Foghorn Therapeutics Inc 2025年度报告

(Mark One) Foghorn Therapeutics Inc. (Exact name of registrant as specified in its charter) Registrant’s telephone number, including area code: 617-586-3100Securities registered pursuant to Section12(b) of the Act: Nameofeachexchange onwhichregistered Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.YesNoIndicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d) of the Act.YesNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of RegulationS-T (§232.405of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company.See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. LargeacceleratedfilerNon-accelerated filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financialaccounting standards provided pursuant to Section13(a) of the Exchange Act. If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correctionof an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’sexecutive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).YesNo The aggregate market value of common stock held by non-affiliates of the registrant computed by reference to the price of the registrant’s common stock as of June 30, 2025, thelast business day of the registrant's most recently completed second fiscal quarter, was approximately (based on the last reported sale price on the NASDAQ Global Market as of such date)$172.3million. As of February27, 2026 there were 58,700,246 shares of the registrant’s common stock, par value $0.0001 per share, outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s Proxy Statement for its 2026 Annual Meeting of Stockholders, which the registrant intends to file with the Securities and Exchange Commission not later than 120days after the registrant’s fiscal year ended December31, 2025, are incorporated by reference into Part III of this Annual Report on Form 10-K. Foghorn Therapeutics Inc.Index PART I Item1.BusinessItem1A.Risk FactorsItem1B.Unresolved Staff CommentsItem1C.CybersecurityItem2.PropertiesItem3.Legal ProceedingsItem4.Mine Safety Disclosures PART II Item5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities63Item6.Reserved63Item7.Management’s Discussion and Analysis of Financial Condition and Results of Operations63Item7A.Quantitative and Qualitative Disclosures About Market Risk72Item8.Consolidated Financial Statements and Supplementary Data73Item9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure99Item9A.Controls and Procedures99Item9B.Other Information100Item9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections100 PART III Item10.Directors, Executive Officers and Corporate Governance101Item11.Executive Compensation101Item12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters101Item13.Certain Relationships and Related Transactions, and Director Independence101Item14.Principal Accountant Fees and Services101 PARTIV Item15.Exhibit and Financial Statement SchedulesItem16.Form 10-K SummarySignatures 102102106 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K contains forward-looking statements that are based on management’s beliefs and assumptions andon information currently available to management. All statements other than statements of historical facts contained in this AnnualReport on Form 10-K are forward-looking statements. In some cases, you can identify forward-looking statements by terms such as“may,” “will,” “should,” “expect,” “plan,” “anticipate,” “could,” “intend,” “target,” “project,” “contemplate,” “believe,” “estimate,”“predict,” “potential” or “continue” or the negative of these terms or other similar expressions, although not all forward-lookingstatements contain these words. Forward-looking statements include, but are not limite