Overview
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- TickerFHTX on Nasdaq1
- IndustryPharmaceutical Preparations1
- HeadquartersCambridge, Massachusetts1
- Incorporated inDE2
- Business address500 Technology Square, Suite 700, Cambridge, Ma 021392
- Filer categoryNon-accelerated filer, Smaller reporting company2
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Foghorn is a clinical stage, precision therapeutics biotechnology company pioneering a new class of medicines that treat serious diseases by correcting abnormal gene expression through selectively targeting the chromatin regulatory system, an untapped opportunity for therapeutic intervention in oncology and with potential in a wide spectrum of other diseases, including immunology and inflammation.3 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Research and development100¢$85.5M
Out of $30.9M in revenue.4 The company lost money this year.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.4
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Collaboration revenue | $30.9M | $22.6M |
| Research and development | $85.5M | $94.5M |
| General and administrative | $27.6M | $28.4M |
| Gain on lease modification | -$1.6M | $0 |
| Impairment of long-lived assets | $5.9M | $2.4M |
| Total operating expenses | $117.3M | $125.3M |
| Loss from operations | -$86.4M | -$102.7M |
| Interest income | $8.7M | $11.9M |
| Other income, net | $3.4M | $4.2M |
| Total other income, net | $12.1M | $16.1M |
| Net loss per share attributable to common stockholdersbasic (in dollars per share) | -$1.18 | -$1.58 |
| Net loss per share attributable to common stockholdersdiluted (in dollars per share) | -$1.18 | -$1.58 |
| Weighted average common shares outstandingbasic (in shares) | 63.0M shares | 54.9M shares |
| Weighted average common shares outstandingdiluted (in shares) | 63.0M shares | 54.9M shares |
| Net loss | -$74.3M | -$86.6M |
| Unrealized gains (losses) on marketable securities | -$111.0K | $961.0K |
| Total other comprehensive gain (loss) | -$111.0K | $961.0K |
| Total comprehensive loss | -$74.4M | -$85.7M |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 3 fiscal years (annual) or 3 quarters (quarterly), latest first.4
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Cash and cash equivalents | $80.9M | $55.5M | |
| Marketable securities | $78.0M | $188.3M | |
| Restricted cash | $1.2M | $0 | |
| Prepaid expenses and other current assets | $3.1M | $5.9M | |
| Total current assets | $163.2M | $249.6M | |
| Property and equipment, net | $1.9M | $10.0M | |
| Restricted cash | $2.0M | $1.7M | |
| Other assets | $4.0K | $68.0K | |
| Operating lease right-of-use assets | $30.9M | $22.6M | |
| Total assets | $198.1M | $284.0M | |
| Accounts payable | $4.3M | $3.8M | |
| Accrued expenses and other current liabilities | $11.4M | $8.5M | |
| Operating lease liabilities | $923.0K | $9.1M | |
| Deferred revenue | $43.2M | $45.6M | |
| Total current liabilities | $59.7M | $67.0M | |
| Operating lease liabilities, net of current portion | $40.3M | $28.1M | |
| Deferred revenue, net of current portion | $206.0M | $234.5M | |
| Other liabilities | $556.0K | $0 | |
| Total liabilities | $306.6M | $329.5M | |
| Preferred stock, $0.0001 par value; 25,000,000 shares authorized as of December 31, 2025 and 2024; no shares issued and outstanding as of December 31, 2025 and 2024 | $0 | $0 | |
| Common stock, $0.0001 par value; 175,000,000 shares authorized at December 31, 2025 and 2024; 56,657,329 shares issued and outstanding at December 31, 2025 and 55,594,131 shares issued and outstanding at December 31, 2024 | $6.0K | $6.0K | |
| Additional paid-in capital | $523.9M | $512.5M | |
| Accumulated other comprehensive gain | $24.0K | $135.0K | |
| Accumulated deficit | -$632.5M | -$558.2M | |
| Total stockholders deficit | -$108.5M | -$45.5M | -$77.2M |
| Total liabilities and stockholders deficit | $198.1M | $284.0M | |
| Preferred stock, par value (in dollars per share) | $0.00 | $0.00 | |
| Preferred stock authorized (in shares) | 25.0M shares | 25.0M shares | |
| Preferred stock, shares, issued (in shares) | 0 shares | 0 shares | |
| Preferred stock, shares, outstanding (in shares) | 0 shares | 0 shares | |
| Common stock, par value (in dollars per share) | $0.00 | $0.00 | |
| Common stock, shares authorized (in shares) | 175.0M shares | 175.0M shares | |
| Common stock, shares, issued (in shares) | 56.7M shares | 55.6M shares | |
| Common stock, shares, outstanding (in shares) | 56.7M shares | 55.6M shares |
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Cash and cash equivalents | $80.9M | $55.5M | |
| Marketable securities | $78.0M | $188.3M | |
| Restricted cash | $1.2M | $0 | |
| Prepaid expenses and other current assets | $3.1M | $5.9M | |
| Total current assets | $163.2M | $249.6M | |
| Property and equipment, net | $1.9M | $10.0M | |
| Restricted cash | $2.0M | $1.7M | |
| Other assets | $4.0K | $68.0K | |
| Operating lease right-of-use assets | $30.9M | $22.6M | |
| Total assets | $198.1M | $284.0M | |
| Accounts payable | $4.3M | $3.8M | |
| Accrued expenses and other current liabilities | $11.4M | $8.5M | |
| Operating lease liabilities | $923.0K | $9.1M | |
| Deferred revenue | $43.2M | $45.6M | |
| Total current liabilities | $59.7M | $67.0M | |
| Operating lease liabilities, net of current portion | $40.3M | $28.1M | |
| Deferred revenue, net of current portion | $206.0M | $234.5M | |
| Other liabilities | $556.0K | $0 | |
| Total liabilities | $306.6M | $329.5M | |
| Preferred stock, $0.0001 par value; 25,000,000 shares authorized as of December 31, 2025 and 2024; no shares issued and outstanding as of December 31, 2025 and 2024 | $0 | $0 | |
| Common stock, $0.0001 par value; 175,000,000 shares authorized at December 31, 2025 and 2024; 56,657,329 shares issued and outstanding at December 31, 2025 and 55,594,131 shares issued and outstanding at December 31, 2024 | $6.0K | $6.0K | |
| Additional paid-in capital | $523.9M | $512.5M | |
| Accumulated other comprehensive gain | $24.0K | $135.0K | |
| Accumulated deficit | -$632.5M | -$558.2M | |
| Total stockholders deficit | -$108.5M | -$45.5M | -$77.2M |
| Total liabilities and stockholders deficit | $198.1M | $284.0M | |
| Preferred stock, par value (in dollars per share) | $0.00 | $0.00 | |
| Preferred stock authorized (in shares) | 25.0M shares | 25.0M shares | |
| Preferred stock, shares, issued (in shares) | 0 shares | 0 shares | |
| Preferred stock, shares, outstanding (in shares) | 0 shares | 0 shares | |
| Common stock, par value (in dollars per share) | $0.00 | $0.00 | |
| Common stock, shares authorized (in shares) | 175.0M shares | 175.0M shares | |
| Common stock, shares, issued (in shares) | 56.7M shares | 55.6M shares | |
| Common stock, shares, outstanding (in shares) | 56.7M shares | 55.6M shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.4
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net loss | -$74.3M | -$86.6M |
| Stock-based compensation expense | $10.4M | $11.9M |
| Depreciation and amortization expense | $3.3M | $3.1M |
| Loss on disposal of property and equipment | $31.0K | $0 |
| Gain on lease modification | -$1.6M | $0 |
| Impairment of long-lived assets | $5.9M | $2.4M |
| Noncash lease expense | $4.2M | $5.7M |
| Accretion of discount on marketable securities | -$1.9M | -$4.6M |
| Prepaid expenses and other current assets | $2.8M | $1.3M |
| Accounts payable | $481.0K | -$2.5M |
| Accrued expenses and other liabilities | $2.2M | -$564.0K |
| Operating lease liabilities | -$6.7M | -$7.9M |
| Deferred revenue | -$30.9M | -$22.6M |
| Net cash used in operating activities | -$86.1M | -$100.4M |
| Purchases of property and equipment | -$50.0K | -$906.0K |
| Purchases of marketable securities | -$131.2M | -$261.5M |
| Proceeds from maturities of marketable securities | $243.3M | $232.5M |
| Net cash provided by (used in) investing activities | $112.0M | -$29.9M |
| Payments of public offering costs | $0 | -$585.0K |
| Proceeds from issuance of common stock upon exercise of stock options and employee stock purchase plan | $483.0K | $2.6M |
| Net cash provided by financing activities | $1.0M | $105.4M |
| Net increase (decrease) in cash, cash equivalents and restricted cash | $27.0M | -$24.9M |
| Cash paid for taxes | $9.0K | $860.0K |
| Purchases of property and equipment included in accounts payable and accrued expenses | $0 | $22.0K |
| Asset acquired in finance lease | $1.2M | $0 |
No quarter-by-quarter statement was filed.
Corporate structure
Foghorn Therapeutics Inc. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of Foghorn Therapeutics Inc.
- BIOTECHNOLOGY VALUE FUND L P Filed SCHEDULE 13G/A on Foghorn Therapeutics Inc., latest Oct 5, 2026 (3 filings since May 30, 2024)
- James E. Flynn Filed SCHEDULE 13G/A on Foghorn Therapeutics Inc., latest May 14, 2026 (2 filings since Sep 20, 2024)
- FMR LLC Filed SCHEDULE 13G/A on Foghorn Therapeutics Inc., latest May 6, 2026 (6 filings since Feb 9, 2022)
- Flagship Ventures Fund V, L.P. Filed SCHEDULE 13D/A on Foghorn Therapeutics Inc., latest Jan 13, 2026 (2 filings since May 24, 2024)
- Klarman Family Foundation Filed SC 13G/A on Foghorn Therapeutics Inc., latest Oct 8, 2024
- Eli Lilly and Company Filed SC 13G on Foghorn Therapeutics Inc., latest Dec 13, 2021
- Foghorn Therapeutics Inc. Cambridge, Massachusetts
Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What Foghorn Therapeutics Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Operating-lease assets (leased space) | $30.9M4 Dec 31, 2025 | $22.6M4 Dec 31, 2024 | +36.7% |
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $80.9M4 Dec 31, 2025 | $55.5M4 Dec 31, 2024 | +45.8% |
| Debt securities available for sale | $78.0M4 Dec 31, 2025 | $188.3M4 Dec 31, 2024 | −58.6% |
Properties, in its own words
Our corporate headquarters is located at 99 Coolidge Avenue, Suite 500, Watertown, MA 02472, where we lease and occupy approximately 72,846 square feet of office and laboratory space. The current term of our 99 Coolidge Avenue lease expires in September 2035, with two consecutive options to extend the term five additional years with 12 months’ notice at an agreed upon market rate.
We believe our existing facilities are sufficient for our needs for the foreseeable future. To meet the future needs of our business, we may lease additional or alternate space, and we believe suitable additional or alternative space will be available in the future on commercially reasonable terms.
Item 2 of the 10-K filed Mar 11, 2026.3
Leadership
Who has led Foghorn Therapeutics Inc., and when. Pick a name to see everywhere that person has worked.
Chief executive
Chief financial officer
- Chief executive officerAdrian Gottschalk Aug 23, 2021 to now12
- Chief financial officerRyan D. Maynard Feb 24, 2026 to now13
- Chief financial officerKristian Humer Apr 17, 2024 to Feb 24, 202614
- Chief financial officerAllan Reine Oct 22, 2020 to Jan 17, 202415
Board members and other officers (22)
- Chief Business OfficerAnna Rivkin Sep 4, 2024 to now16
- Chief Medical OfficerAlfonso Quintas Cardama Sep 13, 2023 to now17
- Chief Strategy/Bus Ops OfficerFanny Cavalie Feb 24, 2022 to Jun 24, 202418
- Chief People OfficerCarlos Costa Aug 3, 2022 to now19
- OfficerAdrian Gottschalk Oct 22, 2020 to Feb 1, 202120
- Chief Scientific OfficerCarl Decicco Oct 22, 2020 to Dec 13, 202121
- Chief Medical OfficerSamuel Agresta Oct 22, 2020 to Sep 13, 202322
- OfficerSteven F. Bellon Nov 13, 2020 to now23
- Board memberNoubar Afeyan Jan 15, 2026 to now24
- Board memberNeil Gallagher May 2, 2025 to now25
- Board memberStuart Duty May 2, 2025 to now26
- Board memberB. Lynne Parshall Aug 18, 2022 to now27
- Board memberIan F. Smith Apr 29, 2021 to now28
- Board memberAdam Koppel Oct 22, 2020 to now29
- Board memberAdrian Gottschalk Oct 22, 2020 to now20
- Board memberCigall Kadoch Oct 22, 2020 to Sep 2, 202230
- Board memberDouglas G. Cole Oct 22, 2020 to now31
- Board memberJose Baselga Oct 22, 2020 to Oct 22, 202032
- Board memberMichael Mendelsohn Oct 22, 2020 to now33
- Board memberScott Biller Oct 22, 2020 to now34
- Board memberSimba Gill Oct 22, 2020 to now35
- General counselMichael Lacascia Nov 13, 2020 to now36
Timeline
- Oct 1, 20268-K Exit or restructuring costs; Regulation FD disclosure37
- Aug 6, 20268-K Results of operations; Regulation FD disclosure38
- Jun 24, 20268-K Shareholder vote39
- May 7, 20268-K Results of operations; Regulation FD disclosure40
- Apr 21, 20268-K Regulation FD disclosure; Other events41
- Mar 11, 20268-K Results of operations; Regulation FD disclosure42
- Feb 23, 20268-K Executive or director change; Other events43
- Jan 12, 20268-K Results of operations; Regulation FD disclosure; Other events44
- Dec 4, 20258-K Executive or director change45
- Nov 7, 20258-K Regulation FD disclosure46
- Nov 5, 20258-K Results of operations; Executive or director change; Regulation FD disclosure47
- Oct 30, 20258-K Regulation FD disclosure; Other events48
- Aug 23, 2021New chief executive Adrian Gottschalk becomes CEO12
Calendar
Coming up
- Nov 4, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported ($0.25) a share, on Nov 5, 2025.49
When it reported results
- Aug 6, 2026Reported quarterly or annual results38
- May 7, 2026Reported quarterly or annual results40
- Mar 11, 2026Reported quarterly or annual results42
- Jan 12, 2026Reported quarterly or annual results44
- Nov 5, 2025Reported quarterly or annual results47
- Aug 5, 2025Reported quarterly or annual results50
- May 14, 2025Reported quarterly or annual results51
- Mar 6, 2025Reported quarterly or annual results52
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
275 filings to the SEC since October 2021: 6 annual reports, 16 quarterly reports, 75 major events, 123 insider forms, 15 large holders, 40 other. The latest 20:
- Oct 5, 20263 OWNERSHIP DOCUMENT EDGAR
- Oct 5, 2026SCHEDULE 13G/A EDGAR
- Oct 1, 20268-K EDGAR
- Aug 6, 202610-Q EDGAR
- Aug 6, 20268-K EDGAR
- Jun 25, 20264 PRIMARY DOCUMENT EDGAR
- Jun 25, 20264 PRIMARY DOCUMENT EDGAR
- Jun 25, 20264 PRIMARY DOCUMENT EDGAR
- Jun 25, 20264 PRIMARY DOCUMENT EDGAR
- Jun 25, 20264 PRIMARY DOCUMENT EDGAR
- Jun 25, 20264 PRIMARY DOCUMENT EDGAR
- Jun 25, 20264 PRIMARY DOCUMENT EDGAR
- Jun 25, 20264 PRIMARY DOCUMENT EDGAR
- Jun 25, 20264 PRIMARY DOCUMENT EDGAR
- Jun 24, 20268-K EDGAR
- May 15, 2026SCHEDULE 13G/A EDGAR
- May 14, 2026SCHEDULE 13G/A EDGAR
- May 7, 202610-Q EDGAR
- May 7, 20268-K EDGAR
- May 6, 2026SCHEDULE 13G/A EDGAR
The 275 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
8 open-market trades by officers, directors and large owners since October 2021: 0 buys and 8 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Sep 23, 2024 | Costa CarlosChief People Officer | Sale | 857 | $10.17 | $8.7K | Form 4 |
| Sep 20, 2024 | Costa CarlosChief People Officer | Sale | 35,756 | $10.04 | $359.0K | Form 4 |
| Sep 18, 2024 | Costa CarlosChief People Officer | Sale | 11,574 | $10.05 | $116.3K | Form 4 |
| Sep 17, 2024 | Costa CarlosChief People Officer | Sale | 10,272 | $10.04 | $103.1K | Form 4 |
| Sep 16, 2024 | Costa CarlosChief People Officer | Sale | 400 | $10.00 | $4.0K | Form 4 |
| Sep 9, 2024 | Bellon Steven F.Chief Scientific Officer | Sale | 20,000 | $9.50 | $190.0K | Form 4 |
| Mar 11, 2024 | Cavalie FannyChief Strategy/Bus Ops Officer | Sale | 11,000 | $6.56 | $72.2K | Form 4 |
| Aug 16, 2023 | Agresta SamuelChief Medical Officer | Sale | 311,297 | $8.25 | $2.6M | Form 4 |
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- BIOTECHNOLOGY VALUE FUND L PSCHEDULE 13G/A, 3 filings May 30, 2024 to Oct 5, 202653
- James E. FlynnSCHEDULE 13G/A, 2 filings Sep 20, 2024 to May 14, 202654
- FMR LLCSCHEDULE 13G/A, 6 filings Feb 9, 2022 to May 6, 202655
- Flagship Ventures Fund V, L.P.SCHEDULE 13D/A, 2 filings May 24, 2024 to Jan 13, 202656
- Klarman Family FoundationSC 13G/A, 1 filing Oct 8, 202457
- Eli Lilly and CompanySC 13G, 1 filing Dec 13, 202158
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2025 | Adrian Gottschalk | 50 | $638.0K | $2.4M59 |
| 2025 | Steven Bellon | $505.0K | $1.2M59 | |
| 2025 | Alfonso Quintás-Cardama | 55 | $494.0K | $1.1M59 |
| 2024 | President and Chief Executive Officer | $601.5K | $1.6M59 | |
| 2024 | Chief Science Officer | $485.0K | $902.2K59 | |
| 2024 | Chief Medical Officer | $471.0K | $769.5K59 |
Held by these funds
The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.
| Fund | Shares | Value | Share of the fund | Change |
|---|---|---|---|---|
| Flagship Pioneering, LLC | 12,674,120 | $61.8M | 4.0% | No change |
| Bvf Inc/il | 5,842,000 | $28.5M | 0.7% | No change |
| Fmr LLC | 5,705,958 | $27.8M | 0.0% | −341,240 |
| Deerfield Management Company, L.P. | 4,394,367 | $21.4M | 0.3% | No change |
| BlackRock, Inc. | 2,626,832 | $12.8M | 0.0% | +261,966 |
| Raymond James Financial Inc | 2,489,978 | $12.2M | 0.0% | −112,404 |
| Euclidean Capital LLC | 1,573,761 | $7.7M | 1.7% | No change |
| Vanguard Capital Management LLC | 1,494,611 | $7.3M | 0.0% | −478 |
| Geode Capital Management, LLC | 910,866 | $4.4M | 0.0% | +62,694 |
| Siren, L.L.C. | 720,720 | $3.5M | 0.1% | No change |
| State Street Corp | 697,469 | $3.4M | 0.0% | +17,682 |
| Ameriprise Financial Inc | 558,685 | $2.7M | 0.0% | +109,709 |
| Renaissance Technologies LLC | 377,936 | $1.8M | 0.0% | −28,489 |
| Candriam S.C.A. | 313,765 | $1.5M | 0.0% | No change |
| Northern Trust Corp | 309,775 | $1.5M | 0.0% | +33,900 |
| Jacobs Levy Equity Management, Inc | 305,434 | $1.5M | 0.0% | +1,677 |
| Vanguard Portfolio Management LLC | 304,432 | $1.5M | 0.0% | +48,501 |
| Birchview Capital, LP | 281,937 | $1.4M | 0.6% | +207 |
| Vanguard Fiduciary Trust Co | 264,422 | $1.3M | 0.0% | +23,836 |
| Qube Research & Technologies Ltd | 203,296 | $992.1K | 0.0% | +122,018 |
| Woodline Partners LP | 202,145 | $986.5K | 0.0% | +21,812 |
| B Group, Inc. | 200,000 | $976.0K | 0.6% | +98,000 |
| Panagora Asset Management Inc | 175,406 | $856.0K | 0.0% | +60,343 |
| Goldman Sachs Group Inc | 164,256 | $801.6K | 0.0% | +28,148 |
| Citadel Advisors LLC | 158,822 | $775.1K | 0.0% | −41,191 |
13F reports cover disclosed long positions in U.S. stocks only.
SEC filer profile
How Foghorn Therapeutics Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARFoghorn Therapeutics Inc.1
- CIK0001822462
- Employer ID (EIN)47-52713933
- Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company3
- Incorporated inDelaware3
- Fiscal year endsDecember 311
- Industry code (SIC)2834 Pharmaceutical Preparations1
- SEC reviewing officeOffice of Life Sciences, Division of Corporation Finance1
- Business address500 Technology Square, Suite 700, Cambridge, MA 021391
- Phone617-586-31001
- Shares outstanding59,385,315 as of Jul 31, 202611
- Public float$172.3M as of Jun 30, 20253
- AuditorDeloitte & Touche LLP, Boston, Massachusetts PCAOB ID 34; no auditor attestation of internal control over financial reporting3
- On EDGAR sinceAug 28, 20201
- Filings354 in all: 4 (125), 8-K (89), 3 (29), 10-Q (18), CORRESP (8), UPLOAD (7), 10-K (6), DEF 14A (6)1
All 32 form types
S-8 (6), SC 13G (6), 424B5 (5), DEFA14A (5), SC 13G/A (5), SCHEDULE 13G/A (5), 3/A (4), ARS (4), EFFECT (4), 144 (3), 10-K/A (2), 424B4 (2), S-1/A (2), S-3 (2), SEC STAFF LETTER (2), 10-Q/A (1), 8-A12B (1), CERT (1), DRS (1), POS AM (1), S-1 (1), SC 13D (1), SC 13D/A (1), SCHEDULE 13D/A (1)
- Latest filingsAnnual report (10-K) Mar 11, 2026
Quarterly report (10-Q) Aug 6, 2026
Proxy statement (DEF 14A) Apr 30, 2026
Latest 8-K (8-K) Oct 1, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Stock, $0.0001 Par Value | FHTX | The Nasdaq Global Market |
From the cover page of the 10-K filed Mar 11, 2026 (Section 12(b) of the Exchange Act).3
Risk factors and legal proceedings
The risks Foghorn Therapeutics Inc. names in Item 1A of its 10-K filed Mar 11, 2026: 53 risks under these headings, as written.3
- Risks Related to Our Financial Position and Need for Additional Capital
- We have a limited operating history and have no products approved for commercial sale, which may make it difficult for you to evaluate our current business and predict our future success and viability.
- We have incurred significant losses since inception. We expect to incur losses for the foreseeable future and may never achieve or maintain profitability.
- We will need substantial additional funding. If we are unable to raise capital when needed, we would be forced to delay, reduce, or eliminate our research and product development programs or future commercialization efforts.
- We have never generated revenue from product sales and may never be profitable.
- Unfavorable global macroeconomic conditions, geopolitical trends, and armed conflict could adversely affect our business, financial condition or results of operations.
- U.S. federal income tax reform could adversely affect our business and financial condition.
- Our future ability to utilize our net operating loss carryforwards and certain other tax attributes may be limited.
- Risks Related to Discovery and Development
- We are heavily dependent on the success of our product candidates, which are in preclinical and early clinical development. We may not be successful in our efforts to identify and develop potential product candidates. If these efforts are unsuccessful, or if we experience significant delays, we may never become a commercial stage company or generate any revenues, and our business will be materially harmed.
- Our clinical trials may fail to demonstrate substantial evidence of the safety and efficacy of our product candidates, which would delay or prevent regulatory approval of the product candidates, limit the commercial potential, or result in significant negative consequences following any potential marketing approval.
- We may not be able to file INDs or IND amendments to commence clinical trials of our product candidates on the timelines we or our partners expect, and even if we are able to, the FDA may not permit us to proceed.
The other 43 risks
- There is substantial competition in our field, which may result in others developing or commercializing products before we do.
- Product development is a lengthy and expensive process with an uncertain outcome. We may incur unexpected costs or experience delays in completing, or ultimately be unable to complete, the development and commercialization of our product candidates.
- We are not able to exert unilateral control over the development of product candidates when part of a collaboration.
- If we experience delays or difficulties in the enrollment and dosing of patients in our clinical trials, our receipt of necessary regulatory approvals for our product candidates could be delayed or prevented.
- Any favorable preclinical results may not be predictive of results that may be observed in clinical trials.
- Our approach to the discovery of product candidates is unproven, and we may not be successful in our efforts to use and expand our platform to build a pipeline of product candidates with commercial value.
- We rely on third parties to perform pre-clinical experiments, to manufacture our preclinical and clinical product supplies, to produce and process clinical quantities of our product candidates and to assist with clinical trials.
- Disruptions at the FDA and other government agencies caused by funding shortages or personnel cuts could hinder their ability to hire, retain or deploy key leadership and other personnel, or otherwise prevent new or modified products from being developed, approved or commercialized in a timely manner or at all, which could negatively impact our business.
- Risks Related to Employee Matters, Managing Growth and Information Technology
- We are highly dependent on our key personnel. If we are not successful in attracting and retaining highly qualified personnel, we may not be able to successfully implement our business strategy.
- We may need to grow the size of our organization, and we may experience difficulties in managing this growth and other issues relating to our employees.
- Our internal computer systems, or those used by our third-party CROs or other contractors or consultants, may fail or suffer security breaches, which could result in a material disruption of the development programs of our product candidates.
- Business disruptions could seriously harm our future revenue and financial condition and increase our costs and expenses.
- Our use of artificial intelligence and machine learning exposes us to operational, regulatory, legal, and ethical risks that could adversely affect our business, reputation, financial condition, and results of operations.
- Risks Related to Our Intellectual Property
- If we are unable to adequately protect our proprietary technology and platform or obtain and maintain patent protection for our technology and products or if the scope of the patent protection obtained is not sufficiently broad, our competitors could develop and commercialize technology and products similar or identical to ours, and our ability to successfully develop and commercialize our technology and products may be impaired.
- If we are unable to protect the confidentiality of our trade secrets, our business and competitive position may be harmed.
- Obtaining and maintaining patent protection depends on compliance with various procedural, document submission, fee payment and other requirements imposed by governmental patent agencies, and our patent protection could be reduced or eliminated for non-compliance with these requirements.
- The intellectual property landscape around our technology, including our Gene Traffic Control platform, is highly dynamic, and third parties may obtain intellectual property rights that could affect our ability to use our platform or otherwise develop and commercialize product candidates.
- We may initiate or become involved in legal proceedings involving allegations that we are infringing a third party’s intellectual property rights, the outcome of which would be uncertain and could have a material adverse effect on the success of our business.
- We may be subject to damages resulting from claims that we or our employees have wrongfully used or disclosed alleged trade secrets of our competitors or are in breach of non-competition or non-solicitation agreements with our competitors.
- We may become involved in lawsuits to protect or enforce our patents and other intellectual property rights, which could be expensive, time-consuming and unsuccessful.
- Intellectual property litigation could cause us to spend substantial resources and distract our personnel from their normal responsibilities.
- We may not be able to effectively enforce our intellectual property rights throughout the world.
- We may be subject to claims challenging the inventorship or ownership of any intellectual property, including any patents we may own or in-license in the future.
- If we do not obtain patent term extension and data exclusivity for any product candidates we may develop, our business may be materially harmed.
- Intellectual property rights do not necessarily address all potential threats.
- Changes to the patent law in the United States and other jurisdictions could diminish the value of patents in general, thereby impairing our ability to protect our product candidates.
- Risks Related to Our Reliance on Third Parties
- We rely, and expect to continue to rely, on third parties, including independent clinical investigators, CROs and CDMOs to conduct certain aspects of our discovery and pre-clinical studies and development, and our clinical trials. If these third parties do not successfully carry out their contractual duties, comply with applicable regulatory requirements or meet expected deadlines, we may not be able to obtain regulatory approval for or commercialize our product candidates and our business could be substantially harmed.
- We currently rely and expect to rely in the future on the use of manufacturing suites in third-party facilities or third parties to manufacture our product candidates. Our business could be harmed if we are unable to use third-party manufacturing suites or if third-party manufacturers fail to provide us with sufficient quantities of our product candidates or fail to do so at acceptable quality levels or prices.
- If our third-party manufacturers use hazardous and biological materials in a manner that causes injury or violates applicable law, we may be liable for damages.
- Our business is exposed to risks from operating with third parties, particularly those outside the United States.
- Risks Related to Regulatory and Other Legal Compliance Matters
- Our clinical trials may fail to demonstrate adequately the safety and efficacy of any of our product candidates, which would delay or prevent further clinical development of those candidates.
- We may in the future seek orphan drug status for our product candidates, but we may be unable to obtain such designations or to maintain the benefits associated with orphan drug status, including market exclusivity, which may cause our future revenue, if any, to be reduced.
- A Breakthrough Therapy designation by the FDA, even if granted for any of our product candidates, may not lead to a faster development or regulatory review or approval process and it does not increase the likelihood that our product candidates will receive marketing approval.
- Our current and future activities, including our relationships with healthcare providers, physicians, and third-party payors, may be subject to applicable anti-kickback, fraud and abuse, anti-bribery, transparency and other healthcare laws and regulations, which could expose us to criminal sanctions, civil penalties, contractual damages, reputational harm, and diminished profits and future earnings.
- Healthcare legislative reform measures may have a material adverse effect on our business and results of operations.
- The successful commercialization of our product candidates will depend in part on the extent to which third-party payors establish coverage, adequate reimbursement levels and pricing policies.
- We are subject to U.S. and international restrictive regulations governing the use, processing and cross-border transfer of data and personal information.
- General Risk Factors
- The market price of our common stock may be volatile, which could result in substantial losses for our stockholders.
- If securities analysts cease to publish research or reports about our business or if they publish negative evaluations of our stock, the price of our stock could decline.
- A significant portion of our total outstanding shares is eligible to be sold into the market, which could cause the market price of our common stock to drop significantly, even if our business is doing well.
- Insiders have substantial influence over us, which could limit your ability to affect the outcome of key transactions, including a change of control.
- Provisions in our amended and restated certificate of incorporation, our amended and restated by-laws and Delaware law may have anti-takeover effects that could discourage an acquisition of us by others, even if an acquisition would be beneficial to our stockholders and may prevent attempts by our stockholders to replace or remove our current management.
- Our amended and restated certificate of incorporation designates the state or federal courts within the State of Delaware as the exclusive forum for certain types of actions and proceedings that may be initiated by our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers or employees.
Legal proceedings
From time to time, we may become involved in litigation or other legal proceedings. We are not currently a party to any litigation or legal proceedings that, in the opinion of our management, are probable to have a material adverse effect on our business. Regardless of outcome, litigation can have an adverse impact on our business, financial condition, results of operations and prospects because of defense and settlement costs, diversion of management resources and other factors.
The opening of Item 3, Legal Proceedings.3
Sources
The numbers on this page point here. Each one links to the record it came from.
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- 15SEC EDGARAllan Reine, Chief financial officer
- 16SEC EDGARAnna Rivkin, Chief Business Officer
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- 19SEC EDGARCarlos Costa, Chief People Officer
- 20SEC EDGARAdrian Gottschalk, Officer
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- 23SEC EDGARSteven F. Bellon, Officer
- 24SEC EDGARNoubar Afeyan, Board member
- 25SEC EDGARNeil Gallagher, Board member
- 26SEC EDGARStuart Duty, Board member
- 27SEC EDGARB. Lynne Parshall, Board member
- 28SEC EDGARIan F. Smith, Board member
- 29SEC EDGARAdam Koppel, Board member
- 30SEC EDGARCigall Kadoch, Board member
- 31SEC EDGARDouglas G. Cole, Board member
- 32SEC EDGARJose Baselga, Board member
- 33SEC EDGARMichael Mendelsohn, Board member
- 34SEC EDGARScott Biller, Board member
- 35SEC EDGARSimba Gill, Board member
- 36SEC EDGARMichael Lacascia, General counsel
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- 39SEC EDGARShareholder vote
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- 45SEC EDGARExecutive or director change
- 46SEC EDGARRegulation FD disclosure
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- 49NasdaqNasdaq calendar
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