View Filing Data

Document and Entity Information	3 Months Ended
Document and Entity Information	Mar. 31, 2015
Document And Entity Information [Abstract]
Document Type	S-1/A
Amendment Flag	true
Amendment Description	This is an amendment to Form S-1 in response to SEC comments and to include the first quarter financials.
Document Period End Date	Mar. 31, 2015
Entity Registrant Name	KURA ONCOLOGY, INC.
Entity Central Index Key	0001422143
Entity Filer Category	Smaller Reporting Company

Condensed Balance Sheets - USD ($)	Mar. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Current assets:
Cash	$ 53,571,000	$ 1,123,864
Accounts receivable, related party	349,000	30,139
Prepaid expenses	707,000	42,562
Total current assets	54,627,000	1,196,565
Property and equipment, net	34,000	26,646
Other long-term assets	150,000	150,000
Prepaid expenses		149,949
Other long-term assets, related party	5,000	4,680
Total assets	54,816,000	1,377,840
Current liabilities:
Accounts payable and accrued expenses	4,469,000	832,933
Accounts payable	3,612,000	225,642
Accounts payable, related party	1,062,000	134,563
Accrued expenses	781,000	567,887
Convertible notes payable, related party, current		2,035,565
Other current liabilities		12,786
Total current liabilities	5,531,000	3,015,847
Convertible notes payable, related party		493,418
Other long-term liabilities	391,000	1,294,559
Other long-term liabilities, related party		7,500
Total liabilities	5,922,000	4,811,324
Commitments and contingencies (Note 8)
Stockholders' equity (deficit):
Preferred stock value
Common stock value	1,000
Additional paid-in capital	57,040,000	236,961
Accumulated deficit	(8,147,000)	(3,671,266)
Total stockholders' equity (deficit)	48,894,000	(3,433,484)
Total liabilities and stockholders' equity (deficit)	$ 54,816,000	1,377,840
Scenario, Previously Reported [Member]
Stockholders' equity (deficit):
Common stock value		821
Zeta Acquisition Corp III
Current assets:
Cash and cash equivalents		5,613	$ 6,568
Prepaid expenses			2,500
Total assets		5,613	9,068
Current liabilities:
Accounts payable		2,402	350
Accrued interest		24,002	17,175
Accrued expenses		8,900	5,500
Convertible notes payable, related party, current		125,000	110,000
Total liabilities		160,304	133,025
Stockholders' equity (deficit):
Preferred stock value
Common stock value		500	500
Additional paid-in capital		49,500	49,500
Deficit accumulated during the development stage		(204,691)	(173,957)
Total stockholders' equity (deficit)		(154,691)	(123,957)
Total liabilities and stockholders' equity (deficit)		$ 5,613	$ 9,068

Condensed Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	14,508,177	4,944,000
Common stock, shares outstanding	10,317,000	411,000
Common stock, shares repurchase	4,191,000	4,533,000
Zeta Acquisition Corp III
Preferred stock, par value		$ 0.0001	$ 0.0001
Preferred stock, shares authorized		10,000,000	10,000,000
Preferred stock, shares issued		0	0
Preferred stock, shares outstanding		0	0
Common stock, par value		$ 0.0001	$ 0.0001
Common stock, shares authorized		100,000,000	100,000,000
Common stock, shares issued		5,000,000	5,000,000
Common stock, shares outstanding		5,000,000	5,000,000
Scenario, Previously Reported [Member]
Common stock, par value		$ 0.001
Common stock, shares authorized		50,000,000
Common stock, shares issued		9,887,000
Common stock, shares outstanding		821,252
Common stock, shares repurchase		9,065,748

Condensed Statements of Operations and Comprehensive Loss - USD ($)	3 Months Ended	4 Months Ended	12 Months Ended		86 Months Ended
	Mar. 31, 2015	Dec. 31, 2014	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2014
Operating expenses:
Research and development	$ 2,604,000	$ 2,028,227
General and administrative	1,037,000	1,261,621
General and administrative, related party	23,000
Total operating expenses	4,688,000	3,934,147
Other income (expense):
Interest expense	(42,000)
Management fee income, related party	300,000	300,000
Interest expense, related party	(46,000)	(37,119)
Total other income	212,000	262,881
Net loss	$ (4,476,000)	$ (3,671,266)
Net loss per basic and diluted common share	$ (1.41)	$ (12.99)
Weighted average number of shares used in computing net loss per share, basic and diluted	3,184,000	282,613
Related party
Operating expenses:
Research and development	$ 1,024,000	$ 624,565
General and administrative		$ 19,734
Zeta Acquisition Corp III
Operating expenses:
Formation costs					$ 15,643
General and administrative			$ 23,907	$ 22,734	165,046
Operating loss			(23,907)	(22,734)	(180,689)
Other income (expense):
Interest expense			6,827	5,877	24,002
Net loss			$ (30,734)	$ (28,611)	$ (204,691)
Net loss per basic and diluted common share			$ (0.01)	$ (0.01)	$ (0.04)
Weighted average number of shares used in computing net loss per share, basic and diluted			5,000,000	5,000,000	4,946,195

Statements of Stockholders' Equity (Deficit) - USD ($)	Total	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Zeta Acquisition Corp III	Zeta Acquisition Corp III Common Stock [Member]	Zeta Acquisition Corp III Additional Paid-in Capital [Member]	Zeta Acquisition Corp III Retained Earnings [Member]
Beginning Balance at Dec. 31, 2007					$ 35,023	$ 500	$ 49,500	$ (14,977)
Beginning balance (in shares) at Dec. 31, 2007						5,000,000
Net loss					(33,623)			(33,623)
Ending balance at Dec. 31, 2008					1,400	$ 500	49,500	(48,600)
Ending balance (in shares) at Dec. 31, 2008						5,000,000
Net loss					(19,996)			(19,996)
Ending balance at Dec. 31, 2009					(18,596)	$ 500	49,500	(68,596)
Ending balance (in shares) at Dec. 31, 2009						5,000,000
Net loss					(22,395)			(22,395)
Ending balance at Dec. 31, 2010					(40,991)	$ 500	49,500	(90,991)
Ending balance (in shares) at Dec. 31, 2010						5,000,000
Net loss					(27,040)			(27,040)
Ending balance at Dec. 31, 2011					(68,031)	$ 500	49,500	(118,031)
Ending balance (in shares) at Dec. 31, 2011						5,000,000
Net loss					(27,315)			(27,315)
Ending balance at Dec. 31, 2012					(95,346)	$ 500	49,500	(145,346)
Ending balance (in shares) at Dec. 31, 2012						5,000,000
Net loss					(28,611)			(28,611)
Ending balance at Dec. 31, 2013					(123,957)	$ 500	49,500	(173,957)
Ending balance (in shares) at Dec. 31, 2013						5,000,000
Net loss					(30,734)			(30,734)
Ending balance at Dec. 31, 2014	$ (3,433,484)	$ 821	$ 236,961	$ (3,671,266)	$ (154,691)	$ 500	$ 49,500	$ (204,691)
Ending balance (in shares) at Dec. 31, 2014		821,252				5,000,000
Net loss	(4,476,000)
Ending balance at Mar. 31, 2015	$ 48,894,000

- Definition

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

+ References + Details

Condensed Statements of Cash Flows - USD ($)	3 Months Ended	4 Months Ended	12 Months Ended		86 Months Ended
Condensed Statements of Cash Flows - USD ($)	Mar. 31, 2015	Dec. 31, 2014	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2014
Operating activities
Net loss	$ (4,476,000)	$ (3,671,266)
Adjustments to reconcile net loss to net cash used in operating activities:
Share-based compensation expense	644,000	236,618
Issuance of convertible note for acquisition of license	500,000	500,000
Non-cash accrued interest expense	37,000
Non-cash accrued interest expense, related parties	41,000
Depreciation expense	3,000	1,466
Changes in operating assets and liabilities:
Accounts receivable, related party	(318,000)	(30,139)
Decrease in prepaid expenses	(664,000)	(42,562)
Other long-term assets		(149,949)
Other long-term assets, related party		(4,680)
Accounts payable and accrued expenses	90,000	832,933
Accounts payable, related party	927,000	134,563
Accrued interest, related party		36,483
Other liabilities	(907,000)	1,307,345
Net cash used in operating activities	(4,123,000)	(849,188)
Investing Activities
Purchases of property and equipment	(10,000)	(28,112)
Net cash used in investing activities	(10,000)	(28,112)
Financing activities
Proceeds from issuance of related party convertible notes		2,000,000
Proceeds from the issuance of restricted stock awards		1,164
Proceeds from issuance of common stock	51,580,000
Proceeds from issuance of convertible notes payable	5,000,000
Net cash provided by financing activities	56,580,000	2,001,164
Net increase (decrease) in cash and cash equivalents	52,447,000	1,123,864
Cash at beginning of period	1,123,864
Cash at end of period	53,571,000	1,123,864	$ 1,123,864		$ 1,123,864
Supplemental disclosure of non-cash financing activities:
Conversion of convertible notes and related accrued interest to common stock	4,327,000
Conversion of convertible notes and related accrued interest to common stock, related party	3,288,000
Financing costs included in accounts payable and accrued expenses	3,535,000
Zeta Acquisition Corp III
Operating activities
Net loss			(30,734)	$ (28,611)	(204,691)
Changes in operating assets and liabilities:
Decrease in prepaid expenses			2,500	1,000
Increase (decrease) in accounts payable			2,052	(1,500)	2,402
Accrued interest, related party			6,827	5,877	24,002
Increase in accrued expenses			3,400		8,900
Net cash used in operating activities			(15,955)	(23,234)	(169,387)
Financing activities
Proceeds from issuance of related party convertible notes			15,000	25,000	135,000
Payments on notes payable, stockholders					(10,000)
Proceeds from issuance of common stock					50,000
Net cash provided by financing activities			15,000	25,000	175,000
Net increase (decrease) in cash and cash equivalents			(955)	1,766	5,613
Cash and cash equivalents at beginning of period	$ 5,613		6,568	4,802
Cash and cash equivalents at end of period		$ 5,613	$ 5,613	$ 6,568	$ 5,613

Statements of Stockholders' Equity (Deficit) (Parenthetical)	Dec. 31, 2007 $ / shares
Zeta Acquisition Corp III
Issuance of common stock, price per share	$ 0.01

Organization and Basis of Presentation	12 Months Ended
Organization and Basis of Presentation	Dec. 31, 2014
Accounting Policies [Abstract]
Organization and Basis of Presentation	1. Organization and Basis of Presentation Kura Oncology, Inc. (the “Company”), a privately held company incorporated in Delaware, is a clinical stage biopharmaceutical company discovering and developing personalized therapeutics for the treatment of solid tumors and blood cancers. The Company focuses on the development of small molecule product candidates that target cell signaling pathways that are important to driving the progression of certain cancers. The Company aims to employ molecular diagnostics to identify patients with cancers who are likely to benefit from our targeted product candidates. From August 22, 2014 (inception) through December 31, 2014, the Company has devoted substantially all of its efforts to research, product development, raising capital, and building infrastructure. The Company has a limited operating history and the sales and income potential of the Company’s business and market are unproven. The Company has experienced net losses and negative cash flows from operating activities, and had an accumulated deficit of $3,671,266 as of December 31, 2014. The Company expects to continue to incur net losses into the foreseeable future. Successful transition to attaining profitable operations is dependent upon achieving a level of revenues adequate to support the Company’s cost structure. The Company plans to continue to fund its losses from operations and capital funding needs through future debt and equity financing or through collaborations or partnerships with other companies. If the Company is not able to secure adequate additional funding, the Company may be forced to make reductions in spending, liquidate assets where possible, or suspend or curtail planned programs. Any of these actions could materially harm the Company’s business, results of operations and future prospects. The Company believes that its existing cash resources will be sufficient to fund its operations through at least December 31, 2015.

Summary of Significant Accounting Policies

3 Months Ended

12 Months Ended

Mar. 31, 2015

Dec. 31, 2014

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

3. Summary of Significant Accounting Policies

Research and Development Expenses

Research and development expenses consist of salaries and other personnel costs, preclinical and clinical trial costs, manufacturing costs for non-commercial products and research and development facilities costs. All such costs are charged to research and development expense as incurred when these expenditures have no alternative future uses. Payments that we make in connection with in-licensed technology for a particular research and development project that have no alternative future uses (in other research and development projects or otherwise) and therefore no separate economic values are expensed as research and development costs at the time such costs are incurred. As of March 31, 2015, we have no in-licensed technologies that have alternative future uses in research and development projects or otherwise.

Share-Based Payments

Restricted stock awards are valued based on the fair value on the grant date. The fair value of restricted stock awards expected to vest is recognized on a straight-line basis over the requisite service period of the award. Estimated fair value of the restricted stock awards granted to non-employees is recorded on the earlier of the performance commitment date or the date the services required are completed and are remeasured at fair value during the service period.

Our equity incentive plan allows for the issuance of restricted stock awards to employees and non-employee consultants that may be subject to vesting. The unvested shares of any restricted stock awards are held in escrow as the stock award vests or until award holder termination, whichever occurs first. In the event of a termination, we have the right of repurchase, at our option, for the portion of unvested stock awards from the terminated award holder. The repurchase price for unvested stock awards will be the lower of (i) the fair market value of the shares of common stock on the date of repurchase or (ii) their original purchase price. For all unvested stock awards, a liability is established related to the cash received for the unvested portion of the stock award, which represents our obligation if all award holders were to be terminated, and is recorded within other long-term liabilities on the accompanying Balance Sheets.

Comprehensive Loss

Comprehensive loss is defined as the change in equity during the period from transactions and other events and non-owner sources, including unrealized losses on investments. Net loss and comprehensive loss were the same for the period presented, therefore, a separate statement of comprehensive loss is not included in the accompanying financial statements.

Segment Reporting

We operate in a single industry segment which is the discovery and development of personalized therapeutics for the treatment of solid tumors and blood cancers. Our chief operating decision-maker reviews the operating results on an aggregate basis and manages the operations as a single operating segment.

Fair Value Measurements

Fair value is defined as the exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows:

•

Level 1-Quoted prices (unadjusted) in active markets for identical assets or liabilities;

•

Level 2-Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable; and

•

Level 3-Unobservable inputs in which little or no market activity exists, therefore requiring an entity to develop its own assumptions about the assumptions that market participants would use in pricing.

As of March 31, 2015 and December 31, 2014, we did not have financial assets that are measured at fair value on a recurring basis. The carrying amounts of our financial instruments, which include cash, prepaid expenses, accounts payable, accrued expenses and all related party amounts approximate their fair values at March 31, 2015 and December 31, 2014, primarily due to their short-term nature. No transfers between levels have occurred during the periods presented.

Our license agreement with The Regents of the University of California San Francisco (UCSF), which was amended in April 2015, provides for an indexed milestone payment upon the occurrence of a qualified financing and a subsequent initial public offering or a change of control event, as defined in the agreement. The indexed milestone was determined to qualify as an embedded derivative liability requiring an estimate of fair value. The UCSF derivative liability measured at fair value (Level 3) on a recurring basis was $293,000 and $196,000 as of March 31, 2015 and December 31, 2014, respectively.

We estimate the fair value of our derivative liabilities at the time of issuance and subsequent remeasurement at each reporting date using a probability model that considers the probability of achieving the events that would trigger such liabilities and the estimated time period the liabilities would be outstanding. The estimates are based, in part, on subjective assumptions and could differ materially in the future. Changes to these assumptions can have a significant impact on the fair value of the derivative liabilities.


	Derivative Liabilities
	(In thousands)
Balance at December 31, 2014	$	196
Issuance of derivative liability		—
Change in fair value(1)		97

Balance at March 31, 2015	$	293

(1)	The amount is included within research and development expenses on our Statement of Operations and Comprehensive Loss.

Net Loss per Share

We calculated basic net loss per share by dividing the net loss by the weighted-average number of common shares outstanding for the period, without consideration for common stock equivalents. Diluted net loss per share is calculated by dividing the net loss by the weighted-average number of common share equivalents outstanding for the period determined using the treasury-stock method. Dilutive common stock equivalents are comprised of unvested restricted stock awards outstanding under our equity plan. For all periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding due to the antidilutive effect of the securities. Potentially dilutive securities, which includes unvested stock awards of 4,191,081 are excluded from the calculation of diluted net loss per share for the three months ended March 31, 2015 due to the anti-dilutive effect of the securities.

2. Summary of Significant Accounting Policies

Use of Estimates

The Company’s financial statements are prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). The preparation of the Company’s financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period.

Reported amounts and note disclosures reflect the overall economic conditions that are most likely to occur and anticipated measures management intends to take. Actual results could differ materially from those estimates. All revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits and limits its exposure to cash risk by placing its cash with credit quality rating financial institutions.

Property and Equipment

Property and equipment are stated at cost and depreciated using the straight-line method over the estimated useful lives of the assets which is three years for each asset class.

Impairment of Long-Lived Assets

The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. If such circumstances are determined to exist, an estimate of undiscounted future cash flows produced by the long-lived asset, including its eventual residual value, is compared to the carrying value to determine whether impairment exists. In the event that such cash flows are not expected to be sufficient to recover the carrying amount of the assets, the assets are written-down to their estimated fair values. While the Company’s current and historical operating losses and negative cash flows are indicators of impairment, the Company believes that future cash flows to be received support the carrying value of its long-lived assets and, accordingly, has not recognized any impairment losses through December 31, 2014.

Convertible Notes and Derivative Accounting

At inception, the Company performs an assessment of all embedded features of a debt instrument to determine if (1) such features should be bifurcated and separately accounted for, and (2) if bifurcation requirements are met, whether such features should be classified and accounted for as equity or liability. The fair value of the embedded feature is measured initially, included as a liability on the balance sheet, and remeasured each reporting period. Any changes in fair value are recorded in the statement of operations. The Company monitors, on an ongoing basis, whether events or circumstances could give rise to a change in its classification of embedded features.

The Company accounts for its convertible notes, that may be settled in cash upon conversion (including partial cash settlement), by separating the liability and equity components of the instruments in a manner that reflects the Company’s nonconvertible debt borrowing rate. The Company determines the carrying amount of the liability component by measuring the fair value of similar debt instruments that do not have the conversion feature. If a similar debt instrument does not exist, the Company estimates the fair value by using assumptions that market participants would use in pricing a debt instrument, including market interest rates, credit standing, yield curves and volatilities. Determining the fair value of the debt component requires the use of accounting estimates and assumptions. These estimates and assumptions are judgmental in nature and could have a significant impact on the determination of the debt component and the associated non-cash interest expense.

Deferred Rent

Deferred rent consists of the difference between cash payments and the recognition of rent expense on a straight-line basis for the facilities the Company occupies. The Company’s lease for its facilities provides for fixed increases in minimum annual rental payments. The total amount of rental payments due over the lease term is being charged to rent expense ratably over the life of the lease. The Company’s deferred rent balance is contained within other long-term liabilities on the Company’s Balance Sheet.

Research and Development Costs

Research and development costs are expensed as incurred. Research and development costs consist of direct and indirect internal costs related to specific projects as well as fees paid to other entities that conduct certain research activities on the Company’s behalf. Payments that the Company makes in connection with in-licensed technology for a particular research and development project that have no alternative future uses (in other research and development projects or otherwise) and therefore no separate economic values are expensed as research and development costs at the time such costs are incurred. As of December 31, 2014, the Company has no in-licensed technologies that have alternative future uses in research and development projects or otherwise.

Patent Costs

The Company expenses all costs as incurred in connection with patent applications, including direct application fees, and the legal and consulting expenses related to making such applications, and such costs are included in general and administrative expenses within the Company’s Statement of Operations and Comprehensive Loss.

Share-Based Compensation

Restricted stock awards are valued based on the fair value on the grant date. The fair value of restricted stock awards expected to vest are recognized on a straight-line basis over the requisite service period of the award. Restricted stock awards granted to non-employees are recorded at their fair value on the earlier of the performance commitment date or the date the services required are completed and are remeasured at fair value during the service period. As non-employee restricted stock awards vest, they are remeasured at fair value and expensed based on the intrinsic value method which is measured as the difference between the exercise price paid for the restricted stock award and the fair value of the shares as the right of the repurchase lapses each vesting period.

The Company’s equity incentive plan allows for the issuance of restricted stock awards to employees and non-employee consultants that may be subject to vesting. The unvested shares of any restricted stock awards are held in escrow as the stock award vests or until award holder termination, whichever occurs first. In the event of a termination, the Company has the right of repurchase, at its option, for the portion of unvested stock awards from the terminated award holder. The repurchase price for unvested stock awards will be the lower of (i) the fair market value of the shares of common stock on the date of repurchase or (ii) their original purchase price. For all unvested stock awards, a liability is established related to the cash received for the unvested portion of the stock award, which represents the Company’s obligation if all award holders were to be terminated, and is recorded within other long-term liabilities on the Company’s Balance Sheet.

Income Taxes

Income taxes have been accounted for using the asset and liability method. Under the asset and liability method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates applicable to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance against deferred tax assets is recorded if, based upon the weight of all available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. For uncertain tax positions that meet “a more likely than not” threshold, the Company recognizes the benefit of uncertain tax positions in the financial statements.

Comprehensive Loss

The Company is required to report all components of comprehensive loss, including net loss, in the financial statements in the period in which they are recognized. Comprehensive loss is defined as the change in equity during a period from transactions and other events and circumstances from non-owner sources, including unrealized losses on investments. Net loss and comprehensive loss were the same for the period presented, therefore, a separate statement of comprehensive loss is not included in the accompanying financial statements.

Segment Reporting

Operating segments are components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision-maker for purposes of making decisions regarding resource allocation and assessing performance. To date, the Company has viewed its operations and managed its business as one segment operating primarily in the United States.

Fair Value Measurements

The Company categorizes its assets and liabilities measured at fair value in accordance with the authoritative accounting guidance that establishes a consistent framework for measuring fair value, and expands disclosures for each major asset and liability category measured at fair value on either a recurring or nonrecurring basis. Fair value is defined as the exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows:

•

Level 1- Quoted prices (unadjusted) in active markets for identical assets or liabilities;

•

Level 2- Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable; and

•

Level 3- Unobservable inputs in which little or no market activity exists, therefore requiring an entity to develop its own assumptions about the assumptions that market participants would use in pricing.

At December 31, 2014, the Company did not have financial assets that are measured at fair value on a recurring basis. The carrying amounts of the Company’s financial instruments, which include cash, prepaid expenses, accounts payable, accrued expenses and all related party amounts approximate their fair values at December 31, 2014, primarily due to their short-term nature. The Company believes the fair value of its convertible notes approximates their carrying value as of December 31, 2014. No transfers between levels have occurred during the periods presented. Liabilities measured at fair value on a recurring basis as of December 31, 2014 are as follows:


			Fair Value Measurements at December 31, 2014
	Balance as of December 31, 2014		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
*Liabilities*
Embedded derivative liability(1)	$	196,000	$	—	$	—	$	196,000

(1)

The Company’s license agreement with the with The Regents of the University of California San Francisco (“UCSF”), further described in Note 7, provides for an indexed milestone payment upon the occurrence of a qualified preferred stock financing and a subsequent initial public offering or a change of control event, as defined in the agreement. The indexed milestone was determined to qualify as an embedded derivative liability requiring an estimate of fair value.

The Company estimates the fair value of its derivative liabilities at the time of issuance and subsequent remeasurement at each reporting date using a probability model that considers the probability of achieving the events that would trigger such liabilities and the estimated time period the liabilities would be outstanding. The estimates are based, in part, on subjective assumptions and could differ materially in the future. Changes to these assumptions can have a significant impact on the fair value of the derivative liabilities.

The following table provides a reconciliation of all liabilities measured at fair value using Level 3 significant unobservable inputs:


	Derivative Liabilities
Balance at August 22, 2014 (Inception)	$	—
Issuance of derivative liability(1)		196,000
Change in fair value(2)		—

Balance at December 31, 2014	$	196,000

(1)	The amount is included within research and development expenses on the Company’s Statement of Operations and Comprehensive Loss.

(2)	The license agreement was executed in November 2014 and no change in the valuation occurred between the execution date and December 31, 2014.

Net Loss per Share

Basic net loss per share is calculated by dividing the net loss by the weighted-average number of common shares outstanding for the period, without consideration for common stock equivalents. Diluted net loss per share is calculated by dividing the net loss by the weighted-average number of common share equivalents outstanding for the period determined using the treasury-stock method. Dilutive common stock equivalents are comprised of unvested restricted stock awards outstanding under the Company’s equity plan. For all periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding due to the antidilutive effect of the securities.

Potentially dilutive securities, which includes unvested stock awards of 9,065,748 are excluded from the calculation of diluted net loss per share due to the anti-dilutive effect of the securities. In addition, the Company has $2,500,000 in principal of outstanding convertible promissory notes, issued in October and December 2014, that are convertible into common stock upon the occurrence of various future events at prices that are not determinable until the occurrence of those future events. As such, the Company has excluded these convertible notes payable from the calculation of diluted net loss per share.

Recent Accounting Pronouncements	12 Months Ended
Recent Accounting Pronouncements	Dec. 31, 2014
New Accounting Pronouncements and Changes in Accounting Principles [Abstract]
Recent Accounting Pronouncements	3. Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting bodies that are adopted by the Company as of the specified effective date. Unless otherwise discussed, the Company believes that the impact of recently issued standards that are not yet effective will not have a material impact on our financial position or results of operations upon adoption. In May 2014, the FASB issued Accounting Standard Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606), which will replace numerous requirements in U.S. GAAP, including industry-specific requirements, and provide companies with a single revenue recognition model for recognizing revenue from contracts with customers. The core principle of the new standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The new standard will be effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. The Company is currently evaluating the impact the adoption of this guidance will have on its Financial Statements and future operating results. In June 2014, the FASB issued ASU 2014-10, Development Stage Entities (Topic 915), an accounting standards update that removes the financial reporting distinction between development stage entities and other reporting entities from GAAP. In addition, the amendments eliminate the requirements for development stage entities to: (1) present inception-to-date information in the statements of income, cash flows, and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. The guidance is effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2014. The Company’s early adoption of the standard eliminated the requirement to disclose inception-to-date information or incremental financial reporting requirements related to development stage entities and does not have any additional impact on the Company’s financial statement or disclosures. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements-Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. Under the new guidance, management will be required to assess an entity’s ability to continue as a going concern, and to provide related footnote disclosures in certain circumstances. The provisions of this ASU are effective for annual periods beginning after December 15, 2016, and for annual and interim periods thereafter. The Company is currently evaluating the potential changes from this ASU to its future financial reporting and disclosures.

- Definition

The entire disclosure of changes in accounting principles, including adoption of new accounting pronouncements, that describes the new methods, amount and effects on financial statement line items.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Change in Accounting Principle
-URI http://asc.fasb.org/extlink&oid=6507316

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Direct Effects of a Change in Accounting Principle
-URI http://asc.fasb.org/extlink&oid=6510796

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=28359718&loc=d3e22583-107794

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Indirect Effects of a Change in Accounting Principle
-URI http://asc.fasb.org/extlink&oid=6515603

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=28359718&loc=d3e22580-107794

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 270
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.10-01.(b)(6))
-URI http://asc.fasb.org/extlink&oid=27015980&loc=d3e46468-122699

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Accounting Change
-URI http://asc.fasb.org/extlink&oid=6503790

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=28359718&loc=d3e22499-107794

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Retrospective Application
-URI http://asc.fasb.org/extlink&oid=6523989

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 270
-SubTopic 10
-Section 45
-Paragraph 13
-URI http://asc.fasb.org/extlink&oid=6372559&loc=d3e765-108305

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 270
-SubTopic 10
-Section 45
-Paragraph 12
-URI http://asc.fasb.org/extlink&oid=6372559&loc=d3e725-108305

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 01
-Paragraph b
-Subparagraph 6
-Article 10

+ Details

Property and equipment, net

3 Months Ended

12 Months Ended

Mar. 31, 2015

Dec. 31, 2014

Property, Plant and Equipment [Abstract]

Property and equipment, net

4. Property and equipment, net

Property and equipment consisted of the following, in thousands:


	March 31, 2015			December 31, 2014
Computer equipment	$	31		$	26
Software		7			2

		38			28
Less: accumulated depreciation		(4	)		(1	)

Property and equipment, net	$	34		$	27

4. Property and equipment, net

Property and equipment consisted of the following:


	December 31, 2014
Computer equipment	$	25,862
Software		2,250

		28,112
Less: accumulated depreciation		(1,466	)

Property and equipment, net	$	26,646

Accounts payable and accrued liabilities

3 Months Ended

12 Months Ended

Mar. 31, 2015

Dec. 31, 2014

Payables and Accruals [Abstract]

Accounts payable and accrued liabilities

5. Accounts payable and accrued liabilities

Accounts payable and accrued liabilities consisted of the following, in thousands:


	March 31, 2015		December 31, 2014
Accounts payable	$	3,612	$	226
Accrued expenses		781		581
Accrued compensation and benefits		76		39

Total accounts payable and accrued expenses	$	4,469	$	846

5. Accounts payable and accrued liabilities

Accounts payable and accrued liabilities consisted of the following:


	December 31, 2014
Accounts payable	$	225,642
Accrued expenses		567,887
Accrued compensation and benefits		39,404

Total accounts payable and accrued expenses	$	832,933

Notes Payable

3 Months Ended

12 Months Ended

Mar. 31, 2015

Dec. 31, 2014

Debt Disclosure [Abstract]

Notes Payable

6. Notes Payable

Araxes Convertible Note

In October 2014, we entered into a Note Purchase Agreement and Convertible Promissory Note with an affiliated company Araxes Pharma LLC (Araxes) under which Araxes provided a $2.0 million loan in the form of a convertible promissory note. As a result of the Financing, the total of unpaid principal and accrued interest as of February 28, 2015 was automatically converted into 326,443 shares of our common stock (as adjusted for the exchange in the Merger).

Araxes Asset Purchase Agreement—Convertible Note

As consideration for the patents acquired under the Araxes Asset Purchase Agreement entered into in December 2014, Araxes issued a convertible promissory note equal to the purchase price of the patent rights of $500,000. As a result of the Financing, the total of unpaid principal and accrued interest as of February 28, 2015 was automatically converted into 80,293 shares of our common stock (as adjusted for the exchange in the Merger).

January 2015 Convertible Notes

In January 2015, we entered into a Note Purchase Agreement and Convertible Promissory Note for a $3.0 million loan with various persons and entities named within the agreement (the Holders), of which $710,000 were with certain officers and certain officers’ related parties. As a result of the Financing, the total of unpaid principal and accrued interest as of February 28, 2015 was automatically converted into 479,667 shares of our common stock (as adjusted for the exchange in the Merger).

JJDC Convertible Note

In accordance with the license agreement with Janssen Pharmaceutica NV (Janssen), a foreign entity headquartered in Belgium and an affiliate of Johnson & Johnson, Inc., in January 2015 we entered into a Convertible Promissory Note with Janssen’s affiliated company, Johnson & Johnson Innovation—JJDC, Inc. (JJDC) for $1.0 million. As a result of the Financing, the total of unpaid principal and accrued interest as of February 28, 2015 was automatically converted into 159,615 shares of our common stock (as adjusted for the exchange in the Merger).

February 2015 Convertible Notes

In February 2015, we entered into a Note Purchase Agreement and Convertible Promissory Note with entities named within the agreement (the February Note Holders) under which the February Note Holders provided a $1.0 million loan in the form of convertible promissory notes. As a result of the Financing, the total of unpaid principal and accrued interest as of February 28, 2015 was automatically converted into 158,852 shares of our common stock (as adjusted for the exchange in the Merger).

6. Notes Payable

Araxes Convertible Note

On October 8, 2014, the Company entered into a Note Purchase Agreement and Convertible Promissory Note with its affiliated company Araxes Pharma LLC (“Araxes”) under which Araxes provided a $2,000,000 loan in the form of a convertible promissory note. The note contains interest computed at a rate of 8%, compounded annually, with a maturity date of the earliest to occur of: (i) December 31, 2015, (ii) upon a change in control, as defined in the agreement, or (iii) upon defined events of default. Interest is due and payable on the maturity date. Prepayment of principal or interest is not allowed on the note without the prior written consent of Araxes. The note is automatically converted into such class of stock of the Company issued upon the completion of a qualified initial public offering (“IPO”) or upon the completion of a qualified financing, as defined in the agreement, in an amount equal to the total unpaid principal and interest divided by the price per share offered to the public in the qualified IPO or the price per share of the equity securities paid by other investors in a qualified financing. The Convertible Promissory Note contains customary events of default, and is recorded at its redemption amount, or at cost, within notes payable- related party, current on the Company’s Balance Sheet.

Araxes Asset Purchase Agreement—Convertible Note

As consideration for the patents acquired under the Araxes Asset Purchase agreement entered into on December 23, 2014 (described further in Note 7), Araxes issued a convertible promissory note equal to the purchase price of the patent rights of $500,000. The note contains interest computed at a rate of 8% with a maturity date of the earliest to occur: (i) of May 31, 2016 (ii) upon a change in control, as defined in the agreement, or (iii) upon defined events of default. The note may not be prepaid. The note will automatically convert into such class of stock of the Company issued upon the completion of a qualified equity financing at the lowest per share price offered in the round. The Convertible Promissory Note contains customary events of default, and is recorded at its redemption amount within notes payable-related party, noncurrent on the Company’s Balance Sheet.

Total notes payable and unamortized discount balances are as follows:


	December 31, 2014
Face value of convertible notes	$	2,500,000
Accrued interest		36,483
Debt issuance costs associated with fair value of derivative		(7,500	)

Total	$	2,528,983
Less: current portion		(2,035,565	)

Total convertible notes, long-term	$	493,418

License and Asset Purchase Agreements	12 Months Ended
License and Asset Purchase Agreements	Dec. 31, 2014
Goodwill and Intangible Assets Disclosure [Abstract]
License and Asset Purchase Agreements	7. License and Asset Purchase Agreements Janssen License Agreement On December 18, 2014, the Company entered into a license agreement with Janssen Pharmaceutica NV (“Janssen”), a foreign entity headquartered in Belgium and an affiliate of Johnson & Johnson, Inc., under which the Company received certain intellectual property rights related to tipifarnib in the field of oncology for a non-refundable $1,000,000 upfront license fee and payments upon achievement of certain development and sales-based milestones. Tipifarnib is a clinical stage compound and all ongoing development, regulatory and commercial work will be completed fully and at the sole expense of the Company. Under the license agreement, Janssen has a first right to negotiate for an exclusive license back from the Company to develop and commercialize tipifarnib on terms to be negotiated in good faith. Janssen may exercise this right of first negotiation during a 60-day period following delivery of clinical data as specified in the agreement. The agreement will terminate upon the last-to-expire patent rights or last-to-expire royalty term, or may be terminated by the Company with 180 days written notice of termination. Either party may terminate the agreement in the event of material breach of the agreement that is not cured within 45 days. Janssen may also terminate the agreement due to the Company’s lack of diligence that is not cured within a three-month period. The upfront license fee was paid in January 2015. Subsequent to such payment, in accordance with the agreement the Company entered into a convertible promissory note with Janssen’s affiliated company, Johnson & Johnson Innovation—JJDC, Inc. (“JJDC”) as described further in Note 13. Due to the long-term nature of the note, the full amount of the unpaid upfront fee is included within other long-term liabilities on the Company’s Balance Sheet as of December 31, 2014. The University of Michigan License Agreement On December 22, 2014, the Company entered into a license agreement with The Regents of The University of Michigan (“Michigan”) under which the Company received certain license rights for a non-refundable upfront license, annual maintenance fees and payments upon achievement of certain development and sales-based milestones. The licensed asset consists of a number of compounds, which are in the lead discovery/lead optimization phase. All future development, regulatory and commercial work on the asset will be completed fully and at the sole expense of the Company. Michigan retains the right to use the asset for non-commercial research, internal and/or educational purposes, with the right to grant the same limited rights to other non-profit research institutions. Furthermore, the agreement, as amended on March 3, 2015, stipulates contingent consideration for the issuance of shares equivalent to a set dollar value upon the occurrence of a qualified capital stock financing or a change of control event, as defined in the amended agreement, consistent with the terms issued to any future investors or the per share consideration to be received by other shareholders. See Note 13 for further discussion. The agreement will terminate upon the last-to-expire patent rights, or may be terminated by the Company at anytime with 90 days written notice of termination or terminated by Michigan upon a bankruptcy by the Company, payment failure by the Company that is not cured within 30 days or a material breach of the agreement by the Company that is not cured within 60 days. The University of San Francisco License Agreement On November 21, 2014, the Company entered into a license agreement with UCSF under which the Company received certain license rights. The agreement provided for an upfront payment as well as contingent milestone payments. Additionally, the agreement provides for a one-time indexed milestone payment upon the occurrence of an initial public offering or a change of control event following a qualified financing, as defined in the agreement. The indexed milestone was determined to qualify as an embedded derivative liability requiring an estimate of fair value. See Note 2 for further detail. Collectively, the license agreements with Janssen, Michigan and UCSF provided for non-refundable upfront payments totaling $1,075,000. Each of these license agreements was individually deemed an asset acquisition, which required the Company to expense the full upfront acquisition price due to the preliminary stage of development and no identified alternative future use upon the agreement execution date. The expense is included within research and development expenses in the Company’s Statement of Operations and Comprehensive Loss. In addition, the license agreements collectively provide for specified development, regulatory and sales-based milestone payments up to a total of $81,675,000 payable upon occurrence of each stated event, of which $1,175,000 relates to the initiation of certain development activities, $30,500,000 relates to the achievement of specified regulatory approvals for the first indication and up to $50,000,000 for the achievement of specified levels of product sales. Additional payments will be due for each subsequent indication if specified regulatory approvals are achieved. All milestone payments under the agreement will be recognized as research and development expense upon completion of the required events because the triggering events are not considered to be probable until they are achieved. As of December 31, 2014, the Company has not achieved any milestones under the agreements. Furthermore, if all the programs are successfully commercialized, the Company will be required to pay tiered royalties on annual net product sales ranging from the low single digits to the low teens, depending on the volume of sales and the respective agreement. Araxes Asset Purchase Agreement On December 23, 2014, the Company entered into an asset purchase agreement with Araxes under which the Company purchased certain early stage patent rights related to compounds in the field of oncology for a purchase price of $500,000 payable under a convertible promissory note. All ongoing development, regulatory and commercial work will be completed fully and at the sole expense of the Company. The agreement allows for contingent milestone payments of $9,650,000 throughout development and commercialization of the asset, of which $1,150,000 relates to the initiation of certain development activities, and $8,500,000 relates to the submission of certain regulatory filings and receipt of certain regulatory approvals. Additional payments will be due for each subsequent indication if specified regulatory approvals are achieved. The Company will recognize the milestones as expense when each event occurs. As of December 31, 2014, the Company has not achieved any milestones under the agreement. Furthermore, if the program is successfully commercialized, the Company will be required to pay tiered royalties on annual net product sales ranging in the low single digits, depending on the volume of sales. The transaction was deemed an asset acquisition, which required the Company to expense the full upfront acquisition price due to the preliminary stage of development and no identified alternative future use upon the agreement execution date and is included within research and development expenses, related party in the Company’s Statement of Operations and Comprehensive Loss. All additional milestone payments under the agreement will be recognized upon completion of the required events because the triggering events will not be considered to be probable until they are achieved.

Commitments and Contingencies

3 Months Ended

12 Months Ended

Mar. 31, 2015

Dec. 31, 2014

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

8. Commitments and Contingencies

From time to time, we may be involved in disputes, including litigation, relating to claims arising out of operations in the normal course of our business. Any of these claims could subject us to costly legal expenses and, while we generally believe that we have adequate insurance to cover many different types of liabilities, our insurance carriers may deny coverage or our policy limits may be inadequate to fully satisfy any damage awards or settlements. If this were to happen, the payment of any such awards could have a material adverse effect on our results of operations and financial position. Additionally, any such claims, whether or not successful, could damage our reputation and business. We currently are not a party to any legal proceedings, the adverse outcome of which, in management’s opinion, individually or in the aggregate, would have a material adverse effect on our results of operations or financial position.

8. Commitments and Contingencies

On August 29, 2014, the Company entered into a sublease agreement (the “sublease”) with its affiliated company, Araxes, for office space for a monthly rent of $4,680 per month. The lease includes rent escalation of 3% per year. The lease was amended on December 18, 2014 for monthly rent of $4,820 per month and retrospectively applied from September 1, 2014 in accordance with the agreement. In addition to the base monthly rent, the Company is obligated to pay for operating expenses, taxes, insurance, and utilities applicable to the subleased property. The sublease will expire on August 30, 2016.

On September 30, 2014, the Company entered into a lease agreement (the “lease”) with Regus for office space located in Cambridge, Massachusetts. The lease commenced on October 6, 2014 with monthly rent of $4,785 per month. Rent expense is recognized using the straight-line method over the term of the lease. In addition to the base monthly rent, the Company is obligated to pay for operating expenses, taxes, insurance and utilities applicable to the leased property. The lease will expire on October 31, 2016.

Future minimum payments required under the leases as of December 31, 2014 are summarized as follows:


Year Ending December 31,
2015	$	111,062
2016		87,573

Total minimum lease payments	$	198,635

Total lease expense for the period from August 22, 2014 (inception) to December 31, 2014 was $27,249.

The Company is obligated to make a charitable gift of $285,000 to the Leukemia and Lymphoma Society in connection with the Michigan agreement described in Note 7 to be paid in three equal parts: the first part due in January 2015, the second part due in January 2016 and the final part due in January 2017. The full amount of the charitable gift has been accrued as of December 31, 2014.

Stockholders' Equity

3 Months Ended

12 Months Ended

Mar. 31, 2015

Dec. 31, 2014

Equity [Abstract]

Stockholders' Equity

9. Stockholders’ Equity

Common Stock

Immediately prior to the Merger, on March 6, 2015, Prior Kura sold 16,561,396 shares of its common stock at a price of $3.16 per share, which were exchanged for 8,280,696 shares of our common stock in connection with the Merger, for net proceeds of $48.6 million, net of $3.7 million in fees. The Financing represented a qualified financing conversion event pursuant to the Notes. As such, upon the closing of the Financing, an aggregate of $7.5 million in principal under the Notes and $115,000 in accrued interest through February 28, 2015 automatically converted into 2,409,740 shares of Prior Kura common stock, which was exchanged for 1,204,870 shares of our common stock in the Merger. In addition, we incurred approximately $564,000 in costs related to the Merger which were accounted for as financing costs in additional paid-in capital.

Effective April 13, 2015, pursuant to our amended and restated certificate of incorporation, we have authorized capital stock consisting of 200,000,000 shares of common stock, par value $0.0001 per share, and 10,000,000 shares of preferred stock, par value $0.0001 per share.

Restricted Stock Awards

In August 2014, Prior Kura adopted the Prior Kura 2014 Equity Incentive Plan. In connection with the Merger as discussed in Note 1, at the Effective Time of the Merger, we adopted the Prior Kura 2014 Equity Incentive Plan and approved the amendment and restatement of the Prior Kura 2014 Equity Incentive Plan pursuant to the 2014 Plan, which became effective April 13, 2015. Under the 2014 Plan, a total of 5,975,000 shares are reserved for issuance. The 2014 Plan provides equity-based incentives in the form of stock awards to employees and other providers of services to us. The 2014 Plan provides for the grant of incentive stock options, non-statutory stock options, restricted stock awards, restricted stock unit awards, performance-based stock awards and other forms of equity compensation to eligible recipients. Recipients of incentive stock options shall be eligible to purchase shares of our common stock at an exercise price equal to no less than the estimated fair market value of such stock on the date of grant. The maximum term of options to be granted under the Plan is ten years. No options have been granted under the plan as of March 31, 2015.

Restricted stock awards were granted at a price equal to the estimated fair market value on the date of grant. The restricted stock awards generally vest over four years from the original vesting date, with certain grants subject to one-year cliff vesting. The vesting provisions of individual awards may vary as approved by our Board of Directors. In connection with the issuance of restricted common stock, we maintain a repurchase right where shares of restricted common stock are released from such repurchase right over a period of time of continued service by the recipient.

The following is a summary of restricted share activity, in thousands (except per share data):


	Number of Shares			Weighted Average Grant Date Fair Value
Balance at December 31, 2014		4,533		$	0.002
Granted		—
Vested		(342	)

Unvested at March 31, 2015		4,191		$	0.002

Vested at March 31, 2015		752		$	0.002

As of March 31, 2015, there were 4,191,081 shares subject to repurchase, of which 3,530,403 and 660,678 shares were related to employee and non-employee awards, respectively. There were 1,031,500 shares of common stock reserved for future stock awards under the 2014 Plan. For the three months ended March 31, 2015, 243,513 and 98,280 shares underlying restricted stock awards granted to employees and non-employees, respectively, vested. As of March 31, 2015, 565,597 and 186,822 shares underlying restricted stock awards granted to employees and non-employees, respectively, were vested. For the three months ended March 31, 2015, we recognized share-based compensation expense totaling $644,000, of which $616,000 related to non-employee awards. In addition, $603,000 of the share-based compensation expense was charged to research and development expenses and $41,000 to general and administrative expenses.

9. Stockholders’ Equity

Common Stock

As of December 31, 2014, 1,113,000 shares were reserved for future issuance pursuant to shares authorized for future option grants. In addition, the Company has $2,500,000 in principal of outstanding convertible promissory notes, issued in October and December 2014, that are convertible into stock upon the occurrence of various future events at prices that are not determinable until the occurrence of those future events.

Restricted Stock Awards

In August 2014, the Company adopted the 2014 Equity Incentive Plan (“the 2014 Plan”). A total of 11,000,000 shares were initially reserved for issuance under the 2014 Plan. The 2014 Plan provides equity-based incentives in the form of stock awards to employees and other providers of services to the Company. The 2014 Plan provides for the grant of incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, and other stock awards to eligible recipients. Recipients of incentive stock options shall be eligible to purchase shares of the Company’s common stock at an exercise price equal to no less than the estimated fair market value of such stock on the date of grant. The maximum term of options to be granted under the Plan is ten years. No options were granted under the plan as of December 31, 2014.

Restricted stock awards were granted at a price equal to estimated fair market value. The restricted stock awards generally vest over four years from the original vesting date, with certain grants subject to one-year cliff vesting. The vesting provisions of individual awards may vary as approved by the Company’s Board of Directors. In connection with the issuance of restricted common stock, the Company maintains a repurchase right where shares of restricted common stock are released from such repurchase right over a period of time of continued service by the recipient. The following is a summary of restricted share activity:


	Number of Shares			Weighted Average Grant Date Fair Value
Balance at August 22, 2014 (Inception)		—		$	—
Granted		9,887,000		$	0.001
Vested		(821,252	)

Unvested at December 31, 2014		9,065,748		$	0.001

Vested at December 31, 2014		821,252		$	0.001

The shares purchased by the recipients pursuant to unvested restricted stock awards are not deemed, for accounting purposes, to be outstanding until those shares vest. The cash received in exchange for unvested shares related to stock awards granted is recorded as a liability for the early exercise of stock options on the accompanying balance sheet and will be transferred into common stock and additional paid-in capital as the shares vest. As of December 31, 2014, the Company recorded $12,786 of liability associated with shares issued with repurchase rights, of which $10,030 and $2,756 was related to employee and non-employee restricted stock awards, respectively.

During the period from August 22, 2014 (inception) to December 31, 2014, the Company granted 8,192,000 and 1,695,000 shares underlying restricted stock awards to employees and non-employees, respectively, at a weighted average price of $0.001. All employee and non-employee restricted stock awards vest over a four-year period beginning on the vesting commencement date. Certain non-employee restricted stock award agreements provide for acceleration of vesting prior to the completion of the service period upon the occurrence of specified events, including the Merger. As of December 31, 2014, there were 9,065,748 shares subject to repurchase, of which 7,547,832 and 1,517,916 shares were related to employee and non-employee restricted stock awards, respectively. As of December 31, 2014, 1,113,000 shares of common stock were reserved for future stock awards under the 2014 Plan.

For the period from August 22, 2014 (inception) to December 31, 2014, 644,168 and 177,084 shares underlying restricted stock awards granted to employees and non-employees, respectively, vested. The Company recognized $236,618 in share-based compensation expense related to the vested portion of the restricted stock awards granted to non-employees for the period from August 22, 2014 (inception) to December 31, 2014, of which $232,602 was charged to research and development expense and $4,016 to general and administrative expense. There was no share-based compensation expense recognized related to employee awards because the Company received proceeds equal to grant date estimated fair value of the employee awards.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(d),(e))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21484-112644

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 310
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB TOPIC 4.E)
-URI http://asc.fasb.org/extlink&oid=27010918&loc=d3e74512-122707

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21488-112644

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.29-31)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 4
-Subparagraph (SAB TOPIC 4.C)
-URI http://asc.fasb.org/extlink&oid=27012166&loc=d3e187143-122770

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21506-112644

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-URI http://asc.fasb.org/extlink&oid=27012166&loc=d3e187085-122770

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 30
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6405834&loc=d3e23285-112656

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21475-112644

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Preferred Stock
-URI http://asc.fasb.org/extlink&oid=6521494

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21463-112644

Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 11
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21564-112644

Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 08
-Paragraph d
-Article 4

Reference 15: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 02
-Paragraph 29, 30, 31
-Article 5

Reference 16: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Staff Accounting Bulletin (SAB)
-Number Topic 4
-Section E

Reference 17: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 08
-Article 4

Reference 18: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Staff Accounting Bulletin (SAB)
-Number Topic 4
-Section C

Reference 19: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Article 3

+ Details

Notes Payable, Stockholders

3 Months Ended

12 Months Ended

Mar. 31, 2015

Dec. 31, 2014

Notes Payable, Stockholders

10. Related Party Transactions

As discussed in Note 6, in January 2015, we entered into a Note Purchase Agreement and Convertible Promissory Note for a $3.0 million loan with various persons and entities named within the agreement (the Holders), of which $710,000 were with certain officers and certain officers’ related parties. As a result of the Financing, the total of unpaid principal and accrued interest as of February 28, 2015 was automatically converted into 479,667 shares of our common stock (as adjusted for the exchange in the Merger).

Our president and chief executive officer is also the managing member of our affiliated company Araxes. Four individuals are significant stockholders of each of us and Araxes. The following is a summary of all transactions with Araxes for the three months ended March 31, 2015.

Convertible Promissory Notes

As described in Note 6, as a result of the Financing, the total of unpaid principal and accrued interest as of February 28, 2015 for the convertible note payable to Araxes was automatically converted into 326,443 shares of our common stock (as adjusted for the exchange in the Merger). In addition, the total of unpaid principal and accrued interest as of February 28, 2015 for the convertible note payable related to the Araxes asset purchase was automatically converted into 80,293 shares of our common stock (as adjusted for the exchange in the Merger).

Facility Sublease

We sublease office space from Araxes for a base monthly rent of approximately $5,000 per month plus operating expenses, taxes, insurance, and utilities applicable to the subleased property. Rent expense related to this sublease for the three months ended March 31, 2015 was $25,000. The sublease will expire on August 30, 2016.

Management Fees

We have a management services agreement with Araxes under which Araxes pays us a fixed $100,000 a month for management services. In addition, the agreement allows for Araxes to pay us an amount equal to the number of full time equivalents (FTE) performing collaboration services for Araxes, at an annual FTE rate of $350,000, plus actual expenses as reasonably incurred. The agreement has an initial term expiring on December 31, 2015 and renews automatically for additional consecutive one-year periods. The agreement may be terminated by either party with a notice of at least 30 days prior to December 31, 2015 or the expiration of the then-renewal term.

Services Agreement

We have a services agreement with Wellspring Biosciences LLC (a wholly owned subsidiary of Araxes) which allows for payment of research and development services provided to us of an amount equal to the number of FTE’s performing the services, at an annual FTE rate of $400,000, plus actual expenses as reasonably incurred. This services agreement has an initial term expiring on December 31, 2015 and renews automatically for additional consecutive one-year periods. The agreement may be terminated by either party with a notice of at least 30 days prior to December 31, 2015 or the expiration of the then-renewal term.

10. Related Party Transactions

The Company’s president and chief executive officer is also the managing member of its affiliated company, Araxes. Four individuals are significant stockholders of each of the Company and Araxes. The following is a summary of all transactions with Araxes from August 22, 2014 (inception) to December 31, 2014.

Convertible Promissory Notes

As described in Note 6, the Company entered into a Note Purchase Agreement and Convertible Promissory Note with Araxes under which Araxes provided a $2,000,000 loan in the form of a convertible promissory note. The note is included within notes payable, related party, current on the Company’s Balance Sheet.

Additionally, in conjunction with the asset purchase agreement with Araxes described in Note 7, the Company purchased assets for an upfront purchase price of $500,000 payable under a convertible promissory note. This amount is included with research and development expenses, related party on the Company’s Statement of Operations and Comprehensive Loss. Additionally, the note is included within notes payable, related party, noncurrent on the Company’s Balance Sheet.

Facility Sublease

As noted in Note 8, the Company subleases office space from Araxes for a monthly rent of $4,820 per month. In addition to the base monthly rent, the Company is obligated to pay for operating expenses, taxes, insurance, and utilities applicable to the subleased property. Rent expense related to this sublease for the period from August 22, 2014 (inception) to December 31, 2014 was $14,906. The sublease will expire on August 30, 2016.

Management Fees

The Company has a management services agreement with Araxes under which Araxes pays the Company a fixed $100,000 a month for management services. In addition, the agreement allows for Araxes to pay the Company an amount equal to the number of full time equivalents (“FTE”) performing collaboration services for Araxes, at an FTE rate of $350,000, plus actual expenses as reasonably incurred. The agreement has an initial term expiring on December 31, 2015 and renews automatically for additional consecutive one-year periods. The agreement may be terminated by either party with a notice of at least 30 days prior to December 31, 2015 or the expiration of the then-renewal term.

Services Agreement

The Company has a services agreement with Araxes which allows for payment of research and development services provided to the Company of an amount equal to the number of FTE’s performing the services, at an FTE rate of $400,000, plus actual expenses as reasonably incurred. This services agreement has an initial term expiring on December 31, 2015 and renews automatically for additional consecutive one-year periods. The agreement may be terminated by either party with a notice of at least 30 days prior to December 31, 2015 or the expiration of the then-renewal term.

Zeta Acquisition Corp III

Notes Payable, Stockholders

2.	Notes Payable, Stockholders

During 2014, various stockholders loaned the Company $15,000 and were issued unsecured promissory notes which bear interest at 6% and are due on demand. Similar stockholder loans amounted to $25,000 during 2013, $25,000 during 2012, $35,000 during 2010, and $25,000 in 2009. Interest of $24,002 and $17,175 was accrued and unpaid at December 31, 2014 and 2013, respectively.

During 2007, the Company issued an unsecured promissory note to a stockholder and officer of the Company in the amount of $10,000. The note was non-interest bearing and was repaid from the proceeds of the sale of common stock.

- 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.

+ References + Details

Employee Benefit Plan	12 Months Ended
Employee Benefit Plan	Dec. 31, 2014
Postemployment Benefits [Abstract]
Employee Benefit Plan	11. Employee Benefit Plan The Company has a defined contribution 401(k) plan (the Plan) for all employees. Employees are eligible to participate in the Plan if they are at least 21 years of age or older. Under the terms of the Plan, employees may make voluntary contributions as a percentage of compensation.

Income Taxes

12 Months Ended

Dec. 31, 2014

Income Taxes

12. Income Taxes

The Company was incorporated on August 22, 2014 and will file tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Company’s 2014 tax year will be subject to examination by the federal and state jurisdictions where applicable. The Company has not been, nor is it currently, under examination by the federal or any state tax authority.

The Company’s effective income tax differs from the statutory federal rate of 34% at December 31, 2014 due to the following:


	Period from August 22, 2014 (Inception) to December 31, 2014
Benefit for income taxes at statutory federal rate	$	(1,248,230	)
State income tax (benefit), net of federal benefit		(224,752	)
Share-based compensation		80,450
Research and development tax credits		(28,288	)
Other		13,307
Valuation allowance		1,407,513

Income tax expense	$	—

Significant components of the Company’s deferred tax assets at December 31, 2014 are shown below:


	December 31, 2014
Deferred tax assets
Intangibles	$	731,622
Net operating loss carryforwards		441,622
Research and development tax credit carryforwards		28,288
Accruals		204,608
Other		1,373

Total deferred tax assets		1,407,513
Less valuation allowance		(1,407,513	)

Net deferred tax assets	$	—

At December 31, 2014, the Company had federal and state net operating loss carryforwards of $1,087,279 and $1,248,532 respectively. The federal and state loss carryforwards begin to expire in 2034, unless previously utilized. The Company also has federal and state research credit carryforwards of $17,919 and $15,710, respectively. The federal and Massachusetts research credits will begin expiring in 2034 and 2029, respectively, unless previously utilized. The California research credit will carryforward indefinitely.

Management assesses the available positive and negative evidence to estimate if sufficient future taxable income will be generated to use existing deferred tax assets. Based on the weight of the evidence, including the Company’s limited existence and losses since inception, management has determined that it is more likely than not that the deferred tax assets will not be realized. A valuation allowance of $1,407,513 for the period ended December 31, 2014 has been established to offset the deferred tax assets as realization of such assets is uncertain.

Pursuant to Internal Revenue Code (IRC) Sections 382 and 383, annual use of the Company’s net operating loss and research and development credit carryforwards may be limited in the event a cumulative change in ownership of more than 50% occurs within a three-year period. The Company has not completed an IRC Section 382/383 analysis regarding the limitation of net operating loss and research and development credit carryforwards. The Company does not expect this analysis to be completed within the next 12 months. Due to the existence of the valuation allowance, future changes in the Company’s unrecognized tax benefits will not impact the Company’s effective tax rate. Any carryforwards that will expire prior to utilization as a result of such limitations will be removed from deferred tax assets, with a corresponding reduction of the valuation allowance.

The impact of an uncertain income tax position is recognized at the largest amount that is “more likely than not” to be sustained upon audit by the relevant taxing authority. An uncertain tax position will not be recognized if it has less than a 50% likelihood of being sustained. There are no unrecognized tax benefits included in the Company’s balance sheet at December 31, 2014. The Company’s practice is to recognize interest and penalties related to income tax matters in income tax expense. The Company has not recognized interest or penalties in its statement of operations for the period ended December 31, 2014.

The Company does not expect that there will be a significant change in the unrecognized tax benefits over the next twelve months. Due to the existence of the valuation allowance, future changes in the Company’s unrecognized tax benefits will not impact the Company’s effective tax rate.

Zeta Acquisition Corp III

Income Taxes

5.	Income Taxes

The Company has reviewed its tax positions as of December 31, 2014 and 2013, and has not identified any positions that are uncertain. Income tax returns filed and to be filed for the years ended December 31, 2011, 2012, 2013, and 2014 are open to review by the Internal Revenue Service.

The tax effects of temporary differences that give rise to significant portions of the Company’s net deferred tax asset at December 31, 2014 and 2013 are as follows:


	December 31, 2014			December 31, 2013
Deferred tax asset:
Capitalized formation costs	$	61,400		$	53,300
Net operating loss carryforward		8,200			5,800
Valuation allowance		(69,600	)		(59,100	)

Net deferred tax asset recognized	$	—		$	—

A full valuation allowance has been recorded against the Company’s deferred tax asset because, based on the weight of available evidence, it is more likely than not that such benefits will not be realized. As of December 31, 2014, the Company has a net operating loss carryforward for federal and state income tax purposes of approximately $24,000. The net operating loss carryforward will begin to expire in 2029.

The benefit from income taxes differs from the amount computed by applying the United States (US) federal income tax rate of thirty-four percent (34%) in 2014 and 2013 to loss before income taxes for the years ended December 31, 2014 and 2013 as follows:


	Year Ended December 31, 2014			Year Ended December 31, 2013
US federal income tax benefit at statutory rate	$	(10,400	)	$	(9,700	)
Other		(100	)		—
Change in valuation allowance		10,500			9,700

Benefit from income taxes	$	—		$	—

Subsequent Event

3 Months Ended

12 Months Ended

Mar. 31, 2015

Dec. 31, 2014

Subsequent Event

11. Subsequent Events

On May 12, 2015, we entered into an amendment to the executive employment agreements (the First Amendment to Executive Employment Agreements) with each of Troy Wilson, our President and Chief Executive Officer, and Heidi Henson, our Chief Financial Officer. Each First Amendment to Executive Employment Agreement provides that the merger transaction between us and our former wholly owned subsidiary, effective March 31, 2015, did not qualify as a Corporate Transaction as such term is defined in the executive employment agreements.

13. Subsequent Events

The Company evaluated all events or transactions that occurred after the balance sheet date of December 31, 2014 through March 12, 2015.

Note Purchase Agreement

On January 12, 2015, the Company entered into a Note Purchase Agreement and Convertible Promissory Note with various persons and entities named within the agreement (“the Holders”) under which the Holders provided a $3,000,000 loan in the form of a convertible promissory note (“the Note”) to be used solely to fund the operations of the Company. The Note contains interest computed at a rate of 8%, compounded annually, with a maturity date of the earliest to occur of: (i) December 31, 2015, (ii) upon a change in control, as defined in the agreement, or (iii) upon defined events of default. Interest is due and payable on the maturity date. Prepayment of principal or interest is not allowed on the Note without the prior written consent of the holders. The Note is mandatorily convertible into such class of stock of the Company issued upon the completion of a qualified initial public offering or qualified financing, as defined in the agreement, in an amount equal to the total unpaid principal and interest divided by the price per share offered to the public in the qualified IPO or the price per share of the equity securities paid by other investors in a qualified financing.

Convertible Promissory Note

On January 20, 2015, in accordance with the Janssen license agreement described in Note 7, the Company entered into a Convertible Promissory Note with JJDC for $1,000,000. The note contains interest computed at a rate of 8% with a maturity date of the earliest to occur of: (i) May 31, 2016, (ii) upon a change in control, as defined in the agreement, or (iii) upon defined events of default. Interest is due and payable on the maturity date, with prepayment of principal or interest not allowed. The note will automatically convert into such class of shares of the Company issued upon the completion of a qualified equity financing at the lowest per share price offered in the round.

February 2015 Note Purchase Agreement

On February 11, 2015, the Company entered into a Note Purchase Agreement and Convertible Promissory Notes with entities named within the agreement (“the February 2015 Note Holders”) under which the February 2015 Note Holders provided totaling $1,000,000 loan in the form of convertible promissory notes. These Convertible Promissory Notes contain interest computed at a rate of 8%, compounded annually, with a maturity date of the earliest to occur of: (i) December 31, 2015, (ii) upon a change in control, as defined in the agreement, or (iii) upon defined events of default. Interest is due and payable on the maturity date. Prepayment of principal or interest is not allowed on the note without the prior written consent of the holders. The notes will automatically convert into such class of stock of the Company issued upon the completion of a qualified initial public offering or qualified financing, as defined in the agreement, in an amount equal to the total unpaid principal and interest divided by the price per share offered to the public in the qualified IPO or the price per share of the equity securities paid by other investors in a qualified financing.

Sponsored Research Agreement

On February 15, 2015, the Company entered into a Sponsored Research Agreement with Michigan under which the Company will sponsor up to $2,725,000 of research at Michigan over a three-year period. The Company will receive an non-exclusive right to any technology developed under the agreement and has an option right for an exclusive right to any such licenses developed under the agreement. The Sponsored Research Agreement allows for termination with notice at any time by the Company. In the event of termination by the Company prior to the second anniversary of the agreement, other than due to breach by Michigan, the Company will be required to pay costs budgeted through the second anniversary up to $2,000,000 of the sponsored research amount. Any costs incurred for the Sponsored Research Agreement will be expensed as incurred.

Michigan Amended License Agreement

On March 3, 2015, the Company and Michigan entered into an amendment to the Michigan license agreement which redefined a qualified financing as the first sale of the Company’s capital stock in which the Company receives certain gross proceeds from the financing. The sale of the Company’s common stock on March 6, 2015 as described below was a qualified financing.

Merger and Private Financing

On March 6, 2015, the Company, Zeta Acquisition Corp. III, a public shell company (“Zeta”), and Kura Operations, Inc., a wholly-owned subsidiary of Zeta (“Merger Sub”), entered into an Agreement and Plan of Merger dated March 6, 2015 (the “Merger Agreement”). Pursuant to the Merger Agreement, Merger Sub merged with and into the Company, with the Company remaining as the surviving entity and a wholly-owned operating subsidiary of Zeta (the “Merger”). At the effective time of the Merger (the “Effective Time”), the name of the Company was changed to Kura Operations, Inc. Immediately following the Effective Time, a newly organized wholly-owned subsidiary of Zeta named “Kura Oncology, Inc.” merged with and into Zeta, with the surviving entity named Kura Oncology, Inc. (“Parent”).

Pursuant to the terms of the Merger Agreement, at the Effective Time, each share of common stock of the Company outstanding immediately prior to the Effective Time was exchanged for one-half (0.5) of a share of common stock of Parent. Parent issued an aggregate of 14,508,177 shares of common stock upon such exchange of the issued shares of the Company common stock. In addition, at the Effective Time, Parent assumed the Company’s 2014 Plan. As of the Effective Time, there were no outstanding options to purchase shares of the Company common stock under the 2014 Plan.

Immediately prior to the Merger, on March 6, 2015, the Company sold to investors 16,561,396 shares of its common stock at a price of $3.16 per share for gross proceeds of $52,334,011 (the “New Money Financing”). The New Money Financing represented a qualified financing conversion event pursuant to the outstanding convertible promissory notes. As such, upon closing the New Money Financing, $7,500,000 in principal and $114,849 in accrued interest through February 28, 2015 automatically converted into 2,409,740 shares of the Company’s common stock.

The Company is considered the accounting acquirer in the Merger and will account for the transaction as a capital transaction because the Company’s stockholders received 100% of the voting rights in the combined entity and the Company’s senior management represents all of the senior management of the combined entity.

Zeta Acquisition Corp III

Subsequent Event

7.	Subsequent Event

Subsequent to year end, a stockholder advanced the Company $15,000. The note bears interest at 6% and is due on demand.

Business and Organization	3 Months Ended
Business and Organization	Mar. 31, 2015
Accounting Policies [Abstract]
Business and Organization	1. Business and Organization Kura Oncology, Inc. is a clinical stage biopharmaceutical company discovering and developing personalized therapeutics for the treatment of solid tumors and blood cancers. We focus on the development of small molecule product candidates that target cell signaling pathways that are important to driving the progression of certain cancers. We aim to employ molecular diagnostics to identify patients with cancers who are likely to benefit from our targeted product candidates. References in these Notes to Financial Statements to the “Company” or “we”, “our” or “us”, refer to Kura Oncology, Inc., (Prior Kura), a private Delaware corporation incorporated in the State of Delaware in August 2014, for the periods prior to the Merger (as defined below) which took place on March 6, 2015, and Kura Oncology, Inc., a Delaware corporation incorporated in November 2007 and formerly known as Zeta Acquisition Corp. III, for the periods following the Merger. Effective March 6, 2015 (Effective Time), we completed a reverse merger (the Merger) with a wholly owned subsidiary of “Zeta Acquisition Corp. III” (Zeta), a public shell company, leaving Prior Kura as the surviving entity. On March 31, 2015, the surviving entity merged with and into us. Zeta was formed in November 2007 with no specific business plan or purpose. As a result of the Merger and related transactions, Zeta changed its name to “Kura Oncology, Inc.” and began operating Prior Kura’s business. Pursuant to the terms of the Merger Agreement, at the Effective Time, each share of Prior Kura common stock outstanding immediately prior to the Effective Time was exchanged for one-half (1/2) of a share of our common stock. We issued an aggregate of 14,508,177 shares of our common stock upon such exchange of the Prior Kura common stock outstanding. In addition, at the Effective Time, we assumed Prior Kura’s 2014 Equity Incentive Plan that was in existence immediately prior to the Effective Time and concurrently approved the amendment and restatement of the Prior Kura 2014 Equity Incentive Plan pursuant to our 2014 Plan (2014 Plan), which became effective in April 2015. Refer to Note 9, Stockholders’ Equity for detailed discussion on the 2014 Plan. Immediately following the Effective Time, pursuant to the terms of a Redemption Agreement dated March 6, 2015 (the Redemption Agreement) by and among Zeta and its pre-Merger stockholders, we completed the closing of a redemption of 5,000,000 shares of our common stock (the Redemption) from our pre-Merger stockholders for consideration of $70,000, plus $30,000 in professional fees related to the transaction. The 5,000,000 shares constituted all of the issued and outstanding shares of Zeta’s capital stock, on a fully-diluted basis, immediately prior to the Merger. Upon completion of the Merger and the Redemption, Prior Kura’s stockholders held 100% of the outstanding shares of our capital stock. Immediately prior to the Merger, on March 6, 2015, Prior Kura sold 16,561,396 shares of its common stock at a price of $3.16 per share, which was exchanged for 8,280,696 shares of our common stock in the Merger for gross proceeds of $52.3 million (the Financing). The Financing represented a qualified financing conversion event pursuant to Prior Kura’s then-outstanding convertible promissory notes (the Notes). As such, upon the closing of the Financing, an aggregate of $7.5 million in principal under the Notes and $115,000 in accrued interest thereon through February 28, 2015 automatically converted into 2,409,740 shares of Prior Kura common stock, which was exchanged for 1,204,870 shares of our common stock in the Merger. The Merger is accounted for as a reverse merger and a capital transaction. Prior Kura is the acquirer for accounting purposes and Zeta is the acquired company. Consequently, the assets and liabilities and the operations that are reflected in the historical financial statements prior to the Merger are those of Prior Kura and are recorded at Prior Kura’s historical cost basis. Prior Kura was incorporated in August 2014; therefore, there were no operations in the periods prior to August 2014. The financial statements after completion of the Merger include our assets, liabilities and operations. The historical equity accounts and awards of Prior Kura, including par value per share, share and per share numbers, have been retrospectively adjusted to reflect the one for 0.5 shares common stock exchange, the par value of $0.0001 and the number of shares received in the Merger.

Basis of Presentation	3 Months Ended
Basis of Presentation	Mar. 31, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	2. Basis of Presentation The accompanying unaudited condensed financial statements should be read in conjunction with our audited financial statements and notes thereto for the year ended December 31, 2014 included elsewhere in this prospectus from which we derived our balance sheet as of December 31, 2014. The accompanying financial statements have been prepared in accordance with US generally accepted accounting principles (GAAP) for interim financial information and with the instructions to Form S-1 and Article 10 of Regulation S-X. Accordingly, since they are interim statements, the accompanying financial statements do not include all of the information and notes required by GAAP for complete financial statements. The accompanying financial statements reflect all adjustments, consisting of normal recurring adjustments, that are, in the opinion of our management, necessary to a fair statement of the results for the interim periods presented. Interim results are not necessarily indicative of results for a full year. The preparation of financial statements in accordance with GAAP requires our management to make estimates and assumptions that affect the amounts reported in our financial statements and accompanying notes. The amounts reported could differ under different estimates and assumptions. On an ongoing basis, we evaluate our estimates and judgments, which are based on historical and anticipated results and trends and on various other assumptions that management believes to be reasonable under the circumstances. By their nature, estimates are subject to an inherent degree of uncertainty and, as such, actual results may differ from management’s estimates.

License Agreements	3 Months Ended
License Agreements	Mar. 31, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
License Agreements	7. License Agreements License Agreement with The University of Michigan In December 2014, we entered into a license agreement with The Regents of The University of Michigan (Michigan), which was amended in March 2015, under which we received certain license rights for a non-refundable upfront license, annual maintenance fees and payments upon achievement of certain development and sales-based milestones. The licensed asset consists of a number of compounds, which are in the lead discovery/lead optimization phase. All future development, regulatory and commercial work on the asset will be completed fully and at our sole expense. Michigan retains the right to use the asset for non-commercial research, internal and/or educational purposes, with the right to grant the same limited rights to other non-profit research institutions. Furthermore, the agreement stipulates contingent consideration for the issuance of shares equivalent to a set dollar value upon the occurrence of a qualified financing or a change of control event, as defined in the amendment to the agreement, consistent with the terms issued to any future investors or the per share consideration to be received by other shareholders. As a result of the Financing, we issued 79,113 shares of our common stock (as adjusted for the exchange in the Merger) at a fair value of $500,000, which was recognized as research and development expense during the three months ended March 31, 2015. The agreement will terminate upon the last-to-expire patent rights, or may be terminated by us at any time with 90 days written notice of termination or terminated by Michigan upon a bankruptcy by us, payment failure by us that is not cured within 30 days or a material breach of the agreement by us that is not cured within 60 days. Sponsored Research Agreement with The University of Michigan In February 2015, we entered into a Sponsored Research Agreement with Michigan under which we will sponsor up to $2.7 million of research at Michigan over a three-year period. We will receive a non-exclusive right to any technology developed under this agreement and have an option right for an exclusive right to any such licenses developed under the agreement. The Sponsored Research Agreement allows for termination with notice at any time by us. In the event of termination by us prior to the second anniversary of the agreement, other than due to breach by Michigan, we will be required to pay costs budgeted through the second anniversary up to $2.0 million of the sponsored research amount. Any costs incurred for the Sponsored Research Agreement will be expensed as incurred. For the three months ended March 31, 2015, we recorded $125,000 in research and development expense under this research agreement. Collectively, our outstanding license agreements provide for specified development, regulatory and sales-based milestone payments up to a total of $81.7 million payable upon occurrence of each stated event, of which $1.2 million relates to the initiation of certain development activities, $30.5 million relates to the achievement of specified regulatory approvals for the first indication and up to $50.0 million for the achievement of specified levels of product sales. Additional payments will be due for each subsequent indication if specified regulatory approvals are achieved. All milestone payments under the agreements will be recognized as research and development expense upon completion of the required events because the triggering events are not considered to be probable until they are achieved. As of March 31, 2015, we have not achieved any milestones under the agreements. Furthermore, if all the programs are successfully commercialized, we will be required to pay tiered royalties on annual net product sales ranging from the low single digits to the low teens, depending on the volume of sales and the respective agreement.

Nature of Operations and Significant Accounting Policies

12 Months Ended

Dec. 31, 2014

Zeta Acquisition Corp III

Nature of Operations and Significant Accounting Policies

1.	Nature of Operations and Significant Accounting Policies

Nature of Operations

Zeta Acquisition Corp. III (the “Company”) was incorporated under the laws of the State of Delaware on November 16, 2007. The Company is a new enterprise in the development stage as defined by Accounting Standards Codification (“ASC”) Topic 915, Development Stage Entities. The Company was organized as a vehicle to investigate and, if such investigation warrants, acquire a target company or business seeking the perceived advantages of being a publicly held corporation. The Company’s principal business objective for the next twelve (12) months and beyond will be to achieve long-term growth potential through a combination with a business. The Company will not restrict its potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business.

Liquidity

Since its inception, the Company has generated no revenues and has incurred a net loss of $204,691. Since inception, the Company has been dependent upon the receipt of capital investment or other financing to fund its continuing activities. The Company has not identified any business combination and therefore, cannot ascertain with any degree of certainty the capital requirements for any particular transaction. In addition, the Company is dependent upon certain related parties to provide continued funding and capital resources. During 2014, the Company received loans of $15,000 to fund operations (Note 2). The accompanying financial statements have been presented on the basis of the continuation of the Company as a going concern and do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates.

Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers all highly liquid investments with a maturity of three (3) months or less to be cash equivalents.

Income Taxes

The Company accounts for income taxes in accordance with ASC Topic 740, Income Taxes, which requires the recognition of deferred tax liabilities and assets at currently enacted tax rates for the expected future tax consequences of events that have been included in the financial statements or tax returns. A valuation allowance is recognized to reduce the net deferred tax asset to an amount that is more likely than not to be realized.

Fair Value of Financial Instruments

Pursuant to ASC Topic 820-10, Fair Value Measurements and Disclosures, the Company is required to estimate the fair value of all financial instruments included on its balance sheet as of December 31, 2014 and 2013. The Company considers the carrying value of cash and cash equivalents, accounts payable, accrued expenses, accrued interest, and notes payable to stockholders to approximate fair value due to their short maturities.

Net Loss Per Share

Basic loss per share is computed by dividing net loss by the weighted-average number of common shares outstanding for the period. The Company currently has no dilutive securities and as such, basic and diluted loss per share are the same for all periods presented.

Recently Issued Accounting Pronouncements

In June 2014, the Financial Accounting Standards Board, (“FASB”), issued Accounting Standards Update, (“ASU”), No. 2014-10, which eliminates the concept of a development stage entity, (“DSE”), in its entirety from United States Generally Accepted Accounting Principles, (“U.S. GAAP”). Under existing guidance, DSE’s are required to report incremental information, including inception-to-date financial information, in their financial statements. A DSE is an entity devoting substantially all of its efforts to establishing a new business and for which either planned principal operations have not yet commenced or have commenced but there has been no significant revenues generated from that business. Entities classified as DSE’s will no longer be subject to these incremental reporting requirements after adopting ASU No. 2014-10. ASU No. 2014-10 is effective for fiscal years beginning after December 15, 2014, with early adoption permitted. Retrospective application is required for the elimination of incremental DSE disclosures. At this time the Company has not elected early adoption of ASU No. 2014-10.

Preferred Stock

12 Months Ended

Dec. 31, 2014

Zeta Acquisition Corp III

Preferred Stock

3.	Preferred Stock

The Company is authorized to issue 10,000,000 shares of preferred stock with such designations, voting and other rights and preferences as may be determined from time to time by the Board of Directors.

Common Stock

12 Months Ended

Dec. 31, 2014

Zeta Acquisition Corp III

Common Stock

4.	Common Stock

The Company is authorized to issue 100,000,000 shares of common stock with such designations, voting and other rights and preferences as may be determined from time to time by the Board of Directors. During December 2007, the Company issued 5,000,000 shares of its common stock pursuant to a private placement for $50,000.

Commitment

12 Months Ended

Dec. 31, 2014

Zeta Acquisition Corp III

Commitment

6.	Commitment

The Company utilizes the office space and equipment of an officer and director at no cost on a month-to-month basis. Management estimates such amounts to be di minimis.

Nature of Operations and Significant Accounting Policies (Policies)

3 Months Ended

12 Months Ended

Mar. 31, 2015

Dec. 31, 2014

Use of Estimates

Use of Estimates

Concentration of Credit Risk

Concentration of Credit Risk

Property and Equipment

Property and Equipment

Property and equipment are stated at cost and depreciated using the straight-line method over the estimated useful lives of the assets which is three years for each asset class.

Impairment of Long-Lived Assets

Impairment of Long-Lived Assets

Convertible Notes and Derivative Accounting

Convertible Notes and Derivative Accounting

Deferred Rent

Deferred Rent

Research and Development Costs

Research and Development Expenses

Research and Development Costs

Patent Costs

Patent Costs

Share-Based Compensation

Share-Based Payments

Share-Based Compensation

Income Taxes

Income Taxes

Comprehensive Loss

Comprehensive Loss

Segment Reporting

Segment Reporting

Fair Value Measurements

Fair Value Measurements

•

Level 1-Quoted prices (unadjusted) in active markets for identical assets or liabilities;

•

Level 2-Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable; and

•


	Derivative Liabilities
	(In thousands)
Balance at December 31, 2014	$	196
Issuance of derivative liability		—
Change in fair value(1)		97

Balance at March 31, 2015	$	293

(1)	The amount is included within research and development expenses on our Statement of Operations and Comprehensive Loss.

Fair Value Measurements

•

Level 1- Quoted prices (unadjusted) in active markets for identical assets or liabilities;

•

Level 2- Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable; and

•

Level 3- Unobservable inputs in which little or no market activity exists, therefore requiring an entity to develop its own assumptions about the assumptions that market participants would use in pricing.


			Fair Value Measurements at December 31, 2014
	Balance as of December 31, 2014		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
*Liabilities*
Embedded derivative liability(1)	$	196,000	$	—	$	—	$	196,000

(1)

The following table provides a reconciliation of all liabilities measured at fair value using Level 3 significant unobservable inputs:


	Derivative Liabilities
Balance at August 22, 2014 (Inception)	$	—
Issuance of derivative liability(1)		196,000
Change in fair value(2)		—

Balance at December 31, 2014	$	196,000

(1)	The amount is included within research and development expenses on the Company’s Statement of Operations and Comprehensive Loss.

(2)	The license agreement was executed in November 2014 and no change in the valuation occurred between the execution date and December 31, 2014.

Net Loss Per Share

Net Loss per Share

Zeta Acquisition Corp III

Use of Estimates

Use of Estimates

Income Taxes

Income Taxes

Net Loss Per Share

Net Loss Per Share

Liquidity

Liquidity

Cash and Cash Equivalents

Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers all highly liquid investments with a maturity of three (3) months or less to be cash equivalents.

Fair Value of Financial Instruments

Fair Value of Financial Instruments

Recently Issued Accounting Pronouncements

Recently Issued Accounting Pronouncements

Summary of Significant Accounting Policies (Tables)

3 Months Ended

12 Months Ended

Mar. 31, 2015

Dec. 31, 2014

Liabilities Measured at Fair Value on Recurring Basis

Liabilities measured at fair value on a recurring basis as of December 31, 2014 are as follows:


			Fair Value Measurements at December 31, 2014
	Balance as of December 31, 2014		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
*Liabilities*
Embedded derivative liability(1)	$	196,000	$	—	$	—	$	196,000

(1)

Significant Impact of Changes in Assumptions on Fair Value of Derivative Liabilities

Changes to these assumptions can have a significant impact on the fair value of the derivative liabilities.


	Derivative Liabilities
	(In thousands)
Balance at December 31, 2014	$	196
Issuance of derivative liability		—
Change in fair value(1)		97

Balance at March 31, 2015	$	293

(1)	The amount is included within research and development expenses on our Statement of Operations and Comprehensive Loss.

Significant Unobservable Inputs (Level 3)

Liabilities Measured at Fair Value on Recurring Basis

The following table provides a reconciliation of all liabilities measured at fair value using Level 3 significant unobservable inputs:


	Derivative Liabilities
Balance at August 22, 2014 (Inception)	$	—
Issuance of derivative liability(1)		196,000
Change in fair value(2)		—

Balance at December 31, 2014	$	196,000

(1)	The amount is included within research and development expenses on the Company’s Statement of Operations and Comprehensive Loss.

(2)	The license agreement was executed in November 2014 and no change in the valuation occurred between the execution date and December 31, 2014.

Property and equipment, net (Tables)

3 Months Ended

12 Months Ended

Mar. 31, 2015

Dec. 31, 2014

Property, Plant and Equipment [Abstract]

Property and Equipment

Property and equipment consisted of the following, in thousands:


	March 31, 2015			December 31, 2014
Computer equipment	$	31		$	26
Software		7			2

		38			28
Less: accumulated depreciation		(4	)		(1	)

Property and equipment, net	$	34		$	27

Property and equipment consisted of the following:


	December 31, 2014
Computer equipment	$	25,862
Software		2,250

		28,112
Less: accumulated depreciation		(1,466	)

Property and equipment, net	$	26,646

Accounts payable and accrued liabilities (Tables)

3 Months Ended

12 Months Ended

Mar. 31, 2015

Dec. 31, 2014

Payables and Accruals [Abstract]

Accounts Payable and Accrued Liabilities

Accounts payable and accrued liabilities consisted of the following, in thousands:


	March 31, 2015		December 31, 2014
Accounts payable	$	3,612	$	226
Accrued expenses		781		581
Accrued compensation and benefits		76		39

Total accounts payable and accrued expenses	$	4,469	$	846

Accounts payable and accrued liabilities consisted of the following:


	December 31, 2014
Accounts payable	$	225,642
Accrued expenses		567,887
Accrued compensation and benefits		39,404

Total accounts payable and accrued expenses	$	832,933

Notes Payable (Tables)

12 Months Ended

Dec. 31, 2014

Debt Disclosure [Abstract]

Notes Payable and Unamortized Discount

Total notes payable and unamortized discount balances are as follows:


	December 31, 2014
Face value of convertible notes	$	2,500,000
Accrued interest		36,483
Debt issuance costs associated with fair value of derivative		(7,500	)

Total	$	2,528,983
Less: current portion		(2,035,565	)

Total convertible notes, long-term	$	493,418

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21475-112644

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=6479336&loc=d3e64711-112823

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=34725769&loc=d3e28878-108400

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21538-112644

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21506-112644

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=6451184&loc=d3e28541-108399

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6451184&loc=d3e28551-108399

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21521-112644

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 02
-Paragraph 22
-Article 5

+ Details

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2014

Commitments and Contingencies Disclosure [Abstract]

Future Minimum Payments Required under Leases

Future minimum payments required under the leases as of December 31, 2014 are summarized as follows:


Year Ending December 31,
2015	$	111,062
2016		87,573

Total minimum lease payments	$	198,635

Stockholders' Equity (Tables)

3 Months Ended

12 Months Ended

Mar. 31, 2015

Dec. 31, 2014

Equity [Abstract]

Summary of Restricted Share Activity

The following is a summary of restricted share activity:


	Number of Shares			Weighted Average Grant Date Fair Value
Balance at August 22, 2014 (Inception)		—		$	—
Granted		9,887,000		$	0.001
Vested		(821,252	)

Unvested at December 31, 2014		9,065,748		$	0.001

Vested at December 31, 2014		821,252		$	0.001

Summary of Restricted Share Activity

The following is a summary of restricted share activity, in thousands (except per share data):


	Number of Shares			Weighted Average Grant Date Fair Value
Balance at December 31, 2014		4,533		$	0.002
Granted		—
Vested		(342	)

Unvested at March 31, 2015		4,191		$	0.002

Vested at March 31, 2015		752		$	0.002

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2014

Schedule of Effective Income Tax Rate Reconciliation

The Company’s effective income tax differs from the statutory federal rate of 34% at December 31, 2014 due to the following:


	Period from August 22, 2014 (Inception) to December 31, 2014
Benefit for income taxes at statutory federal rate	$	(1,248,230	)
State income tax (benefit), net of federal benefit		(224,752	)
Share-based compensation		80,450
Research and development tax credits		(28,288	)
Other		13,307
Valuation allowance		1,407,513

Income tax expense	$	—

Components Of Deferred Tax Assets

Significant components of the Company’s deferred tax assets at December 31, 2014 are shown below:


	December 31, 2014
Deferred tax assets
Intangibles	$	731,622
Net operating loss carryforwards		441,622
Research and development tax credit carryforwards		28,288
Accruals		204,608
Other		1,373

Total deferred tax assets		1,407,513
Less valuation allowance		(1,407,513	)

Net deferred tax assets	$	—

Zeta Acquisition Corp III

Schedule of Effective Income Tax Rate Reconciliation


	Year Ended December 31, 2014			Year Ended December 31, 2013
US federal income tax benefit at statutory rate	$	(10,400	)	$	(9,700	)
Other		(100	)		—
Change in valuation allowance		10,500			9,700

Benefit from income taxes	$	—		$	—

Components Of Deferred Tax Assets

The tax effects of temporary differences that give rise to significant portions of the Company’s net deferred tax asset at December 31, 2014 and 2013 are as follows:


	December 31, 2014			December 31, 2013
Deferred tax asset:
Capitalized formation costs	$	61,400		$	53,300
Net operating loss carryforward		8,200			5,800
Valuation allowance		(69,600	)		(59,100	)

Net deferred tax asset recognized	$	—		$	—

Organization and Basis of Presentation - Additional Information (Detail) - USD ($)	Mar. 31, 2015	Dec. 31, 2014
Organization And Basis Of Presentation [Abstract]
Accumulated deficit	$ (8,147,000)	$ (3,671,266)

Summary of Significant Accounting Policies - Additional Information (Detail)	3 Months Ended	4 Months Ended
	Mar. 31, 2015 USD ($) Segment shares	Dec. 31, 2014 USD ($) Segment shares
Summary Of Significant Accounting Policies [Line Items]
Property and equipment, estimated useful life		3 years
Impairment losses on long-lived assets		$ 0
Number of operating segment \| Segment	1	1
Potentially dilutive securities \| shares	4,191,081	9,065,748
Fair Value Measurements on Recurring Basis \| Significant Unobservable Inputs (Level 3)
Summary Of Significant Accounting Policies [Line Items]
Embedded derivative liability	$ 293,000	$ 196,000
Restricted Stock Awards
Summary Of Significant Accounting Policies [Line Items]
Requisite service period of stock awards	4 years
Convertible Debt Securities
Summary Of Significant Accounting Policies [Line Items]
Principal of outstanding convertible promissory notes		$ 2,500,000

Liabilities Measured at Fair Value on Recurring Basis (Detail) - Embedded derivative liability [Member]

Dec. 31, 2014

USD ($)

^[1]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Liabilities

$ 196,000

Fair Value, Inputs, Level 1 [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Liabilities

Fair Value, Inputs, Level 2 [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Liabilities

Significant Unobservable Inputs (Level 3)

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Liabilities

$ 196,000

[1]

The Company's license agreement with the with The Regents of the University of California San Francisco ("UCSF"), further described in Note 7, provides for an indexed milestone payment upon the occurrence of a qualified preferred stock financing and a subsequent initial public offering or a change of control event, as defined in the agreement. The indexed milestone was determined to qualify as an embedded derivative liability requiring an estimate of fair value.

Summary of Significant Accounting Policies - Significant Impact of Changes in Assumptions on Fair Value of Derivative Liabilities (Detail) - USD ($)

3 Months Ended

4 Months Ended

Mar. 31, 2015

Dec. 31, 2014

Fair Value Disclosures [Abstract]

Derivative Liabilities, Beginning Balance

$ 196,000

$ 0

Issuance of derivative liability

^[1]

196,000

Change in fair value

97,000

^[2]

^[3]

Derivative Liabilities, Ending Balance

$ 293,000

$ 196,000

[1]	The amount is included within research and development expenses on the Company's Statement of Operations and Comprehensive Loss.
[2]	The amount is included within research and development expenses on our Statement of Operations and Comprehensive Loss.
[3]	The license agreement was executed in November 2014 and no change in the valuation occurred between the execution date and December 31, 2014.

Property and Equipment, Net (Detail) - USD ($)	Mar. 31, 2015	Dec. 31, 2014
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 38,000	$ 28,112
Less: accumulated depreciation	(4,000)	(1,466)
Property and equipment, net	34,000	26,646
Computer Equipment
Property Plant And Equipment [Line Items]
Property and equipment, gross	31,000	25,862
Software
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 7,000	$ 2,250

Accounts Payable and Accrued Liabilities (Detail) - USD ($)	Mar. 31, 2015	Dec. 31, 2014
Payables and Accruals [Abstract]
Accounts payable	$ 3,612,000	$ 225,642
Accrued expenses	781,000	567,887
Accrued compensation and benefits	76,000	39,404
Total accounts payable and accrued expenses	$ 4,469,000	$ 832,933

Notes Payable - Additional Information (Detail) - USD ($)			12 Months Ended
	Dec. 23, 2014	Oct. 08, 2014	Dec. 31, 2014	Feb. 28, 2015	Jan. 31, 2015	Oct. 31, 2014
Debt Instrument [Line Items]
Convertible notes payable, related party, current			$ 2,035,565
Convertible notes payable, related party, non current			493,418
January 2015 Convertible Notes
Debt Instrument [Line Items]
Convertible promissory note					$ 3,000,000
Unpaid principal and accrued interest converted into common stock shares				479,667
January 2015 Convertible Notes \| Certain Officers and Certain Officer's Related Parties
Debt Instrument [Line Items]
Convertible promissory note					710,000
February 2015 Convertible Notes
Debt Instrument [Line Items]
Convertible promissory note				$ 1,000,000
Unpaid principal and accrued interest converted into common stock shares				158,852
Araxes Asset Purchase Agreement
Debt Instrument [Line Items]
Convertible promissory note			$ 500,000
Unpaid principal and accrued interest converted into common stock shares				80,293
Note Purchase Agreement and Convertible Promissory Note
Debt Instrument [Line Items]
Debt instrument maturity date, description			The earliest to occur of (i) December 31, 2015, (ii) upon a change in control, as defined in the agreement, or (iii) upon defined events of default.
Araxes Pharma LLC
Debt Instrument [Line Items]
Convertible promissory note						$ 2,000,000
Unpaid principal and accrued interest converted into common stock shares				326,443
Araxes Pharma LLC \| Asset Purchase Agreement [Member] \| Convertible Debt Securities
Debt Instrument [Line Items]
Interest rate	8.00%
Debt instrument maturity date, description	The earliest to occur (i) of May 31, 2016 (ii) upon a change in control, as defined in the agreement, or (iii) upon defined events of default.
Convertible notes payable, related party, non current	$ 500,000
Araxes Pharma LLC \| Note Purchase Agreement and Convertible Promissory Note \| Convertible Debt Securities
Debt Instrument [Line Items]
Convertible notes payable, related party, current		$ 2,000,000
Interest rate		8.00%
Debt instrument maturity date, description		The earliest to occur of (i) December 31, 2015, (ii) upon a change in control, as defined in the agreement, or (iii) upon defined events of default.
JJDC, Inc
Debt Instrument [Line Items]
Convertible promissory note					$ 1,000,000
Unpaid principal and accrued interest converted into common stock shares				159,615

Notes Payable and Unamortized Discount (Detail)	Dec. 31, 2014 USD ($)
Debt Disclosure [Abstract]
Face value of convertible notes	$ 2,500,000
Accrued interest	36,483
Debt issuance costs associated with fair value of derivative	(7,500)
Total	2,528,983
Less: current portion	(2,035,565)
Total convertible notes, long-term	493,418
Total	$ 2,528,983

License and Asset Purchase Agreements - Additional Information (Detail) - USD ($)				3 Months Ended	4 Months Ended
	Feb. 15, 2015	Dec. 18, 2014	Nov. 21, 2014	Mar. 31, 2015	Dec. 31, 2014	Dec. 23, 2014
License Agreements [Line Items]
Convertible notes payable, related party, non current					$ 493,418
Common stock, shares issued				14,508,177	4,944,000
Research and development				$ 2,604,000	$ 2,028,227
Janssen License Agreement \| Up-front Payment Arrangement
License Agreements [Line Items]
Proceed from license agreement		$ 1,000,000
Janssen, Michigan and UCSF License Agreements \| Maximum
License Agreements [Line Items]
Milestone payment to be received					81,675,000
Janssen, Michigan and UCSF License Agreements \| Maximum \| Development activities
License Agreements [Line Items]
Milestone payment to be received					1,175,000
Janssen, Michigan and UCSF License Agreements \| Maximum \| Regulatory
License Agreements [Line Items]
Milestone payment to be received					30,500,000
Janssen, Michigan and UCSF License Agreements \| Maximum \| Product Sales
License Agreements [Line Items]
Milestone payment to be received					50,000,000
Janssen, Michigan and UCSF License Agreements \| Up-front Payment Arrangement
License Agreements [Line Items]
Proceed from license agreement					$ 1,075,000
Asset Purchase Agreement [Member] \| Araxes Pharma LLC
License Agreements [Line Items]
Milestone payment to be received						$ 9,650,000
Asset Purchase Agreement [Member] \| Araxes Pharma LLC \| Convertible Debt Securities
License Agreements [Line Items]
Convertible notes payable, related party, non current						500,000
Asset Purchase Agreement [Member] \| Development activities \| Araxes Pharma LLC
License Agreements [Line Items]
Milestone payment to be received						1,150,000
Asset Purchase Agreement [Member] \| Regulatory \| Araxes Pharma LLC
License Agreements [Line Items]
Milestone payment to be received						$ 8,500,000
The University of Michigan License Agreement
License Agreements [Line Items]
License agreement date				Dec. 22, 2014
Common stock, shares issued				79,113
Research and development				$ 500,000
Agreement termination written notice				90 days
Agreement termination period due to payment failure				30 days
Agreement termination notice period in event of material breach				60 days
The University of Michigan Sponsored Research Agreement
License Agreements [Line Items]
Research and development				$ 125,000
Sponsor of research over three- year	$ 2,700,000
Sponsored research agreement period	3 years
Sponsored research amount, expensed as incurred	$ 2,000,000
Janssen, Michigan and UCSF License Agreements
License Agreements [Line Items]
Outstanding license agreements			$ 81,700,000
Janssen, Michigan and UCSF License Agreements \| Initiation of Certain Development Activities
License Agreements [Line Items]
Outstanding license agreements			1,200,000
Janssen, Michigan and UCSF License Agreements \| Specified Regulatory Approvals
License Agreements [Line Items]
Outstanding license agreements			30,500,000
Janssen, Michigan and UCSF License Agreements \| Specified Levels of Product Sales
License Agreements [Line Items]
Outstanding license agreements			$ 50,000,000

Commitments and Contingencies - Additional Information (Detail) - USD ($)			4 Months Ended	12 Months Ended
	Oct. 06, 2014	Aug. 29, 2014	Dec. 31, 2014	Dec. 31, 2014
Loss Contingencies [Line Items]
Rent expense			$ 27,249
Commitment to provide charitable contribution			$ 285,000	$ 285,000
Commitment to provide charitable contribution, description			The Company is obligated to make a charitable gift of $285,000 to the Leukemia and Lymphoma Society in connection with the Michigan agreement described in Note 7 to be paid in three equal parts the first part due in January 2015, the second part due in January 2016 and the final part due in January 2017. The full amount of the charitable gift has been accrued as of December 31, 2014.
MASSACHUSETTS \| Monthly
Loss Contingencies [Line Items]
Rent expense	$ 4,785
Araxes Pharma LLC
Loss Contingencies [Line Items]
Rent expense			$ 14,906
Percentage of rent escalation		3.00%
Sublease expiration date				Aug. 30, 2016
Araxes Pharma LLC \| Monthly
Loss Contingencies [Line Items]
Rent expense		$ 4,680		$ 4,820

Future Minimum Payments Required under Leases (Detail)	Dec. 31, 2014 USD ($)
Leases [Abstract]
2015	$ 111,062
2016	87,573
Total minimum lease payments	$ 198,635

Stockholder's Equity - Additional Information (Detail) - USD ($)			3 Months Ended	4 Months Ended
	Mar. 06, 2015	Feb. 28, 2015	Mar. 31, 2015	Dec. 31, 2014	Apr. 13, 2015	Aug. 31, 2014
Stockholders' Equity Note [Abstract]
Common shares reserved for future issuance pursuant to future option grants				1,113,000
Convertible promissory notes outstanding				$ 2,528,983
Liability associated with shares issued with repurchase rights				$ 12,786
Shares subject to repurchase				9,065,748
Share based compensation expense			$ 644,000	$ 236,618
Common stock, shares authorized			100,000,000	100,000,000
Common stock, par value			$ 0.0001	$ 0.0001
Preferred stock, shares authorized			10,000,000	10,000,000
Preferred stock, par value			$ 0.0001	$ 0.0001
Number of shares, subject to repurchase			4,191,081
Convertible Debt Securities
Stockholders' Equity Note [Abstract]
Convertible promissory notes outstanding				$ 2,500,000
2014 Plan
Stockholders' Equity Note [Abstract]
Shares reserved for issuance						11,000,000
Term of options to be granted under the Plan				10 years
Options granted under the plan				$ 0
Restricted Stock Awards
Stockholders' Equity Note [Abstract]
Restricted stock awards vesting period			4 years
Shares of restricted stock awards vested			342,000
Options granted under equity incentive plan			0
Restricted Stock Awards \| 2014 Plan
Stockholders' Equity Note [Abstract]
Restricted stock awards vesting period				4 years
Restricted Stock Awards \| 2014 Plan \| Cliff Vesting period
Stockholders' Equity Note [Abstract]
Restricted stock awards vesting period				1 year
Restricted Stock Awards \| 2014 Equity Incentive Plan
Stockholders' Equity Note [Abstract]
Common shares reserved for future issuance pursuant to future option grants			1,031,500
Shares reserved for issuance			5,975,000
Restricted Stock Awards \| 2014 Equity Incentive Plan \| Maximum
Stockholders' Equity Note [Abstract]
Term of equity incentive plan			10 years
Employee Restricted Shares [Member]
Stockholders' Equity Note [Abstract]
Restricted stock awards vesting period				4 years
Liability associated with shares issued with repurchase rights				$ 10,030
Shares granted				8,192,000
Weighted average price of shares				$ 0.001
Shares subject to repurchase				7,547,832
Shares of restricted stock awards vested			243,513	644,168
Underlying restricted stock awards granted that were vested			565,597
Non-Employee Restricted Stock [Member]
Stockholders' Equity Note [Abstract]
Restricted stock awards vesting period				4 years
Liability associated with shares issued with repurchase rights				$ 2,756
Shares granted				1,695,000
Weighted average price of shares				$ 0.001
Shares subject to repurchase				1,517,916
Shares of restricted stock awards vested			98,280	177,084
Underlying restricted stock awards granted that were vested			186,822
Non Employee Awards
Stockholders' Equity Note [Abstract]
Share based compensation expense			$ 616,000	$ 236,618
Number of shares, subject to repurchase			660,678
Restricted Stock With Cliff Vesting
Stockholders' Equity Note [Abstract]
Restricted stock awards vesting period			1 year
Employee Stock Option
Stockholders' Equity Note [Abstract]
Number of shares, subject to repurchase			3,530,403
Subsequent Event
Stockholders' Equity Note [Abstract]
Common stock, shares authorized					200,000,000
Common stock, par value					$ 0.0001
Preferred stock, shares authorized					10,000,000
Preferred stock, par value					$ 0.0001
Research And Development Expense
Stockholders' Equity Note [Abstract]
Share based compensation expense			$ 603,000
Research And Development Expense \| Non Employee Awards
Stockholders' Equity Note [Abstract]
Share based compensation expense				232,602
General and Administrative Expense
Stockholders' Equity Note [Abstract]
Share based compensation expense			$ 41,000
General and Administrative Expense \| Non Employee Awards
Stockholders' Equity Note [Abstract]
Share based compensation expense				$ 4,016
Private Placement
Stockholders' Equity Note [Abstract]
Common stock, shares issued	16,561,396
Common stock, issued price per share	$ 3.16
Common stock, shares exchanged	8,280,696	1,204,870
Proceeds from issuance of common stock net of issuance costs	$ 48,600,000
Financing fees	$ 3,700,000
Conversion of common stock		$ 7,500,000
Convertible promissory notes accrued interest		115,000
Payments for merger related costs		$ 564,000
Private Placement \| Common Stock [Member]
Stockholders' Equity Note [Abstract]
Conversion of convertible promissory notes and accrued interest, Shares		2,409,740

Stockholder's Equity - Summary of Restricted Share Activity (Detail) - Restricted Stock Awards - $ / shares	3 Months Ended	4 Months Ended
	Mar. 31, 2015	Dec. 31, 2014
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Beginning Balance, Number of Shares	4,533,000
Vested, Number of Shares	(342,000)
Ending Balance, Number of Shares	4,191,000	4,533,000
Vested, Number of Shares	752,000
Vested, Number of Shares	342,000
Beginning Balance, Weighted-Average Grant Date Fair Value	$ 0.002
Ending Balance, Weighted-Average Grant Date Fair Value	0.002	$ 0.002
Vested, Weighted-Average Grant Date Fair Value	$ 0.002
Before Exchange Adjustment [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Beginning Balance, Number of Shares	9,065,748
Granted, Number of Shares		9,887,000
Vested, Number of Shares		(821,252)
Ending Balance, Number of Shares		9,065,748
Vested, Number of Shares		821,252
Beginning Balance, Weighted-Average Grant Date Fair Value	$ 0.001
Granted, Weighted-Average Grant Date Fair Value		$ 0.001
Ending Balance, Weighted-Average Grant Date Fair Value		0.001
Vested, Weighted-Average Grant Date Fair Value		$ 0.001

Related Party Transactions - Additional Information (Detail) - USD ($)		3 Months Ended	4 Months Ended	12 Months Ended
	Aug. 29, 2014	Mar. 31, 2015	Dec. 31, 2014	Dec. 31, 2014	Feb. 28, 2015	Jan. 31, 2015	Dec. 23, 2014	Oct. 31, 2014	Oct. 08, 2014
Related Party Transaction [Line Items]
Convertible notes payable, related party, current			$ 2,035,565	$ 2,035,565
Convertible notes payable, related party, non current			493,418	493,418
Rent expense			27,249
Araxes Asset Purchase Agreement
Related Party Transaction [Line Items]
Convertible promissory note			500,000	$ 500,000
Unpaid principal and accrued interest converted into common stock shares					80,293
January 2015 Convertible Notes
Related Party Transaction [Line Items]
Convertible promissory note						$ 3,000,000
Unpaid principal and accrued interest converted into common stock shares					479,667
Araxes Pharma LLC
Related Party Transaction [Line Items]
Rent expense			$ 14,906
Sublease expiration date				Aug. 30, 2016
Management service agreement, fixed				$ 100,000
Management service agreement, full time equivalents performing collaboration services				$ 350,000
Management Fee, Description		We have a management services agreement with Araxes under which Araxes pays us a fixed $100,000 a month for management services. In addition, the agreement allows for Araxes to pay us an amount equal to the number of full time equivalents (FTE) performing collaboration services for Araxes, at an annual FTE rate of $350,000, plus actual expenses as reasonably incurred.		The Company has a management services agreement with Araxes under which Araxes pays the Company a fixed $100,000 a month for management services. In addition, the agreement allows for Araxes to pay the Company an amount equal to the number of full time equivalents (“FTE”) performing collaboration services for Araxes, at an FTE rate of $350,000, plus actual expenses as reasonably incurred. The agreement has an initial term expiring on December 31, 2015 and renews automatically for additional consecutive one-year periods. The agreement may be terminated by either party with a notice of at least 30 days prior to December 31, 2015 or the expiration of the then-renewal term.
Research and development services expense at full time equivalents rate				$ 400,000
Convertible promissory note								$ 2,000,000
Unpaid principal and accrued interest converted into common stock shares					326,443
Agreement expiration date		Dec. 31, 2015
Agreement termination notice period		30 days
Araxes Pharma LLC \| Monthly
Related Party Transaction [Line Items]
Rent expense	$ 4,680			$ 4,820
Araxes Pharma LLC \| Note Purchase Agreement and Convertible Promissory Note \| Convertible Debt Securities
Related Party Transaction [Line Items]
Convertible notes payable, related party, current									$ 2,000,000
Araxes Pharma LLC \| Asset Purchase Agreement [Member] \| Convertible Debt Securities
Related Party Transaction [Line Items]
Convertible notes payable, related party, non current							$ 500,000
Certain Officers and Certain Officer's Related Parties \| January 2015 Convertible Notes
Related Party Transaction [Line Items]
Convertible promissory note						$ 710,000
Director
Related Party Transaction [Line Items]
Rent expense		$ 25,000
Sublease expiration date		Aug. 30, 2016
Management service agreement, fixed		$ 100,000
Management service agreement, full time equivalents performing collaboration services		350,000
Office space sublease monthly rent		5,000
Wellspring BioSciences LLC
Related Party Transaction [Line Items]
Research and development services expense at full time equivalents rate		$ 400,000
Agreement expiration date		Dec. 31, 2015
Agreement termination notice period		30 days

Income Taxes (Details Textual) (Detail) - USD ($)	12 Months Ended
Income Taxes (Details Textual) (Detail) - USD ($)	Dec. 31, 2014	Dec. 31, 2013
IncomeTaxesTextualAbstract
Effective federal statutory income tax rate, Percent	34.00%
Loss carryforwards begin to expire	2034
Valuation allowance	$ 1,407,513
Income tax examination, likelihood of unfavorable settlement	An uncertain tax position will not be recognized if it has less than a 50% likelihood of being sustained.
Unrecognized tax benefits	$ 0
Unrecognized interest or penalties	$ 0
Zeta Acquisition Corp III
IncomeTaxesTextualAbstract
Effective federal statutory income tax rate, Percent	34.00%	34.00%
Net operating loss	$ 24,000
Loss carryforwards begin to expire	2029
Valuation allowance	$ 69,600	$ 59,100
Domestic Tax Authority
IncomeTaxesTextualAbstract
Net operating loss	1,087,279
Research credit carryforwards	$ 17,919
Credit carry forward begin to expire	2034
State and Local Jurisdiction
IncomeTaxesTextualAbstract
Net operating loss	$ 1,248,532
Research credit carryforwards	$ 15,710
Credit carry forward begin to expire	2029

Benefit from Income Tax (Detail) - USD ($)	4 Months Ended	12 Months Ended
Benefit from Income Tax (Detail) - USD ($)	Dec. 31, 2014	Dec. 31, 2014	Dec. 31, 2013
Reconciliation Of Effective Income Tax Rate [Line Items]
Benefit for income taxes at statutory federal rate	$ (1,248,230)
State income tax (benefit), net of federal benefit	(224,752)
Share-based compensation	80,450
Research and development tax credits	(28,288)
Other	13,307
Change in valuation allowance	1,407,513
Benefit from income taxes	$ 0
Zeta Acquisition Corp III
Reconciliation Of Effective Income Tax Rate [Line Items]
Benefit for income taxes at statutory federal rate		$ (10,400)	$ (9,700)
Other		(100)
Change in valuation allowance		10,500	9,700
Benefit from income taxes		$ 0	$ 0

Income Taxes (Detail) - USD ($)	Dec. 31, 2014	Dec. 31, 2013
Deferred tax asset:
Intangibles	$ 731,622
Net operating loss carryforward	441,622
Research and development tax credit carryforwards	28,288
Accruals	204,608
Other	1,373
Total deferred tax assets	1,407,513
Less valuation allowance	(1,407,513)
Net deferred tax assets	0
Zeta Acquisition Corp III
Deferred tax asset:
Capitalized formation costs	61,400	$ 53,300
Net operating loss carryforward	8,200	5,800
Less valuation allowance	(69,600)	(59,100)
Net deferred tax asset recognized	$ 0	$ 0

Subsequent Event (Detail) - USD ($)			3 Months Ended	12 Months Ended	86 Months Ended
Subsequent Event (Detail) - USD ($)	Mar. 06, 2015	Feb. 15, 2015	Mar. 31, 2015	Dec. 31, 2014	Dec. 31, 2014	Feb. 11, 2015	Jan. 20, 2015	Jan. 12, 2015
Subsequent Event [Line Items]
Sale of stock, gross proceeds			$ 51,580,000
Merger and Private Financing
Subsequent Event [Line Items]
Business acquisition, voting rights percentage acquired				100.00%	100.00%
Note Purchase Agreement and Convertible Promissory Note
Subsequent Event [Line Items]
Convertible promissory note, maturity date description				The earliest to occur of (i) December 31, 2015, (ii) upon a change in control, as defined in the agreement, or (iii) upon defined events of default.
Janssen License Agreement \| Convertible Debt Securities
Subsequent Event [Line Items]
Convertible promissory note, maturity date description				The earliest to occur of (i) May 31, 2016, (ii) upon a change in control, as defined in the agreement, or (iii) upon defined events of default.
February 2015 Note Holders
Subsequent Event [Line Items]
Convertible promissory note, maturity date description				The earliest to occur of (i) December 31, 2015, (ii) upon a change in control, as defined in the agreement, or (iii) upon defined events of default.
Subsequent Event \| University of Michigan Sponsored Research Agreement [Member]
Subsequent Event [Line Items]
Sponsor of research over three- year		$ 2,725,000
Sponsored research agreement period		3 years
Sponsored research amount, expensed as incurred		$ 2,000,000
Subsequent Event \| Merger and Private Financing
Subsequent Event [Line Items]
Shares sold to investors	16,561,396
Shares sold to investors, share price	$ 3.16
Sale of stock, gross proceeds	$ 52,334,011
Convertible promissory note, principal amount converted	7,500,000
Accrued interest converted	$ 114,849
Debt instrument conversion, shares issued	2,409,740
Subsequent Event \| Merger and Private Financing \| Common Stock [Member]
Subsequent Event [Line Items]
Merger agreement, terms	Each share of common stock of the Company outstanding immediately prior to the Effective Time was exchanged for one-half (0.5) of a share of common stock of Parent.
Shares of the Company common stock issued upon exchange pursuant to merger agreement	14,508,177
Subsequent Event \| Merger and Private Financing \| 2014 Plan
Subsequent Event [Line Items]
Options to purchase shares outstanding	0
Subsequent Event \| Note Purchase Agreement and Convertible Promissory Note
Subsequent Event [Line Items]
Convertible promissory note								$ 3,000,000
Convertible promissory note, interest rate								8.00%
Subsequent Event \| Janssen License Agreement \| Convertible Debt Securities
Subsequent Event [Line Items]
Convertible promissory note							$ 1,000,000
Convertible promissory note, interest rate							8.00%
Subsequent Event \| February 2015 Note Holders
Subsequent Event [Line Items]
Convertible promissory note						$ 1,000,000
Convertible promissory note, interest rate						8.00%
Zeta Acquisition Corp III
Subsequent Event [Line Items]
Sale of stock, gross proceeds					$ 50,000
Stockholder advanced payment				$ 15,000	$ 15,000
Interest rate				6.00%

Business and Organization - Additional Information (Detail)			3 Months Ended
	Mar. 06, 2015 USD ($) $ / shares shares	Feb. 28, 2015 USD ($) shares	Mar. 31, 2015 USD ($) $ / shares shares	Dec. 31, 2014 $ / shares shares
Organization and Financial Statements Disclosure [Line Items]
Common stock, shares issued \| shares			14,508,177	4,944,000
Redemption of pre merger common stock shares \| shares	5,000,000
Aggregate consideration of redemption	$ 70,000
Professional costs	$ 30,000
Percentage by Parent	100.00%
Proceeds from issuance of common stock, net			$ 51,580,000
Reverse merger common share exchange ratio			0.5
Common stock, par value \| $ / shares			$ 0.0001	$ 0.0001
Private Placement
Organization and Financial Statements Disclosure [Line Items]
Common stock, shares issued \| shares	16,561,396
Common stock, issued price per share \| $ / shares	$ 3.16
Proceeds from issuance of common stock, net	$ 52,300,000
Common stock, shares exchanged \| shares	8,280,696	1,204,870
Convertible promissory notes accrued interest		$ 115,000
Conversion of common stock		$ 7,500,000

Nature of Operations and Significant Accounting Policies (Detail) - USD ($)	3 Months Ended	4 Months Ended	12 Months Ended								86 Months Ended
	Mar. 31, 2015	Dec. 31, 2014	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Dec. 31, 2009	Dec. 31, 2008	Dec. 31, 2007	Dec. 31, 2014
Nature Of Operations And Significant Accounting Policies Textual [Abstract]
Net loss	$ (4,476,000)	$ (3,671,266)
Proceeds from related party debt by issuing unsecured promissory note		$ 2,000,000
Zeta Acquisition Corp III
Nature Of Operations And Significant Accounting Policies Textual [Abstract]
Net loss			$ (30,734)	$ (28,611)	$ (27,315)	$ (27,040)	$ (22,395)	$ (19,996)	$ (33,623)	$ (14,977)	$ (204,691)
Proceeds from related party debt by issuing unsecured promissory note			$ 15,000	$ 25,000							$ 135,000

- Definition

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

+ References + Details

Notes Payable, Stockholders (Detail) - Zeta Acquisition Corp III - USD ($)	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2010	Dec. 31, 2009	Dec. 31, 2007
Debt Instrument [Line Items]
Unsecured promissory notes	$ 15,000	$ 25,000	$ 25,000	$ 35,000	$ 25,000
Interest rate on unsecured promissory note	6.00%
Accrued interest	$ 24,002	$ 17,175
Stockholder and Officers
Debt Instrument [Line Items]
Unsecured promissory notes						$ 10,000

Preferred Stock (Detail) - shares	Mar. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Preferred Stock [Line Items]
Preferred stock, shares authorized	10,000,000	10,000,000
Zeta Acquisition Corp III
Preferred Stock [Line Items]
Preferred stock, shares authorized		10,000,000	10,000,000

Common Stock (Detail) - USD ($)	12 Months Ended
Common Stock (Detail) - USD ($)	Dec. 31, 2007	Mar. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Common Stock (Textual)
Common stock, shares authorized		100,000,000	100,000,000
Zeta Acquisition Corp III
Common Stock (Textual)
Common stock, shares authorized			100,000,000	100,000,000
Common stock issued	5,000,000
Issuance of common stock pursuant to private placement	$ 50,000

Label	Element	Value
Adjustments to Additional Paid in Capital, Share-based Compensation, Requisite Service Period Recognition	us-gaap_AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue	$ 236,618
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures	us-gaap_StockIssuedDuringPeriodValueRestrictedStockAwardNetOfForfeitures	1,164
Additional Paid-in Capital [Member]
Adjustments to Additional Paid in Capital, Share-based Compensation, Requisite Service Period Recognition	us-gaap_AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue	236,618
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures	us-gaap_StockIssuedDuringPeriodValueRestrictedStockAwardNetOfForfeitures	343
Additional Paid-in Capital [Member] \| Zeta Acquisition Corp III [Member]
Stock Issued During Period, Value, New Issues	us-gaap_StockIssuedDuringPeriodValueNewIssues	$ 49,500
Common Stock [Member]
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures	us-gaap_StockIssuedDuringPeriodSharesRestrictedStockAwardNetOfForfeitures	821,252
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures	us-gaap_StockIssuedDuringPeriodValueRestrictedStockAwardNetOfForfeitures	$ 821
Common Stock [Member] \| Zeta Acquisition Corp III [Member]
Stock Issued During Period, Shares, New Issues	us-gaap_StockIssuedDuringPeriodSharesNewIssues	5,000,000
Stock Issued During Period, Value, New Issues	us-gaap_StockIssuedDuringPeriodValueNewIssues	$ 500
Retained Earnings [Member]
Net Income (Loss) Attributable to Parent	us-gaap_NetIncomeLoss	(3,671,266)
Retained Earnings [Member] \| Zeta Acquisition Corp III [Member]
Net Income (Loss) Attributable to Parent	us-gaap_NetIncomeLoss	$ (14,977)