Chitta, Kasyapa S.

Abstract Background Waldenströms macroglobulinemia (WM) is a lymphoplasmacytic subtype of Non-Hodgkins lymphoma in which specific molecular changes lead to unrestricted cell proliferation and overproduction of immunoglobulin-M. These processes require exquisite coordination between growth promoting transcription factors (NFkB) and cell homeostatic systems. The bioavailability of various transcription factors and cell cycle proteins is primarily regulated by the ubiquitin proteasome system (UPS). Moreover, the proteolytic machinery ensures proper elimination of unwanted or misfolded proteins, which when disrupted leads to protein accumulation and apoptotic cell death. The 26S proteasome is a barrel shaped structure with a 20S catalytic core that is flanked by 19S caps on either side. 26S proteasomes are critical for WM cell survival, which is clinically evident, as up to 80% of WM patients treated with the proteasome inhibitor (PI) bortezomib have derived significant benefit. Traditional PI such as bortezomib and carfilzomib have been designed to target the B5 catalytic core within the 26S proteasome. However, proteasomes are capable of altering conformation of their proteolytic subunits in response to inflammation and stress, which can lower the effectiveness of these PI. The 19S cap is the regulatory complex and functions in unfolding and deubiquitinating the proteins before their entry into the 20S complex using constitutive deubiquitinating enzymes (DUBS). Recently, it has been demonstrated that inhibition of the DUBS, UCHL5 and USP14 results in cell death in a variety of tumor types but more so in cancer cells that rapidly divide or have a high protein turnover rate. Aim To define the anti-WM activity of the novel DUB inhibitor, b-AP15 in preclinical models of WM. Methods The WM cell lines BCWM.1, RPCI-WM1 and MWCL-1 were used for experiments in this analysis. Proteasomal activity was measured using synthetic fluorogenic peptide substrates. Apoptosis was determined by annexin-V/PI staining and mitochondrial membrane permeability (MOMP) was assessed using TMRM followed by flow cytometry. Protein profiling was done via immunoblot analysis. Results As reported by D’Arcy et al in their characterization of the b-AP15 molecule, inhibition of UCHL5 and USP14 by b-AP15 does not disrupt proteasomal activity conferred by the b-catalytic subunits. We confirmed these findings by treating WM cells with single agent bortezomib (10nM), carfilzomib (10nM), b-AP15 (100nM) or all three agents in combination to assess chymotrypsin-like, caspase-like and trypsin-like proteasomal activity using fluorogenic peptide substrates. Further, when used in combination with the other PI, PI-mediated chymotrypsin-like activity remained inhibited in the presence of b-AP15. Next, we sought to determine if b-AP15 treatment could induce WM cell death. Annexin-v staining showed that b-AP15 (500uM) induced apoptosis in all WM cell lines (28 – 60% cell death) with variable responses noted among the 3 models. Treatment with b-AP15 increased MOMP while also inducing the cleavage of caspases-9 and 3 and PARP-1 suggesting that the anti-WM activity of b-AP15 is mediated through the intrinsic apoptotic pathway. As components of the NFkB signaling cascade lie downstream to the UPS, we examined the effects of b-AP15 on this pathway. When treated with the DUB-inhibitor, nuclear translocation of NFkB was reduced in a time dependent manner. Interestingly, treatment with b-AP15 increased the phosphorylation of the mitogen activated protein kinase-p38 (p38) in all the WM cell lines tested. Treatment of WM cells with b-AP15 in presence of the p38 inhibitor, SB203580, resulted in a synergistic induction of cell death. Conclusion b-AP15 is a novel DUB inhibitor that disrupts two regulatory enzymes (UCHL5 and USP14) present in the 19S proteasomal cap. Results presented here demonstrate that b-AP15 induces apoptosis in in vitro models of WM and with in vivo analysis underway, is a potential therapeutic in WM. We would like to acknowledge the Waterfall Waldenström Macroglobulinemia Research Fund, the Leukemia and Lymphoma Society and the International Waldenström Macroglobulinemia Foundation for their continued support. Disclosures: No relevant conflicts of interest to declare.

Abstract Abstract 2861 Poster Board II-837 Bcl-2 protein family has the unique capability to balance between the cell survival and death by regulating the expression of its individual members. AT-101 is a BH3 mimetic and a potent inducer of noxa and puma, the natural ligands of BH3 family proteins. It is known to bind and inhibit the anti-apoptotic functions of Bcl-2 family members Bcl-2 and Bcl-XL and Mcl-1. In vitro it has been shown to induce apoptosis in several tumor models systems including multiple myeloma. In this report we investigated the effect of AT-101 on a model cell line, BCWM.1 (a known WM cell line, BCWM.1/WT), representing Waldenström Macroglobulinemia. This disease is characterized by the presence of lymphoplasmacytic cells in the bone marrow and the secretion of IgM monoclonal protein into the serum. Several conventional therapies are available but the disease remains incurable. Therefore there remains a need to develop new therapies for this orphan disease. Recently, bortezomib (a proteasomal inhibitor) has shown promising anti-WM activity with enhanced responses when combined with traditional therapies. But continued treatment with bortezomib result in the development of resistance in the clinic. We developed an in vitro model of bortezomib resistance from BCWM.1 (hereafter referred as BCWM.1/BR). These cells also developed cross resistance to conventional therapies used for WM such as fludarabine and doxorubicin. Biological characterization of this cell line demonstrated Bcl-2 as a potentially important therapeutic target. We therefore assessed the effect of AT-101 to identify preclinically if this could be a potential clinical strategy in future. AT-101 induced a dose and time dependent inhibition in the viability of both BCWM.1/WT as well as BCWM.1/BR cells. Cell death was observed at as low as 1uM concentration of AT-101 and at 10uM a maximum of 50-70% death was observed by 24h. While BCWM.1/WT cells showed a significant death at 12h, treatment with AT-101 induced cell death in BCWM.1/BR cells as early as 6h. These results indicate that AT-101 induced a potent and quick inhibition in viability in BCWM.1/BR cells as compared to their parental wild type cells. Investigation into the mechanism of cell death showed that AT-101 induced apoptosis in a mitochondrial dependent pathway in these cells. A comparative analysis of the signal transduction pathways operated in BCWM.1/WT and BCWM.1/BR cells showed that many of the cellular activation and survival pathways such as AKT, ERK1/2 that are present in BCWM.1 cells are inhibited in the resistant cells. Interestingly, BCWM.1/BR cells expressed a fivefold increase in the Bcl-2 protein as compared to BCWM.1/WT cells suggesting a Bcl-2 dependent survival of these cells in the absence of other cellular activation and survival signals. Increased susceptibility of BCWM.1/BR cells to AT-101 thus can be understood to be a direct consequence of an increased expression of Bcl-2 and a dependence of the resistant cells on Bcl-2 family of anti-apoptotic proteins for their survival. Results presented in this report suggest that AT-101 has a unique therapeutic potential against Waldenström Macroglobulinemia that is independent of resistance to bortezomib. These observations highlight bcl-2 as a potential target, and AT-101 as possible therapeutic avenue for WM patients. Disclosures: Chanan-Khan: Celgene: Honoraria, Membership on an entity's Board of Directors or advisory committees, Speakers Bureau; Millennium: Honoraria, Membership on an entity's Board of Directors or advisory committees, Speakers Bureau; Immunogen: Honoraria, Membership on an entity's Board of Directors or advisory committees, Speakers Bureau.

Abstract Waldenströms Macroglobulinemia (WM) is a unique form of lymphoplasmacytic lymphoma, in which the tumor compartment is comprised of B-lymphocytes, plasmacytoid lymphocytes and plasma cells. The majority of WM cases are immunophenotypically characterized by expression of surface antigens that are present on both B-cells (CD19/20) and plasma cells (CD38/138). However, in advanced stage disease, which has been treated with various chemoimmunotherapeutics the molecular profile of WM cells can drastically shift resulting in a majority of the WM tumor compartment exhibiting loss of CD20 and concurrent upregulation of atypical surface antigens (Barakat et al, Am J Clin Pathol 2011; Morice et al Mod Pathol 2009). These external immunophenotypic changes are associated with underlying epigenetic and genomic alterations, whose integrated study may provide further insight into the biology of advanced stage WM. Moreover, such an analysis holds clinical potential by uncovering of therapeutic vulnerabilities, which can direct the selection of appropriate therapeutics for patients with CD20- WM. With this in mind, we conducted comprehensive molecular testing coupled with functional studies to understand if underlying genomic/epigenetic changes correlated with drug sensitivity using appropriate preclinical models of CD20+ WM (BCWM.1 cell line) and CD20- WM (RPCI-WM1 cell line). Importantly, the index patient from whom the CD20- cells were developed had received a total of 6 lines of treatment, two of which contained rituximab and was documented as being refractory to rituximab. Immunophenotyping of CD20- cells showed differential downregulation of 19 and upregulation of 7 CD antigens relative to CD20+ WM cells (cutoff at 1.5 fold; >20% gated expression). Upregulated antigens were associated with a phenotype reminiscent of a memory B-cell with plasmacytoid features. Next, we conducted RNA-Seq analysis (Illumina HiSeq), which revealed downregulation of 6,673 and upregulation of 4,594 genes (>1.5 fold cutoff) in CD20- WM cells compared with CD20+ cells. Gene pathway enrichment analysis (NextBio, Illumina Inc.) of mRNA differentially expressed in CD20- cells showed significant enrichment of upregulated genes corresponding to Protein Transport (p<1.8E-98) and Response to Unfolded Protein Gene Ontology groups (p<5.9E-20). Interestingly, pathway analysis of downregulated genes in CD20- WM cells showed enrichment within the B-cell receptor-signaling (BCR) pathway (Broad MSigDB) (p<6.1E-14) relative to CD20+ WM cells. BCR signaling has been linked to dysregulated expression of several micro-RNAs (miRs). Consistent with pathway analysis results, we observed decreased levels of numerous miRs (Exiqon qPCR) in CD20- vs. CD20+ WM cells, which target and regulate components involved in BCR activation. To examine further epigenetic changes that may account for decreased BCR signaling, we examined the global methylation profile (Infinium HumanMethylation 450K array) of CD20- and CD20+ WM cells and noted hypermethylation of the promoter sites (200 base pairs upstream) for a number of transcription factors involved in the BCR pathway. We therefore examined sensitivity of CD20- WM cells to the BTK inhibitor ibrutinib, which abrogates BCR signaling. As anticipated, CD20- WM cells retained >90% viability and demonstrated significantly less apoptosis in presence of ibrutinib (4uM) compared to CD20+ cells, suggesting decreased reliance on canonical BCR signaling for survival. In parallel and guided by pathway analysis results, we exposed both CD20- and CD20+ WM cells to a novel 19S proteasome inhibitor (VLX1570), which caused profound proteotoxicity and ER stress at concentrations ranging between 250 – 500nM. We noted CD20- cells were significantly more sensitive (p<0.01) to 19S proteasome inhibition than CD20+ WM cells indicating the formers critical dependence on tightly regulated protein homeostasis. In summary we describe for the first time, a comprehensive molecular and immunophenotypic investigation of CD20- WM cells compared to CD20+ WM cells, using validated preclinical models of the two disease phenotypes. Overall our data suggests significant architectural differences between CD20+ and CD20- WM, which can potentially impact the behavior of the cells and their sensitivity towards novel therapeutics being developed for treatment of advanced stage WM. Disclosures Martin: Janssen: Honoraria.

Abstract Background: The concept of treatment personalization in cancer often means associating a drug with an actionable mutation. One limitation of this approach is that most tumors have multiple aberrations, which are not actionable. Here we present a predictive simulation based approach which models the molecular architecture and resulting physiology of advanced stage Waldenströms Macroglobulinemia (WM, a B-lymphoplasmacytic lymphoma) as well as the design of novel personalized treatments using existing drug agents for rapid clinical translation with validations. Methods: We used the human WM cell line, RPCI-WM1, as a surrogate model of refractory, advanced patient sub-groups. Publically available as well as proprietary genomic and cytogenetic data was utilized for the creation of an avatar of RPCI-WM1, which through simulation identified the salient and prominently dysregulated cellular pathways. Importantly, illustrating these pathways highlights common convergence points on increased proliferation and viability. These convergence points were then directly and indirectly targeted by simulated testing of a library of FDA approved drugs and those impacting these dysregulated pathways were shortlisted. Importantly, this simulation avatar approach not only looks for agents acting on the specific gene mutation, but also predicts the convergence points to be attacked. The personalized simulation avatar technology is a comprehensive functional proteomics representation of WM physiology network. A standardized library of equations models all the biological reactions such as enzymatic reactions, allosteric binding and protein modulation by phosphorylation, de-phosphorylation, ubiquitination, acetylation, prenylation and others. A library of over 150 digital functional library of FDA approved drug agents and those in clinical study has been developed and was simulated individually and in combination on the RPCI-WM1 (advanced stage WM patient) avatar. Results: Overall, there were 272 gene aberrations used to create the RPCI-WM1 simulation avatar. Importantly, presence of MYD88L265P mutation, absence of CXCR4 mutations and additional chromosomal aberrations (derivatives, translocations, deletions and amplifications of chromosomes 3, 6, 9, 13, 18 and 19) were taken into account. The RPCI-WM1 patient avatar predicted increased IRAK1/4 engagement due to MYD88 mutation and high copy number (CN) of IL18, to increased NFkB via TAK1, and increased ERK signaling through IRAK1/4 mediated down regulation of DUSP1. The RPCI-WM1 model also indicated high AKT due to indirect convergence of multiple aberrations. Another key characteristic of the genomic aberrations driving proliferative phenotype was low CN of RB1, FOXO3, CDKN2A, CDKN2B, and CEBPa. Modeling predicted sensitivity to the aurora kinase (AURKA) inhibitor, tozasertib and resistance to cell cycle cyclin D-CDK4/6 pathway inhibitors., Although there was no CN variation in AURKA, as per simulation its expression and activity was upregulated due to high CN of ETS1 and PAK1 and increased activation of NFkB, HIF1A and STAT5 in the disease network. Despite high proliferation, LEE011 (representative CDK4/6 inhibitor) was predicted to exert no cytotoxic effect, due to the presence of an RB1 deletion. Through phosphorylation of RB1, the CDK4-CyclinD1 complex aids in release of E2F1 from the RB1 sequestered complex, to drive proliferation. However, predictive modeling suggested that with an RB1 deletion present, this regulation becomes irrelevant and therefore the inhibition of the CDK4/6-CyclinD1 complex would be ineffective. The simulation predictions were experimentally validated. As predicted, AURKA inhibition with tozasertib significantly inhibited viability and proliferation of RPCI-WM1 cells (IC50 ~7nM) whereas inhibition of CDK4/6 with LEE011 had no effect on tumor cell survival. Conclusions: This study demonstrates the utility of a novel technology for rapid translation of a (WM) genetic signature towards a personalized therapeutic strategy. This simulation avatar based approach holistically integrates all genomic aberration information to design personalized therapies architected from FDA approved and/or clinical drug agents with therapeutic potential for WM patients based on unique genetic signatures. Disclosures Vali: CellWorks: Employment. Kumar:CellWorks: Employment. Singh:CellWorks: Employment. Kapoor:Cellworks Research India Limited: Employment. Abbasi:CellWorks: Employment, Equity Ownership.

Abstract Background Chronic lymphocytic leukemia (CLL) is characterized by the accumulation of clonal B cells in the peripheral blood, bone marrow, lymph nodes, and spleen. This is due to a combined effect of deferred apoptosis with slow, but persistent proliferation of malignant cells. In CLL, tumor-sustaining homeostasis is critically maintained by the ubiquitin proteasome system. The proteasome mediates degradation of various transcription factors such as TP53 as well as upholding a balance between the anti and pro apoptotic proteins of the BCL2 family. Previous studies have demonstrated that the clinical course of the disease is negatively associated with malfunctioning apoptotic pathways that result in increased levels of BCL2. Thus, identification and correction of defects that affect programmed cell death offer therapeutic vantage to reset and engage cell death pathways in CLL. Aim Examination of the anti-CLL properties of the investigational agent MLN2238 (Millennium Pharmaceuticals, Inc., Cambridge, MA) and its ability to inhibit the proteasomal machinery; induce CLL cell death and downregulate BCL2. MLN2238 activity was also investigated in conjunction with anti-CLL therapies such as fludarabine and dexamethasone along with the BH3 mimetic BCL2 inhibitor, AT-101 (Ascenta Pharmaceuticals, Malvern, PA). Methods CLL cells with >90% CD19+ tumor population were obtained from 28 patients with a confirmed diagnosis of CLL. Proteasomal activity was measured using synthetic fluorogenic peptide substrates. Apoptosis was measured by annexin-v/PI staining, and mitochondrial membrane permeability (MOMP) was assessed using TMRM followed by flow cytometry. Protein profiles were ascertained by western blot. Results MLN2238 inhibited the chymotrypsin-like proteasomal activity by more than 90% (p<0.005) in all patient samples without altering PSMB5 protein levels. Moderate to minimal inhibitory effect on caspase-like and trypsin-like proteasomal activities, respectively, was also noted. CLL cells showed a concentration dependent decrease in viability in response to treatment with MLN2238 at an IC50 of 50 nM. MLN2238 treated cells underwent apoptosis in a dose dependent manner with a median dose effect (cell death) observed in 42% of cells at 25 nM (range 10% - 54%) and 60% of cells at a 50 nM concentration (range, 25% - 73%). PARP-1 and caspase-3 cleavage along with an increase in MOMP was also noted after CLL cells were treated with MLN2238; however, apoptosis was only partially blocked by the pan-caspase inhibitor z-VAD.fmk. BCL2 downregulation was dose-dependent and was observed as early as 12 hours. We sought to determine whether directly disrupting BCL2 function with AT-101 could enhance the anti-CLL effects of MLN2238. When used at sub-IC50 concentrations, AT1-10 synergized with MLN2238 to induce CLL cell death. Synergy was also observed when MLN2238 was paired with the cytotoxic agent fludarabine, whereas the combination of MLN2238 and dexamethasone resulted in additive anti-CLL activity. Conclusion While PI have made an important impact in various B cell cancers, their role in CLL has not been well established. We investigated preclinically, a novel PI and noted that targeting the proteasome with MLN2238 resulted in lethal events in CLL cells, which were further enhanced by disruption of the BCL2 prosurvival pathway. Moreover, proteasome disruption sensitized CLL cells to the cytotoxic effect of fludarabine, an important therapeutic in CLL. These data provides the mechanistic basis for evaluation of MLN2238 in CLL through rationale design of drug combination strategies based on CLL biology. We would like to acknowledge the Leukemia and Lymphoma Society (A.C.-K. is a Leukemia and Lymphoma Scholar in Clinical Research) for their ongoing support. We are also grateful to Mary Ella Mahoney Davidson (Millennium Pharmaceuticals) for providing logistical support. Disclosures: Foran: Celgene: Research Funding.

Abstract Waldenström Macroglobulinemia (WM) is a disorder of lymphoplasmacytoid cells that inhabit lymph nodes and the bone marrow. WM cells are characterized by secretion of monoclonal pentameric IgM. These cells are CD19+, CD20+, CD22+, CD38+, CD138+/- and phenotypically resemble IgM plasmablasts or plasma cells. In addition, 91% of WM cases carry an activating mutation of MyD88 (L265P). Mature resting B cells can be driven to differentiate to IgM secreting plasmablasts and plasma cells with similar phenotypes using the TLR4 ligand lipopolysaccharide (LPS). We have demonstrated that LPS (+ cytokine)-differentiated cells become Bcl-xL dependent during this process, rendering them sensitive to the Bcl-xL/Bcl-2 inhibitor ABT-737. For this reason, we hypothesized that activation of MyD88 in WM cells could drive Bcl-xL dependence in a similar manner conferring ABT-737 sensitivity. We treated three WM cell lines, BCWM.1, MWCL-1 and RPCI-WM1 which all harbor the MyD88 (L265P) mutation with ABT-737. We found varying levels of resistance to ABT-737 with an IC50 > 2 μM for all three lines as compared with the ABT-737 sensitive multiple myeloma cell line MM.1s which has an IC50 of 0.4 μM. The RPCI-WM1 cell line was the most insensitive to ABT-737-induced apoptosis with no apoptosis above baseline up to 1.6 μM of drug. Since the WM cell lines were not sensitive to direct inhibition of intrinsic survival regulators, we then examined the sensitivity of these cell lines to other activators of the intrinsic apoptosis pathway. Two of the three cell lines were moderately sensitive to bortezomib with IC50 ≈ 5 nM as compared with the sensitive multiple myeloma cell line MM.1s with an IC50 of 2 nM. The RPCI-WM1 cell line was insensitive to bortezomib with no apoptosis above baseline up to 20 nM bortezomib. Similarly, we found that two of the cell lines were moderately sensitive to arsenic trioxide with an IC50 ≈ 6 μM as compared with the multiple myeloma cell line MM1.s (IC50 ≈ 4 μM). The RPCI-WM1 cell line was insensitive to ATO as well with an IC50 > 20 μM. Given the lack of sensitivity of the three WM cell lines we tested to Bcl-xL/Bcl-2 inhibition with ABT-737 treatment, and that RPCI-WM1 appears insensitive to multiple inducers of intrinsic apoptosis, we examined the expression levels of Bcl-2 family members in these cells. Both BCWM.1 cells and MWCL-1 cells expressed Bim mRNA at very low levels with MWCL-1 expressing no detectable Bim at the protein level. Surprisingly, more moderate levels of Bim were detected in RPCI-WM1 cells. These findings were confirmed at the mRNA level by qRT-PCR. Bcl-xL and Mcl-1 were detectable in all three lines at moderate levels while Bcl-2 which was only expressed at significant levels in MWCL-1 cells and undetectable in BCWM.1 cells. We examined the expression levels of the Bax and Bak in these cells and remarkably there was no detectable Bax and very small amounts of Bak protein in RPCI-WM1 cells. Consistent with a defect in gene expression, Bax mRNA was also low in RPCI-WM1. This was not due to copy number variation, as determined by array-CGH in both the initial patient isolate and the established cell line. Additionally, no loss of Bax, Bak or Bim (Bcl2l11) was observed in SNP array analysis of 46 patients with WM. Interestingly, Bak mRNA levels in RPCI-WM1 were similar to the other WM lines, suggesting a defect in translation or post-translational regulation is responsible for the low protein expression. These results lead us to conclude that these WM cell lines are not sensitive to Bcl-xL/ Bcl-2 inhibition despite activation of MyD88. We have further shown that there are multiple and distinct differences in Bcl-2 family protein expression that lead to this insensitivity. While low levels of Bim combined with expression of Mcl-1 confer resistance to ABT-737 in MWCL-1 and BCWM.1, the lack of Bax and Bak confers resistance to intrinsic apoptotic stimuli in general in RPCI-WM1. Moreover, the loss of Bax and Bak protein expression occur through distinct mechanisms. These WM cell lines demonstrate that sensitivity to agents that kill through the intrinsic apoptotic pathway may vary within a disease that is characterized by a single activating mutation and suggests that additional heterogeneous events regulate the expression of Bcl-2 family proteins in WM. Disclosures: Leleu: CELGENE: Honoraria; JANSSEN: Honoraria. Lonial:Millennium: Consultancy; Celgene: Consultancy; Novartis: Consultancy; BMS: Consultancy; Sanofi: Consultancy; Onyx: Consultancy. Boise:Onyx Pharmaceuticals: Consultancy.

Abstract Background: While B-cell receptor (BCR) signaling is essential for the development, of normal B cells, its aberrant hyper-activation results in neoplastic transformation of B-lymphocytes. Recent investigations using small molecule inhibitors validate the BCR pathway as a valuable target. Bruton’s tyrosine kinase (BTK) is one of the components of a signaling hub that transduces signals from the BCR into the cell for its activation and has been shown to be a therapeutic target. Ibrutinib (PCI-32765), an irreversible BTK inhibitor has shown clinical efficacy in CLL, mantle cell lymphoma (MCL) and Waldenströms macroglobulinemia (WM). Ibrutinib binds to cysteine-481 of the BTK protein and blocks its phosphorylation, resulting in termination of BCR-mediated activation of cells with a concomitant induction of death. Despite the clinical success of ibrutinib, a high percentage of patients achieve only partial response and eventually acquire resistance to the drug, resulting in aggressive relapse of the disease. A mutation of Cys481-Ser in BTK (ibrutinib-BTK binding site) has been reported to be one of the reasons for the development of ibrutinib resistance (IR). To understand the mechanisms resulting in acquisition of IR, we developed preclinical models of IR in WM and MCL. Materials: Ibrutinib was obtained from Pharmacyclics, CA. Validated human WM models (BCWM.1, RPCI-WM1 and MWCL.1 cell lines) and human MCL models (Jeko-1 and Maver cell lines) were used for the study. Results: BTK was constitutively phosphorylated at Y223 and Y551 in all the cell lines tested and this was inhibited by ibrutinib in a dose dependent manner. Phosphorylation of other kinases in the cascade such as SYK (Y323 and Y525/526) and PLCg2 (Y759 and Y1217) were also inhibited while AKT phosphorylation at both Ser473 and Thr308 was consistently increased in presence of ibrutinib. Treatment with ibrutinib induced cell cycle arrest in the G1 phase by 24h followed by apoptosis. Cell growth assays (MTS assay) showed that BCWM.1 was the most sensitive cell line followed by MWCL-1, RPCI-WM1, Maver and Jeko-1. Exposure of WM and MCL cells for prolonged periods of time with progressively increasing concentrations of ibrutinib resulted in outgrowth of clones (IR WM and MCL cell lines) that were resistant to apoptosis with a slow growth rate as compared to wild type parental cells. IR cells attained 2 – 20 fold resistance to ibrutinib as compared to the respective parental lines as determined by MTS assay. Sequence analysis of the BTK gene in all the cell lines revealed no mutation in IR cells at Cys481 suggesting that in an acquired IR state, resistance to ibrutinib can be developed independent of BTK Cys481 mutation. Interestingly, we found p-BTK levels to be markedly reduced in IR cells. Ibrutinib reversal experiments suggested that while a continuous presence of ibrutinib is needed for inhibition of BTK phosphorylation, a stable IR state could be maintained (for >1 month) in the absence of ibrutinib. This suggested the cells reliance on a parallel survival pathway, independent of BTK phosphorylation. Focused mRNA (Nanostring nCounter assay) and immunoblot analysis revealed significant changes in the expression profiles of several cellular elements. These included transcription factors such as PU.1, IRF4, BLIMP1, BCL-6 b-catenin as well as the phosphorylated ERK1/2, STAT1 and 3 suggesting a reprogramming of critical cellular networks, which IR tumor cells might be utilizing to overcome ibrutinib-induced cytotoxicity. Importantly, we observed that IR cells retained high levels of p-AKT and showed an increase in expression of BCL2 family members, as well as BCL-2 itself. Treatment of IR cells with ibrutinib +/- MK2206 (AKT inhibitor), or ABT-199 (BCL-2 inhibitor), synergistically induced cytotoxicity in IR cells, suggesting the importance of these parallel survival pathways (AKT/BCL2) in maintaining an IR state. Conclusion: Here we demonstrate that in the absence of BTK Cys481 mutation, an IR state is associated with reprogramming of transcriptional networks countering ibrutinib-induced toxicity by activation of AKT and BCL-2. Our current data exposes multiple vulnerabilities within IR cells, which can be therapeutically exploited to potentially delay onset of IR, by targeting alternative oncogenic mechanisms that are activated in presence of sustained BTK inhibition. Disclosures No relevant conflicts of interest to declare.

Abstract Background:The pathological behavior of Waldenströms macroglobulinemia (WM) cells relies on aberrant B-cell receptor (BCR), and Toll-like receptor (TLR) signaling and is intricately supported by malfunctions in initiation of apoptosis. In this dynamic, a complex shift between functionally active pro-apoptotic and anti-apoptotic proteins from the Bcl-2 family occurs and bestows the malignant cells with a significant survival advantage. This defective apoptotic signaling is associated with aggressive clinical behavior, chemoresistance, and a poor prognosis in many B-cell cancers, including WM. Thus, BCR/TLR induced proliferation and abnormal apoptotic signaling due to dysregulation of Bcl-2 signaling, act in concert for the assurance of the malignant WM cells survival. Clinically, mitigation of BCR signaling with the first in class BTK inhibitor, ibrutinib, has shown promising results in WM and other B-cell cancers. However, clinical responses to the BTK inhibitor alone are less than optimal and development of ibrutinib-resistant disease is being recognized as an important and impending dilemma. We have previously shown the utility of disrupting pro-apoptotic Bcl-2 protein interactions in WM, chronic lymphocytic leukemia and multiple myeloma and that this functional interference results in re-sensitization (or heightened sensitivity) of tumor cells towards chemoimmunotherapy. As such, we examined the effects of ABT-199, a Bcl-2 specific small molecule inhibitor, in preclinical models of WM. Importantly; we conducted this investigation in proprietarily developed WM cells that have acquired resistance mechanisms towards either ibrutinib (IR WM subclones) or bortezomib (BR WM subclones). Materials:WM cell lines (BCWM.1, MWCL.1 and RPCI-WM1; WT cells) including their bortezomib resistant (BR) or ibrutinib resistant (IR) subclones were used in this study. Results: An initial comparison of Bcl-2 family members, Bcl-2, Mcl-1, BCL-xL, A1 (anti-apoptotic members), Noxa, Puma, Bim (pro-apoptotic initiators) and Bak and Bax (pro-apoptotic effectors), revealed that BR WM cells express increased levels of pro-apoptotic Bcl-2 family members, particularly Bcl-2, relative to WT cells. Similarly, A1 and Bcl-2 levels were up regulated in IR cell lines suggesting that the Bcl-2 mediated survival pathway is involved in resistance to both bortezomib and ibrutinib. Cell growth (MTS) assays using ABT-199 indicated that both BR and IR cells were equally sensitivity to Bcl-2 inhibition, with an IC50 ranging between 2 – 4mM. ABT-199 induced a dose dependent increase in MOMP with concomitant induction of apoptotic cell death, the latter confirmed by observation of PARP-1 cleavage. ABT-199 induced an intrinsic apoptotic program with the activation of caspase 9 and caspase 3 in all the cells tested. This data indicated the Bcl-2 pathway as being relevant and essential in WM cell lines even under drug resistant conditions. To evaluate the priming effect of ABT-199 on bortezomib and ibrutinib induced cell death, MTS assays were performed with these drugs in presence of IC25 concentrations of ABT-199. The addition of ABT-199 significantly reduced the IC50of both bortezomib and ibrutinib in WT, BR and IR cells. This suggested that re-sensitization of BR and IR cells towards either bortezomib or ibrutinib, respectively, was possible in presence of ABT-199. Further, combined addition of ABT-199 with bortezomib or ibrutinib showed synergistic cell death (combination index range: 0.004 – 0.6, CalcuSyn, Biosoft UK) in BR or IR WM cells, respectively. Conclusion: Dysregulation of Bcl-2 signaling is associated with the pathogenesis and promotion of drug resistance in B-cell cancers, including WM. Our report is first to highlight in WM preclinically, the antiproliferative effect of disrupting Bcl-2, through use of ABT-199. Altogether, our data suggests that therapeutic interference of Bcl-2 function with ABT-199 complements the anti-WM activity of ibrutinib or bortezomib in a synergistic manner and can in fact restore sensitivity of either drug in WM cells that are resistant to proteasome or BTK inhibitors. Focused mRNA and protein profiling analyses are currently underway to delineate the mechanisms accounting for synergy observed between concomitant Bcl-2/BTK inhibition as well Bcl-2/proteasome inhibition. Disclosures Ansell: Biothera: Research Funding. Martin:Janssen: Honoraria. Coleman:Celgene: Membership on an entity's Board of Directors or advisory committees, Speakers Bureau; Millennium: Membership on an entity's Board of Directors or advisory committees, Speakers Bureau; Onyx: Speakers Bureau.

The ubiquitin–proteasome system (UPS) is increasingly recognized as a therapeutic target for the development of anticancer therapies. The success of the 20S proteasome core particle (20S CP) inhibitor bortezomib in the clinical management of multiple myeloma has raised the possibility of identifying other UPS components for therapeutic intervention. We previously identified the small molecule b‐AP15 as an inhibitor of 19S proteasome deubiquitinase (DUB) activity. Building upon our previous data, we performed a structure–activity relationship (SAR) study on b‐AP15 and identified VLX1570 as an analog with promising properties, including enhanced potency and improved solubility in aqueous solution. In silico modeling was consistent with interaction of VLX1570 with key cysteine residues located at the active sites of the proteasome DUBs USP14 and UCHL5. VLX1570 was found to inhibit proteasome deubiquitinase activity in vitro in a manner consistent with competitive inhibition. Furthermore, using active‐site‐directed probes, VLX1570 also inhibited proteasome DUB activity in exposed cells. Importantly, VLX1570 did not show inhibitory activity on a panel of recombinant non‐proteasome DUBs, on recombinant kinases, or on caspase‐3 activity, suggesting that VLX1570 is not an overtly reactive general enzyme inhibitor. Taken together, our data shows the chemical and biological properties of VLX1570 as an optimized proteasome DUB inhibitor.

SummaryDeubiquitinase enzymes (DUBs) of the proteasomal 19S regulatory particle are emerging as important therapeutic targets in several malignancies. Here we demonstrate that inhibition of two proteasome‐associated DUBs (USP14 and UCHL5) with the small molecule DUB inhibitor b‐AP15, results in apoptosis of human Waldenström macroglobulinaemia (WM) cell lines and primary patient‐derived WM tumour cells. Importantly, b‐AP15 produced proteotoxic stress and apoptosis in WM cells that have acquired resistance to the proteasome inhibitor bortezomib. In silico modelling identified protein residues that were critical for the binding of b‐AP15 with USP14 or UCHL5 and proteasome enzyme activity assays confirmed that b‐AP15 does not affect the proteolytic capabilities of the 20S proteasome β‐subunits. In vitro toxicity from b‐AP15 appeared to result from a build‐up of ubiquitinated proteins and activation of the endoplasmic reticulum stress response in WM cells, an effect that also disrupted the mitochondria. Focused transcriptome profiling of b‐AP15‐treated WM cells revealed modulation of several genes regulating cell stress and NF‐κB signalling, the latter whose protein translocation and downstream target activation was reduced by b‐AP15 in vitro. This is the first report to define the effects and underlying mechanisms associated with inhibition of USP14 and UCHL5 DUB activity in WM tumour cells.