Filing Analysis
Foghorn Therapeutics Inc. filed an 8-K to announce its financial results for the quarter ended June 30, 2026, and provided an updated investor presentation.
📋 Key Facts
- Announced financial results for the quarter ended June 30, 2026 via press release (Exhibit 99.1).
- Provided an updated investor presentation dated August 2026 (Exhibit 99.2) under Regulation FD.
- The filing was signed by CFO Ryan Maynard on August 6, 2026.
Foghorn Therapeutics Inc. held its 2026 Annual Meeting of Stockholders on June 24, 2026. The meeting resulted in the election of three Class III directors and the ratification of Deloitte & Touche LLP as the independent auditor.
📋 Key Facts
- Annual Meeting held on June 24, 2026.
- Elected Douglas Cole, M.D., Balkrishan (Simba) Gill, Ph.D., and B. Lynne Parshall to the Board of Directors for three-year terms.
- Ratified Deloitte & Touche LLP as independent registered public accounting firm for fiscal year ending Dec 31, 2026.
- Stockholders approved advisory votes on executive compensation and the frequency of future advisory votes (one-year cycle).
- Total shares entitled to vote: 58,713,922; Shares present/represented: 51,708,896.
Foghorn Therapeutics Inc. has appointed Jeff Sacher as interim Chief Financial Officer (CFO) and Treasurer, effective December 3, 2025. The appointment is facilitated through an existing consulting arrangement with Danforth Advisors, LLC while the company searches for a permanent replacement.
🚩 Red Flags
- Use of interim/consultant CFO via a third-party advisory firm (Danforth Advisors) can sometimes indicate sudden turnover or difficulty in recruiting permanent talent.
📋 Key Facts
- Jeff Sacher appointed as Treasurer and interim CFO effective December 3, 2025.
- The interim CFO will be provided via Danforth Advisors, LLC, an existing strategic/financial consulting partner.
- Compensation for Mr. Sacher's services will be paid to Danforth Advisors at an agreed-upon hourly rate plus expense reimbursement.
- The company is actively searching for a permanent CFO.
Foghorn Therapeutics Inc. filed an 8-K to furnish an investor presentation dated November 2025 under Item 7.01 (Regulation FD Disclosure). This is a routine filing used to provide supplemental information to investors.
📋 Key Facts
- The company is furnishing Exhibit 99.1, which is an Investor Presentation dated November 2025.
- The disclosure is made pursuant to Item 7.01 (Regulation FD Disclosure).
- The information provided in the presentation is being furnished and not 'filed' for purposes of Section 18 of the Exchange Act.
Foghorn Therapeutics Inc. announced the resignation of its Chief Financial Officer, Kristian Humer, effective November 14, 2025. The company also released its quarterly financial results for the period ended September 30, 2025.
🚩 Red Flags
- Unexpected departure of a key C-suite executive (CFO) during the reporting cycle.
📋 Key Facts
- Kristian Humer resigned as CFO on October 31, 2025, effective November 14, 2025.
- The resignation is to pursue other opportunities and not due to any disagreement regarding operations, policies, practices, financial controls, or audit procedures.
- Company issued quarterly financial results for the quarter ended September 30, 2025 (Item 2.02).
- Company provided an investor presentation under Regulation FD (Item 7.01).
Foghorn Therapeutics Inc. issued an 8-K to announce a conference call and webcast regarding pipeline updates for its Selective ARID1B, Selective CBP, and Selective EP300 degrader programs.
📋 Key Facts
- Company hosted a conference call and webcast on October 30, 2025.
- The focus of the update is on three specific pipeline programs: Selective ARID1B, Selective CBP, and Selective EP300 degraders.
- The filing includes a Webcast Presentation (Exhibit 99.1) and a Press Release (Exhibit 99.2).
Foghorn Therapeutics Inc. filed an 8-K to furnish an investor presentation dated September 2025 under Item 7.01 (Regulation FD Disclosure). This is a routine filing used to provide supplemental information to the public.
📋 Key Facts
- The company is furnishing an Investor Presentation dated September 2025 as Exhibit 99.1.
- The disclosure is made pursuant to Item 7.01 (Regulation FD Disclosure).
- The filing was signed by Kristian Humer, Chief Financial Officer, on September 2, 2025.
Foghorn Therapeutics Inc. filed an 8-K to announce its financial results for the quarter ended June 30, 2025 and provided an investor presentation under Regulation FD.
📋 Key Facts
- Reported financial results for the quarter ending June 30, 2025 via press release (Exhibit 99.1).
- Provided an updated investor presentation dated August 2025 (Exhibit 99.2) to comply with Regulation FD.
- The filing was signed by CFO Kristian Humer on August 5, 2025.
Foghorn Therapeutics entered into a new long-term lease agreement for approximately 72,846 square feet in Watertown, MA, while simultaneously terminating its existing lease at 500 Technology Square in Cambridge. The company is moving from an ~81k sq ft space to a ~73k sq ft space with significant rent abatement starting in late 2026.
🚩 Red Flags
- The company is required to pay all rent/amounts due under the Prior Lease through its applicable termination date, which may represent a significant cash outflow depending on the specific terms of that surrender.
📋 Key Facts
- New Lease: Entered into agreement with ARE-MA Region No. 77, LLC for 72,846 sq ft at 99 Coolidge Avenue, Watertown, MA.
- Commencement Date: July 16, 2025; Rent Commencement anticipated around October 1, 2026.
- Lease Terms: Initial term of 108 months following rent commencement, with two 5-year extension options.
- Rent Structure: Base rent abated to $3.9M (Year 1) and ~$5.2M (Year 2) after rent commencement; thereafter ~6.3M/year with 3% annual increases.
- Termination: Terminated lease for 81,441 sq ft at 500 Technology Square, Cambridge, originally expiring Sept 30, 2028.
- Obligation: Company remains liable for all rent and amounts due under the prior lease through the termination date.
Foghorn Therapeutics Inc. held its 2025 Annual Meeting of Stockholders on June 17, 2025. All proposals, including the election of Class II directors and the ratification of Deloitte & Touche LLP as independent auditors, were approved by stockholders.
🚩 Red Flags
- None identified in this filing.
📋 Key Facts
- Annual Meeting held on June 17, 2025.
- Total shares entitled to vote: 55,721,340; Shares present/represented: 43,369,822.
- Four Class II directors elected: Stuart Duty, Neil J. Gallagher, M.D., Ph.D., Adrian Gottschalk, and Ian F. Smith.
- Deloitte & Touche LLP ratified as independent registered public accounting firm for fiscal year ending Dec 31, 2025.
- All matters submitted to a vote were approved.
Foghorn Therapeutics Inc. filed an 8-K to announce its quarterly financial results for the period ended March 31, 2025 and provided an updated investor presentation.
📋 Key Facts
- Report date: May 14, 2025
- Reporting of financial results for the quarter ended March 31, 2025 (Item 2.02)
- Furnishing of an updated investor presentation dated May 2025 (Item 7.01)
Foghorn Therapeutics announced the appointment of two new independent directors, Stuart Duty and Dr. Neil J. Gallagher, effective May 1, 2025. These appointments are intended to bring the Audit Committee into compliance with Nasdaq listing requirements.
🚩 Red Flags
- The filing implies a previous period of non-compliance with Nasdaq's audit committee independence requirements (Rule 5605(c)(2)(A)).
📋 Key Facts
- Stuart Duty appointed as Class II director and Audit Committee member, effective May 1, 2025.
- Neil J. Gallagher, M.D., Ph.D., appointed as Class II director and Science Committee member, effective May 1, 2025.
- Both new directors were granted stock options for 50,000 shares each, vesting over three years.
- Stuart Duty to receive $40,000 annual cash retainer plus $7,500 for Audit Committee service.
- Dr. Gallagher to receive $40,000 annual cash retainer plus $5,000 for Science Committee service.
Foghorn Therapeutics announced upcoming pipeline updates to be presented at the AACR Annual Meeting and released preclinical data for multiple programs. The filing includes investor presentations and a press release regarding SMARCA2, CBP, and EP300 degrader programs.
📋 Key Facts
- Company scheduled a conference call/webcast for April 29, 2025, to review pipeline updates from the AACR Annual Meeting.
- Released preclinical data for SMARCA2 selective inhibitor FHD-909.
- Released preclinical data for selective CBP degrader programs.
- Released preclinical data for selective EP300 degrader programs.
Foghorn Therapeutics Inc. filed an 8-K to furnish an investor presentation dated March 2025 under Item 7.01 (Regulation FD Disclosure). The filing is intended for use in meetings or presentations with investors.
📋 Key Facts
- The company furnished an Investor Presentation dated March 2025 as Exhibit 99.1.
- The presentation is being provided under Item 7.01 (Regulation FD Disclosure).
- Information provided under Item 7.01 is not considered 'filed' for purposes of Section 18 liability.
Foghorn Therapeutics Inc. has amended its existing At-The-Market (ATM) offering agreement with TD Securities (USA) LLC. The amendment reduces the maximum aggregate dollar amount of common stock that can be sold under the program from $200 million to $100 million.
🚩 Red Flags
- Reduction in ATM capacity: The company has halved its available equity financing headroom from $200M to $100M, which may indicate a strategic decision to limit dilution or a shift in capital requirements.
📋 Key Facts
- Amendment No. 1 to Common Stock Sales Agreement entered into on March 20, 2025.
- The amendment reduces the ATM Program cap from $200 million to $100 million.
- Sales agent is TD Securities (USA) LLC (successor to Cowen and Company, LLC).
- Shares are sold under a previously effective Form S-3 shelf registration statement (effective Jan 31, 2025).
Foghorn Therapeutics Inc. filed an 8-K to announce its financial results for the fiscal year ended December 31, 2024. This is a routine earnings release filing.
📋 Key Facts
- Report date: March 6, 2025
- Reporting period: Year ended December 31, 2024
- The company issued a press release (Exhibit 99.1) containing the financial results.
- The filing is pursuant to Item 2.02 regarding Results of Operations and Financial Condition.
Foghorn Therapeutics Inc. filed an 8-K to furnish an investor presentation dated February 2025 under Item 7.01 (Regulation FD Disclosure). This is a routine filing used to provide supplemental information to the market.
📋 Key Facts
- The company furnished an Investor Presentation dated February 2025 as Exhibit 99.1.
- The disclosure is intended for use in meetings or presentations with investors.
- The information is being furnished under Item 7.01 and is not considered 'filed' for purposes of Section 18 liability.
Foghorn Therapeutics received a notice from Nasdaq stating it is no longer in compliance with audit committee requirements following the resignation of Adam M. Koppel on December 29, 2024. The company currently has only two qualified members on its Audit Committee instead of the required three.
🚩 Red Flags
- Delisting notice regarding governance non-compliance.
- Audit committee vacancy reduces oversight capacity.
📋 Key Facts
- Received notice from Nasdaq Stock Market LLC on January 23, 2025.
- Non-compliance is due to a violation of Nasdaq Listing Rule 5605 regarding audit committee composition.
- Adam M. Koppel resigned from the Board and Audit Committee effective December 29, 2024.
- The Audit Committee currently consists of only two qualified directors.
- A cure period has been granted; compliance must be evidenced by June 27, 2025 (if the annual meeting is before then) or December 29, 2025.
Foghorn Therapeutics disclosed preliminary financial information for the fiscal year ended December 31, 2024, ahead of the J.P. Morgan Healthcare Conference. The company reported an expected cash position of $243.8 million.
📋 Key Facts
- Preliminary cash, cash equivalents, and marketable securities as of Dec 31, 2024: $243.8 million (unaudited).
- Disclosure made in anticipation of the 43rd Annual J.P. Morgan Healthcare Conference.
- Financial statements for FY2024 are currently undergoing audit and subject to change.
Foghorn Therapeutics Inc. announced the resignation of Adam M. Koppel, M.D., Ph.D. from its Board of Directors, effective December 29, 2024. The filing explicitly states that his departure was not due to any disagreement with the Company or its Board regarding operations, policies, or practices.
🚩 Red Flags
- None identified; departure is characterized as non-dispute related.
📋 Key Facts
- Adam M. Koppel resigned as a director effective December 29, 2024.
- Dr. Koppel served on the Audit Committee and the Nominating and Corporate Governance Committee.
- He was a Class II director with a term expiring at the 2025 Annual Meeting.
- The resignation was not due to any disagreement with the Company or its Board.
Foghorn Therapeutics is discontinuing the independent development of its FHD-286 drug candidate in combination with decitabine for treating relapsed or refractory acute myeloid leukemia. The company also provided an updated investor presentation via Regulation FD disclosure.
🚩 Red Flags
- Pipeline setback: Discontinuation of a clinical development program (FHD-286) reduces the company's therapeutic options and potential value drivers.
📋 Key Facts
- Discontinuation of independent development of FHD-286 + decitabine for relapsed/refractory AML.
- Filed under Item 7.01 (Regulation FD Disclosure) and Item 8.01 (Other Information).
- Investor presentation dated December 2024 provided as Exhibit 99.1.
Foghorn Therapeutics Inc. filed an 8-K to announce its quarterly financial results for the period ended September 30, 2024 and provided an updated investor presentation.
📋 Key Facts
- Company released Q3 2024 financial results on November 4, 2024.
- An investor presentation dated November 2024 was furnished as Exhibit 99.2.
- The filing includes a press release regarding financial condition (Exhibit 99.1).
Foghorn Therapeutics announced a clinical milestone regarding its Phase 1 trial for FHD-909. The company also furnished an investor presentation under Regulation FD.
📋 Key Facts
- First patient has been dosed with FHD-909 (LY4050784) in a Phase 1 clinical trial.
- The trial targets cancers with SMARCA4 (BRG1) mutations, specifically focusing on non-small cell lung cancer (NSCLC).
- Company furnished an investor presentation dated October 2024 as Exhibit 99.1.
Foghorn Therapeutics Inc. filed an 8-K to announce its financial results for the quarter ended June 30, 2024 and provided an updated investor presentation.
📋 Key Facts
- Announced financial results for the second quarter ended June 30, 2024 (Item 2.02).
- Furnished an investor presentation dated August 2024 (Item 7.01).
- The filing includes Exhibit 99.1 (Press Release) and Exhibit 99.2 (Investor Presentation).
Foghorn Therapeutics Inc. held its 2024 Annual Meeting of Stockholders on June 26, 2024. All proposals, including the election of Class I directors and the ratification of Deloitte & Touche LLP as independent auditors, were approved by stockholders.
📋 Key Facts
- Annual Meeting held on June 26, 2024.
- Total shares entitled to vote: 42,585,616; Shares present/represented: 30,381,145.
- Scott Biller, Ph.D., Thomas J. Lynch, M.D., and Michael Mendelsohn, M.D., were elected as Class I directors for three-year terms.
- Deloitte & Touche LLP was ratified as the independent registered public accounting firm for fiscal year ending December 31, 2024.
Foghorn Therapeutics Inc. filed an 8-K to furnish an investor presentation dated June 2024 under Item 7.01 (Regulation FD Disclosure). The filing is intended for use in meetings or presentations with investors and does not contain material non-public information that would trigger a high-severity event.
📋 Key Facts
- Company furnished an investor presentation dated June 2024 as Exhibit 99.1.
- The disclosure is made pursuant to Item 7.01 (Regulation FD Disclosure).
- Information provided under Item 7.01 is being furnished but not 'filed' for purposes of Section 18 of the Exchange Act.
Foghorn Therapeutics Inc. filed an 8-K to furnish an investor presentation dated May 23, 2024, pursuant to Regulation FD.
📋 Key Facts
- The filing is a routine disclosure of an investor presentation under Item 7.01 (Regulation FD Disclosure).
- The presentation was filed on May 23, 2024.
- The information provided in the exhibit is intended for use in meetings or presentations to investors and is not considered 'filed' for liability purposes under Section 18 of the Exchange Act.
Foghorn Therapeutics Inc. entered into an underwriting agreement on May 20, 2024, for a public offering of common stock and pre-funded warrants. The offering aims to raise capital through the sale of approximately 12.7 million shares and 7.2 million pre-funded warrants.
🚩 Red Flags
- Significant dilution: The offering of ~12.7M shares and ~7.2M warrants represents a substantial increase in share count.
- Use of pre-funded warrants often indicates difficulty in attracting standard equity investors, requiring warrants to bypass certain ownership thresholds.
📋 Key Facts
- Underwriting agreement dated May 20, 2024, with Jefferies LLC, TD Securities (USA) LLC, and Evercore Group L.L.C. as representatives.
- Public offering of 12,743,039 shares of common stock at $5.51 per share.
- Issuance of 7,220,794 pre-funded warrants at a price of $5.5099 per warrant.
- Pre-funded warrants are exercisable at any time and do not expire.
- Warrants include a 9.99% ownership cap upon exercise to prevent immediate change in control, with provisions for up to 19.99% upon notice.
Foghorn Therapeutics Inc. filed an 8-K to furnish an investor presentation dated May 20, 2024. This is a routine regulatory filing used to provide supplemental information to the market.
📋 Key Facts
- The company furnished Exhibit 99.1, which is an Investor Presentation dated May 20, 2024.
- The presentation is intended for use in meetings with or presentations to investors.
- The disclosure is made under Item 7.01 (Regulation FD Disclosure) and is not considered 'filed' for purposes of Section 18 liability.
Foghorn Therapeutics Inc. filed an 8-K to announce the publication of an investor presentation on its website as of May 6, 2024.
📋 Key Facts
- The company posted an investor presentation to its website on May 6, 2024.
- The presentation is intended for use in meetings with investors.
- Exhibit 99.1 contains the full text of the presentation.
Foghorn Therapeutics Inc. filed an 8-K to furnish its quarterly financial results for the period ended March 31, 2024. The filing serves as a formal announcement of the company's recent earnings performance.
📋 Key Facts
- Report date: May 6, 2024
- Reporting period: Quarter ended March 31, 2024
- The filing includes Exhibit 99.1 containing the press release of financial results.
- Company is an emerging growth company.
Foghorn Therapeutics Inc. announced the appointment of Kristian F. Humer as Chief Financial Officer, effective April 16, 2024. This transition marks the conclusion of Stephen DiPalma's tenure as Interim CFO.
📋 Key Facts
- Kristian F. Humer appointed as CFO, Principal Financial Officer, and Principal Accounting Officer on April 16, 2024.
- Humer previously served as Chief Financial and Chief Business Officer at Viridian Therapeutics.
- Compensation includes a $475,000 annual base salary and an $87,000 signing bonus.
- Equity component: 275,000 stock options under the 2020 Equity Incentive Plan with a 3-year vesting schedule.
- Stephen DiPalma ceases to serve as Interim CFO.
Foghorn Therapeutics Inc. issued an 8-K to provide pipeline updates and preclinical data presented at the 2024 AACR Annual Meeting. The filing includes investor presentations and a press release regarding multiple research programs.
📋 Key Facts
- Company hosted a conference call/webcast on April 9, 2024, to review pipeline updates from the AACR Annual Meeting.
- Announced preclinical data for BRM selective inhibitor FHD-909, selective CBP degrader, and selective EP300 degrader programs.
- Furnished an investor presentation dated April 2024 (Exhibit 99.2).
- Issued a press release regarding poster presentations at AACR 2024 (Exhibit 99.3).
Foghorn Therapeutics Inc. filed an 8-K to announce its full-year financial results for the period ending December 31, 2023, and provided an updated investor presentation.
📋 Key Facts
- Announced year-end financial results for the fiscal year ended December 31, 2023.
- Issued a press release (Exhibit 99.1) containing detailed financial performance data.
- Provided an investor presentation (Exhibit 99.2) intended for use in meetings with or presentations to investors.
Foghorn Therapeutics announced that Eli Lilly and Company has selected the company's FHD-909 candidate for clinical development. This partnership involves Lilly planning to file an IND for the drug in Q2 2024.
📋 Key Facts
- Eli Lilly and Company (Lilly) has selected FHD-909 for clinical development.
- FHD-909 is a first-in-class oral BRM selective inhibitor of BRG1.
- Target indication: BRG1 mutated non-small cell lung cancer.
- Lilly plans to file an Investigational New Drug (IND) application in the second quarter of 2024.
Foghorn Therapeutics Inc. has appointed Stephen J. DiPalma as interim Chief Financial Officer (CFO) and Treasurer, effective January 16, 2024. The company is currently conducting a search for a permanent CFO replacement.
🚩 Red Flags
- Interim appointment suggests a sudden or unplanned departure of the previous CFO (though specific cause is not stated).
- Use of an external consultancy (Danforth Advisors) for interim executive functions can sometimes indicate a transition period during which internal controls are being reviewed.
📋 Key Facts
- Stephen J. DiPalma appointed as Treasurer and interim CFO effective Jan 16, 2024.
- The appointment is through Danforth Advisors, LLC, a strategic and financial consulting firm already providing services to the company.
- Mr. DiPalma will be compensated via an hourly rate paid to Danforth Advisors, LLC plus expense reimbursement.
- The company has not yet filled the permanent CFO position.
Foghorn Therapeutics Inc. filed an 8-K to furnish a press release and an investor presentation dated January 2024 under Regulation FD.
📋 Key Facts
- The filing was made on January 8, 2024.
- Exhibit 99.1 is a press release issued on the same date.
- Exhibit 99.2 is an investor presentation dated January 2024 intended for use in meetings with investors.
Foghorn Therapeutics Inc. announced the resignation of its Chief Financial Officer, Allan Reine, M.D., effective January 16, 2024. The departure is stated to be for personal reasons and not related to any disagreements regarding company operations or financial controls.
🚩 Red Flags
- Sudden departure of a key C-suite executive (CFO) in a micro-cap/biotech environment can sometimes precede volatility, though the filing explicitly denies disagreement.
📋 Key Facts
- Allan Reine, M.D. resigned as CFO on December 29, 2023.
- Effective date of resignation: January 16, 2024.
- The departure is not due to any disagreement with the Company regarding operations, policies, practices, financial controls, or audit procedures.
- The Company has initiated a search for a replacement CFO.