0001641489-23-000008 | 10-K | XBRL Viewer

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Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Dec. 31, 2022	Mar. 06, 2023	Jun. 30, 2022
Document Information [Line Items]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2022
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	001-37524
Entity Registrant Name	vTv Therapeutics Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	47-3916571
Entity Address, Address Line One	3980 Premier Dr
Entity Address, Address Line Two	Suite 310
Entity Address, City or Town	High Point
Entity Address, State or Province	NC
Entity Address, Postal Zip Code	27265
City Area Code	336
Local Phone Number	841-0300
Title of 12(b) Security	Class A Common Stock (Par Value $0.01)
Trading Symbol	VTVT
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	false
Entity Shell Company	false
Entity Public Float			$ 22,745,674
Documents Incorporated by Reference	Portions of the registrant’s Definitive Proxy Statement relating to its 2023 Annual Meeting of Stockholders to be filed within 120 days after December 31, 2022, are incorporated by reference into Part III of this Annual Report on Form 10-K where indicated.
Auditor Firm ID	42
Auditor Name	Ernst & Young LLP
Auditor Location	Raleigh, North Carolina
Entity Central Index Key	0001641489
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Amendment Flag	false
Class A Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		81,483,600
Class B Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		23,093,860

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 12,126	$ 13,415
Accounts receivable, net	173	57
Promissory note receivable	12,243	0
Prepaid expenses and other current assets	2,537	2,049
Current deposits	15	100
Total current assets	27,094	15,621
Property and equipment, net	207	278
Operating lease right-of-use assets	349	402
Long-term investments	5,588	9,173
Total assets	33,238	25,474
Current liabilities:
Accounts payable and accrued expenses	7,313	8,023
Current portion of operating lease liabilities	154	184
Current portion of contract liabilities	17	35
Current portion of notes payable	224	256
Total current liabilities	7,708	8,498
Contract liabilities, net of current portion	18,669	0
Operating lease liabilities, net of current portion	338	492
Warrant liability, related party	684	1,262
Total liabilities	27,399	10,252
Commitments and contingencies
Redeemable noncontrolling interest	16,579	24,962
Stockholders’ deficit:
Additional paid-in capital	253,737	238,193
Accumulated deficit	(265,524)	(248,834)
Total stockholders’ deficit attributable to vTv Therapeutics Inc.	(10,740)	(9,740)
Total liabilities, redeemable noncontrolling interest and stockholders’ deficit	33,238	25,474
Class A Common Stock
Stockholders’ deficit:
Common stock value	815	669
Class B Common Stock
Stockholders’ deficit:
Common stock value	$ 232	$ 232

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	May 04, 2021	Dec. 31, 2020	Jul. 29, 2015
Promissory note receivable	$ 12,243	$ 0
Class A Common Stock
Common stock par value (usd per share)	$ 0.01	$ 0.01			$ 0.01
Common stock, shares authorized (in shares)	200,000,000	200,000,000	200,000,000	100,000,000	100,000,000
Common stock, shares outstanding (in shares)	81,483,600	66,942,777
Class B Common Stock
Common stock par value (usd per share)	$ 0.01	$ 0.01			$ 0.01
Common stock, shares authorized (in shares)	100,000,000	100,000,000			100,000,000
Common stock, shares outstanding (in shares)	23,093,860

Consolidated Statements of Operations - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Revenue	$ 2,018	$ 4,005	$ 6,414
Operating expenses:
Research and development	12,357	13,324	11,015
General and administrative	12,201	12,343	7,251
Total operating expenses	24,558	25,667	18,266
Operating loss	(22,540)	(21,662)	(11,852)
Other (expense) income	(3,616)	2,448	0
Other income (expense) – related party	946	1,609	(270)
Interest income	352	1	12
Interest expense	(15)	(12)	(692)
Loss before income taxes and noncontrolling interest	(24,873)	(17,616)	(12,802)
Income tax provision	200	115	0
Net loss before noncontrolling interest	(25,073)	(17,731)	(12,802)
Less: net loss attributable to noncontrolling interest	(5,909)	(4,744)	(4,303)
Net loss attributable to vTv Therapeutics Inc.	(19,164)	(12,987)	(8,499)
Net loss attributable to vTv Therapeutics Inc. common shareholders	$ (19,164)	$ (12,987)	$ (8,499)
Class A Common Stock
Operating expenses:
Net loss per share of vTv Therapeutics Inc. Class A Common Stock, basic (usd per share)	$ (0.26)	$ (0.21)	$ (0.18)
Net loss per share of vTv Therapeutics Inc. Class A Common Stock, diluted (usd per share)	$ (0.26)	$ (0.21)	$ (0.18)
Weighted average number of vTv Therapeutics Inc. Class A Common Stock, basic (in shares)	74,876,200	60,732,636	47,137,917
Weighted average number of vTv Therapeutics Inc. Class A Common Stock, diluted (in shares)	74,876,200	60,732,636	47,137,917

Consolidated Statements of Changes in Redeemable Noncontrolling Interest and Stockholders' Deficit - USD ($) $ in Thousands	Total	Redeemable Noncontrolling Interest	Class A Common Stock	Class B Common Stock	Common Stock Class A Common Stock	Common Stock Class B Common Stock	Additional Paid-in Capital	Accumulated Deficit
Beginning balance at Dec. 31, 2019		$ 40,183
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward]
Net loss	$ (8,499)	(4,303)						$ (8,499)
Change in redemption value of noncontrolling interest		48,015
Ending balance at Dec. 31, 2020		83,895
Beginning balance, shares (in shares) at Dec. 31, 2019					40,918,522	23,094,221
Beginning balance at Dec. 31, 2019	(49,023)				$ 409	$ 232	$ 183,858	(233,522)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	1,009						1,009
Issuance of Class A common stock under ATM offering (in shares)					5,480,941
Issuance of Class A Common Stock under ATM offering	12,496				$ 55		12,441
Issuance of Class A Common Stock to a related party under the Letter Agreements (in shares)					6,250,000
Issuance of Class A Common Stock to a related party under the Letter Agreements	10,000				$ 63		9,937
Issuance of Class A Common Stock under L P C agreement shares (in shares)					1,389,580
Issuance of Class A Common Stock under LPC Agreement	1,930				$ 14		1,916
Vesting of restricted stock units (in shares)					11,667
Change in redemption value of noncontrolling interest	(48,015)							(48,015)
Ending balance, shares (in shares) at Dec. 31, 2020					54,050,710	23,094,221
Ending balance at Dec. 31, 2020	(80,102)				$ 541	$ 232	209,161	(290,036)
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward]
Net loss	(12,987)	(4,744)						(12,987)
Change in redemption value of noncontrolling interest		(54,189)
Ending balance at Dec. 31, 2021	24,962	24,962
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	2,356						2,356
Issuance of Class A common stock under ATM offering (in shares)					8,929,147
Issuance of Class A Common Stock under ATM offering	17,670				$ 89		17,581
Exchange of Class B Common Stock for Class A Common Stock (in shares)					361	(361)
Exercised options (in shares)					20,833
Exercise of stock options	47						47
Issuance of Class A Common Stock under L P C agreement shares (in shares)					3,941,726
Issuance of Class A Common Stock under LPC Agreement	9,087				$ 39		9,048
Change in redemption value of noncontrolling interest	54,189							54,189
Ending balance, shares (in shares) at Dec. 31, 2021			66,942,777		66,942,777	23,093,860
Ending balance at Dec. 31, 2021	(9,740)				$ 669	$ 232	238,193	(248,834)
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward]
Net loss	(19,164)	(5,909)						(19,164)
Change in redemption value of noncontrolling interest		(2,474)
Ending balance at Dec. 31, 2022	16,579	$ 16,579
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation	1,272						1,272
Issuance of Class A Common Stock to collaboration agreement, net of offering costs (in shares)					10,386,274
Issuance of Class A Common Stock to collaboration agreement, net of offering costs	5,040				$ 104		4,936
Issuance of Class A Common Stock under LPC Agreement (in shares)					4,154,549
Stock Issued During Period, Amount, Purchase Agreement	9,378				$ 42		9,336
Change in redemption value of noncontrolling interest	2,474							2,474
Ending balance, shares (in shares) at Dec. 31, 2022			81,483,600	23,093,860	81,483,600	23,093,860
Ending balance at Dec. 31, 2022	$ (10,740)				$ 815	$ 232	$ 253,737	$ (265,524)

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Cash flows from operating activities:
Net loss before noncontrolling interest	$ (25,073)	$ (17,731)	$ (12,802)
Adjustments to reconcile net loss before noncontrolling interest to net cash used in operating activities:
Depreciation expense	92	89	94
Non-cash interest income	(352)	0	0
Interest expense	15	0	0
Share-based compensation expense	1,272	2,356	1,009
Change in fair value of investments	3,585	(2,448)	(4,245)
Change in fair value of warrants, related party	(946)	(1,609)	270
Amortization of debt discount	0	0	380
Changes in assets and liabilities:
Accounts receivable	(116)	101	(153)
Prepaid expenses and other assets	(403)	(839)	(254)
Long-term deposits	0	0	444
Accounts payable and accrued expenses	(856)	1,828	(997)
Accreted interest on debt	0	0	(1,512)
Contract liabilities	6,760	(1,005)	(24)
Other liabilities	0	(50)	(210)
Net cash used in operating activities	(16,022)	(19,308)	(18,000)
Cash flows from investing activities:
Purchases of property and equipment	(21)	0	0
Net cash used in investing activities	(21)	0	0
Cash flows from financing activities:
Proceeds from issuance of Class A Common Stock to a related party under the Letter Agreements	0	0	10,000
Proceeds from sale of Class A common stock to collaboration partner, net of offering costs	5,040	0	0
Proceeds from sale of Class A common stock and warrants, net of offering costs	9,746	0	0
Proceeds from issuance of Class A Common Stock, net of offering costs	0	26,757	14,426
Proceeds from exercise of stock options	0	47	0
Proceeds from debt issuance	776	887	500
Repayment of notes payable	(808)	(715)	(5,456)
Net cash provided by financing activities	14,754	26,976	19,470
Net (decrease) increase in cash, cash equivalents	(1,289)	7,668	1,470
Total cash, cash equivalents beginning of year	13,415	5,747	4,277
Total cash, cash equivalents, end of year	12,126	13,415	5,747
Supplemental cash flow information:
Cash paid for interest	15	11	623
Cash paid for income taxes	200	115	0
Non-cash activities:
Notes receivable recorded at fair value from collaboration partner	11,891	0	0
Redeemable Noncontrolling Interest
Non-cash activities:
Change in redemption value of noncontrolling interest	$ (2,474)	$ (54,189)	$ 48,015

Description of Business, Basis of Presentation and Going Concern	12 Months Ended
	Dec. 31, 2022
Accounting Policies [Abstract]
Description of Business, Basis of Presentation and Going Concern	Description of Business, Basis of Presentation and Going Concern Description of Business vTv Therapeutics Inc. (the “Company,” the “Registrant,” “we” or “us”) was incorporated in the state of Delaware in April 2015. The Company is a clinical stage pharmaceutical company focused on treating metabolic diseases to minimize their long-term complications through end-organ protection. Principles of Consolidation vTv Therapeutics Inc. is a holding company, and its principal asset is a controlling equity interest in vTv Therapeutics LLC (“vTv LLC”), the Company’s principal operating subsidiary, which is a clinical stage pharmaceutical company engaged in the discovery and development of orally administered small molecule drug candidates to fill significant unmet medical needs. The Company has determined that vTv LLC is a variable-interest entity (“VIE”) for accounting purposes and that vTv Therapeutics Inc. is the primary beneficiary of vTv LLC because (through its managing member interest in vTv LLC and the fact that the senior management of vTv Therapeutics Inc. is also the senior management of vTv LLC) it has the power and benefits to direct all of the activities of vTv LLC, which include those that most significantly impact vTv LLC’s economic performance. vTv Therapeutics Inc. has therefore consolidated vTv LLC’s results pursuant to Accounting Standards Codification Topic 810, “Consolidation” in its Consolidated Financial Statements. Various holders own non-voting interests in vTv LLC, representing a 22.1% economic interest in vTv LLC, effectively restricting vTv Therapeutics Inc.’s interest to 77.9% of vTv LLC’s economic results, subject to increase in the future, should vTv Therapeutics Inc. purchase additional non-voting common units (“vTv Units”) of vTv LLC, or should the holders of vTv Units decide to exchange such units (together with shares of the Company’s Class B common stock, par value $0.01 (“Class B common stock”)) for shares of Class A common stock (or cash) pursuant to the Exchange Agreement (as defined in Note 14). vTv Therapeutics Inc. has provided financial and other support to vTv LLC in the form of its purchase of vTv Units with the net proceeds of the Company’s initial public offering (“IPO”) in 2015, its registered direct offering in March 2019, and, its agreeing to be a co-borrower under the Venture Loan and Security Agreement (the “Loan Agreement”) with Horizon Technology Finance Corporation and Silicon Valley Bank (together, the “Lenders”) which was entered into in 2016. vTv Therapeutics Inc. entered into the letter agreements with MacAndrews and Forbes Group LLC (“M&F Group”), a related party and an affiliate of MacAndrews & Forbes Incorporated (together with its affiliates “MacAndrews”) in December 2017, July 2018, December 2018, March 2019, September 2019, and December 2019 (each a “Letter Agreement” and collectively, the “Letter Agreements”). In addition, vTv Therapeutics Inc. also entered into the Controlled Equity OfferingSM Sales Agreement (the “Sales Agreement”) with Cantor Fitzgerald & Co. (“Cantor Fitzgerald”) (the “ATM Offering”), the purchase agreement with Lincoln Park Capital Fund, LLC (“Lincoln Park”) (the “LPC Purchase Agreement”), the common stock purchase agreement with G42 Investments AI Holding RSC Ltd (“G42 Investments”) (the “G42 Purchase Agreement”) and the common stock and warrant purchase agreement with CinPax, LLC and CinRx, LLC, respectively (the “CinRx Purchase Agreement”). vTv Therapeutics Inc. will not be required to provide financial or other support for vTv LLC. However, vTv Therapeutics Inc. will control its business and other activities through its managing member interest in vTv LLC, and its management is the management of vTv LLC. Nevertheless, because vTv Therapeutics Inc. will have no material assets other than its interests in vTv LLC, any financial difficulties at vTv LLC could result in vTv Therapeutics Inc. recognizing a loss. Going Concern and Liquidity To date, the Company has not generated any product revenue and has not achieved profitable operations. The continuing development of our drug candidates will require additional financing. From its inception through December 31, 2022, the Company has funded its operations primarily through a combination of private placements of common and preferred equity, research collaboration agreements, upfront and milestone payments for license agreements, debt and equity financings and the completion of its IPO in August 2015. As of December 31, 2022, the Company had an accumulated deficit of $265.5 million and has generated net losses in each year of its existence. As of December 31, 2022, the Company's liquidity sources included cash and cash equivalents of $12.1 million. Based on our current operating plan, we believe that our current cash and cash equivalents and proceeds from the $12.0 million G42 promissory note, which was received on February 28, 2023 (See Note 20), will allow us to meet our liquidity requirements through the end of the second quarter of 2023. To meet our future funding requirements into the first quarter of 2024, including funding the on-going and future clinical trials of TTP399, we are evaluating several financing strategies, including direct equity investments and the potential licensing and monetization of other Company programs. The Company may also use its remaining availability of $37.3 million under its Controlled Equity OfferingSM Sales Agreement (the “Sales Agreement”) with Cantor Fitzgerald & Co. (“Cantor Fitzgerald”) pursuant to which the Company may offer and sell, from time to time shares of the Company’s Class A common stock (the “ATM Offering”) and the ability to sell an additional 9,437,376 shares of Class A common stock under the LPC Purchase Agreement based on the remaining number of registered shares. However, the ability to use these sources of capital is dependent on a number of factors, including the prevailing market price of and the volume of trading in the Company’s Class A common stock. See Note 12 for further details. If we are unable to raise additional capital as and when needed, or upon acceptable terms, such failure would have a significant negative impact on our financial condition. As such, these conditions raise substantial doubt about the Company’s ability to continue as a going concern. The Company’s financial statements have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business. The Consolidated Financial Statements do not include adjustments to reflect the possible future effects on the recoverability and classification of recorded assets or the amounts of liabilities that might be necessary should the Company be unable to continue as a going concern.

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Use of Estimates

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

On an ongoing basis, the Company evaluates its estimates, including those related to the grant date fair value of equity awards, the fair value of warrants to purchase shares of its Class A common stock, the fair value of its Class B common stock, the useful lives of property and equipment and the fair value of the Company’s debt, among others. The Company bases its estimates on historical experience and on various other assumptions that it believes to be reasonable, the results of which form the basis for making judgments about the carrying value of assets and liabilities.

Concentration of Credit Risk

Financial instruments that potentially expose the Company to concentrations of credit risk consist principally of cash on deposit with one financial institution. The balance of the cash account frequently exceed insured limits.

One customer represented 100% of the revenue earned during the year ended December 31, 2022. Three customers represented 100% of the revenue earned during the year ended December 31, 2021 and 2020.

Cash and Cash Equivalents

The Company considers any highly liquid investments with an original maturity of three months or less to be cash and cash equivalents.

Collaboration Revenue and Accounts Receivable

The majority of the Company’s collaboration revenue and accounts receivable relates to its agreements to license certain of its potential drug products for development. See Note 3 for further discussion of the Company’s collaboration agreements.

Accounts receivable are stated at net realizable value. On a periodic basis, the Company evaluates its accounts receivable and establishes an allowance based on its history of collections and write-offs and the current status of all receivables.

Property and Equipment and other Long-lived Assets

The Company records property and equipment at cost less accumulated depreciation. Costs of renewals and improvements that extend the useful lives of the assets are capitalized. Maintenance and repairs are expensed as incurred. Depreciation is determined on a straight-line basis over the estimated useful lives of the assets, which generally range from three to ten years. Leasehold improvements are depreciated over the shorter of the useful life of the asset or the term of the

related lease. Upon retirement or disposition of assets, the costs and related accumulated depreciation are removed from the accounts with the resulting gains or losses, if any, reflected in results of operations.

The estimated useful lives of property and equipment are as follows:


Asset Category			Useful Life (in years)
Laboratory equipment			7
Computers and hardware			3-5
Furniture and office equipment			3-7
Software			3
Leasehold improvements			Shorter of useful life or remaining term of lease

The Company periodically assesses it property and equipment and other long-lived assets for impairment in accordance with the relevant accounting guidance. No such charges were recognized during the years ended December 31, 2022, 2021 or 2020. There were no assets held for sale at December 31, 2022 or 2021.

Investments

Investments in entities in which the Company has no control or significant influence, is not the primary beneficiary, and have a readily determinable fair value are classified as equity investments with readily determinable fair value. The investments are measured at fair value based on a quoted market price per unit in active markets multiplied by the number of units held without consideration of transaction costs (Level 1). Gains and losses are recorded in other income (expense), net on the Consolidated Statements of Operations.

Equity investments without readily determinable fair value include ownership rights that do not provide the Company with control or significant influence and these investments do not have readily determinable fair values. The Company has elected to measure its equity investments without readily determinable fair values at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar investment.

Revenue Recognition

The Company uses the revenue recognition guidance established by ASC 606, “Revenue From Contracts With Customers” (“ASC 606”). When an agreement falls under the scope of other standards, such as ASC 808, Collaborative Arrangements (“ASC 808”), the Company will apply the recognition, measurement, presentation, and disclosure guidance in ASC 606 to the performance obligations in the agreements if those performance obligations are with a customer. Revenue recognized by analogizing to ASC 606, is recorded as collaboration revenue on the statements of operations.

The majority of the Company’s revenue results from its license and collaboration agreements associated with the development of investigational drug products. The Company accounts for a contract when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration is probable. For each contract meeting these criteria, the Company identifies the performance obligations included within the contract. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. The Company then recognizes revenue under each contract as the related performance obligations are satisfied.

The transaction price under the contract is determined based on the value of the consideration expected to be received in exchange for the transferred assets or services. Development, regulatory and sales milestones included in the Company’s collaboration agreements are considered to be variable consideration. The amount of variable consideration expected to be received is included in the transaction price when it becomes probable that the milestone will be met. For contracts with multiple performance obligations, the contract’s transaction price is allocated to each performance obligation using the Company’s best estimate of the standalone selling price of each distinct good or service in the contract. The primary method used to estimate standalone selling price is the expected cost plus margin approach. Revenue is recognized over the related period over which the Company expects the services to be provided using a proportional performance model or a straight-line method of recognition if there is no discernable pattern over which the services will be provided.

Fair Value of Financial Instruments

The Company uses a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods

subsequent to their initial measurement. The hierarchy requires the Company to use observable inputs when available, and to minimize the use of unobservable inputs, when determining fair value. The three tiers are defined as follows:

•Level 1—Observable inputs that reflect quoted market prices (unadjusted) for identical assets or liabilities in active markets;

•Level 2—Observable inputs other than quoted prices in active markets that are observable either directly or indirectly in the marketplace for identical or similar assets and liabilities; and

•Level 3—Unobservable inputs that are supported by little or no market data, which require the Company to develop its own assumptions.

Research and Development

Major components of research and development costs include cash compensation, depreciation expense on research and development property and equipment, costs of preclinical studies, clinical trials and related clinical manufacturing, costs of drug development, costs of materials and supplies, facilities cost, overhead costs, regulatory and compliance costs, and fees paid to consultants and other entities that conduct certain research and development activities on the Company’s behalf. Research and development costs are expensed as incurred.

The Company records accruals based on estimates of the services received, efforts expended and amounts owed pursuant to contracts with numerous contract research and manufacturing organizations. In the normal course of business, the Company contracts with third parties to perform various clinical study activities in the ongoing development of potential products. The financial terms of these agreements are subject to negotiation and variation from contract to contract and may result in uneven payment flows. Payments under the contracts depend on factors such as the achievement of certain events and the completion of portions of the clinical study or similar conditions. The objective of the Company’s accrual policy is to match the recording of expenses in its financial statements to the actual services received and efforts expended. As such, expense accruals related to clinical studies are recognized based on the Company’s estimate of the degree of completion of the event or events specified in the specific clinical study.

The Company records nonrefundable advance payments it makes for future research and development activities as prepaid expenses. Prepaid expenses are recognized as expense in the Consolidated Statements of Operations as the Company receives the related goods or services.

Research and development costs that are reimbursed under a cost-sharing arrangement are reflected as a reduction of research and development expense.

Patent Costs

Patent costs, including related legal costs, are expensed as incurred and recorded within general and administrative operating expenses on the Consolidated Statements of Operations.

Income Taxes

From its formation on August 1, 2015, vTv Therapeutics Inc. has been subject to corporate level income taxes. Prior to July 30, 2015, the Company’s predecessor entities were taxed as partnerships and all their income and deductions flowed through and were subject to tax at the partner level.

vTv Therapeutics Inc. is required to recognize deferred tax assets and liabilities for the difference between the financial reporting and tax basis of its investment in vTv LLC.

The Company’s income tax expense, deferred tax assets and liabilities and reserves for unrecognized tax benefits reflect management’s best assessment of estimated future taxes to be paid. The Company is subject to income taxes in both the United States and various state jurisdictions. Significant judgments and estimates are required in determining the consolidated income tax expense.

The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events included in the financial statements. Under this method, the Company determines deferred tax assets and liabilities on the basis of differences between the financial statement and tax bases of assets and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period in which the enactment date occurs.

The Company recognizes deferred tax assets to the extent it believes these assets are more-likely-than-not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including

future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent results of operations.

The Company records uncertain tax positions on the basis of a two-step process in which (1) it determines whether it is more-likely-than-not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions meeting the more-likely-than-not recognition threshold, it recognizes the largest amount of tax benefit that is more than 50% likely to be realized upon ultimate settlement with the related tax authority.

Interest and penalties related to income taxes are included in the benefit (provision) for income taxes in the Company’s Consolidated Statements of Operations. The Company has not incurred any significant interest or penalties related to income taxes in any of the periods presented.

Noncontrolling Interest

The Company records the redeemable noncontrolling interest represented by the vTv Units and the Class B Common stock at the higher of (1) its initial fair value plus accumulated earnings/losses associated with the noncontrolling interest or (2) the redemption value as of the balance sheet date. See discussion and additional detail of the redeemable noncontrolling interest at Note 13.

Segment and Geographic Information

Operating segments are defined as an enterprise’s components (business activities from which it earns revenue and incurs expenses) for which discrete financial information is (1) available; and (2) is regularly reviewed by the chief operating decision maker (“CODM”) in deciding how to allocate resources and in assessing performance. The Company’s CODM is its President and Chief Executive Officer. The Company’s business operates in one reportable segment comprised of one operating segment.

Leases

The Company determines if an arrangement is a lease at inception. Balances recognized related to operating leases are included in operating lease right-of-use assets and operating lease liabilities in the Consolidated Balance Sheets. Operating lease right-of-use assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. Lease terms may include options to extend of terminate the lease if it is reasonably certain that the Company will exercise the option. As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments. The operating lease right-of-use asset also includes any lease payments made and excludes lease incentives and initial direct costs incurred. The Company has elected a practical expedient to not separate its lease and non-lease components and instead account for them as a single lease component.

Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. Lease payments for short-term leases are recorded to operating expense on a straight-line basis and variable lease payments are recorded in the period in which the obligation for those payments is incurred.

Share-Based Compensation

Compensation expense for share-based compensation awards issued is based on the fair value of the award at the date of grant, and compensation expense is recognized for those awards earned over the service period. The grant date fair value of stock option awards is estimated using the Black-Scholes option pricing formula. Expected volatility is based on the historical volatility of the Company’s common stock over the most recent period commensurate with the estimated expected term of the Company’s stock options offering period which is derived from historical experience. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant. Due to a lack of historical exercise data, the Company estimates the expected life of its outstanding stock options using the simplified method specified under Staff Accounting Bulletin Topic 14.D.2.

In the event the participant’s employment by or engagement with (as a director or otherwise) the Company terminates before exercise of the options granted, the stock options granted to the participant shall immediately expire and all rights to purchase shares there under shall immediately cease and expire and be of no further force or effect, other than applicable exercise rights for vested shares that may extend past the termination date as provided for in the participant’s applicable option award agreement. The Company entered into a retirement agreement with its former CEO Steve Holcombe in October 2021, and separation agreements with its former CEO Deepa Prasad in February 2022 and certain key employees in December 2021. The retirement and separation agreements provide for accelerated vesting and extend the exercise period for certain outstanding equity awards.

The Company entered into an employment and Inducement Agreement with its CEO Paul Sekhri, which grant Mr. Sekhri inducement awards covering an aggregate of 2,200,000 of Class A common stock earned over a service period of four years. The awards subject to the Inducement Agreement were not charged against the Plan’s share reserve and are being granted outside of the Plan as an Inducement Award. Additionally, the Company entered into an employment and Options Award Agreement with its Chief Financial Officer Steven Tuch, which grants 500,000 shared-based awards earned over a service period of four years. Additionally, the Option Agreement provides Mr. Tuch the option to earn performance-based equity compensation to purchase shares of the Company's Class A common stock.

The fair value of restricted stock units (“RSU”) grants are based on the market value of the Class A Common Stock on the date of grant. The Company also estimates the amount of share-based awards that are expected to be forfeited based on historical employee turnover rates.

Comprehensive Income

The Company does not have any components of other comprehensive income recorded within its Consolidated Financial Statements, and, therefore, does not separately present a statement of comprehensive income in its Consolidated Financial Statements.

Recently Issued Accounting Pronouncements

Fair Value Measurements: In June 2022, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2022-03 “Fair Value Measurements (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions.” These amendments clarify that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value. This guidance is effective for public business entities for fiscal years, including interim periods within those fiscal years, beginning after December 15, 2023. Early adoption is permitted. The Company has assessed ASU 2022-03 and early adopted the guidance during the second quarter of 2022. The adoption did not have a material impact on the Company's Consolidated Financial Statements.

Collaboration Agreements

12 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Collaboration Agreements

G42 Purchase Agreement and Cogna Collaborative and License Agreement

The Company and G42 Investments AI Holding RSC Ltd, a private limited company (“G42 Investments”), entered into a Common Stock Purchase Agreement (the “G42 Purchase Agreement”), pursuant to which the Company sold to G42 Investments 10,386,274 shares of the Company’s Class A common stock at a price per share of approximately $2.41, for an aggregate purchase price of $25.0 million, which was paid (i) $12.5 million in cash at the closing and (ii) $12.5 million in the form of a promissory note of G42 Investments to be paid at May 31, 2023 (the "G42 Promissory Note"). As part of the G42 Purchase Agreement, G42 Investments nominated a director as appointee and the Company’s board of directors approved appointing the new director to the Company’s board.

G42 Investments has agreed to certain transfer restrictions (including restrictions on short sales or similar transactions) and restrictions on further acquisitions of shares, in each case subject to specified exceptions. Following the expiration of a lock up period, from the period May 31, 2022 until December 31, 2024 (or if earlier, the date of receipt of U.S. Food and Drug Administration (“FDA”) approval in the U.S. for TTP399 (the “FDA Approval”) of TTP399), the Company has granted to G42 Investments certain shelf and piggyback registration rights with respect to those shares of Class A common stock issued to G42 Investments pursuant to the G42 Purchase Agreement, including the ability to conduct an underwritten offering to resell such shares under certain circumstances. The registration rights include customary cooperation, cut-back, expense reimbursement, and indemnification provisions.

Contemporaneously with the G42 Purchase Agreement, effective on May 31, 2022, the Company entered into a collaboration and license agreement (the “Cogna Agreement”) with Cogna Technology Solutions LLC, an affiliate of G42 Investments (“Cogna”), which requires Cogna to work with the Company in performing clinical trials for the Company’s TTP399 compound (the “Licensed Product”) as well as jointly creating a global development plan to develop, market, and commercialize TTP399 in certain countries in the Middle East, Africa, and Central Asia (the “Partner Territory”). Under the terms of the Cogna Agreement, Cogna will obtain a license under certain intellectual property controlled by the Company to enable it to fulfill its obligations and exercise its rights under the Cogna agreement, including to develop and commercialize the Licensed Product in the Partner Territory, but will not have access to the various intellectual property (“IP”) related to the license and TTP399. Specifically, the Company will share various protocols with Cogna related to conducting the clinical trials and will provide the patient dosages and placebo of TTP399 needed to conduct the trials. .

Under the Cogna Agreement, Cogna has the right to develop and commercialize the Licensed Product in the Partner Territory at its own cost once restrictions on the use of the IP have been lifted by the Company. The Cogna Agreement determined which specific countries in the Partner Territory that Cogna may pursue development and commercialization and provides the Company with the ability to determine when Cogna can benefit from this IP through the powers granted to the Company to approve the global development plan. Further, the Company may supply at cost, or Cogna may manufacture, TTP399 for commercial sale under terms to be agreed upon by the parties at a later date.

Separately, the Company will conduct its clinical trials for TTP399 outside of the Partner Territory at its own cost. The results of each party’s clinical trials will be combined by the Company to seek FDA approval in the United States for TTP399. On December 21, 2022, G42 Healthcare Technology Solutions LLC (formerly known as Cogna Technology Solutions LLC) novated its rights and obligations under the Cogna agreement to G42 Healthcare Research Technology Projects LLC ("G42 Healthcare"), an affiliate of G42 Investments. As a result of the novation, all references to Cogna herein shall be deemed to refer to G42 Healthcare

The G42 Purchase Agreement also provides for, following the receipt of FDA approval of the Licensed Product, at the option of G42 Investments, either (a) the issuance of the Company’s Class A common stock (the “Milestone Shares”) having an aggregate value equal to $30.0 million or (b) the payment by the Company of $30.0 million in cash (the “Milestone Cash Payment”). The issuance of the Milestone Shares or the payment of the Milestone Cash Payment, as applicable, are conditioned upon receipt of the FDA Approval and subject to certain limitations and conditions set forth in the G42 Purchase Agreement. There can be no assurance that the FDA Approval will be granted or as to the timing thereof.

Once commercialization takes place in the Partner Territory, the Company will receive royalties in the single digits from Cogna on the net sales of the Licensed Product for a period of at least ten years after the first commercial sale of the Licensed Product in the Partner Territory.

Common stock is generally recorded at fair value at the date of issuance. In determining the fair value of the Class A common stock issued to G42 Investments, the Company considered the closing price of the common stock on the effective date. The Company did not make an adjustment to the fair value for sale restrictions on the stock in accordance with guidance recently adopted in ASU 2022-03. See the “Recently Issued Accounting Guidance” in this 10-K for details of the ASU. Accordingly, the Company determined that cash consideration of $5.7 million should be recorded as fair value of the Class A common stock at the effective date, utilizing the Class A common stock closing price of $0.55 at the effective date.

A premium was paid on the Class A common stock by G42 Investments of $18.7 million, net of a note receivable discount of $0.6 million. This premium is determined to be the transaction price for all remaining obligations under the agreements, which will be accounted for under ASC 808 or ASC 606 based on determination of the unit of account.

The Company determined that certain commitments under the agreements are in the scope of ASC 808 as both the Company and Cogna are active participants in the clinical trials of the Licensed Product, and both are exposed to significant risks and rewards based on the success of the clinical trials and subsequent FDA approval. Cogna is determined to be a vendor of the Company during the clinical trial phase, working on the Company’s behalf to complete R&D activities, and not in a customer capacity. The Company accounted for the commitments related to the clinical trials, which includes transfer of trial protocols, supply of clinical trial dosages, and collaboration on the joint development committee (“JDC”) as an ASC 808 unit of account, applying the recognition and measurement principles of ASC 606 by analogy. The Company will recognize collaboration revenue for its development activities under ASC 808 over time based on the estimated period of performance.

By applying the principals in ASC 606 by analogy, the Company identified the performance obligation and considered the timing of satisfaction of the obligation to account for the pattern of revenue recognition. In order to recognize collaboration revenue, generally, the Company would begin satisfying its performance obligation and Cogna would need to be able to use and benefit from delivery of the assets or services. The performance obligation under the agreements that fall within the ASC 808 unit of account are concentrated in the clinical trials. As of December 31, 2022, the clinical trials had not commenced. Accordingly, no collaboration revenue was recognized for the ASC 808 unit of account during the year ended December 31, 2022.

The Company identified certain commitments that are in the scope of ASC 606 as Cogna’s relationship is that of a customer for these commitments. The significant performance obligations that are in the scope of ASC 606 are (1) the development, commercialization and manufacturing license of the IP once restrictions on the use of the IP have been lifted by the Company and (2) a potential material right to a commercial supply agreement. The Company will recognize revenue from the development, commercial and manufacturing license at a point in time when the Company releases the restrictions on the use of the IP, which is expected to be after the Licensed Product is approved by the FDA. The Company will recognize revenue from the material right related to Cogna’s ability to purchase the commercial supply at cost as Cogna purchases the commercial supply from the Company, which will occur after the completion of the initial clinical trials (if Cogna decides to

purchase the clinical supply from the Company). As a result, the Company has not recognized any revenue under the ASC 606 unit of account during the year ended December 31, 2022.

As of December 31, 2022, the Company has recognized the cash and a non-interest bearing promissory note receivable with a principal balance of $12.5 million. The promissory note receivable was classified and accounted for under ASC 310 "Receivables" ("ASC 310") and was initially measured at its fair value of $11.9 million and will be subsequently remeasured at its amortized cost through its maturity date. The Company also recorded the $18.7 million as deferred revenue in the Consolidated Balance Sheets, as none of the underlying performance obligations had been satisfied as of and for the year ended December 31, 2022.

On February 28, 2023, the Company and G42 Investments amended the G42 Purchase Agreement and modified the G42 Promissory Note to accelerate the payment due under the note. Pursuant to the amendment, on February 28, 2023, the Company received $12.0 million, which reflected the original amount due under the G42 Promissory Note less a 3.75% discount, in full satisfaction of the note.

Reneo License Agreement

On December 21, 2017, the Company entered into the Reneo License Agreement, under which Reneo obtained an exclusive, worldwide, sublicensable license to develop and commercialize the Company’s peroxisome proliferation activated receptor delta (PPAR-δ) agonist program, including the compound HPP593, for therapeutic, prophylactic or diagnostic application in humans. Under the terms of the Reneo License Agreement, Reneo paid the Company an upfront cash payment of $3.0 million. The Company is eligible to receive additional potential development, regulatory and sales-based milestone payments totaling up to $94.5 million. In addition, Reneo is obligated to pay the Company royalty payments at mid-single to low-double digit rates, based on tiers of annual net sales of licensed products. Such royalties will be payable on a licensed product-by-licensed product and country-by-country basis until the latest of expiration of the licensed patents covering a licensed product in a country, expiration of data exclusivity rights for a licensed product in a country or a specified number of years after the first commercial sale of a licensed product in a country. As additional consideration, the Company has also received common stock and certain participation rights representing a minority equity interest in Reneo.

Pursuant to the terms of the Reneo License Agreement, the Company is required to provide technology transfer services for a defined period after the effective date. In accordance with ASC 606, the Company identified all of the performance obligations at the inception of the Reneo License Agreement. The significant obligations were determined to be the license and the technology transfer services. The Company has determined that the license and technology transfer services represent a single performance obligation because they were not capable of being distinct on their own. The transaction price has been fully allocated to this combined performance obligation.

The Company determined that there was no discernable pattern in which the technology services would be provided during the transfer services period. As such, the Company determined that the straight-line method would be used to recognize revenue over the transfer service period. As of December 31, 2019, revenue allocated to this performance obligation was fully recognized.

During the year ended December 31, 2021, $2.0 million of revenue was recognized due to the satisfaction of a development milestone under the license agreement. This amount was fully recognized as revenue during the year ended December 31, 2021, as the related performance obligation was fully satisfied. The remaining milestone payments that the Company is eligible to receive have not been included in the transaction price as of December 31, 2022, as it is not considered probable that such payments will be received.

Huadong License Agreement

On December 21, 2017, the Company entered into a License Agreement with Huadong (the “Huadong License Agreement”), under which Huadong obtained an exclusive and sublicensable license to develop and commercialize the Company’s glucagon-like peptide-1 receptor agonist (“GLP-1r”) program, including the compound TTP273, for therapeutic uses in humans or animals, in China and certain other Pacific Rim territories, including Australia and South Korea (collectively, the “Huadong License Territory”). Additionally, under the Huadong License Agreement, the Company obtained a non-exclusive, sublicensable, royalty-free license to develop and commercialize certain Huadong patent rights and know-how related to the Company’s GLP-1r program for therapeutic uses in humans or animals outside of the Huadong License Territory. Under the terms of the Huadong License Agreement, as amended, Huadong paid the Company an initial license fee of $8.0 million and is obligated to pay potential development and regulatory milestone payments totaling up to $22.0 million, with an additional potential regulatory milestone of $20.0 million if Huadong receives regulatory approval for a central nervous system indication. In addition, the Company is eligible for an additional $50.0 million in potential sales-based

milestones, as well as royalty payments ranging from low-single to low-double digit rates, based on tiered sales of licensed products.

On January 14, 2021, the Company entered into the First Huadong Amendment which eliminated the Company’s obligation to sponsor a multi-region clinical trial (the “Phase 2 MRCT”), and corresponding obligation to contribute up to $3.0 million in support of such trial. The amendment also reduced the total potential development and regulatory milestone payments by $3.0 million.

Prior to the First Amendment, the Company had allocated a portion of the transaction price to the obligation to sponsor and conduct a portion of the Phase 2 MRCT. Upon the removal of this performance obligation, the Company evaluated the impact of the modification under the provisions of ASC 606 and performed a reallocation of the transaction price among the remaining performance obligations. This resulted in the recognition of approximately $1.0 million of revenue on a cumulative catch up basis during the year ended December 31, 2021. The majority of the transaction price originally allocated to the Phase 2 MRCT performance obligation was reallocated to the license and technology transfer services combined performance obligation discussed below, which had already been completed. The reallocation of the purchase price in connection with the First Huadong Amendment was made based on the relative estimated selling prices of the remaining performance obligations.

The significant performance obligations under this license agreement, as amended, were determined to be (i) the exclusive license to develop and commercialize the Company’s GLP-1r program, (ii) technology transfer services related to the chemistry and manufacturing know-how for a defined period after the effective date, (iii) the Company’s obligation to participate on a joint development committee (the “JDC”), and (iv) other obligations considered to be de minimis in nature.

The Company has determined that the license and technology transfer services related to the chemistry and manufacturing know-how represent a combined performance obligation because they were not capable of being distinct on their own. The Company also determined that there was no discernable pattern in which the technology transfer services would be provided during the transfer service period. As such, the Company recognized the revenue related to this combined performance obligation using the straight-line method over the transfer service period. This combined performance obligation was considered complete as of December 31, 2018. In connection with the First Huadong Amendment, the Company recognized approximately $2.0 million and $1.0 million of revenue related to this performance obligation during the year ended December 31, 2022 and 2021, respectively, due to the reallocation of the transaction price among the performance obligations remaining after the First Huadong Amendment.

The Company also determined that the obligation to participate in the joint development committee (the “JDC”) to oversee the development of products should be treated as a separate performance obligation. A portion of the total consideration received under the Huadong License Agreement was allocated to this performance obligation based on its estimated standalone selling price. A portion of this amount remains deferred as of December 31, 2022, and revenue will be recognized using the proportional performance model over the period of the Company’s participation on the JDC. The unrecognized amount of the transaction price allocated to this performance obligation as of December 31, 2022, was de minimis. An immaterial amount of revenue was recognized for this performance obligation for the years ended December 31, 2022, 2021 and 2020.

The remaining milestone payments that the Company is eligible to receive have not been included in the transaction price as of December 31, 2022, as it is not considered probable that such payments will be received.

Newsoara License Agreement

On May 31, 2018, the Company entered into a license agreement with Newsoara Biopharma Co., Ltd., (“Newsoara”) (the “Newsoara License Agreement”), under which Newsoara obtained an exclusive and sublicensable license to develop and commercialize the Company’s phosphodiesterase type 4 inhibitors (“PDE4”) program, including the compound HPP737, in China and other Pacific Rim territories (collectively, the “Newsoara License Territory”). Additionally, under the Newsoara License Agreement, the Company obtained a non-exclusive, sublicensable, royalty-free license to develop and commercialize certain Newsoara patent rights and know-how related to the Company’s PDE4 program for therapeutic uses in humans outside of the Newsoara License Territory. The Newsoara License Agreement was amended in 2020 to change certain future milestone payments and patent rights (the “First Newsoara Amendment”). Under the terms of the Newsoara License Agreement, Newsoara paid the Company an upfront cash payment of $2.0 million. During the year ended December 31, 2019, the Company received an additional payment of $1.0 million related to the satisfaction of a development milestone during the year. As amended, the Company is eligible to receive additional potential development, regulatory and sales-based milestone payments totaling up to $58.5 million. In addition, Newsoara is obligated to pay the Company royalty payments at high-single to low-double digit rates, based on tiers of annual net sales of licensed products. Such royalties will be payable on a licensed product-by-licensed product and country-by-country basis until the latest of expiration of the licensed patents

covering a licensed product in a country, expiration of data exclusivity rights for a licensed product in a country or a specified number of years after the first commercial sale of a licensed product in a country.

Pursuant to the terms of the Newsoara License Agreement, the Company is required to provide technology transfer services for a defined period after the effective date. In accordance with ASC 606, the Company identified all of the performance obligations at the inception of the Newsoara License Agreement. The significant obligations were determined to be the license and the technology transfer services. The Company has determined that the license and technology transfer services represent a single performance obligation because they were not capable of being distinct on their own. The transaction price has been fully allocated to this combined performance obligation and the related revenue was recognized during the year ended December 31, 2018.

During the year ended December 31, 2021, the transaction price for this performance obligation was increased by $1.0 million due to the satisfaction of development milestones under the license agreement. This amount was fully recognized as revenue during the year ended December 31, 2021, as the related performance obligations have been fully satisfied.

Anteris License Agreement

On December 11, 2020, the Company entered into a license agreement with Anteris Bio, Inc. (“Anteris”) (the “Anteris License Agreement”), under which Anteris obtained a worldwide, exclusive and sublicensable license to develop and commercialize the Company’s Nrf2 activator, HPP971.

Under the terms of the Anteris License Agreement, Anteris paid the Company an initial license fee of $2.0 million. The Company is eligible to receive additional potential development, regulatory, and sales-based milestone payments totaling up to $151.0 million. Anteris is also obligated to pay vTv royalty payments at a double-digit rate based on annual net sales of licensed products. Such royalties will be payable on a licensed product-by-licensed product basis until the latest of expiration of the licensed patents covering a licensed product in a country, expiration of data exclusivity rights for a licensed product in a country, or a specified number of years after the first commercial sale of a licensed product in a country. As additional consideration, the Company received preferred stock representing a minority ownership interest in Anteris.

Pursuant to the terms of the Anteris License Agreement, the Company was required to provide technology transfer services for a 30 day period after the effective date. In accordance with ASC 606, the Company identified all of the performance obligations at the inception of the Anteris License Agreement. The significant obligations were determined to be the license and the technology transfer services. The Company has determined that the license and technology transfer services represent a single performance obligation because they were not capable of being distinct on their own. The transaction price has been fully allocated to this combined performance obligation and consisted of the $2.0 million initial license payment as well as the fair value of the equity interest received in Anteris of $4.2 million. The revenue related to this performance obligation was fully recognized during the year ended December 31, 2020, as the technology transfer services were considered complete as of that date. No revenue was recognized related to the Anteris License Agreement during the years ended December 31, 2022 and 2021.

JDRF Agreement

In August 2017, the Company entered into the JDRF Agreement to support the funding of the Simplici-T1 Study, an adaptive Phase 1b/2 study to explore the effects of TTP399 in type 1 diabetics. The Company initiated this study in the fourth quarter of 2017. The JDRF Agreement was amended in June 2021 to provide additional funding for the Company’s mechanistic study exploring the effects of TTP399 on ketone body formation during a period of insulin withdrawal in people with type 1 diabetes. According to the terms of the JDRF Agreement, as amended, JDRF will provide research funding of up to $3.4 million based on the achievement of research and development milestones, with the total funding provided by JDRF not to exceed approximately one-half of the total cost of the project. Additionally, the Company has the obligation to make certain milestone payments to JDRF upon the commercialization, licensing, sale or transfer of TTP399 as a treatment for type 1 diabetes.

Payments that the Company receives from JDRF under this agreement are recorded as restricted cash and current liabilities and recognized as an offset to research and development expense, based on the progress of the project, and only to the extent that the restricted cash is utilized to fund such development activities. As of December 31, 2022, the Company had received funding under this agreement of $3.4 million, and research and development costs were offset by $3.4 million.

Contract Liabilities

Contract liabilities related to the Company’s collaboration agreements consisted of the following (in thousands):


	December 31, 2022		December 31, 2021
Current portion of contract liabilities	$	17	$	35
Contract liabilities, net of current portion	18,669		—
Total contract liabilities	$	18,686	$	35

Changes in short-term and long-term contract liabilities for the year ended December 31, 2022, were as follows:


	Contract Liabilities
Balance on January 1, 2022	35
Reclassification of the beginning contract liabilities to revenue, as the result of performance obligations satisfied	(18)
Consideration received in advance and not recognized as revenue	18,669
Balance on December 31, 2022	$	18,686

The change in the Company’s contract liabilities for the year ended December 31, 2022, was primarily due to the deferred revenue related to the G42 Purchase Agreement.

Share-Based Compensation

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Share-Based Compensation

In conjunction with the Company’s initial public offering (“IPO”), the board of directors of vTv Therapeutics Inc. (the “Board of Directors”) and sole stockholder adopted a long-term equity incentive plan, the vTv Therapeutics Inc. 2015 Omnibus Equity Incentive Plan (the “Plan”). The Plan provides for the grant of stock options, restricted stock, restricted stock units and other awards based on our Class A common stock to management, other key employees, consultants and non-employee directors on terms and subject to conditions as established by our Compensation Committee. In settlement of its obligations under this plan, the Company will issue new shares of Class A common stock. Following an amendment to increase the number of shares available under the plan in 2020, the maximum number of shares of the Company’s Class A common stock that has been approved and may be subject to awards under the Plan is 7.0 million, subject to adjustment in accordance with terms of the Plan.

The Company has issued non-qualified stock option awards and restricted stock units to certain employees, consultants and non-employee directors of the Company. These awards generally vest ratably over a three-year period and the option awards expire after a term of ten years from the date of grant. For the years ended December 31, 2022, 2021 and 2020, the Company recognized $1.3 million, $2.4 million and $1.0 million, respectively of compensation expense related to share-based awards. Given that the Company has established a full valuation allowance against its deferred tax assets, the Company has recognized no tax benefit related to these awards. As of December 31, 2022, the Company had total unrecognized stock-based compensation expense of approximately $1.9 million, which is expected to be recognized on a straight-line basis over a weighted average period of 2.4 years. The weighted average grant date fair value for all option grants during the years ended December 31, 2022, 2021 and 2020 was $0.69, $1.23 and $1.91 per option, respectively.

The Company entered into a retirement agreement on October 19, 2021, with its former CEO Steve Holcombe which included provisions for him to retire from full-time service as CEO as of October 19, 2021. As part of the retirement agreement, Mr. Holcombe’s remaining unvested awards will continue to vest and be fully vested on December 31, 2022. In light of this change, the Company entered into an employment and Inducement Agreement with Deepa Prasad, who was appointed President and CEO as of October 19, 2021. The Inducement Agreement provided the grant of 2,498,635 options to purchase the Company's Class A common stock at a strike price of $1.47 per share. The grants have varying service and performance vesting requirements depending on the grantee's status as an employee. On February 27, 2022, Ms. Prasad notified the Board of Directors (the “Board”) of the Company of her decision to resign from her positions as Chief Executive Officer, President and Board member, effective as of March 29, 2022 ("Effective Date"). Ms. Prasad will retain 624,659 of the outstanding options previously granted to her, which will vest at the end of the 15-month period following the Effective Date. The awards subject to the Inducement Agreement were not charged against the Plan’s share reserve and are being granted outside of the Plan as an Inducement Award.

The Company entered into an employment and Inducement Agreement with Paul Sekhri, who was appointed President and CEO as of August 1, 2022. The Inducement Agreement provided the grant of 2,200,000 options to purchase the

Company's Class A common stock at a strike price of $0.79 per share. The grants have service vesting requirements depending on the grantee's status as an employee. The awards are subject to the Inducement Agreement were not charged against the Plan’s share reserve and are being granted outside of the Plan as an Inducement Award.

The Company also entered into separation agreements with several other key employees in December 2021 who had a combination of unvested and vested stock options at the termination date. As a result of the retirement and separation agreements, 1,190,263 stock options to purchase shares of common stock were modified to increase the time period to exercise the options and 616,667 stock options to purchase shares of common stock were modified to accelerate vesting at the termination date. Additionally, 375,000 stock options were canceled for the year ended December, 2021, related to the separation agreements. The Company incurred $0.5 million of additional stock compensation expense for the modifications for the year ended December 31, 2021.

The aggregate intrinsic value of the in-the-money awards outstanding as well as those exercisable as of December 31, 2022, was an insignificant amount.

The Company uses the Black-Scholes option pricing model to calculate the fair value of stock options granted. The fair value of stock options granted was estimated using the following assumptions during the years ended December 31, 2022, 2021 and 2020:


	For the Year Ended December 31,
	2022	2021	2020
Expected volatility	118.72% - 128.72%	118.75% - 122.17%	120.37% - 121.43%
Expected life of option, in years	5.2 - 6.1	5.8 - 6.0	5.7 - 6.0
Risk-free interest rate	1.59% - 4.31%	1.00% - 1.34%	0.39% - 0.53%
Expected dividend yield	0.00%	0.00%	0.00%

The following table summarizes the activity related to the stock option awards for the year ended December 31, 2022 (in thousands, except per share amounts):


	Number of Shares	Weighted Average Exercise Price
Awards outstanding at December 31, 2021	7,056,035	$	3.19
Granted	4,672,333	0.80

Forfeited	(3,384,424)	2.37
Awards outstanding at December 31, 2022	8,343,944	$	2.18
Options exercisable at December 31, 2022	3,219,598	$	4.14
Weighted average remaining contractual term	6.4 Years
Options vested and expected to vest at December 31, 2022	6,184,693	$	2.61
Weighted average remaining contractual term	7.8 Years

Compensation expense related to the grants of stock options is included in research and development and general and administrative expense as follows (in thousands):


	2022		2021		2020
Research and development	$	406	$	599	$	348
General and administrative	866		1,757		661
Total share-based compensation expense	$	1,272	$	2,356	$	1,009

Prepaid Expenses and Other Current Assets

12 Months Ended

Dec. 31, 2022

Prepaid Expense and Other Assets, Current [Abstract]

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consist of the following (in thousands):


	December 31,
	2022		2021
Prepaid insurance	$	755	$	863
Prepaid taxes	—		97
Deferred financing costs	—		135
Prepaid - other	1,782		954
Total	$	2,537	$	2,049

Property and Equipment

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment [Abstract]

Property and Equipment

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


	December 31,
	2022		2021
Leasehold improvements	$	406	$	406
Computers and hardware	69		48
Software	80		80
Furniture and office equipment	49		49
Total property and equipment	604		583
Less: accumulated depreciation and amortization	(397)		(305)
Property and equipment, net	$	207	$	278

Depreciation expense was $0.1 million for the years ended December 31, 2022, 2021

Investments

12 Months Ended

Dec. 31, 2022

Investments, Debt and Equity Securities [Abstract]

Investments

In connection with the Reneo and Anteris License Agreements, the Company has received equity ownership interests of less than 20% of the voting equity of the investee. Further, the Company does not have the ability to exercise significant influence over the investees. The investments are classified as long-term investments in the Company’s Consolidated Balance Sheets.

Reneo completed its initial public offering in April 2021. Prior to Reneo becoming a publicly-traded company, the Company’s investment in Reneo did not have a readily determinable fair value and was measured at cost less impairment, adjusted for any changes in observable prices, under the measurement alternative. Subsequent to Reneo’s initial public offering, the Company’s investment in Reneo is considered to have a readily determinable fair value and, as such, is adjusted to its fair value each period with changes in fair value recognized as a component of net loss.

The Company’s investment in Anteris does not have a readily determinable fair value and is measured at cost less impairment, adjusted for any changes in observable prices.

The Company’s investments consist of the following:


	December 31, 2022		December 31, 2021
Equity investment with readily determinable fair value:
Reneo common stock	$	1,343	$	4,928

Equity investment without readily determinable fair values assessed under the measurement alternative:
Anteris preferred stock	4,245		4,245
Total	$	5,588	$	9,173

The Company received its investment in Anteris preferred stock as consideration under the Anteris License Agreement entered into on December 11, 2020. The fair value of the investment was derived from the transaction prices of other securities sold using a market approach. The investment qualifies as Level 3 under the fair value hierarchy as it was valued using unobservable inputs including volatility and risk-free rate assumptions which were 125.0% and 0.4%, respectively.

No adjustments have been made to the value of the Company’s investment in Anteris since its initial measurement either due to impairment or based on observable price changes. The Company recognized an unrealized loss on its investment in Reneo of $3.6 million for the year ended December 31, 2022. The Company recognized an unrealized gain on its investment in Reneo of $2.4 million for the year ended December 31, 2021. These adjustments were recognized as a component of other (expense) income in the Company’s Consolidated Statements of Operations.

Accounts Payable and Accrued Expenses

12 Months Ended

Dec. 31, 2022

Payables and Accruals [Abstract]

Accounts Payable and Accrued Expenses

Accounts payable and accrued expenses consist of the following (in thousands):


	December 31,
	2022		2021
Accounts payable	$	2,461	$	1,876
Accrued development costs	3,572		2,790
Accrued compensation and related costs	788		3,202
Accrued other	492		155
Total	$	7,313	$	8,023

Leases

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Leases

In August 2019, the Company leased office space for its headquarters location under an operating lease. This lease commenced in November 2019 after the completion of certain tenant improvements made by the lessor. The lease includes an option to renew for a five-year term as well as an option to terminate after three years, neither of which have been recognized as part of its related right of use assets or lease liabilities as their election is not considered reasonably certain. In November 2022, the Company entered into a second amendment to the lease, (i) to reduce the square footage and (ii) to extend the lease term, which constituted a modification event under ASC 842 and, the lease classification for the asset remains as an operating lease. As a result of the remeasurement of the associated lease liabilities, the Company recognized additional right of use assets and corresponding lease liabilities of $0.1 million. Further, the second amendment to the lease does not include any material residual value guarantee or restrictive covenants.

At December 31, 2022 and 2021, the weighted average incremental borrowing rate for operating leases held by the Company were 9.5% and 13.1%, respectively. At December 31, 2022 and 2021, the weighted average remaining lease terms for the operating leases held by the Company were 2.9 years and 3.1 years, respectively.

Maturities of lease liabilities for the Company’s operating leases as of December 31, 2022, were as follows (in thousands):


2023	$	194
2024	194
2025	177
2026	—
2027	—
Thereafter	—
Total lease payments	565
Less: imputed interest	(73)
Present value of lease liabilities	$	492

Operating lease cost was $0.2 million for the years ended December 31, 2022, 2021 and 2020, respectively. During the year ended December 31, 2022, cash paid for operating leases was $0.3 million.

Notes Payable

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Notes Payable

Notes payable consist of the following (in thousands):


	December 31, 2022		December 31, 2021

Short-term financing	224		256
Total notes payable	224		256
Less: Current portion	(224)		(256)
Total notes payable, net of current portion	$	—	$	—

In October 2016, the Company entered into the Loan Agreement with Horizon Technology Finance Corporation and Silicon Valley Bank, under which the Company and vTv LLC borrowed $20.0 million. On April 1, 2020, the Company entered into an amendment to the Loan Agreement (the “Second Amendment”) and on July 29, 2020, the Company entered into the Third Amendment to the Loan Agreement. These amendments extended the maturity dates of the loans and adjusted the minimum cash balance requirements and their impacts have been incorporated into these disclosures and are more fully described below.

Each loan tranche bore interest at a floating rate equal to 10.5% plus the amount by which the one-month LIBOR exceeds 0.5%.

The Company borrowed the first tranche of $12.5 million upon close of the Loan Agreement in October 2016. The first tranche required only monthly interest payments until May 1, 2018, followed by equal monthly payments of principal plus accrued interest through the scheduled maturity date on May 1, 2020. In connection with the Third Amendment, the maturity date of the first tranche was extended to September 1, 2020. In addition, a final payment for the first tranche loan equal to $0.8 million originally due on May 1, 2020, was extended to September 1, 2020, as part of the Third Amendment, or such earlier date specified in the Loan Agreement. The Company borrowed the second tranche of $7.5 million in March 2017. The second tranche requires only monthly interest payments until October 1, 2018, followed by equal monthly payments of principal plus accrued interest through the scheduled maturity date on October 1, 2020. In connection with the Second Amendment, the maturity date of the second tranche was extended to January 1, 2021. In addition, a final payment for the second tranche loan equal to $0.5 million was originally due on October 1, 2020, or such earlier date specified in the Loan Agreement. In connection with the Second Amendment, the due date for this final payment was extended to January 1, 2021, or such earlier date specified in the Loan Agreement. The total amount of the payment was increased to $0.8 million as a result of the Second and Third Amendments. For each of the first and second tranches, the combined Second and Third Amendment required only monthly interest payments on the outstanding principal balance for the amounts due from April 1, 2020, through August 1, 2020. As amended, the remaining principal balance and final interest payment under the first tranche was paid upon maturity. Further, the Second and Third Amendments require equal monthly principal payments plus accrued interest for the second tranche beginning September 1, 2020, through the scheduled maturity on January 1, 2021. The full amount outstanding under both the first and second tranches, including the related final interest payments were paid in accordance with the scheduled maturities, with the final payment made prior to December 31, 2020.

In connection with the Loan Agreement, the Company has issued to the Lenders warrants to purchase shares of the Company’s Class A common stock (the “Warrants”). On October 28, 2016, the Company issued Warrants to purchase 152,580 shares of its Class A common stock at a per share exercise price of $6.39 per share, which aggregate exercise price represents 6.0% of the principal amount borrowed under the first tranche of the Loan Agreement and 3.0% of the principal amount available under the second tranche of the Loan Agreement. On March 24, 2017, in connection with the funding of the second tranche, the Company issued Warrants to purchase 38,006 shares of its Class A common stock at a per share exercise price of $5.92 per share, which aggregate exercise price represents 3.0% of the principal amount of the second tranche of the Loan Agreement. In each instance, the Warrants have an exercise price equal to the lower of (a) the volume weighted average price per share of the Company’s Class A common stock, as reported on the principal stock exchange on which the Company’s Class A common stock is listed, for 10 trading days prior to the issuance of the applicable Warrants or (b) the closing price of a share of the Company’s Class A common stock on the trading day prior to the issuance of the applicable Warrants. The Warrants will expire seven years from their date of issuance.

The Company’s obligations under the Loan Agreement were secured by a first priority security interest in substantially all of its assets. As a result of the termination of the STEADFAST Study, the Company granted the Lenders a first priority security interest in all of the Company’s intellectual property, subject to certain limited exceptions. The Company agreed not to pledge or otherwise encumber its intellectual property assets, subject to certain exceptions. Upon full repayment and termination of the Loan Agreement in December 2020, these security interests and pledges have been extinguished.

The Loan Agreement included customary affirmative and restrictive covenants, including, but not limited to, restrictions on the payment of dividends or other equity distributions and the incurrence of debt or liens upon the assets of the Company or its subsidiaries. The Loan Agreement did not contain any financial maintenance covenants other than a requirement to maintain a minimum cash balance from time-to-time in a deposit account pledged to secure the Loan Agreement and subject to an account control agreement. The Loan Agreement included customary events of default, including payment defaults, covenant defaults, and material adverse change default. Upon full repayment and termination of the Loan Agreement in December 31, 2020, the associated covenants terminated.

The Company recorded interest expense related to the Loan Agreement of $0.7 million for the year ended December 31, 2020. The Company did not recognize any interest expense related to the Loan Agreement during the years ended December 31, 2022 and 2021, as the Loan Agreement was paid in full and terminated during December 2020.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

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+ Details

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Legal Matters From time to time, the Company is involved in various legal proceedings arising in the normal course of business. If a specific contingent liability is determined to be probable and can be reasonably estimated, the Company accrues and discloses the amount. The Company is not currently a party to any material legal proceedings. Novo Nordisk In February 2007, the Company entered into an Agreement Concerning Glucokinase Activator Project with Novo Nordisk A/S (the “Novo License Agreement”) whereby the Company obtained an exclusive, worldwide, sublicensable license under certain Novo Nordisk intellectual property rights to discover, develop, manufacture, have manufactured, use and commercialize products for the prevention, treatment, control, mitigation or palliation of human or animal diseases or conditions. As part of this license grant, the Company obtained certain worldwide rights to Novo Nordisk’s GKA program, including rights to preclinical and clinical compounds such as TTP399. This agreement was amended in May 2019 to create milestone payments applicable to certain specific and non-specific areas of therapeutic use. Under the terms of the Novo License Agreement, the Company has additional potential developmental and regulatory milestone payments totaling up to $9.0 million for approval of a product for the treatment of type 1 diabetes, $50.5 million for approval of a product for the treatment of type 2 diabetes, or $115.0 million for approval of a product in any other indication. The Company may also be obligated to pay an additional $75.0 million in potential sales-based milestones, as well as royalty payments, at mid-single digit royalty rates, based on tiered sales of commercialized licensed products. During the year ended December 31, 2021, the Company made a payment of $2.0 million related to the satisfaction of the milestone to complete the phase 2 trials for TTP399 under this agreement. No such payments were made during the years ended December 31, 2022, or 2020.

Stockholders' Equity

12 Months Ended

Dec. 31, 2022

Equity [Abstract]

Stockholders' Equity

Stockholders’ Equity

On July 29, 2015, the Company amended and restated its certificate of incorporation to authorize 100,000,000 shares of Class A common stock, 100,000,000 shares of Class B common stock and 50,000,000 shares of preferred stock, par value $0.01 per share.

On May 4, 2021, the Company filed an amendment to its Amended and Restated Certificate of Incorporation (the “Charter Amendment”) to increase the number of shares of Class A common stock that the Company is authorized to issue from 100,000,000 shares of Class A common stock to 200,000,000 shares of Class A common stock, representing an increase of 100,000,000 shares of authorized Class A common stock, with a corresponding increase in the total authorized common stock, which includes Class A common stock and Class B common stock, from 200,000,000 to 300,000,000, and a corresponding increase in the total authorized capital stock, which includes common stock and preferred stock, from 250,000,000 shares to 350,000,000 shares.

Holders of Class A common stock and Class B common stock will be entitled to one vote for each share held on all matters submitted to stockholders for their vote or approval. The holders of Class A common stock and Class B common stock will vote together as a single class on all matters submitted to stockholders for their vote or approval, except with respect to the amendment of certain provisions of the Company’s amended and restated certificate of incorporation that would alter or change the powers, preferences or special rights of the Class B common stock so as to affect them adversely, which amendments must be approved by a majority of the votes entitled to be cast by the holders of the shares affected by the amendment, voting as a separate class, or as otherwise required by applicable law. The voting power of the outstanding Class B common stock (expressed as a percentage of the total voting power of all common stock) will be equal to the percentage of vTv Units not held by the Company. Holders of Class B common stock are not entitled to receive dividends and will not be entitled to receive any distributions upon the liquidation, dissolution or winding up of the Company.

G42 Investments Transaction

On May 31, 2022, the Company and G42 Investments entered in to the G42 Purchase Agreement (see Note 3), pursuant to which the Company agreed to sell to G42 Investments 10,386,274 shares of the Company's Class A common stock at a price per share of approximately $2.41, for an aggregate purchase price of $25.0 million, consisting of (i) $12.5 million in cash at the closing of the transaction and (ii) $12.5 million in the form of a promissory note of G42 Investments to be paid at the one-year anniversary of the execution of the G42 Purchase Agreement (the "G42 Promissory Note"). On February 28, 2023, the Company and G42 Investments amended the G42 Purchase Agreement and modified the G42 Promissory Note to accelerate the payment due under the note. Pursuant to the amendment, on February 28, 2023, the Company received $12.0 million, which reflected the original amount due under the G42 Promissory Note less a 3.75% discount, in full satisfaction of the note.

CinPax and CinRx Transaction

On July 22, 2022 (the “Transaction Date”), the Company entered into the CinRx Purchase Agreement with CinPax and CinRx, pursuant to which the Company agreed to sell to CinPax 4,154,549 shares of the Company’s Class A common stock at a price per share of approximately $2.41, for an aggregate purchase price of $10.0 million, which was paid (i) $6.0 million in cash at the closing of the transaction and (ii) $4.0 million in the form of a non-interest-bearing promissory note with CinPax and was paid to the Company on November 22, 2022. The CinRx Purchase Agreement provides CinPax the right to nominate a director to be approved on vTv’s Board of Directors and a board observer, which was subsequently approved by the Company’s board.

Common stock is generally recorded at fair value at the date of issuance. In determining the fair value of the Class A common stock issued to CinPax, the Company considered the closing price of the common stock on the Transaction Date. The Company did not make an adjustment to the fair value for sale restrictions on the stock in accordance with guidance recently adopted in ASU 2022-03. See the “Recently Issued Accounting Guidance” in this 10-K for details of the ASU. Accordingly, the Company determined that cash consideration of $3.0 million should be recorded as fair value of the Class A common stock at the effective date, utilizing the Class A common stock closing price of $0.72 at the effective date.

The CinRx Purchase Agreement also provides CinRx warrants to purchase up to 1,200,000 shares of common stock at an initial exercise of price of approximately $0.72 per share (the “CinRx Warrants”). The CinRx Warrants were initially measured at fair value of $0.4 million using the Black-Scholes option model at the time of issuance and will be recorded in Warrant liability related party in the Consolidated Balance Sheets and will be subsequently remeasured at fair value through earnings on a recurring basis. (see Note 19)

The CinRx Warrants will become exercisable by CinRx only if (i) the Company receives approval from the U.S. Food and Drug Administration (“FDA Approval”) to market and distribute the pharmaceutical product containing the Company’s proprietary candidate, TTP399 (the “Product”), or (ii) the Company is acquired by a third party, sells all or substantially all of its assets related to the Product to a third party or grants a third party an exclusive license to develop, commercialize and manufacture the Product in the United States. If neither of these events happen within five years of the date of the issuance of the CinRx Warrants, the CinRx Warrants will expire and not be exercisable by CinRx. The exercise price of the CinRx Warrants and the number of shares issuable upon exercise of the CinRx Warrants are subject to adjustments in accordance with the terms of the CinRx Warrants.

Additionally, in conjunction with the CinRx Purchase Agreement the Company and CinRx entered into a Master Service Agreement (“CinRx MSA”) whereby CinRx provides the Company with consulting, preclinical and clinical trial services, as enumerated in project proposals negotiated between the Company and CinRx from time to time. (see Note 14)

The Company did not identify any other promises in the CinRx Purchase Agreement (aside from the issuance of common shares and the CinRx Warrants) and determined since there is no value ascribed to the CinRx MSA, the right to appoint a member and observer to the board of directors, that the remaining unallocated amount meets the definition of contributed equity and represents the amount in excess of par.

ATM Offering

In April 2020, the Company entered into the Sales Agreement with Cantor as the sales agent, pursuant to which the Company may offer and sell, from time to time, through Cantor, shares of its Class A common stock, par value $0.01 per share, having an aggregate offering price of up to $13.0 million by any method deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act (the “ATM Offering”). The shares are offered and sold pursuant to the Company’s shelf registration statement on Form S-3.

On January 14, 2021 and June 25, 2021, the Company filed a prospectus supplement in connection with the ATM Offering to increase the size of the at-the-market offering pursuant to which the Company may offer and sell, from time to time, through or to Cantor, as sales agent or principal, shares of the Company’s Class A common stock, by an aggregate offering price of $5.5 million and $50.0 million, respectively.

During the years ended December 31, 2021 and 2020, the Company sold 8,929,147 and 5,480,941 shares, respectively of Class A common stock under the ATM Offering at then-market prices for total gross proceeds of approximately $18.2 million and $13.0 million, respectively. After offering costs and sales commissions owed in connection with the ATM Offering, the Company’s aggregate net proceeds for the years ended December 31, 2021 and 2020 were approximately $17.7 million and $12.5 million, respectively.

During the year ended December 31, 2022, the Company did not sell any shares under the ATM Offering.

Lincoln Park Capital Transaction

On November 24, 2020, the Company entered into the LPC Purchase Agreement and a registration rights agreement (the “Registration Rights Agreement”), pursuant to which the Company has the right to sell to Lincoln Park shares of the Company’s Class A common stock having an aggregate value of up to $47.0 million, subject to certain limitations and conditions set forth in the LPC Purchase Agreement. The Company will control the timing and amount of any sales of shares to Lincoln Park. pursuant to the Purchase Agreement. The Company filed a registration statement to register 5,331,306 shares which became effective on December 8, 2020.

As a result, on November 24, 2020, 425,725 newly issued shares of the Company’s common stock, equal to 1.5% percent of the $47.0 million availability, were issued to Lincoln Park as consideration for Lincoln Park’s commitment to purchase shares of the Company’s Class A common stock under the agreement. Upon effectiveness of the registration statement, 963,855 newly issued shares of Class A common stock, valued at $2.08 per share, were sold to Lincoln Park in an initial purchase for an aggregate gross purchase price of $2.0 million in 2020. During 2021, 3,941,726 shares of Class A common stock were sold to Lincoln Park for an aggregate gross purchase price of $9.1 million.

During the year ended December 31, 2022, the Company did not sell any shares under the LPC Purchase Agreement.

Over the 36-month term of the LPC Purchase Agreement, for up to an aggregate amount of $47.0 million of shares of Class A common stock (subject to certain limitations and conditions), the Company has the right, but not the obligation, from time to time, in its sole discretion, to direct Lincoln Park to purchase up to 250,000 shares per day (the “Regular Purchase Share Limit”) of the Class A common stock (each such purchase, a “Regular Purchase”). The Regular Purchase Share Limit will increase to 275,000 shares per day if the closing price of the Class A common stock on the applicable purchase date is not below $4.00 per share and will further increase to 300,000 shares per day if the closing price of the Class A common stock on the applicable purchase date is not below $5.00 per share. In any case, Lincoln Park’s maximum obligation under any single Regular Purchase will not exceed $2.0 million. The purchase price for shares of Class A common stock to be purchased by Lincoln Park under a Regular Purchase will be equal to the lower of (in each case, subject to the adjustments described in the LPC Purchase Agreement): (i) the lowest sale price for the Class A common stock on the applicable purchase date and (ii) the arithmetic average of the three lowest closing sales prices for the Class A common stock during the 10 consecutive trading days prior to the purchase date.

If the Company directs Lincoln Park to purchase the maximum number of shares of Class A common stock that the Company may sell in a Regular Purchase, then in addition to such Regular Purchase, and subject to certain conditions and limitations in the LPC Purchase Agreement, the Company may direct Lincoln Park to make an “accelerated purchase” and an “additional accelerated purchase”, each of an additional number of shares of Class A common stock which may not exceed the lesser of: (i) 300% of the number of shares purchased pursuant to the corresponding Regular Purchase and (ii) 30% of the total number of shares of the Class A common stock traded during a specified period on the applicable purchase date as set forth in the LPC Purchase Agreement. The purchase price for such shares will be the lesser of (i) 97% of the volume weighted average price of the Class A common stock over a certain portion of the date of sale as set forth in the LPC Purchase Agreement and (ii) the closing sale price of the Class A common stock on the date of sale (an “Accelerated Purchase”). Under certain circumstances and in accordance with the LPC Purchase Agreement, the Company may direct Lincoln Park to purchase shares in multiple Accelerated Purchases on the same trading day.

The LPC Purchase Agreement also prohibits the Company from directing Lincoln Park to purchase any shares of its Class A common stock if those shares, when aggregated with all other shares of Class A common stock then beneficially owned by Lincoln Park and its affiliates, would result in Lincoln Park and its affiliates having beneficial ownership, at any single point in time, of more than 9.99% of the then total outstanding shares of Class A common stock as calculated pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended, and Rule 13d-3 thereunder.

Under applicable rules of the Nasdaq Global Select Market, the Company may not issue or sell to Lincoln Park under the LPC Purchase Agreement more than 19.99% of the shares of the Class A common stock outstanding immediately prior to the execution of the LPC Purchase Agreement (the “Exchange Cap”) (or 14,768,682 shares, based on 73,880,351 shares outstanding immediately prior to the execution of the LPC Purchase Agreement), unless (i) stockholder approval is obtained or (ii) the issuances and sales of Class A common stock pursuant to the LPC Purchase Agreement are not deemed to be “below market” in accordance with the applicable rules of Nasdaq.

The LPC Purchase Agreement does not limit the Company’s ability to raise capital from other sources at its sole discretion, except that, subject to certain exceptions, the Company may not enter into another “equity line” or similar transaction.

The LPC Purchase Agreement and Registration Rights Agreement each contain customary representations, warranties, and agreements of the Company and Lincoln Park, indemnification rights and other obligations of the parties. The offering of Class A common stock pursuant to the LPC Purchase Agreement will terminate on the date that all shares offered by the LPC Purchase Agreement have been sold or, if earlier, the expiration or termination of the LPC Purchase Agreement. The Company has the right to terminate the LPC Purchase Agreement at any time, without fee, penalty or cost to the Company.

The net proceeds under the LPC Purchase Agreement to the Company will depend on the frequency and prices at which shares of Class A common stock are sold to Lincoln Park. Actual sales of shares of Class A common stock to Lincoln Park under the LPC Purchase Agreement and the amount of such net proceeds will depend on a variety of factors to be determined by the Company from time to time, including (among others) market conditions, the trading price of the Class A common stock and determinations by the Company as to other available and appropriate sources of funding for the Company. Lincoln Park has covenanted not to cause or engage in any manner whatsoever, any direct or indirect short selling or hedging of Class A common stock.

Letter Agreement Warrants

The Company had previously entered into the Letter Agreements with MacAndrews. Under the terms of the Letter Agreements, the Company has or had the right to sell to MacAndrews shares of its Class A common stock at a specified price per share, and MacAndrews has or had the right (exercisable up to three times) to require the Company to sell to it shares of Class A common stock at the same price. In addition, in connection with and as a commitment fee for the entrance into certain of these Letter Agreements, the Company also issued MacAndrews warrants (the “Letter Agreement Warrants”) to purchase additional shares of the Company’s Class A common stock. Certain terms of each of these Letter Agreements are set forth in Note 14.

The Letter Agreement Warrants were recorded as warrant liability, related party within the Company’s Consolidated Balance Sheets based on their fair value. The issuance of the Letter Agreement Warrants was considered to be a cost of equity recorded as a reduction to additional paid-in capital. During the years ended December 31, 2022, 2021 and 2020 the Company recognized income/(expense) of $0.9 million, $1.6 million and $(0.3) million, respectively, related to the change in fair value of the Letter Agreement Warrants. These amounts were recognized as a component of other income (expense), related party in the Consolidated Statements of Operations.

Fair value of the Letter Agreement Warrants was calculated as of their issuance date using the methods described in Note 19 using the following assumptions:


	December 5, 2017	July 30, 2018	December 11, 2018	September 26, 2019	December 23, 2019
Expected volatility	90.00%	95.29%	104.46%	110.35%	110.41%
Expected life of option, in years	7.0	7.0	7.0	7.0	7.0
Risk-free interest rate	2.80%	2.94%	2.77%	1.65%	1.84%
Expected dividend yield	0.00%	0.00%	0.00%	0.00%	0.00%

Loan Agreement Warrants

On October 28, 2016, the Company entered into the Loan Agreement as discussed in Note 10. In connection with the Loan Agreement, the Company issued to the Lenders Warrants to purchase a total of 152,580 shares of the Company’s Class A common stock at an exercise price of $6.39 per share. Additionally, upon funding of the second tranche on March 24, 2017, the Company issued Warrants to purchase 38,006 shares of its Class A common stock at a per share exercise price of $5.92 per share, which aggregate exercise price represents 3.0% of the amount available under the second tranche of the Loan Agreement. The Warrants will expire seven years from their date of issuance.

- 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

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+ Details

Redeemable Noncontrolling Interest

12 Months Ended

Dec. 31, 2022

Noncontrolling Interest [Abstract]

Redeemable Noncontrolling Interest

The Company is subject to the Exchange Agreement with respect to the vTv Units representing the outstanding 22.1% noncontrolling interest in vTv LLC (see Note 1). The Exchange Agreement requires the surrender of an equal number of vTv Units and Class B common stock for (i) shares of Class A common stock on a one-for-one basis or (ii) cash (based on the fair market value of the Class A common stock as determined pursuant to the Exchange Agreement), at the Company’s option (as the managing member of vTv LLC), subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. The exchange value is determined based on a 20 day volume weighted average price of the Class A common stock as defined in the Exchange Agreement, subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications.

The redeemable noncontrolling interest is recognized at the higher of (1) its initial fair value plus accumulated earnings/losses associated with the noncontrolling interest or (2) the redemption value as of the balance sheet date. At December 31, 2022 and 2021, the redeemable noncontrolling interest was recorded based on the redemption value as of the balance sheet date of $16.6 million and $25.0 million, respectively.

Changes in the Company’s ownership interest in vTv LLC while the Company retains its controlling interest in vTv LLC are accounted for as equity transactions, and the Company is required to adjust noncontrolling interest and equity for such changes. The following is a summary of net income attributable to vTv Therapeutics Inc. and transfers to noncontrolling interest:


	December 31,
	2022		2021		2020
Net loss attributable to vTv Therapeutics Inc. common shareholders	$	(19,164)	$	(12,987)	$	(8,499)
Increase in vTv Therapeutics Inc. accumulated deficit for purchase of LLC Units as a result of common stock issuances	(1,061)		(5,084)		(8,943)
Change from net loss attributable to vTv Therapeutics Inc. common shareholders and transfers to noncontrolling interest	$	(20,225)	$	(18,071)	$	(17,442)

Related-Party Transactions

12 Months Ended

Dec. 31, 2022

Related-Party Transactions

MacAndrews & Forbes Incorporated

MacAndrews directly or indirectly controls 23,084,267 shares of Class B common stock. Further, as of December 31, 2022, MacAndrews directly or indirectly holds 36,519,212 shares of the Company’s Class A common stock. As a result, MacAndrews’ holdings represent approximately 57.0% of the combined voting power of the Company’s outstanding common stock.

The Company has entered into several agreements with MacAndrews or its affiliates as further detailed below:

Letter Agreements

The Company had previously entered into the Letter Agreements with MacAndrews. Under the terms of the Letter Agreements, during the one year commitment period beginning on the date of each Letter Agreement, the Company had the right to sell to MacAndrews shares of its Class A common stock at a specified price per share, and MacAndrews had the right (exercisable up to three times) to require the Company to sell to it shares of Class A common stock at the same price. The commitment period of each of the Letter Agreements has now expired. In addition, in connection with and as a commitment fee for the entrance into certain of these Letter Agreements, the Company also issued MacAndrews warrants (the “Letter Agreement Warrants”) to purchase additional shares of the Company’s Class A common stock.

Certain terms of these Letter Agreements are set forth in the tables below:


	December 5, 2017 Letter Agreement		July 30 11, 2018 Letter Agreement		December 11, 2018 Letter Agreement		March 18, 2019 Letter Agreement		September 26, 2019 Letter Agreement		December 23, 2019 Letter Agreement
Aggregate dollar value to be sold under agreement	$10.0 million		$10.0 million		$10.0 million		$9.0 million		$10.0 million		$10.0 million
Specified purchase price per share	$	4.38	$	1.33	$	1.84	$	1.65	$	1.46	$	1.60
Expiration date of letter agreement	December 5, 2018		July 30, 2019		December 11, 2019		March 18, 2020		September 26, 2020		December 23, 2020
Shares available to be issued under related warrants	198,267		518,654		340,534		—		400,990		365,472
Exercise price of related warrants	$	5.04	$	1.53	$	2.12	$	—	$	1.68	$	1.84
Expiration date of related warrants	December 5, 2024		July 30, 2025		December 11, 2025				September 26, 2026		December 23, 2026
Total shares issued as of December 31, 2022	2,283,105		7,518,797		5,434,783		5,454,546		6,849,316		6,250,000
Remaining shares to be issued as of December 31, 2022					—		—		—		—

Each of the December 5, 2017 and July 30, 2018 Letter Agreements resulted in a deemed capital contribution to the Company as the fair value of the financial instrument received by the Company exceeded the fair value of those financial instruments issued to MacAndrews. The December 11, 2018, March 18, 2019, September 26, 2019, and December 23, 2019 Letter Agreements resulted in a deemed distribution to MacAndrews as the fair value of the financial instruments issued to MacAndrews exceeded the fair value of the financial instrument received by the Company. This deemed distribution has been reflected as a reduction to the net loss attributable to common shareholders of vTv Therapeutics Inc. for computing net loss per share.

Exchange Agreement

Pursuant to the terms of the Exchange Agreement, but subject to the Amended and Restated LLC Agreement of vTv Therapeutics LLC, the vTv Units (along with a corresponding number of shares of the Class B common stock) are exchangeable for (i) shares of the Class A common stock on a one-for-one basis or (ii) cash (based on the fair market value of the Company’s Class A common stock as determined pursuant to the Exchange Agreement), at the Company’s option (as the managing member of vTv Therapeutics LLC), subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. Any decision to require an exchange for cash rather than shares of Class A common stock will ultimately be determined by the entire Board of Directors. As of December 31, 2022, MacAndrews has not exchanged any shares under the provisions of this agreement.

Tax Receivable Agreement

The Tax Receivable Agreement among the Company, M&F TTP Holdings Two LLC, as successor in interest to vTv Therapeutics Holdings (“M&F”) and M&F TTP Holdings LLC provides for the payment by the Company to M&F (or certain of its transferees or other assignees) of 85% of the amount of cash savings, if any, in U.S. federal, state and local income tax or franchise tax that the Company actually realizes (or, in some circumstances, the Company is deemed to realize) as a result of (a) the exchange of Class B common stock, together with the corresponding number of vTv Units, for shares of the Company’s Class A common stock (or for cash), (b) tax benefits related to imputed interest deemed to be paid by the Company as a result of the Tax Receivable Agreement and (c) certain tax benefits attributable to payments under the Tax Receivable Agreement. As no shares have been exchanged by MacAndrews pursuant to the Exchange Agreement (discussed above), the Company has not recognized any liability nor has it made any payments pursuant to the Tax Receivable Agreement as of December 31, 2022.

Investor Rights Agreement

The Company is party to an investor rights agreement with M&F, as successor in interest to vTv Therapeutics Holdings (the “Investor Rights Agreement”). The Investor Rights Agreement provides M&F with certain demand, shelf and piggyback registration rights with respect to its shares of Class A common stock and also provides M&F with certain governance rights, depending on the size of its holdings of Class A common stock. Under the Investor Rights Agreement, M&F was initially entitled to nominate a majority of the members of the Board of Directors and designate the members of the committees of the Board of Directors.

G42 Investments

On May 31, 2022, the Company entered into a common stock purchase agreement with to G42 Investments pursuant to which the Company sold to G42 Investments 10,386,274 shares of the Company’s Class A common stock at a price per share of approximately $2.41, for an aggregate purchase price of $25.0 million, which was paid (i) $12.5 million in cash at the closing and (ii) $12.5 million in the form of a promissory note of G42 Investments to be paid on May 31, 2023 (the “G42 Promissory Note”). As part of the G42 Purchase Agreement, G42 Investments put forward a director as appointee and the Company’s board of directors appointed the new director to the Company’s board on July 11, 2022. On February 28, 2023, the Company and G42 Investments entered into an amendment of the common stock purchase agreement pursuant to which G42 Investments agreed to accelerate payment of the amount due under the promissory note. On February 28, 2023, the Company received $12.0 million from G42 Investments, which represented a 3.75% discount to the full amount due under the promissory note, in full and final satisfaction of the promissory note.

CinRx Pharma, LLC

Master Services Agreement

On July 22, 2022, the Company entered into a Master Services Agreement with CinRx Pharma, LLC (“CinRx”) (the “CinRx MSA”). Under the CinRx MSA, CinRx provides the Company with consulting and clinical trial services, as enumerated in project proposals negotiated between the Company and CinRx from time to time. As of October 10, 2022, the Company has agreed to pay CinRx fees of up to $0.2 million per month until approximately December 2024 in respect of ongoing agreed project proposals under the CinRx MSA, plus out-of-pocket expenses incurred by CinRx on the Company’s behalf. Dr. Jonathan Isaacsohn, who was appointed as chair of the Company’s board of directors on August 9, 2022, is the President and Chief Executive Officer of CinRx. CinPax, LLC, a subsidiary of CinRx, currently holds 4,154,549 shares of the Company’s Class A common stock.

Employee Benefit Plan	12 Months Ended
Employee Benefit Plan	Dec. 31, 2022
Retirement Benefits [Abstract]
Employee Benefit Plan	Employee Benefit Plan The Company has a 401(k)-retirement plan in which all of its full-time employees are eligible to participate. The plan provides for the Company to make discretionary 50% matching contributions up to a maximum of 6% of employees’ eligible compensation. The Company contributed $0.1 million to the plan for each of the years ended December 31, 2021 and 2020. The Company contributed a de minimis amount to the plan for the year ended December 31, 2022.

Income Taxes

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Income Taxes

From August 1, 2015, vTv Therapeutics Inc. has been subject to U.S. federal income taxes as well as state taxes. The Company recorded an income tax provision of $0.2 million and $0.1 million for the years ended December 31, 2022 and 2021, respectively, representing foreign withholding taxes incurred in connection with payments received under license agreements with foreign entities. The Company did not record an income tax provision for the year ended December 31, 2020.

As discussed in Note 14, the Company is party to a tax receivable agreement with a related party which provides for the payment by the Company to M&F (or certain of its transferees or other assignees) of 85% of the amount of cash savings, if any, in U.S. federal, state and local income tax or franchise tax that the Company actually realizes (or, in some circumstances, the Company is deemed to realize) as a result of certain transactions. As no transactions have occurred which would trigger a liability under this agreement, the Company has not recognized any liability related to this agreement as of December 31, 2022.

In August 2022, the Inflation Reduction Act (“IRA”) and CHIPS and Science Act (“CHIPS Act”) were both enacted. This new legislation includes the implementation of a new corporate alternative minimum tax, an excise tax on stock buybacks, and tax incentives for energy and climate initiatives, among other provisions. The income tax provisions of the

IRA or the CHIPS Act had limited applicability to the Company and did not have a material impact on the Company’s consolidated financial statements.

On March 27, 2020, the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”) was enacted in response to COVID-19 pandemic. Under ASC 740, the effects of changes in tax rates and laws are recognized in the period which the new legislation is enacted. The CARES Act made various tax law changes including among other things (i) increased the limitation under IRC Section 163(j) for 2019 and 2020 to permit additional expensing of interest, (ii) enacted a technical correction so that qualified improvement property can be immediately expensed under IRC Section 168(k), (iii) made modifications to the federal net operating loss rules including permitting federal net operating losses incurred in 2018, 2019, and 2020 to be carried back to the five preceding taxable years in order to generate a refund of previously paid income taxes, and (iv) enhanced recoverability of AMT tax credits. Given the Company’s full valuation allowance position, the CARES Act did not have a material impact on the financial statements.

A reconciliation of the U.S. statutory income tax rate to the Company’s effective tax rate is as follows (in thousands):


	December 31,
	2022			2021			2020
U.S. statutory tax benefit	$	(5,223)		$	(3,699)		$	(2,688)
Partnership income (federal) not subject to tax to the Company	1,241			996			904
Foreign withholding tax	158			91			—
State taxes (net of federal benefit)	28			(14)			(13)
Research and development tax credit	(172)			(173)			(138)
Other	40			10			75
Change in valuation allowance	4,128			2,904			1,860
Provision for income taxes	$	200		$	115		$	—
Effective income tax rate	(0.8)		%	(0.7)		%	—		%

Significant components of our net deferred tax assets/(liabilities) are as follows (in thousands):


	December 31,
	2022		2021
Deferred tax assets:
Net operating loss carryforwards	$	20,314	$	20,909
R&D Tax Credit carryforwards	1,931		1,755
Investment in partnerships	2,202		(2,353)
Charitable contributions	3		11
Total deferred tax assets	24,450		20,322
Valuation allowance	(24,450)		(20,322)
Net deferred tax assets	$	—	$	—

The Company assesses the available positive evidence and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of existing deferred tax assets. A significant piece of objective negative evidence evaluated was the Company’s recent operating losses. Such objective evidence limits the ability to consider other subjective evidence, such as forecasts of profitability. Based on the weight of objective evidence, including cumulative pre-tax losses in recent years, the Company concluded that its deferred tax assets were not realizable on a more-likely-than-not basis and recorded a full valuation allowance. During the year ended December 31, 2022, the Company’s valuation allowance increased by $4.1 million.

The Company has federal net operating loss carryforwards of $93.4 million that will be available to offset future taxable income. Approximately, $37.5 million of these carryforwards expire in varying amounts starting in 2035 to 2037, if not utilized and are available to offset 100% of future taxable income. The remaining $55.9 million may be carried forward indefinitely but are only available to offset 80% of future taxable income. The Company has federal research and development tax credits of $1.9 million which expire in varying amounts starting in 2035 to 2040.

The Company applies applicable authoritative guidance which prescribes a comprehensive model for the manner in which a company should recognize, measure, present and disclose in its financial statements all material uncertain tax positions that the Company has taken or expects to take on a tax return. As of December 31, 2022, the Company had no uncertain tax positions. There are no uncertain tax positions for which it is reasonably possible that the total amount of unrecognized tax benefits will significantly increase or decrease within twelve months of December 31, 2022.

The Company files U.S. federal, California, New York, North Carolina and Virginia tax returns. The earliest open tax years that are still subject to examination by the IRS and the aforementioned state tax authorities are 2017 to 2022.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

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+ Details

Restructuring	12 Months Ended
Restructuring	Dec. 31, 2022
Restructuring and Related Activities [Abstract]
Restructuring	Note 17: Restructuring In October 2021 the Company entered into a retirement and consulting agreement with its former CEO Stephen Holcombe where he will transition to the role of Strategic Advisor to the CEO until December 31, 2022. As of December 31, 2022, the Company completed its cash payment obligations under the retirement and consulting agreement for Mr. Holcombe. The Company made cash payments under the retirement and consulting agreement of $0.6 million and $0.1 million during the year ended December 31, 2022 and 2021, respectively. In addition, the Company recorded $0.5 million and $0.2 million in severance and consulting fees respectively during the year ended December 31, 2021, on the Company’s Consolidated Statements of Operations. In December 2021, the Company announced a strategic decision to prioritize the development of its lead program TTP399, a novel, oral, liver-selective glucokinase activator. This decision included a reduction in the Company’s workforce affecting approximately 65% of its employees, and as a result the Company recognized severance and benefits costs of $1.6 million on the Consolidated Statement of Operations during the year ended December 31, 2021. The related expense of $0.7 million and $0.9 million has been recognized as a component of research and development and general and administrative expense respectively, within the Consolidated Statements of Operations during the year ended December 31, 2021, based on the responsibilities of the impacted employees. The Company completed its cash payment obligations and made cash payments for severance and benefits costs of $1.5 million and $0.1 million during the year ended December 31, 2022 and 2021, respectively.

Net Loss per Share

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Net Loss per Share

Basic loss per share is computed by dividing net loss attributable to vTv Therapeutics Inc. by the weighted average number of shares of Class A common stock outstanding during the period. Diluted loss per share is computed giving effect to all potentially dilutive shares. Diluted loss per share for the years ended December 31, 2022, 2021 and 2020 is the same as basic loss per share as the inclusion of potentially issuable shares would be antidilutive.

A reconciliation of the numerator and denominator used in the calculation of basic and diluted net loss per share of Class A common stock is as follows (amounts in thousands, except per share amounts):


	Year Ended December 31,
	2022		2021		2020
Numerator:
Net loss	$	(25,073)	$	(17,731)	$	(12,802)
Less: Net loss attributable to noncontrolling interests	(5,909)		(4,744)		(4,303)
Net loss attributable to vTv Therapeutics Inc.	(19,164)		(12,987)		(8,499)

Net loss attributable to common shareholders of vTv Therapeutics Inc., basic and diluted	$	(19,164)	$	(12,987)	$	(8,499)
Denominator:
Weighted average vTv Therapeutics Inc. Class A common stock, basic and diluted	74,876,200		60,732,636		47,137,917
Net loss per share of vTv Therapeutics Inc. Class A common stock, basic and diluted	$	(0.26)	$	(0.21)	$	(0.18)

Potentially dilutive securities not included in the calculation of dilutive net loss per share are as follows:


	Year Ended December 31,
	2022	2021	2020
Class B common stock (1)	23,093,860	23,093,860	23,094,221
Common stock options granted under the Plan	8,343,944	7,056,035	4,453,357
Common stock warrants	3,214,503	2,014,503	2,014,503
Total	34,652,307	32,164,398	29,562,081

________________________________________________

(1)Shares of Class B common stock do not share in the Company’s earnings and are not participating securities. Accordingly, separate presentation of loss per share of Class B common stock under the two-class method has not been provided. Each share of Class B common stock (together with a corresponding vTv Unit) is exchangeable for one share of Class A common stock.

Fair Value of Financial Instruments

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

Fair Value of Financial Instruments

The carrying amount of certain of the Company’s financial instruments, including cash and cash equivalents, net accounts receivable, note receivable, accounts payable and other accrued liabilities approximate fair value due to their short-term nature.

The Company determined that the promissory note receivable was level 2 and the fair value measurement was based on the market yield curves.

The Company measures the value of its equity investments without readily determinable fair values at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar investment. During the year ended December 31, 2021, Reneo completed its initial public offering. As a result, the fair value of the Company’s investment in Reneo’s common stock now has a readily determinable market value and is no longer eligible for the practical expedient for investments without readily determinable fair market values.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The Company evaluates its financial assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level in which to classify them for each reporting period. This determination requires significant judgments. The following table summarizes the conclusions reached regarding fair value measurements as of December 31, 2022, 2021 and 2020 (in thousands):


	Balance at December 31, 2022		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Equity securities with readily determinable fair value	$	1,343	$	1,343	$	—	$	—
Total	$	1,343	$	1,343	$	—	$	—

Liabilities:
Warrant liability, related party (1)	$	684	$	—	$	—	$	684
Total	$	684	$	—	$	—	$	684


	Balance at December 31, 2021		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Warrant liability, related party (1)	$	1,262	$	—	$	—	$	1,262
Total	$	1,262	$	—	$	—	$	1,262

_____________________________

(1)Fair value determined using the Black-Scholes option pricing model. Expected volatility is based on the historical volatility of the Company's common stock over the most recent period. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of valuation.


	Changes in Level 3 Instruments for the years ended December 31, 2022, 2021 and 2020
	Balance at January 1		Net Change in fair value included in earnings		Purchases / Issuance		Sales / Repurchases		Balance at December 31,
2022
Warrant liability, related party	$	1,262	$	(946)	$	368	$	—	$	684
Total	$	1,262	$	(946)	$	368	$	—	$	684

2021
Warrant liability, related party	2,871		(1,609)		—		—		1,262
Total	$	2,871	$	(1,609)	$	—	$	—	$	1,262

2020
Warrant liability, related party	2,601		270		—		—		2,871
Total	$	2,601	$	270	$	—	$	—	$	2,871

There were no transfers into or out of level 3 instruments and/or between level 1 and level 2 instruments during the years ended December 31, 2022, 2021 and 2020. Gains and losses recognized due to the change in fair value of the warrant liability, related party are recognized as a component of other (expense) income, related party in the Consolidated Statements of Operations

The fair value of the Letter Agreement Warrants was determined using the Black-Scholes option pricing model or option pricing models based on the Company’s current capitalization. Expected volatility is based on the historical volatility of the Company's common stock over the most recent period. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of valuation. Significant inputs utilized in the valuation of the Letter Agreement Warrants were:


	December 31, 2022		December 31, 2021
	Range	Weighted Average	Range	Weighted Average
Expected volatility	76.94% - 85.88%	82.17%	82.68% - 142.86%	128.13%
Risk-free interest rate	4.11% - 4.43%	4.19%	0.95% - 1.26%	1.15%

The fair value of the CinRx Warrants was determined using the Black-Scholes option pricing model. Expected volatility is based on the historical volatility of the Company’s common stock over the most recent period. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of valuation. Significant inputs utilized in the valuation of the CinRx Warrants as of December 31, 2022, were:


Expected volatility	81.4	%
Expected life of options in years	2.8
Risk-free interest rate	4.4	%
Expected dividend yield	—	%

The weighted average expected volatility and risk-free interest rate was based on the relative fair values of the warrants.

Changes in the unobservable inputs noted above would impact the amount of the liability for the Letter Agreement Warrants and CinRx Warrants. Increases (decreases) in the estimates of the Company’s annual volatility would increase (decrease) the liability and an increase (decrease) in the annual risk-free rate would increase (decrease) the liability.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2022
Subsequent Events [Abstract]
Subsequent Events	Subsequent EventsOn February 28, 2023, the Company and G42 Investments amended the G42 Purchase Agreement and modified the G42 Promissory Note to accelerate the payment due under the note. Pursuant to the amendment, on February 28, 2023, the Company received $12.0 million, which reflected the original amount due under the G42 Promissory Note less a 3.75% discount, in full satisfaction of the note.

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Use of Estimates

Concentration of Credit Risk

One customer represented 100% of the revenue earned during the year ended December 31, 2022. Three customers represented 100% of the revenue earned during the year ended December 31, 2021 and 2020.

Cash and Cash Equivalents

Cash and Cash EquivalentsThe Company considers any highly liquid investments with an original maturity of three months or less to be cash and cash equivalents.

Collaboration Revenue and Accounts Receivable

Property and Equipment and other Long-lived Assets

The estimated useful lives of property and equipment are as follows:


Asset Category			Useful Life (in years)
Laboratory equipment			7
Computers and hardware			3-5
Furniture and office equipment			3-7
Software			3
Leasehold improvements			Shorter of useful life or remaining term of lease

Investments

Revenue Recognition

Fair Value of Financial Instruments

•Level 1—Observable inputs that reflect quoted market prices (unadjusted) for identical assets or liabilities in active markets;

•Level 2—Observable inputs other than quoted prices in active markets that are observable either directly or indirectly in the marketplace for identical or similar assets and liabilities; and

•Level 3—Unobservable inputs that are supported by little or no market data, which require the Company to develop its own assumptions.

Research and Development

Research and development costs that are reimbursed under a cost-sharing arrangement are reflected as a reduction of research and development expense.

Patent Costs

Patent costs, including related legal costs, are expensed as incurred and recorded within general and administrative operating expenses on the Consolidated Statements of Operations.

Income Taxes

vTv Therapeutics Inc. is required to recognize deferred tax assets and liabilities for the difference between the financial reporting and tax basis of its investment in vTv LLC.

future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent results of operations.

Noncontrolling Interest

Segment and Geographic Information

Leases

Share-Based Compensation

Comprehensive Income

Recently Issued Accounting Pronouncements

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Summary of Estimated Useful Lives of Property and Equipment

The estimated useful lives of property and equipment are as follows:


Asset Category			Useful Life (in years)
Laboratory equipment			7
Computers and hardware			3-5
Furniture and office equipment			3-7
Software			3
Leasehold improvements			Shorter of useful life or remaining term of lease

Collaboration Agreements (Tables)

12 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Contract with Customer, Contract Asset, Contract Liability, and Receivable Changes

Contract liabilities related to the Company’s collaboration agreements consisted of the following (in thousands):


	December 31, 2022		December 31, 2021
Current portion of contract liabilities	$	17	$	35
Contract liabilities, net of current portion	18,669		—
Total contract liabilities	$	18,686	$	35

Changes in short-term and long-term contract liabilities for the year ended December 31, 2022, were as follows:


	Contract Liabilities
Balance on January 1, 2022	35
Reclassification of the beginning contract liabilities to revenue, as the result of performance obligations satisfied	(18)
Consideration received in advance and not recognized as revenue	18,669
Balance on December 31, 2022	$	18,686

Share-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Assumptions Used to Estimate Fair Value of Stock Option Awards Granted


	For the Year Ended December 31,
	2022	2021	2020
Expected volatility	118.72% - 128.72%	118.75% - 122.17%	120.37% - 121.43%
Expected life of option, in years	5.2 - 6.1	5.8 - 6.0	5.7 - 6.0
Risk-free interest rate	1.59% - 4.31%	1.00% - 1.34%	0.39% - 0.53%
Expected dividend yield	0.00%	0.00%	0.00%

Summary of Stock Award Activity for the Period

The following table summarizes the activity related to the stock option awards for the year ended December 31, 2022 (in thousands, except per share amounts):


	Number of Shares	Weighted Average Exercise Price
Awards outstanding at December 31, 2021	7,056,035	$	3.19
Granted	4,672,333	0.80

Forfeited	(3,384,424)	2.37
Awards outstanding at December 31, 2022	8,343,944	$	2.18
Options exercisable at December 31, 2022	3,219,598	$	4.14
Weighted average remaining contractual term	6.4 Years
Options vested and expected to vest at December 31, 2022	6,184,693	$	2.61
Weighted average remaining contractual term	7.8 Years

Summary of Compensation Expense Related to Grants of Stock Options

Compensation expense related to the grants of stock options is included in research and development and general and administrative expense as follows (in thousands):


	2022		2021		2020
Research and development	$	406	$	599	$	348
General and administrative	866		1,757		661
Total share-based compensation expense	$	1,272	$	2,356	$	1,009

Prepaid Expenses and Other Current Assets (Tables)

12 Months Ended

Dec. 31, 2022

Prepaid Expense and Other Assets, Current [Abstract]

Summary of Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consist of the following (in thousands):


	December 31,
	2022		2021
Prepaid insurance	$	755	$	863
Prepaid taxes	—		97
Deferred financing costs	—		135
Prepaid - other	1,782		954
Total	$	2,537	$	2,049

Property and Equipment (Tables)

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment [Abstract]

Summary of Property and Equipment

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


	December 31,
	2022		2021
Leasehold improvements	$	406	$	406
Computers and hardware	69		48
Software	80		80
Furniture and office equipment	49		49
Total property and equipment	604		583
Less: accumulated depreciation and amortization	(397)		(305)
Property and equipment, net	$	207	$	278

Investments (Tables)

12 Months Ended

Dec. 31, 2022

Investments, Debt and Equity Securities [Abstract]

Schedule of Equity Investments with and without Readily Determinable Fair Values Assessed

The Company’s investments consist of the following:


	December 31, 2022		December 31, 2021
Equity investment with readily determinable fair value:
Reneo common stock	$	1,343	$	4,928

Equity investment without readily determinable fair values assessed under the measurement alternative:
Anteris preferred stock	4,245		4,245
Total	$	5,588	$	9,173

Accounts Payable and Accrued Expenses (Tables)

12 Months Ended

Dec. 31, 2022

Payables and Accruals [Abstract]

Schedule of Accounts Payable and Accrued Liabilities

Accounts payable and accrued expenses consist of the following (in thousands):


	December 31,
	2022		2021
Accounts payable	$	2,461	$	1,876
Accrued development costs	3,572		2,790
Accrued compensation and related costs	788		3,202
Accrued other	492		155
Total	$	7,313	$	8,023

Leases (Tables)

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Schedule of Maturities of Lease Liabilities for Operating Leases

Maturities of lease liabilities for the Company’s operating leases as of December 31, 2022, were as follows (in thousands):


2023	$	194
2024	194
2025	177
2026	—
2027	—
Thereafter	—
Total lease payments	565
Less: imputed interest	(73)
Present value of lease liabilities	$	492

Notes Payable (Tables)

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Schedule of Notes Payable

Notes payable consist of the following (in thousands):


	December 31, 2022		December 31, 2021

Short-term financing	224		256
Total notes payable	224		256
Less: Current portion	(224)		(256)
Total notes payable, net of current portion	$	—	$	—

- 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://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
-Topic 210
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-Section S99
-Paragraph 1
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-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
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-Subparagraph (SX 210.12-04(a))
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+ Details

Stockholders' Equity (Tables)

12 Months Ended

Dec. 31, 2022

Equity [Abstract]

Assumptions Used to Calculate Fair Value of Warrants

Fair value of the Letter Agreement Warrants was calculated as of their issuance date using the methods described in Note 19 using the following assumptions:


	December 5, 2017	July 30, 2018	December 11, 2018	September 26, 2019	December 23, 2019
Expected volatility	90.00%	95.29%	104.46%	110.35%	110.41%
Expected life of option, in years	7.0	7.0	7.0	7.0	7.0
Risk-free interest rate	2.80%	2.94%	2.77%	1.65%	1.84%
Expected dividend yield	0.00%	0.00%	0.00%	0.00%	0.00%

Significant inputs utilized in the valuation of the Letter Agreement Warrants were:


	December 31, 2022		December 31, 2021
	Range	Weighted Average	Range	Weighted Average
Expected volatility	76.94% - 85.88%	82.17%	82.68% - 142.86%	128.13%
Risk-free interest rate	4.11% - 4.43%	4.19%	0.95% - 1.26%	1.15%


Expected volatility	81.4	%
Expected life of options in years	2.8
Risk-free interest rate	4.4	%
Expected dividend yield	—	%

Redeemable Noncontrolling Interest (Tables)

12 Months Ended

Dec. 31, 2022

Noncontrolling Interest [Abstract]

Summary of Net Income Attributable to Vtv Therapeutics Inc

The following is a summary of net income attributable to vTv Therapeutics Inc. and transfers to noncontrolling interest:


	December 31,
	2022		2021		2020
Net loss attributable to vTv Therapeutics Inc. common shareholders	$	(19,164)	$	(12,987)	$	(8,499)
Increase in vTv Therapeutics Inc. accumulated deficit for purchase of LLC Units as a result of common stock issuances	(1,061)		(5,084)		(8,943)
Change from net loss attributable to vTv Therapeutics Inc. common shareholders and transfers to noncontrolling interest	$	(20,225)	$	(18,071)	$	(17,442)

Related-Party Transactions (Tables)

12 Months Ended

Dec. 31, 2022

Summary of Terms of Letter Agreements

Certain terms of these Letter Agreements are set forth in the tables below:


	December 5, 2017 Letter Agreement		July 30 11, 2018 Letter Agreement		December 11, 2018 Letter Agreement		March 18, 2019 Letter Agreement		September 26, 2019 Letter Agreement		December 23, 2019 Letter Agreement
Aggregate dollar value to be sold under agreement	$10.0 million		$10.0 million		$10.0 million		$9.0 million		$10.0 million		$10.0 million
Specified purchase price per share	$	4.38	$	1.33	$	1.84	$	1.65	$	1.46	$	1.60
Expiration date of letter agreement	December 5, 2018		July 30, 2019		December 11, 2019		March 18, 2020		September 26, 2020		December 23, 2020
Shares available to be issued under related warrants	198,267		518,654		340,534		—		400,990		365,472
Exercise price of related warrants	$	5.04	$	1.53	$	2.12	$	—	$	1.68	$	1.84
Expiration date of related warrants	December 5, 2024		July 30, 2025		December 11, 2025				September 26, 2026		December 23, 2026
Total shares issued as of December 31, 2022	2,283,105		7,518,797		5,434,783		5,454,546		6,849,316		6,250,000
Remaining shares to be issued as of December 31, 2022					—		—		—		—

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Schedule of Effective Income Tax Rate Reconciliation

A reconciliation of the U.S. statutory income tax rate to the Company’s effective tax rate is as follows (in thousands):


	December 31,
	2022			2021			2020
U.S. statutory tax benefit	$	(5,223)		$	(3,699)		$	(2,688)
Partnership income (federal) not subject to tax to the Company	1,241			996			904
Foreign withholding tax	158			91			—
State taxes (net of federal benefit)	28			(14)			(13)
Research and development tax credit	(172)			(173)			(138)
Other	40			10			75
Change in valuation allowance	4,128			2,904			1,860
Provision for income taxes	$	200		$	115		$	—
Effective income tax rate	(0.8)		%	(0.7)		%	—		%

Schedule of Net Deferred Tax Assets/(Liabilities)

Significant components of our net deferred tax assets/(liabilities) are as follows (in thousands):


	December 31,
	2022		2021
Deferred tax assets:
Net operating loss carryforwards	$	20,314	$	20,909
R&D Tax Credit carryforwards	1,931		1,755
Investment in partnerships	2,202		(2,353)
Charitable contributions	3		11
Total deferred tax assets	24,450		20,322
Valuation allowance	(24,450)		(20,322)
Net deferred tax assets	$	—	$	—

Net Loss per Share (Tables)

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Reconciliation of the Numerator and Denominator Used in the Calculation of Basic and Diluted Net Loss per Share of Class A Common Stock


	Year Ended December 31,
	2022		2021		2020
Numerator:
Net loss	$	(25,073)	$	(17,731)	$	(12,802)
Less: Net loss attributable to noncontrolling interests	(5,909)		(4,744)		(4,303)
Net loss attributable to vTv Therapeutics Inc.	(19,164)		(12,987)		(8,499)

Net loss attributable to common shareholders of vTv Therapeutics Inc., basic and diluted	$	(19,164)	$	(12,987)	$	(8,499)
Denominator:
Weighted average vTv Therapeutics Inc. Class A common stock, basic and diluted	74,876,200		60,732,636		47,137,917
Net loss per share of vTv Therapeutics Inc. Class A common stock, basic and diluted	$	(0.26)	$	(0.21)	$	(0.18)

Schedule of Potentially Dilutive Securities not Included in Calculation of Dilutive Net Loss per Share

Potentially dilutive securities not included in the calculation of dilutive net loss per share are as follows:


	Year Ended December 31,
	2022	2021	2020
Class B common stock (1)	23,093,860	23,093,860	23,094,221
Common stock options granted under the Plan	8,343,944	7,056,035	4,453,357
Common stock warrants	3,214,503	2,014,503	2,014,503
Total	34,652,307	32,164,398	29,562,081

________________________________________________

Fair Value of Financial Instruments (Tables)

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

Summarizes the Conclusions Reached Regarding Fair Value Measurements

The following table summarizes the conclusions reached regarding fair value measurements as of December 31, 2022, 2021 and 2020 (in thousands):


	Balance at December 31, 2022		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Equity securities with readily determinable fair value	$	1,343	$	1,343	$	—	$	—
Total	$	1,343	$	1,343	$	—	$	—

Liabilities:
Warrant liability, related party (1)	$	684	$	—	$	—	$	684
Total	$	684	$	—	$	—	$	684


	Balance at December 31, 2021		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Warrant liability, related party (1)	$	1,262	$	—	$	—	$	1,262
Total	$	1,262	$	—	$	—	$	1,262

_____________________________


	Changes in Level 3 Instruments for the years ended December 31, 2022, 2021 and 2020
	Balance at January 1		Net Change in fair value included in earnings		Purchases / Issuance		Sales / Repurchases		Balance at December 31,
2022
Warrant liability, related party	$	1,262	$	(946)	$	368	$	—	$	684
Total	$	1,262	$	(946)	$	368	$	—	$	684

2021
Warrant liability, related party	2,871		(1,609)		—		—		1,262
Total	$	2,871	$	(1,609)	$	—	$	—	$	1,262

2020
Warrant liability, related party	2,601		270		—		—		2,871
Total	$	2,601	$	270	$	—	$	—	$	2,871

Assumptions Used to Calculate Fair Value of Warrants

Fair value of the Letter Agreement Warrants was calculated as of their issuance date using the methods described in Note 19 using the following assumptions:


	December 5, 2017	July 30, 2018	December 11, 2018	September 26, 2019	December 23, 2019
Expected volatility	90.00%	95.29%	104.46%	110.35%	110.41%
Expected life of option, in years	7.0	7.0	7.0	7.0	7.0
Risk-free interest rate	2.80%	2.94%	2.77%	1.65%	1.84%
Expected dividend yield	0.00%	0.00%	0.00%	0.00%	0.00%

Significant inputs utilized in the valuation of the Letter Agreement Warrants were:


	December 31, 2022		December 31, 2021
	Range	Weighted Average	Range	Weighted Average
Expected volatility	76.94% - 85.88%	82.17%	82.68% - 142.86%	128.13%
Risk-free interest rate	4.11% - 4.43%	4.19%	0.95% - 1.26%	1.15%


Expected volatility	81.4	%
Expected life of options in years	2.8
Risk-free interest rate	4.4	%
Expected dividend yield	—	%

Description of Business, Basis of Presentation and Going Concern - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Jul. 22, 2022	Dec. 31, 2021	Jul. 29, 2015
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Accumulated deficit	$ (265,524)		$ (248,834)
Cash and cash equivalents	12,126		$ 13,415
G2 Investment
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Accounts and financing receivable, after allowance for credit loss	$ 12,000
CinRx Investment
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Accounts and financing receivable, after allowance for credit loss		$ 4,000
Class B Common Stock
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Common stock par value (usd per share)	$ 0.01		$ 0.01	$ 0.01
Class A Common Stock
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Common stock par value (usd per share)	$ 0.01		$ 0.01	$ 0.01
Class A Common Stock \| LPC Purchase Agreement
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Common stock, capital shares reserved for future issuance (in shares)	9,437,376
Class A Common Stock \| Cantor Fitzgerald
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Remaining available stock value	$ 37,300
vTv Therapeutics LLC
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Percentage of non-voting economic interest of vTv Therapeutics Holdings LLC in vTv LLC	22.10%
Percentage of non-voting economic interest of vTv Therapeutics Inc in vTv LLC	77.90%
vTv Therapeutics LLC \| Class B Common Stock
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Common stock par value (usd per share)	$ 0.01

Summary of Significant Accounting Policies - Additional Information (Detail)	12 Months Ended
	Dec. 31, 2022 USD ($) Segment shares	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
Summary Of Significant Accounting Policies [Line Items]
Asset impairment charges	$ 0	$ 0	$ 0
Assets held for sale	0	$ 0
Significant interest or penalties incurred related to income taxes	$ 0
Number of reportable segment \| Segment	1
Number of operating segments \| Segment	1
Chief Executive Officer \| Class A Common Stock
Summary Of Significant Accounting Policies [Line Items]
Purchase of common stock (in shares) \| shares	2,200,000
Service period	4 years
Chief Financial Officer \| Class A Common Stock
Summary Of Significant Accounting Policies [Line Items]
Purchase of common stock (in shares) \| shares	500,000
Service period	4 years
Minimum
Summary Of Significant Accounting Policies [Line Items]
Property and equipment, estimated useful lives	3 years
Maximum
Summary Of Significant Accounting Policies [Line Items]
Property and equipment, estimated useful lives	10 years
Revenue \| Customer \| One Customer
Summary Of Significant Accounting Policies [Line Items]
Concentration risk percentage	100.00%
Revenue \| Customer \| Three Customers
Summary Of Significant Accounting Policies [Line Items]
Concentration risk percentage		100.00%	100.00%

Summary of Significant Accounting Policies - Summary of Estimated Useful Lives of Property and Equipment (Detail)	12 Months Ended
	Dec. 31, 2022
Minimum
Summary Of Significant Accounting Policies [Line Items]
Property and equipment, estimated useful lives	3 years
Maximum
Summary Of Significant Accounting Policies [Line Items]
Property and equipment, estimated useful lives	10 years
Laboratory equipment
Summary Of Significant Accounting Policies [Line Items]
Property and equipment, estimated useful lives	7 years
Computers and hardware \| Minimum
Summary Of Significant Accounting Policies [Line Items]
Property and equipment, estimated useful lives	3 years
Computers and hardware \| Maximum
Summary Of Significant Accounting Policies [Line Items]
Property and equipment, estimated useful lives	5 years
Furniture and office equipment \| Minimum
Summary Of Significant Accounting Policies [Line Items]
Property and equipment, estimated useful lives	3 years
Furniture and office equipment \| Maximum
Summary Of Significant Accounting Policies [Line Items]
Property and equipment, estimated useful lives	7 years
Software
Summary Of Significant Accounting Policies [Line Items]
Property and equipment, estimated useful lives	3 years
Leasehold improvements
Summary Of Significant Accounting Policies [Line Items]
Property and equipment, estimated useful lives	Shorter of useful life or remaining term of lease

Collaboration Agreements - Additional Information (Detail) - USD ($)					1 Months Ended		12 Months Ended
	Feb. 28, 2023	May 31, 2022	Dec. 11, 2020	Dec. 21, 2017	May 31, 2018	Aug. 31, 2017	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Jan. 14, 2021	Jul. 29, 2015
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Contract liabilities, net of current portion							$ 18,669,000	$ 0
Collaboration revenue recognized							18,000
Research and development							$ 12,357,000	$ 13,324,000	$ 11,015,000
Subsequent Event
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Proceeds from collection of notes receivable	$ 12,000,000
Discount rate	3.75%
Class A Common Stock
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Common stock par value (usd per share)							$ 0.01	$ 0.01				$ 0.01
G42 Investments
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Shares sold (in shares)		10,386,274
Share price (usd per share)		$ 2.41
Sale of Stock, consideration received on transaction, gross		$ 25,000,000
Aggregate gross purchase price		12,500,000
Accounts and financing receivable, after allowance for credit loss		12,500,000
G2 Investments Purchase Agreement And Cogna Collaborative And License Agreement \| G42 Investments
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Sale of Stock, consideration received on transaction, gross		25,000,000
Accounts and financing receivable, after allowance for credit loss							$ 12,500,000
Contingent consideration transferred, aggregate share value		30,000,000
Contingent consideration transferred, cash		30,000,000
Contract liabilities, net of current portion							18,700,000
Note receivable, discount paid							600,000
Receivables, fair value disclosure							11,900,000
G2 Investments Purchase Agreement And Cogna Collaborative And License Agreement \| G42 Investments \| Class A Common Stock
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Common stock outstanding		$ 5,700,000
Specified purchase price per share		$ 0.55
G2 Investments Purchase Agreement And Cogna Collaborative And License Agreement \| Cogna
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Collaborative arrangement, royalties receivable, period		10 years
Collaborative Arrangements \| Reneo
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
License fee received				$ 3,000,000
Collaboration revenue recognized								$ 2,000,000
Collaborative Arrangements \| Reneo \| Maximum
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Potential development and regulatory milestone payments				94,500,000
Collaborative Arrangements \| Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd.
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
License fee received				8,000,000
Potential regulatory milestone payments based on regulatory approval				20,000,000
Potential sales-based milestones based on tiered sales of licensed products				50,000,000
Collaborative Arrangements \| Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd. \| Phase 2 MRCT
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Potential development and regulatory milestone payments											$ 3,000,000
Maximum contribution amount to clinical trial											$ 3,000,000
Unrecognized amount of transaction price allocated to performance obligation								1,000,000
Collaborative Arrangements \| Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd. \| Phase 2 MRCT \| License and Technology Transfer Services of Chemistry and Manufacturing Know-How
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Adjustments to transaction price for performance obligations							2,000,000	1,000,000
Collaborative Arrangements \| Hangzhou Zhongmei Huadong Pharmaceutical Co., Ltd. \| Maximum
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Potential development and regulatory milestone payments				$ 22,000,000
Collaborative Arrangements \| Newsoara Biopharma Co., Ltd.
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
License fee received					$ 2,000,000
Potential development and regulatory milestone payments					$ 58,500,000
Collaboration revenue recognized										$ 1,000,000
Collaborative Arrangements \| Newsoara Biopharma Co., Ltd. \| License And Technology Transfer Services
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Revenue recognized from change in estimated transaction prices								1,000,000
Collaborative Arrangements \| Anteris Bio, Inc.
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
License fee received			$ 2,000,000
Potential development and regulatory milestone payments			$ 151,000,000
Collaborative Arrangements \| Anteris Bio, Inc. \| License and Technology Transfer Services of Chemistry and Manufacturing Know-How
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
License fee received									2,000,000
Collaboration revenue recognized							0	$ 0
Equity interest received									$ 4,200,000
Collaborative Arrangements \| JDRF
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items]
Maximum research funding receivable achievement based on research and development milestones						$ 3,400,000
Maximum funding percentage of research and development milestones						50.00%
Funding received							3,400,000
Research and development							$ 3,400,000

Collaboration Agreements - Summary of Contract Liabilities Related to Company's Collaboration Agreements (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Deferred Revenue Disclosure [Abstract]
Current portion of contract liabilities	$ 17	$ 35
Contract liabilities, net of current portion	18,669	0
Total contract liabilities	$ 18,686	$ 35

Collaboration Agreements - Contract with Customer, Contract Asset, Contract Liability, and Receivable Changes (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Revenue from Contract with Customer [Roll Forward]
Beginning balance	$ 35
Reclassification of the beginning contract liabilities to revenue, as the result of performance obligations satisfied	(18)
Consideration received in advance and not recognized as revenue	18,669
Ending balance	$ 18,686

Share-Based Compensation - Additional Information (Detail) - USD ($)		12 Months Ended
	Mar. 29, 2022	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Aug. 01, 2023	Jul. 29, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Non-qualified stock option awards vesting period		3 years	3 years
Non-qualified stock option awards expiration term		10 years	10 years
Compensation expense related to share-based awards		$ 1,272,000	$ 2,356,000	$ 1,009,000
Tax benefit related to stock option awards		$ 0	$ 0
Outstanding options		8,343,944	7,056,035
Stock options cancelled (in shares)			375,000
Share-based compensation expense			$ 500,000
Former CEO
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Non-qualified stock option awards vesting period	15 months
Outstanding options	624,659
Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost related to non-vested share-based compensation arrangements		$ 1,900,000
Weighted average period to recognize unrecognized share-based compensation cost		2 years 4 months 24 days
Weighted average grant date fair value of options granted (usd per share)		$ 0.69	$ 1.23	$ 1.91
Increase Time Period To Exercise Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Purchase of common stock (in shares)			1,190,263
Accelerate Vesting At Termination Date
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Purchase of common stock (in shares)			616,667
Class A Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock par value (usd per share)		$ 0.01	$ 0.01			$ 0.01
Class A Common Stock \| Former CEO
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Purchase of common stock (in shares)		2,498,635
Common stock par value (usd per share)		$ 1.47
Class A Common Stock \| Chief Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Purchase of common stock (in shares)		2,200,000
Class A Common Stock \| Chief Executive Officer \| Subsequent Event
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Purchase of common stock (in shares)					2,200,000
Common stock par value (usd per share)					$ 0.79
2015 Omnibus Equity Incentive Plan \| Class A Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum number of shares to be awarded (in shares)				7,000,000

Share-Based Compensation - Assumptions Used to Estimate Fair Value of Stock Option Awards Granted (Detail)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Schedule of Share Based Compensation Valuation Assumptions [Line Items]
Expected dividend yield	0.00%	0.00%	0.00%
Minimum
Schedule of Share Based Compensation Valuation Assumptions [Line Items]
Expected volatility	118.72%	118.75%	120.37%
Expected life of option, in years	5 years 2 months 12 days	5 years 9 months 18 days	5 years 8 months 12 days
Risk-free interest rate	1.59%	1.00%	0.39%
Maximum
Schedule of Share Based Compensation Valuation Assumptions [Line Items]
Expected volatility	128.72%	122.17%	121.43%
Expected life of option, in years	6 years 1 month 6 days	6 years	6 years
Risk-free interest rate	4.31%	1.34%	0.53%

Share-Based Compensation - Summary of Stock Award Activity for the Period (Detail)	12 Months Ended
	Dec. 31, 2022 $ / shares shares
Number of Shares
Award outstanding, beginning balance (in shares) \| shares	7,056,035
Granted (in shares) \| shares	4,672,333
Forfeited (in shares) \| shares	(3,384,424)
Award outstanding, ending balance (in shares) \| shares	8,343,944
Options exercisable (in shares) \| shares	3,219,598
Weighted average remaining contractual term	6 years 4 months 24 days
Options vested and expected to vest (in shares) \| shares	6,184,693
Weighted average remaining contractual term	7 years 9 months 18 days
Weighted Average Exercise Price
Awards outstanding, beginning balance (usd per share) \| $ / shares	$ 3.19
Granted (usd per share) \| $ / shares	0.80
Forfeited (usd per share) \| $ / shares	2.37
Awards outstanding, ending balance (usd per share) \| $ / shares	2.18
Options exercisable (usd per share) \| $ / shares	4.14
Options vested and expected to vest (usd per share) \| $ / shares	$ 2.61

Share-Based Compensation - Summary of Compensation Expense Related to Grants of Stock Options (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total share-based compensation expense	$ 1,272	$ 2,356	$ 1,009
Research and development
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total share-based compensation expense	406	599	348
General and administrative
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total share-based compensation expense	$ 866	$ 1,757	$ 661

Prepaid Expenses and Other Current Assets - Summary of Prepaid Expenses and Other Current Assets (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Prepaid Expense and Other Assets, Current [Abstract]
Prepaid insurance	$ 755	$ 863
Prepaid taxes	0	97
Deferred financing costs	0	135
Prepaid - other	1,782	954
Total	$ 2,537	$ 2,049

Property and Equipment - Summary of Property and Equipment (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Property Plant And Equipment [Line Items]
Total property and equipment	$ 604	$ 583
Less: accumulated depreciation and amortization	(397)	(305)
Property and equipment, net	207	278
Leasehold improvements
Property Plant And Equipment [Line Items]
Total property and equipment	406	406
Computers and hardware
Property Plant And Equipment [Line Items]
Total property and equipment	69	48
Software
Property Plant And Equipment [Line Items]
Total property and equipment	80	80
Furniture and office equipment
Property Plant And Equipment [Line Items]
Total property and equipment	$ 49	$ 49

Property and Equipment - Additional Information (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 92	$ 89	$ 94

Investments - Additional Information (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Equity Securities With Readily Determinable Fair Value [Line Items]
Unrealized gain (loss) on investment	$ (3,585)	$ 2,448	$ 4,245
Reneo
Equity Securities With Readily Determinable Fair Value [Line Items]
Unrealized gain (loss) on investment	$ (3,600)	$ 2,400
Measurement Input Price Volatility
Equity Securities With Readily Determinable Fair Value [Line Items]
Expected volatility	125.0
Measurement Input Risk Free Interest Rate
Equity Securities With Readily Determinable Fair Value [Line Items]
Expected volatility	0.4
Maximum
Equity Securities With Readily Determinable Fair Value [Line Items]
Equity method investments, ownership percentage	20.00%

Investments - Schedule of Equity Investments with and without Readily Determinable Fair Values Assessed (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Investments, Debt and Equity Securities [Abstract]
Equity investment with readily determinable fair value:	$ 1,343	$ 4,928
Equity investment without readily determinable fair values assessed under the measurement alternative:	4,245	4,245
Long-term investments	$ 5,588	$ 9,173

Accounts Payable and Accrued Expenses - Schedule of Accounts Payable and Accrued Liabilities (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Payables and Accruals [Abstract]
Accounts payable	$ 2,461	$ 1,876
Accrued development costs	3,572	2,790
Accrued compensation and related costs	788	3,202
Accrued other	492	155
Total	$ 7,313	$ 8,023

Leases - Additional Information (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Nov. 30, 2022
Leases [Abstract]
Renewal term	5 years
Termination period	3 years
Operating lease right-of-use assets	$ 349	$ 402		$ 100
Present value of lease liabilities	$ 492			$ 100
Weighted average incremental borrowing rate	9.50%	13.10%
Remaining operating lease term	2 years 10 months 24 days	3 years 1 month 6 days
Operating lease cost	$ 200	$ 200	$ 200
Cash paid for operating lease	$ 300

Leases - Schedule of Maturities of Lease Liabilities for Operating Leases (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Nov. 30, 2022
Lessee, Operating Lease, Liability, to be Paid [Abstract]
2023	$ 194
2024	194
2025	177
2026	0
2027	0
Thereafter	0
Total lease payments	565
Less: imputed interest	(73)
Present value of lease liabilities	$ 492	$ 100

Notes Payable - Schedule of Notes Payable (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Debt Disclosure [Abstract]
Short-term financing	$ 224	$ 256
Total notes payable	224	256
Less: Current portion	(224)	(256)
Total notes payable, net of current portion	$ 0	$ 0

Notes Payable - Additional Information (Detail) - USD ($)			1 Months Ended		12 Months Ended
	Mar. 24, 2017	Oct. 28, 2016	Mar. 31, 2017	Oct. 31, 2016	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Loan borrowed amount					$ 776,000	$ 887,000	$ 500,000
Loan and Security Agreement \| LIBOR
Debt Instrument [Line Items]
Debt instrument, interest rate floor				0.50%
Loan and Security Agreement \| Horizon Technology Finance Corporation and Silicon Valley Bank
Debt Instrument [Line Items]
Loan borrowed amount				$ 20,000,000
Debt instrument, interest rate floor				10.50%
Warrants expiration period		7 years
Interest expense related to loan agreement					$ 0		$ 700,000
Loan agreement termination period					2020-12
Loan and Security Agreement \| Horizon Technology Finance Corporation and Silicon Valley Bank \| Tranche One
Debt Instrument [Line Items]
Loan borrowed amount				$ 12,500,000
Debt instrument, final payment				$ 800,000
Debt instrument, maturity date				May 01, 2020
Warrants to purchase shares of common stock (in shares)		152,580
Exercise price of warrants (usd per share)		$ 6.39
Warrant shares percentage issued of loan amount		6.00%
Loan and Security Agreement \| Horizon Technology Finance Corporation and Silicon Valley Bank \| Tranche Two
Debt Instrument [Line Items]
Loan borrowed amount			$ 7,500,000
Debt instrument, final payment				$ 500,000
Debt instrument, maturity date				Oct. 01, 2020
Warrants to purchase shares of common stock (in shares)	38,006
Exercise price of warrants (usd per share)	$ 5.92
Warrant shares percentage issued of loan amount	3.00%	3.00%
Loan and Security Agreement \| Horizon Technology Finance Corporation and Silicon Valley Bank \| Tranche One And Two
Debt Instrument [Line Items]
Debt instrument, final payment					$ 800,000

Commitments and Contingencies - Additional Information (Detail) - Novo License Agreement - USD ($)	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Feb. 28, 2007
Developmental And Regulatory Milestone Payment \| Maximum \| Other Indication
Commitments And Contingencies [Line Items]
Potential milestone payment				$ 115,000,000
Developmental And Regulatory Milestone Payment \| Maximum \| Type 1 Diabetes
Commitments And Contingencies [Line Items]
Potential milestone payment				9,000,000
Developmental And Regulatory Milestone Payment \| Maximum \| Type 2 Diabetes
Commitments And Contingencies [Line Items]
Potential milestone payment				50,500,000
Sales-based Milestones Payment
Commitments And Contingencies [Line Items]
Potential milestone payment				$ 75,000,000
Satisfaction of Milestone Payment
Commitments And Contingencies [Line Items]
Potential milestone payment	$ 0	$ 2,000,000	$ 0

Stockholders' Equity - Additional Information (Detail)										12 Months Ended
Stockholders' Equity - Additional Information (Detail)	Feb. 28, 2023 USD ($)	Jul. 22, 2022 USD ($) $ / shares shares	May 31, 2022 USD ($) $ / shares shares	May 04, 2021 shares	Dec. 08, 2020 USD ($) $ / shares shares	Nov. 24, 2020 USD ($) $ / shares shares	Apr. 30, 2020 USD ($) $ / shares	Mar. 24, 2017 $ / shares shares	Oct. 28, 2016 $ / shares shares	Dec. 31, 2022 USD ($) Vote $ / shares shares	Dec. 31, 2021 USD ($) $ / shares shares	Dec. 31, 2020 USD ($) shares	Jun. 25, 2021 USD ($)	Jan. 14, 2021 USD ($)	Jul. 29, 2015 $ / shares shares
Class Of Stock [Line Items]
Preferred stock, shares authorized (in shares)															50,000,000
Preferred stock par value (usd per share) \| $ / shares															$ 0.01
Capital stock, shares authorized (in shares)				350,000,000							250,000,000
Net proceeds from issuance of common stock \| $										$ 0	$ 26,757,000	$ 14,426,000
Issuance of Class A Common Stock under LPC Agreement \| $											9,087,000	1,930,000
Change in fair value of consideration warrants expense \| $										$ 900,000	1,600,000	(300,000)
Subsequent Event
Class Of Stock [Line Items]
Discount rate	3.75%
Proceeds from collection of notes receivable \| $	$ 12,000,000
CinRx Investment
Class Of Stock [Line Items]
Shares sold (in shares)		4,154,549
Sale of Stock, consideration received on transaction, gross \| $		$ 10,000,000
Accounts and financing receivable, after allowance for credit loss \| $		$ 4,000,000
Expected life of options in years		5 years
Share price (usd per share) \| $ / shares		$ 2.41
Aggregate gross purchase price \| $		$ 6,000,000
G42 Investments
Class Of Stock [Line Items]
Shares sold (in shares)			10,386,274
Sale of Stock, consideration received on transaction, gross \| $			$ 25,000,000
Accounts and financing receivable, after allowance for credit loss \| $			$ 12,500,000
Share price (usd per share) \| $ / shares			$ 2.41
Aggregate gross purchase price \| $			$ 12,500,000
Sale of stock, consideration, receivable, term			1 year
Loan and Security Agreement \| Horizon Technology Finance Corporation and Silicon Valley Bank
Class Of Stock [Line Items]
Warrants expiration period									7 years
Loan and Security Agreement \| Horizon Technology Finance Corporation and Silicon Valley Bank \| Tranche One
Class Of Stock [Line Items]
Warrants to purchase shares of common stock (in shares)									152,580
Exercise price of warrants (usd per share) \| $ / shares									$ 6.39
Warrant shares percentage issued of loan amount									6.00%
Loan and Security Agreement \| Horizon Technology Finance Corporation and Silicon Valley Bank \| Tranche Two
Class Of Stock [Line Items]
Warrants to purchase shares of common stock (in shares)								38,006
Exercise price of warrants (usd per share) \| $ / shares								$ 5.92
Warrant shares percentage issued of loan amount								3.00%	3.00%
Cantor Fitzgerald \| ATM Offering
Class Of Stock [Line Items]
Gross proceeds from issuance of common stock \| $											18,200,000	13,000,000
Net proceeds from issuance of common stock \| $											$ 17,700,000	$ 12,500,000
LPC Purchase Agreement
Class Of Stock [Line Items]
Agreement term						36 months
Class A Common Stock
Class Of Stock [Line Items]
Common stock, shares authorized (in shares)				200,000,000						200,000,000	200,000,000	100,000,000			100,000,000
Common stock par value (usd per share) \| $ / shares										$ 0.01	$ 0.01				$ 0.01
Increase in shares authorized (in shares)				100,000,000
Common stock, vote per share \| Vote										1
Common stock, shares outstanding (in shares)										81,483,600	66,942,777
Class A Common Stock \| CinRx Investment
Class Of Stock [Line Items]
Share price (usd per share) \| $ / shares		$ 0.72
Aggregate gross purchase price \| $		$ 3,000,000
Class A Common Stock \| Cantor Fitzgerald \| ATM Offering
Class Of Stock [Line Items]
Common stock par value (usd per share) \| $ / shares							$ 0.01
Shares sold (in shares)										0	8,929,147	5,480,941
Aggregate offering price \| $													$ 50,000,000	$ 5,500,000
Class A Common Stock \| Cantor Fitzgerald \| ATM Offering \| Maximum
Class Of Stock [Line Items]
Aggregate offering price \| $							$ 13,000,000
Class A Common Stock \| LPC Purchase Agreement
Class Of Stock [Line Items]
Shares sold (in shares)					963,855	425,725				0	3,941,726
Shares registered under the LPC agreement (in shares)					5,331,306
Percentage of aggregate offering price						1.50%
Share price (usd per share) \| $ / shares					$ 2.08
Aggregate gross purchase price \| $					$ 2,000,000						$ 9,100,000
Maximum obligation for number of shares issued per day (in shares)						2,000,000
Common stock, shares outstanding (in shares)						73,880,351
Class A Common Stock \| LPC Purchase Agreement \| Maximum
Class Of Stock [Line Items]
Aggregate offering price \| $						$ 47,000,000
Class A Common Stock \| LPC Purchase Agreement \| Regular Purchase Share Limit \| Maximum
Class Of Stock [Line Items]
Number of shares issued per day (in shares)						250,000
Class A Common Stock \| LPC Purchase Agreement \| Regular Purchase Share Limit Two \| Maximum
Class Of Stock [Line Items]
Increase in number of shares issued per day (in shares)						275,000
Class A Common Stock \| LPC Purchase Agreement \| Regular Purchase Share Limit Two \| Minimum
Class Of Stock [Line Items]
Share price (usd per share) \| $ / shares						$ 4.00
Class A Common Stock \| LPC Purchase Agreement \| Regular Purchase Share Limit Three \| Maximum
Class Of Stock [Line Items]
Increase in number of shares issued per day (in shares)						300,000
Class A Common Stock \| LPC Purchase Agreement \| Regular Purchase Share Limit Three \| Minimum
Class Of Stock [Line Items]
Share price (usd per share) \| $ / shares						$ 5.00
Class A Common Stock \| LPC Purchase Agreement \| Additional Accelerated
Class Of Stock [Line Items]
Percentage of number of shares issued during period										300.00%
Percentage of number of common stock shares traded during period										30.00%
Class A Common Stock \| LPC Purchase Agreement \| Additional Accelerated \| Maximum
Class Of Stock [Line Items]
Share price as a percentage of the volume weighted average price										97.00%
Class A Common Stock \| LPC Purchase Agreement \| Exchange Cap
Class Of Stock [Line Items]
Maximum number of shares to be issued as percentage of outstanding						19.99%
Maximum number of shares to be issued (in shares)						14,768,682
Class A Common Stock \| Lincoln Park Capital Fund, LLC and Affiliates \| Maximum
Class Of Stock [Line Items]
Ownership percentage by noncontrolling owners						9.99%
Class B Common Stock
Class Of Stock [Line Items]
Common stock, shares authorized (in shares)										100,000,000	100,000,000				100,000,000
Common stock par value (usd per share) \| $ / shares										$ 0.01	$ 0.01				$ 0.01
Common stock, vote per share \| Vote										1
Common stock, shares outstanding (in shares)										23,093,860
Common Stock
Class Of Stock [Line Items]
Common stock, shares authorized (in shares)				300,000,000							200,000,000
Common Stock \| CinRx Investment
Class Of Stock [Line Items]
Warrants and rights outstanding \| $		$ 400,000
Warrants to purchase shares of common stock (in shares)		1,200,000
Exercise price of warrants (usd per share) \| $ / shares		$ 0.72

Stockholders' Equity - Assumptions Used to Calculate Fair Value of Warrants (Detail) - Letter Agreement Warrants	Dec. 23, 2019 yr	Sep. 26, 2019 yr	Dec. 11, 2018 yr	Jul. 30, 2018 yr	Dec. 05, 2017 yr
Expected volatility
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Measurement input	110.41	110.35	104.46	95.29	90.00
Expected life of option, in years
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Measurement input	7.0	7.0	7.0	7.0	7.0
Risk-free interest rate
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Measurement input	1.84	1.65	2.77	2.94	2.80
Expected dividend yield
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Measurement input	0.0000	0.0000	0.0000	0.0000	0.0000

Redeemable Noncontrolling Interest - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Noncontrolling Interest [Line Items]
Redemption amount of noncontrolling interest	$ 16.6	$ 25.0
Class A Common Stock
Noncontrolling Interest [Line Items]
Number of days used to determine exchange value based on weighted average price of Class A common stock	20 days
Class A Common Stock \| Exchange of Redeemable Non controlling Interest To Class A Common Stock
Noncontrolling Interest [Line Items]
Stock conversion ratio	1
vTv Therapeutics LLC
Noncontrolling Interest [Line Items]
Noncontrolling interest ownership percentage	22.10%

Redeemable Noncontrolling Interest - Summary of Net Income Attributable to Vtv Therapeutics Inc (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Noncontrolling Interest [Abstract]
Net loss attributable to vTv Therapeutics Inc. common shareholders	$ (19,164)	$ (12,987)	$ (8,499)
Increase in vTv Therapeutics Inc. accumulated deficit for purchase of LLC Units as a result of common stock issuances	(1,061)	(5,084)	(8,943)
Change from net loss attributable to vTv Therapeutics Inc. common shareholders and transfers to noncontrolling interest	$ (20,225)	$ (18,071)	$ (17,442)

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 4
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22595-107794

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=126958026&loc=d3e1448-109256

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 11
-URI https://asc.fasb.org/extlink&oid=126958026&loc=d3e1377-109256

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=124432515&loc=d3e3550-109257

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 60B
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126958026&loc=SL5780133-109256

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 10: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8924-108599

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-Paragraph 30
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-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22583-107794

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

+ Details

Related-Party Transactions - Additional Information (Detail) $ / shares in Units, $ in Thousands			12 Months Ended
	Feb. 28, 2023 USD ($)	May 31, 2022 USD ($) $ / shares shares	Dec. 31, 2022 shares	Oct. 10, 2022 USD ($)
Subsequent Event
Related Party Transaction [Line Items]
Proceeds from collection of notes receivable	$ 12,000
Discount rate	3.75%
G42 Investments
Related Party Transaction [Line Items]
Sale of Stock, consideration received on transaction, gross		$ 25,000
Aggregate gross purchase price		12,500
Accounts and financing receivable, after allowance for credit loss		$ 12,500
G42 Investments \| Subsequent Event
Related Party Transaction [Line Items]
Proceeds from collection of notes receivable	$ 12,000
Discount rate	3.75%
Class A Common Stock \| G42 Investments
Related Party Transaction [Line Items]
Shares sold (in shares) \| shares		10,386,274
Share price (usd per share) \| $ / shares		$ 2.41
Class A Common Stock \| CinRx Pharma, LLC
Related Party Transaction [Line Items]
Shares held by related party (in shares) \| shares			4,154,549
Class A Common Stock \| Exchange of Redeemable Non controlling Interest To Class A Common Stock
Related Party Transaction [Line Items]
Stock conversion ratio			1
Affiliated Entity \| MacAndrews & Forbes Incorporated
Related Party Transaction [Line Items]
Ownership percentage of majority owner			57.00%
Amount of cash savings percentage			85.00%
Affiliated Entity \| Master Service Agreement
Related Party Transaction [Line Items]
Due to related parties, monthly amount				$ 200
Affiliated Entity \| Class B Common Stock \| MacAndrews & Forbes Incorporated
Related Party Transaction [Line Items]
Shares held by related party (in shares) \| shares			23,084,267
Affiliated Entity \| Class A Common Stock \| MacAndrews & Forbes Incorporated
Related Party Transaction [Line Items]
Shares held by related party (in shares) \| shares			36,519,212
Affiliated Entity \| Class A Common Stock \| Letter Agreements With MacAndrews
Related Party Transaction [Line Items]
Letter agreement time period			1 year
Affiliated Entity \| Class A Common Stock \| Exchange of Redeemable Non controlling Interest To Class A Common Stock \| MacAndrews & Forbes Incorporated
Related Party Transaction [Line Items]
Stock conversion ratio			1

Related-Party Transactions - Summary of Terms of Letter Agreements (Detail) - MacAndrews & Forbes Incorporated - Class A Common Stock - USD ($) $ / shares in Units, $ in Millions	Dec. 23, 2019	Sep. 26, 2019	Mar. 18, 2019	Dec. 11, 2018	Jul. 30, 2018	Dec. 05, 2017
2017 Letter Agreement
Class Of Warrant Or Right [Line Items]
Aggregate dollar value to be sold under agreement						$ 10.0
Specified purchase price per share						$ 4.38
Shares available to be issued under related warrants						198,267
Exercise price of related warrants						$ 5.04
Total shares issued as of December 31, 2022						2,283,105
2018 Letter Agreement
Class Of Warrant Or Right [Line Items]
Aggregate dollar value to be sold under agreement				$ 10.0	$ 10.0
Specified purchase price per share				$ 1.84	$ 1.33
Shares available to be issued under related warrants				340,534	518,654
Exercise price of related warrants				$ 2.12	$ 1.53
Total shares issued as of December 31, 2022				5,434,783	7,518,797
2019 Letter Agreement
Class Of Warrant Or Right [Line Items]
Aggregate dollar value to be sold under agreement	$ 10.0	$ 10.0	$ 9.0
Specified purchase price per share	$ 1.60	$ 1.46	$ 1.65
Shares available to be issued under related warrants	365,472	400,990
Exercise price of related warrants	$ 1.84	$ 1.68
Total shares issued as of December 31, 2022	6,250,000	6,849,316	5,454,546

Employee Benefit Plan - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Compensation And Employee Benefit Plans [Abstract]
Percentage of employer contribution	50.00%
Maximum annual contribution per employee	6.00%
Contributions made by employer		$ 0.1	$ 0.1

Income Taxes - Additional Information (Detail) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Taxes [Line Items]
Income tax provision	$ 200,000	$ 115,000	$ 0
Increase in valuation allowance	4,100,000
Uncertain tax positions	0
Increase decrease in uncertain tax position reasonably possible	0
Federal
Income Taxes [Line Items]
Net operating loss carryforwards	$ 93,400,000
Federal \| Minimum
Income Taxes [Line Items]
Net operating loss carryforwards expiration date	2035
Federal \| Maximum
Income Taxes [Line Items]
Net operating loss carryforwards expiration date	2037
State and Local Jurisdiction
Income Taxes [Line Items]
Earliest open tax year	2017 2018 2019 2020 2021
Expire in 2035 to 2037 \| Federal
Income Taxes [Line Items]
Net operating loss carryforwards		37,500,000
Maximum percentage of taxable income limited to offset by net operating loss carryforwads.	100.00%
Indefinite \| Federal
Income Taxes [Line Items]
Net operating loss carryforwards		$ 55,900,000
Maximum percentage of taxable income limited to offset by net operating loss carryforwads.	80.00%
Expire In 2035 to 2040 \| Research And Development \| Federal \| Minimum
Income Taxes [Line Items]
Net operating loss carryforwards expiration date	2035
Expire In 2035 to 2040 \| Research And Development \| Federal \| Maximum
Income Taxes [Line Items]
Net operating loss carryforwards expiration date	2040
M&F TTP Holdings LLC
Income Taxes [Line Items]
Amount of cash savings percentage	85.00%

Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
U.S. statutory tax benefit	$ (5,223)	$ (3,699)	$ (2,688)
Partnership income (federal) not subject to tax to the Company	1,241	996	904
Foreign withholding tax	158	91	0
State taxes (net of federal benefit)	28	(14)	(13)
Research and development tax credit	(172)	(173)	(138)
Other	40	10	75
Change in valuation allowance	4,128	2,904	1,860
Provision for income taxes	$ 200	$ 115	$ 0
Effective income tax rate	(0.80%)	(0.70%)	0.00%

Income Taxes - Schedule of Net Deferred Tax Assets/(Liabilities) (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Deferred tax assets:
Net operating loss carryforwards	$ 20,314	$ 20,909
R&D Tax Credit carryforwards	1,931	1,755
Investment in partnerships	2,202	(2,353)
Charitable contributions	3	11
Total deferred tax assets	24,450	20,322
Valuation allowance	(24,450)	(20,322)
Net deferred tax assets	$ 0	$ 0

Restructuring - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Restructuring Cost And Reserve [Line Items]
Restructuring costs		$ 1.6
Cash payments	$ 1.5	$ 0.1
Restructuring workforce employee affected percentage		65.00%
Research and development
Restructuring Cost And Reserve [Line Items]
Restructuring costs		$ 0.7
General and administrative
Restructuring Cost And Reserve [Line Items]
Restructuring costs		0.9
Retirement and Consulting Agreement
Restructuring Cost And Reserve [Line Items]
Cash payments	$ 0.6	0.1
Additional severance costs		0.5
Additional consulting fees		$ 0.2

Net Loss per Share - Reconciliation of the Numerator and Denominator Used in the Calculation of Basic and Diluted Net Loss per Share of Class A Common Stock (Detail) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Numerator:
Net loss	$ (25,073)	$ (17,731)	$ (12,802)
Less: Net loss attributable to noncontrolling interests	(5,909)	(4,744)	(4,303)
Net loss attributable to vTv Therapeutics Inc.	(19,164)	(12,987)	(8,499)
Net loss attributable to common shareholders of vTv Therapeutics Inc., basic	(19,164)	(12,987)	(8,499)
Net loss attributable to common shareholders of vTv Therapeutics Inc., diluted	$ (19,164)	$ (12,987)	$ (8,499)
Class A Common Stock
Denominator:
Weighted average number of vTv Therapeutics Inc. Class A Common Stock, basic (in shares)	74,876,200	60,732,636	47,137,917
Weighted average number of vTv Therapeutics Inc. Class A Common Stock, diluted (in shares)	74,876,200	60,732,636	47,137,917
Net loss per share of vTv Therapeutics Inc. Class A Common Stock, basic (usd per share)	$ (0.26)	$ (0.21)	$ (0.18)
Net loss per share of vTv Therapeutics Inc. Class A Common Stock, diluted (usd per share)	$ (0.26)	$ (0.21)	$ (0.18)

Net Loss per Share - Schedule of Potentially Dilutive Securities not Included in Calculation of Dilutive Net Loss per Share (Detail) - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities not included in calculation of dilutive net loss per share (in shares)	34,652,307	32,164,398	29,562,081
Class B Common Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities not included in calculation of dilutive net loss per share (in shares)	23,093,860	23,093,860	23,094,221
Common stock options granted under the Plan
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities not included in calculation of dilutive net loss per share (in shares)	8,343,944	7,056,035	4,453,357
Common stock warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities not included in calculation of dilutive net loss per share (in shares)	3,214,503	2,014,503	2,014,503

Fair Value of Financial Instruments - Summarizes the Conclusions Reached Regarding Fair Value Measurements (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair Value, Liability, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]		Other income (expense) – related party
Significant Unobservable Inputs (Level 3)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	$ 1,262	$ 2,871	$ 2,601
Net Change in fair value included in earnings	(946)	(1,609)	270
Purchases / Issuance	368	0	0
Sales / Repurchases	0	0	0
Ending balance	684	1,262	$ 2,871
Fair Value, Measurements, Recurring
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items]
Assets:	1,343
Equity securities with readily determinable fair value - Total	1,343
Liabilities:	684	1,262
Fair Value, Measurements, Recurring \| Warrant Liability, Related Party
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items]
Liabilities:		1,262
Fair Value, Measurements, Recurring \| Quoted Prices in Active Markets for Identical Assets (Level 1)
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items]
Assets:	1,343
Equity securities with readily determinable fair value - Total	1,343
Liabilities:	0	0
Fair Value, Measurements, Recurring \| Quoted Prices in Active Markets for Identical Assets (Level 1) \| Warrant Liability, Related Party
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items]
Liabilities:		0
Fair Value, Measurements, Recurring \| Significant Other Observable Inputs (Level 2)
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items]
Assets:	0
Equity securities with readily determinable fair value - Total	0
Liabilities:	0	0
Fair Value, Measurements, Recurring \| Significant Other Observable Inputs (Level 2) \| Warrant Liability, Related Party
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items]
Liabilities:		0
Fair Value, Measurements, Recurring \| Significant Unobservable Inputs (Level 3)
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items]
Assets:	0
Equity securities with readily determinable fair value - Total	0
Liabilities:	$ 684	1,262
Fair Value, Measurements, Recurring \| Significant Unobservable Inputs (Level 3) \| Warrant Liability, Related Party
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items]
Liabilities:		$ 1,262

Fair Value of Financial Instruments - Additional Information (Detail) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2020
Fair Value Disclosures [Abstract]
Fair value equity transfers in and out of level 3 instruments	$ 0	$ 0

Fair Value of Financial Instruments - Assumption Used to Calculate Fair Value of Warrants (Detail)	Dec. 31, 2022	Dec. 31, 2021
CinRx Warrants
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Expected life of options in years	2 years 9 months 18 days
Expected volatility \| CinRx Warrants
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Inputs utilized in the valuation of warrants	0.814
Risk-free interest rate \| CinRx Warrants
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Inputs utilized in the valuation of warrants	0.044
Expected dividend yield \| CinRx Warrants
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Inputs utilized in the valuation of warrants	0
Minimum \| Expected volatility
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Inputs utilized in the valuation of warrants	0.7694	0.8268
Minimum \| Risk-free interest rate
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Inputs utilized in the valuation of warrants	0.0411	0.0095
Maximum \| Expected volatility
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Inputs utilized in the valuation of warrants	0.8588	1.4286
Maximum \| Risk-free interest rate
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Inputs utilized in the valuation of warrants	0.0443	0.0126
Weighted Average \| Expected volatility
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Inputs utilized in the valuation of warrants	0.8217	1.2813
Weighted Average \| Risk-free interest rate
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items]
Inputs utilized in the valuation of warrants	0.0419	0.0115

Subsequent Events - Additional Information (Detail) - Subsequent Event $ in Millions	Feb. 28, 2023 USD ($)
Subsequent Event [Line Items]
Proceeds from collection of notes receivable	$ 12.0
Discount rate	3.75%