1, 2021 to February 1, 2025 and extendable to August 1, 2025 subject to the achievement of certain performance milestones, and (vi) modify the cash interest rate to be the greater of either (a) the “prime rate” as reported in The Wall Street Journal plus 2.15%, and (b) 5.40%. In addition to the cash interest rate, the principal balance accrues paid-in-kind interest at a rate of 3.45%, which amount will be capitalized and added to the outstanding principal balance of the Amended Term Loan and payable at the maturity date of the Amended Loan Agreement.

On March 31, 2023 (the First Amendment Effective Date), the Company entered into a First Amendment to the Amended and Restated Loan and Security Agreement (the First Amendment) with Hercules. The First Amendment amended the terms of the Amended Loan Agreement to, among other things, (i) issue an advance of $25.0 million drawn at the First Amendment Effective Date (the Tranche 3A Advance), (ii) formal expiration of Tranche 2, (iii) change the draw amounts and dates available under subsequent tranches, including splitting the remaining balance of Tranche 3 into two additional advances in an aggregate principal amount of up to $20.0 million, in increments of $10.0 million (the Tranche 3B Advance and the Tranche 3C Advance), decreasing the amount available under Tranche 4 from $65.0 million to $60.0 million, and adding a Tranche 5 of $25.0 million, subject to the achievement of revenue related performance milestones, (iv) extend the interest only period from February 1, 2025 to August 1, 2025, and (v) modify the cash interest rate to be the greater of either (a) the “prime rate” as reported in The Wall Street Journal plus 1.20%, and (b) 8.95%. In addition to the cash interest rate, the principal balance will accrue paid-in-kind interest at a rate of 2.25%, which amount will be capitalized and added to the outstanding principal balance of the Amended Term Loan and payable at the maturity date of the Amended Loan Agreement. The First Amendment contains financial covenants that require the Company to maintain certain levels of unrestricted cash and additional financial covenants related to market capitalization. As of March 31, 2024, we are in compliance with all financial covenants.

The First Amendment also contains warrant coverage of 2.95% of each advance amount funded. A warrant was issued by the Company to Hercules to purchase 50,172 shares of common stock with an exercise price of $14.70 for the amount funded pertaining to the Tranche 3A Advance (the First Amendment Warrant). The First Amendment Warrant shall be exercisable for seven years from the date of issuance. Hercules may exercise the First Amendment Warrant either by (a) cash or check or (b) through a net issuance conversion.

In addition, the Company is required to pay a final payment fee equal to 5.95% of the aggregate principal amount of the Term Loan Advances (as defined in the Loan Agreement) plus 4.95% of the aggregate principal amount of all other advances.

The Company may, at its option, prepay the Amended Term Loan in full or in part, subject to a prepayment penalty equal to (i) 1.5% of the principal amount prepaid if the prepayment occurs prior to the first anniversary of the First Amendment Effective Date, and (ii) 1.0% of the principal amount prepaid if the prepayment occurs on or after the first anniversary of the First Amendment Effective Date.

The Company evaluated whether the First Amendment represented a debt modification or extinguishment of the Term Loan in accordance with ASC 470-50, Debt – Modifications and Extinguishments. As a result of the modification of terms and no repayment or retirement of the Term Loan, the Term Loan was accounted for by the Company under the modification accounting model. The Company capitalized the facility charge from the First Amendment advance to debt issuance costs and expensed third party fees in the Company’s statement of operations for the three months ended March 31, 2023.

The Company estimated the fair value of the First Amendment Warrant using the Black-Scholes model based on the following key assumptions:

	Amended Term Loan
Exercise price	$	14.70
Common share price on date of issuance	$	15.04
Volatility		0.88	%
Risk-free interest rate		3.6	%
Expected dividend yield		—	%
Contractual term (in years)		7.00

The Company incurred financing expenses of $2.0 million (including the fair value of the First Amendment Warrant) related to the First Amendment which are recorded as debt issuance costs and as an offset to loan payable on the Company’s consolidated balance sheet. The debt issuance costs are being amortized over the term of the debt using the straight-line method, which approximates the effective interest method, and will be included in interest expense in the Company’s consolidated statements of operations. Amortization of debt issuance costs was $0.6 million and $0.5 million for the three months ended March 31, 2024, and 2023, respectively. At March 31, 2024, the remaining unamortized balance of debt issuance costs was $4.5 million.

The loan payable as of March 31, 2024 and December 31, 2023, is as follows:

	*March 31,*			*December 31,*
(in thousands)	*2024*			*2023*
Loan payable	$	95,000		$	95,000
Add: Accreted Liability of final payment fee		10,799			10,230
		105,799			105,230
Less: unamortized debt issuance costs		(4,473	)		(5,112	)
		101,326			100,118
Less: principal payments		—			—
Total loan payable		101,326			100,118
Less: current portion		—			—
Loan payable non-current	$	101,326		$	100,118

Document And Entity Information - shares	3 Months Ended
Document And Entity Information - shares	Mar. 31, 2024	May 02, 2024
Document Information [Line Items]
Entity Central Index Key	0001001316
Entity Registrant Name	TG THERAPEUTICS, INC.
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2024
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2024
Document Transition Report	false
Entity File Number	001-32639
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	36-3898269
Entity Address, Address Line One	3020 Carrington Mill Blvd, Suite 475
Entity Address, City or Town	Morrisville
Entity Address, State or Province	NC
Entity Address, Postal Zip Code	27560
City Area Code	212
Local Phone Number	554-4484
Title of 12(b) Security	Common Stock, par value $0.001
Trading Symbol	TGTX
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		154,542,945