Cover
Cover - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Mar. 05, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-34822 | ||
Entity Registrant Name | CLEARPOINT NEURO, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 58-2394628 | ||
Entity Address, Address Line One | 120 S. Sierra Ave. | ||
Entity Address, Address Line Two | Suite 100 | ||
Entity Address, City or Town | Solana Beach | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 92075 | ||
City Area Code | 888 | ||
Local Phone Number | 287-9109 | ||
Title of 12(b) Security | Common Stock, $0.01 par value per share | ||
Trading Symbol | CLPT | ||
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 | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 155 | ||
Entity Common Stock, Shares Outstanding | 26,976,289 | ||
Documents Incorporated by Reference | The information required by Part III is incorporated by reference from portions of the definitive proxy statement to be filed within 120 days after December 31, 2023, pursuant to Regulation 14A under the Securities Exchange Act of 1934 in connection with the 2024 annual meeting of stockholders. | ||
Amendment Flag | false | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2023 | ||
Entity Central Index Key | 0001285550 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2023 | |
Auditor Information [Abstract] | |
Auditor Firm ID | 677 |
Auditor Name | Cherry Bekaert LLP |
Auditor Location | Tampa, Florida |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 23,140 | $ 27,615 |
Short-term investments | 0 | 9,874 |
Accounts receivable, net | 3,211 | 2,665 |
Inventory, net | 7,911 | 9,303 |
Prepaid expenses and other current assets | 1,910 | 1,723 |
Total current assets | 36,172 | 51,180 |
Property and equipment, net | 1,389 | 806 |
Operating lease rights of use | 3,564 | 1,895 |
Software license inventory | 386 | 450 |
Licensing rights | 1,041 | 1,028 |
Other assets | 109 | 131 |
Total assets | 42,661 | 55,490 |
Current liabilities: | ||
Accounts payable | 393 | 272 |
Accrued compensation | 2,947 | 2,824 |
Other accrued liabilities | 1,053 | 2,065 |
Operating lease liabilities, current portion | 424 | 561 |
Deferred product and service revenue, current portion | 2,613 | 1,066 |
Total current liabilities | 7,430 | 6,788 |
Operating lease liabilities, net of current portion | 3,568 | 1,532 |
Deferred product and service revenue, net of current portion | 541 | 390 |
2020 senior secured convertible note payable, net | 9,949 | 9,893 |
Total liabilities | 21,488 | 18,603 |
Commitments and contingencies (Note 8) | ||
Stockholders' Equity Attributable to Parent [Abstract] | ||
Preferred stock, $0.01 par value; 25,000,000 shares authorized at December 31, 2023 and 2022; none issued and outstanding at December 31, 2023 and 2022 | 0 | 0 |
Common stock, $0.01 par value; 90,000,000 shares authorized at December 31, 2023 and 200,000,000 shares authorized at December 31, 2022; 24,652,729 and 24,578,983 shares issued and outstanding at December 31, 2023 and 2022, respectively | 247 | 246 |
Additional paid-in capital | 193,382 | 187,008 |
Accumulated deficit | (172,456) | (150,367) |
Total stockholders’ equity | 21,173 | 36,887 |
Total liabilities and stockholders’ equity | $ 42,661 | $ 55,490 |
Common stock, authorized (in shares) | 90,000,000 | 200,000,000 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized (in shares) | 25,000,000 | 25,000,000 |
Preferred stock, issued (in share) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 90,000,000 | 200,000,000 |
Common stock, issued (in shares) | 24,652,729 | 24,578,983 |
Common stock, outstanding (in shares) | 24,652,729 | 24,578,983 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Revenue: | ||
Total revenue | $ 23,955 | $ 20,551 |
Cost of revenue | 10,341 | 7,020 |
Gross profit | 13,614 | 13,531 |
Research and development costs | 11,709 | 10,894 |
Sales and marketing expenses | 12,595 | 9,358 |
General and administrative expenses | 11,756 | 9,611 |
Operating loss | (22,446) | (16,332) |
Other income (expense): | ||
Other expense, net | (29) | (22) |
Interest income (expense), net | 386 | (81) |
Net loss | $ (22,089) | $ (16,435) |
Net loss per share attributable to common stockholders: | ||
Basic (in usd per share) | $ (0.90) | $ (0.68) |
Diluted (in usd per share) | $ (0.90) | $ (0.68) |
Weighted average shares outstanding: | ||
Basic (in shares) | 24,605,212 | 24,181,854 |
Diluted (in shares) | 24,605,212 | 24,181,854 |
Product revenue | ||
Revenue: | ||
Total revenue | $ 10,603 | $ 12,789 |
Service and other revenue | ||
Revenue: | ||
Total revenue | $ 13,352 | $ 7,762 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit |
Balances at beginning (in shares) at Dec. 31, 2021 | 23,665,991 | |||
Balances at beginning at Dec. 31, 2021 | $ 48,787 | $ 237 | $ 182,482 | $ (133,932) |
Issuances of common stock: | ||||
Share-based compensation (in shares) | 476,720 | |||
Share-based compensation | 4,126 | $ 5 | 4,121 | |
Warrant and option exercises (cash and cashless) (in shares) | 403,980 | |||
Warrant and option exercises (cash and cashless) | 268 | $ 4 | 264 | |
Issuance of common stock under employee stock purchase plan (in shares) | 56,561 | |||
Issuance of common stock under employee stock purchase plan | 477 | 477 | ||
Payments for taxes related to net share settlement of equity awards (in shares) | (24,269) | |||
Payments for taxes related to net share settlement of equity awards | (336) | (336) | ||
Net loss for the year | $ (16,435) | (16,435) | ||
Balance at ending (in shares) at Dec. 31, 2022 | 24,578,983 | 24,578,983 | ||
Balances at ending at Dec. 31, 2022 | $ 36,887 | $ 246 | 187,008 | (150,367) |
Issuances of common stock: | ||||
Share-based compensation (in shares) | 9,538 | |||
Share-based compensation | 6,079 | 6,079 | ||
Warrant and option exercises (cash and cashless) (in shares) | 14,312 | |||
Issuance of common stock under employee stock purchase plan (in shares) | 84,430 | |||
Issuance of common stock under employee stock purchase plan | 506 | $ 1 | 505 | |
Payments for taxes related to net share settlement of equity awards (in shares) | (34,534) | |||
Payments for taxes related to net share settlement of equity awards | (210) | (210) | ||
Net loss for the year | $ (22,089) | (22,089) | ||
Balance at ending (in shares) at Dec. 31, 2023 | 24,652,729 | 24,652,729 | ||
Balances at ending at Dec. 31, 2023 | $ 21,173 | $ 247 | $ 193,382 | $ (172,456) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (22,089) | $ (16,435) |
Adjustments to reconcile net loss to net cash flows from operating activities: | ||
Allowance for credit losses (recoveries) | 1,258 | (117) |
Depreciation and amortization | 626 | 244 |
Share-based compensation | 6,079 | 4,126 |
Amortization of debt issuance costs and original issue discounts | 57 | 55 |
Amortization of lease right of use assets, net of accretion in lease liabilities | 831 | 533 |
Accretion of discounts on short-term investments | (126) | (284) |
Increase (decrease) in cash resulting from changes in: | ||
Accounts receivable | (1,804) | (211) |
Inventory, net | 1,246 | (4,421) |
Prepaid expenses and other current assets | (113) | (1,216) |
Other assets | 22 | (6) |
Accounts payable and accrued expenses | (649) | 1,591 |
Lease liability | (755) | (541) |
Deferred revenue | 1,697 | 515 |
Net cash flows from operating activities | (13,720) | (16,167) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (717) | (253) |
Acquisition of licensing rights | (334) | (893) |
Purchase of short-term investments | 0 | (21,590) |
Proceeds from maturities of short-term investments | 10,000 | 12,000 |
Net cash flows from investing activities | 8,949 | (10,736) |
Cash flows from financing activities: | ||
Proceeds from stock option and warrant exercises | 0 | 268 |
Proceeds from issuance of common stock under employee stock purchase plan | 506 | 477 |
Payments for taxes related to net share settlement of equity awards | (210) | (336) |
Net cash flows from financing activities | 296 | 409 |
Net change in cash and cash equivalents | (4,475) | (26,494) |
Cash and cash equivalents, beginning of year | 27,615 | 54,109 |
Cash and cash equivalents, end of year | 23,140 | 27,615 |
Cash paid for: | ||
Income taxes | 0 | 0 |
Interest | $ 743 | $ 523 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Parenthetical) $ in Millions | 1 Months Ended |
Jun. 30, 2023 USD ($) | |
Statement of Cash Flows [Abstract] | |
Right-of-use assets obtained in exchange for operating lease liability | $ 2.5 |
Description of the Business and
Description of the Business and Financial Condition | 12 Months Ended |
Dec. 31, 2023 | |
Description Of Business And Liquidity | |
Description of the Business and Financial Condition | Description of the Business and Financial Condition ClearPoint Neuro, Inc. (the “Company”) is a commercial-stage medical device company focused on the development and commercialization of innovative platforms for performing minimally invasive surgical procedures in the brain. From the Company’s inception in 1998, the Company deployed significant resources to fund its efforts to develop the foundational capabilities for enabling MRI-guided interventions, building an intellectual property portfolio, and identifying and building out commercial applications for the technologies it develops. In 2021, the Company’s efforts expanded beyond the MRI suite to encompass development and commercialization of new neurosurgical device products for the operating room setting, as well as consulting services for pharmaceutical and biotech companies, academic institutions, and contract research organizations. The Company was incorporated in the state of Delaware in March 1998, and has headquarters located in Solana Beach, California. The Company established ClearPoint Neuro (Canada) Inc., a wholly owned subsidiary incorporated in Canada, in August 2013, primarily for the purpose of performing software development, and established ClearPoint Neuro U.K. Ltd, a wholly owned subsidiary incorporated in the United Kingdom, in October 2020, ClearPoint Neuro Germany GmbH., a wholly owned subsidiary incorporated in Germany, in May 2023, and ClearPoint Neuro Italy, S.r.l., a wholly owned subsidiary incorporated in Italy, in August 2023, primarily for the purpose of employing the Company’s clinical services representatives serving the Company’s customers in the United Kingdom and the EU. The activities of all subsidiaries are reflected in these consolidated financial statements. The Company’s initial product offering, the ClearPoint system, is an integrated system comprised of capital equipment and disposable products, designed to allow minimally invasive procedures in the brain to be performed in an MRI suite. The ClearPoint Array Neuro Navigation System and its principal disposable component, introduced in 2021, is designed to be deployed in an operating room setting while also being usable in an MRI suite. Both systems provide guidance for the placement and operation of instruments or devices during the planning and operation of neurosurgical procedures. The Company received 510(k) clearance from the U.S. Food and Drug Administration (“FDA”) in 2010 to market the ClearPoint system in the United States for general neurosurgical interventional procedures; in February 2011, the Company also obtained CE marking for its ClearPoint system. In 2011 and 2018, the Company received 510(k) clearance and CE marking, respectively, for its SmartFlow cannula which is being used, or is under evaluation, along with the Company's services, by more than 50 pharmaceutical and biotech companies, academic institutions, or contract research organizations having a focus on biologics and drug delivery. In September 2022, the ClearPoint Prism Neuro Laser Therapy System, for which the Company has exclusive global commercialization rights, received 510(k) clearance through the Company’s Swedish partner CLS. The Prism laser represents the Company's first therapy product offering. Macroeconomic Trends The Company continues to monitor the impact of various macroeconomic trends, such as global economic and supply chain disruptions, geopolitical instability (including instability resulting from military conflicts), labor shortages, instability of financial institutions and inflationary conditions. Changes in domestic and global economic conditions, supply chain disruptions, labor shortages, as well as other stimulus and spending programs, have led to higher inflation, which is likely to lead to increased costs and may cause changes in fiscal and monetary policy. Impacts from inflationary pressures, such an increasing costs for research and development of the Company's products, administrative and other costs of doing business, the potential for instability for the financial institutions where the Company maintains its deposits or other assets, and the Company's access to capital markets and other source of funding in the future could adversely affect the Company's business, financial condition and results of operations. Additionally, these trends could adversely affect the Company's customers, which could impact their willingness to spend on the Company's products and services, or their ability to make payment, which could harm the Company's collection of accounts receivable and financial results. The rapid development and fluidity of these situations precludes any prediction as to the ultimate impact they will have on the Company's business, financial condition, results of operation and cash flows, which will depend largely on future developments . Liquidity The Company has incurred net losses since its inception which has resulted in a cumulative deficit at December 31, 2023 of approximately $172 million. In addition, the Company’s use of cash from operations amounted to $13.7 million for the year ended December 31, 2023. Since inception, the Company has financed its operations principally from the sale of equity securities and the issuance of notes payable. In 2021, the Company completed a public offering of 2,127,660 shares of its common stock from which the net proceeds totaled approximately $46.8 million. In 2020, pursuant to the terms of a Securities Purchase Agreement (the “SPA”), the Company issued secured convertible notes to two investors which raised gross proceeds of $25 million, of which $15 million has been converted to common stock and $10 million remains outstanding (the "Outstanding First Closing Note"). Additional information with respect to these notes is found in Note 7. As discussed in Note 11, on March 4, 2024 the Company completed a public offering of 2,307,694 shares of its common stock. Net proceeds from the offering were approximately $14.0 million after deducting the underwriting discounts and commissions and other estimated offering expenses payable by the Company. As required by accounting principles generally accepted in the United States ("GAAP"), the Company has evaluated its ability to continue as a going concern and has determined that based on current forecasts, existing cash and cash equivalent balances at December 31, 2023 are sufficient to support the Company’s operations and meet its obligations for at least the next twelve months. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Summary of Significant Accounting Policies Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant inter-company accounts and transactions have been eliminated. Basis of Presentation and Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents Cash and cash equivalents include all highly liquid investments with an original maturity of three months or less from the date of purchase. As of December 31, 2023, cash equivalents consisted of U.S. Government debt securities. Short-term investments Short-term investments are investments with original maturities greater than three months but less than twelve months from the date of purchase, and consist of U.S. Government debt securities. The Company classifies the short-term investments as held-to-maturity in accordance with Accounting Standards Codification (ASC) Section 320, "Investments - Debt and Equity Securities." Held-to-maturity securities are those securities which the Company has the ability and intent to hold until maturity and are recorded at amortized cost on the accompanying consolidated balance sheet, adjusted for the accretion of discounts using the effective interest method. Inventory Inventory is carried at the lower of cost (first-in, first-out method) or net realizable value. Items in inventory relate predominantly to the Company’s ClearPoint system. Software license inventory related to ClearPoint systems undergoing on-site customer evaluation is included in inventory in the accompanying consolidated balance sheets. All other software license inventory is classified as a non-current asset. The Company periodically reviews its inventory for obsolete items and provides a reserve upon identification of potential obsolete items. Intangible Assets The Company is a party to a license agreement which provides rights to the Company for the development and commercialization of products. Under the term of the license agreement, the Company paid an aggregate $1.1 million to the licensor upon execution of the license agreement for access to the underlying technology and will make future payments based on the achievement of regulatory and commercialization milestones as defined in the license agreement. In 2022, the Company made a payment of $0.6 million to the licensor for the achievement of a regulatory milestone, which acts as a prepayment for future royalties. In conformity with ASC 350, “Intangibles – Goodwill and Other,” the Company amortizes its investment in the upfront license rights described above over an expected useful life of up to five years, or as commercial sales occur for the royalty prepayment. In addition, the Company periodically evaluates the recoverability of its investment in the license rights and records an impairment charge in the event such evaluation indicates that the Company's investment is not likely to be recovered. Property and Equipment Property and equipment are recorded at cost and are depreciated on a straight-line basis over their estimated useful lives, principally three Impairment of Long-Lived Assets The Company periodically evaluates the recoverability of its long-lived assets (finite-lived intangible assets and property and equipment). Whenever events or changes in circumstances indicate that the carrying amount of such assets may not be fully recoverable, the expected undiscounted future cash flows are compared to the net book value of the related assets. If the net book value of the related assets were to exceed the undiscounted expected future cash flows of the assets, the carrying amount would be reduced to the present value of the expected future cash flows and an impairment loss would be recognized. Revenue Recognition The Company’s revenue is comprised primarily of: (1) product revenue resulting from the sale of functional neurosurgery, navigation, therapy, and biologics and drug delivery disposable products; (2) product revenue resulting from the sale of ClearPoint capital equipment and software; (3) consultation revenue and clinical case support revenue in connection with customer-sponsored preclinical and clinical trials; (4) license revenue for the granting of licenses to develop and commercialize the Company's SmartFlow Cannula devices with the Company's customers' proprietary biologics as a combination product, and (5) revenue resulting from the service, installation, training, and shipping related to ClearPoint capital equipment and software. The Company recognizes revenue when (i) control of the Company’s products is transferred to its customers or (ii) services are provided to customers, each in an amount that reflects the consideration the Company expects to receive from its customers in exchange for those products and services, in a process that involves identifying the contract with a customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction price to the distinct performance obligations in the contract, and recognizing revenue when or as the performance obligations have been satisfied. A performance obligation is considered distinct from other obligations in a contract when it provides a benefit to the customer either on its own or together with other resources that are readily available to the customer and is separately identified in the contract. When a contract calls for the satisfaction of multiple performance obligations for a single contract price, the Company typically allocates the contract price among the performance obligations based on the relative stand-alone selling prices for each such performance obligation customarily charged by the Company. The Company considers a performance obligation satisfied once it has transferred control of a good or service to the customer, meaning the customer has the ability to use and obtain the benefit of the good or service. The Company recognizes revenue for satisfied performance obligations only when it determines there are no uncertainties regarding payment terms or transfer of control. Lines of Business; Timing of Revenue Recognition • Functional neurosurgery navigation product, biologics and drug delivery systems product, and therapy product sales: Revenue from the sale of functional neurosurgery navigation products (consisting of disposable products sold commercially and related to cases utilizing the Company's ClearPoint system), biologics and drug delivery systems (consisting primarily of disposable products related to customer-sponsored clinical trials utilizing the ClearPoint system), and therapy products (consisting primarily of disposable laser-related products used in neurosurgical and non-neurosurgical procedures) is generally based on customer purchase orders, the predominance of which require delivery within one week of the order having been placed, and are generally recognized at the point in time of shipping to the customer, which is the point at which legal title, and risks and rewards of ownership, transfer to the customer. For certain customers, legal title and risks and rewards of ownership transfer upon delivery to the customer as stated in their respective contracts, in which case revenue is recognized upon delivery. • Capital equipment and software sales: ◦ Capital equipment and software sales preceded by evaluation periods: The predominance of capital equipment and software sales (consisting of integrated computer hardware and software that are integral components of the Company's ClearPoint system) are preceded by customer evaluation periods. During these evaluation periods, installation of, and training of customer personnel on, the systems have been completed and the systems have been in operation. Accordingly, revenue from capital equipment and software sales following such evaluation periods is recognized at the point in time that the Company is in receipt of an executed purchase agreement or purchase order. ◦ Capital equipment and software sales not preceded by evaluation periods: Revenue from sales of capital equipment and software not having been preceded by an evaluation period is recognized upon delivery to the customer and installation. For capital equipment that does not require installation, revenue is recognized upon shipment, however, for those customers where legal title and risks and rewards of ownership transfer upon delivery, revenue is recognized at such time. For both types of capital equipment and software sales described above, the determination of the point in time at which to recognize revenue represents that point at which the customer has legal title, physical possession, and the risks and rewards of ownership, and the Company has a present right to payment. • Functional neurosurgery navigation and therapy services: The Company recognizes revenue for such services over time as the services are delivered to the customer based on the extent of progress towards completion of the performance obligation. • Biologics and drug delivery services and other revenue: ◦ Consultation Services: The Company recognizes consultation revenue over time as the services are delivered to the customer based on the extent of progress towards completion of the performance obligation. The Company may use output methods, such as time elapsed, or input methods, such as labor hours expended or costs incurred, to measure progress depending on which better depicts the transfer of control to the customer. ◦ Clinical Service Access Fees: For contracts in which the Company receives a periodic fixed fee, irrespective of the number of cases attended by the Company's personnel during such periods, revenue is recognized ratably over the period covered by such fees. A time-elapsed output method is used for such fees because the Company transfers control evenly by providing a stand-ready service. ◦ Clinical Service Procedure-Based Fees: The Company recognizes revenue at the point in time a case is attended by Company personnel. ◦ License fees: License fees represent the use of functional intellectual property as it exists at the point in time at which the license is granted and does not require any significant development or customization. Accordingly, the Company recognizes license revenue at the point in time in which the license becomes effective and the intellectual property is made available to the customer. ◦ Milestone fees : Event-based payments which are subject to the customer's achievement of specified development or regulatory milestones are included in the transaction price if, in the Company's judgment, it is probable that these milestones will be achieved and a significant future reversal of cumulative revenue under the contract will not occur. The Company re-evaluates the probability of achievement of such milestone at the end of each reporting period and adjusts the transaction price as necessary. • Capital equipment-related services: ◦ Equipment service: Revenue from service of ClearPoint capital equipment and software previously sold to customers is based on agreements with terms ranging from one The Company may also enter into contracts with customers who own ClearPoint capital equipment, which bundle maintenance and support services and access to software and hardware upgrades made commercially available over the term of the contract, for a single contract price, typically paid on an annual basis. The Company allocates the contract price among the performance obligations based on the relative stand-alone prices for each such performance obligation and recognizes the revenue ratably on a monthly basis. A time-elapsed output method is used as the Company is providing a stand-ready service for each of the performance obligations. ◦ Installation, training, and shipping: Consistent with the Company's recognition of revenue for capital equipment and software sales as described above, fees for installation, training, and shipping in connection with sales of capital equipment and software that have been preceded by customer evaluation periods are recognized as revenue at the point in time the Company is in receipt of an executed purchase order for the equipment and software. Installation, training, and shipping fees related to capital equipment and software sales not having been preceded by an evaluation period are recognized as revenue concurrent with the recognition of revenue of the related capital equipment. The Company operates in one industry segment, and the predominance of its sales are to U.S.-based customers. Payment terms under contracts with customers generally are in a range of 30-60 days after the customers’ receipt of the Company’s invoices. The Company's terms and conditions do not provide for a right of return unless for: (a) product defects; or (b) other conditions subject to the Company's approval. See Note 3 for additional information regarding revenue recognition. Research and Development Costs Costs related to research, design and development of products are charged to research and development expense as incurred. Income Taxes Deferred income tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective income tax bases. Such assets and liabilities are measured using enacted tax rates expected to apply to taxable income or loss in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rates is recognized in the period that includes the enactment date. The Company provides a valuation allowance against net deferred income tax assets unless, based upon available evidence, it is more likely than not the deferred income tax assets will be realized. The Company recognizes interest and penalties related to unrecognized tax benefits as a component of income tax expense. As of December 31, 2023 and 2022, the Company had no accrued interest or penalties related to uncertain tax positions. Net Loss Per Share The Company computes net loss per share using the weighted-average number of common shares outstanding during the period. Basic and diluted net loss per share are the same because the conversion, exercise or issuance of all potential common stock equivalents, which comprise the entire amount of the Company’s outstanding common stock options and unvested RSUs as described in Note 9, and the potential conversion of the First Closing Note, as described in Note 7, would be anti-dilutive, due to the reporting of a net loss for each of the periods in the accompanying consolidated statements of operations. For the years ended December 31, 2023 and 2022, approximately 4 million and 3 million shares, respectively, of common stock equivalents were excluded from the calculation of diluted net loss per common share because their effect was anti-dilutive. Share-Based Compensation The Company accounts for compensation for all arrangements under which employees, directors and others receive shares of stock or other equity instruments (i.e. options) based on fair value. The fair value of each award is estimated as of the grant date and amortized as compensation expense over the requisite vesting period. Forfeitures are recognized as they occur. The fair values of the Company’s share-based awards are estimated on the grant dates using the Black-Scholes valuation model. This valuation model requires the input of highly subjective assumptions, including the expected stock volatility, estimated award terms and risk-free interest rates for the expected terms. To estimate the expected terms, the Company utilizes the simplified method for “plain vanilla” options discussed in the Staff Accounting Bulletin 107 (“SAB 107”) issued by the SEC. The Company believes that all factors listed within SAB 107 as pre-requisites for utilizing the simplified method apply to the Company and its share-based compensation arrangements. The Company intends to utilize the simplified method for the foreseeable future until more detailed information about exercise behavior becomes available. Expected volatility is based on historical volatility of the Company's common stock. The Company utilizes risk-free interest rates based on U.S. treasury instruments, the terms of which are consistent with the expected terms of the equity awards. The Company has not paid and does not anticipate paying cash dividends on its shares of common stock; therefore, the expected dividend yield is assumed to be zero. Fair Value Determination of Share-Based Transactions The Company’s common stock is traded on the Nasdaq Capital Market under the symbol “CLPT.” Quoted closing stock prices are used as a key input in determining the fair value for share-based transactions. Concentration Risks and Other Risks and Uncertainties Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company holds substantially all its cash and cash equivalents on deposit with financial institutions in the U.S. that are insured by the Federal Deposit Insurance Corporation or in U.S. government debt securities. At December 31, 2023, the Company had approximately $1.4 million in bank balances that were in excess of the insured limits. At December 31, 2023, there were four customers whose accounts receivable balances represented 28%, 26%, 16%, and 10% of accounts receivable at that date. At December 31, 2022, one customer accounted for 19% of accounts receivable at that date. One pharmaceutical customer, a related party who is a stockholder, a noteholder, and whose chief executive officer is a representative on the Company's Board of Directors (see Note 7), for whom the Company provides hardware, software, clinical services, and market development services in support of the customer's clinical trials, and from whom the Company earns a quarterly fee, accounted for 12% of total revenue for the year ended December 31, 2023, and of 15% total revenue for the year ended December 31, 2022. There were no outstanding receivables from this customer at December 31, 2023 or December 31, 2022. Prior to granting credit, the Company generally performs credit evaluations of its customers’ financial condition. In general, the Company does not require collateral from customers with an extension of credit. The accounts receivable balance is reduced by an allowance for credit losses from the potential inability of the Company's customer to make required payments. The allowance for credit losses at December 31, 2023 and 2022 was $1.4 million and $0.1 million, respectively. The Company evaluates the historic loss experience on the accounts receivable balance and also considers separately customers with receivable balances that may be negatively impacted by current economic developments and market conditions. The estimate is a result of the Company's ongoing evaluation of collectability, customer creditworthiness, historical levels of credit losses and future expectations. The Company is subject to risks common to emerging companies in the medical device industry, including, but not limited to: new technological innovations; acceptance and competitiveness of its products; dependence on key personnel; dependence on key suppliers; dependence on third-party collaboration, license and joint development partners; changes in general economic conditions and interest rates; protection of proprietary technology; compliance with changing government regulations; uncertainty of widespread market acceptance of products; access to credit for capital purchases by customers; and product liability claims. Certain components used in manufacturing have relatively few alternative sources of supply and establishing additional or replacement suppliers for such components cannot be accomplished quickly. The inability of any of these suppliers to fulfill the Company’s supply requirements may negatively impact future operating results. Recent Accounting Standards Adopted In June 2016, the FASB issued Accounting Standards Update (ASU) No. 2016-13, "Financial Instruments - Credit Losses (Topic 326)," which replaces the previous incurred loss impairment methodology for most financial assets with the current expected credit loss, or CECL, methodology. The new guidance requires entities to use a forward-looking approach based on expected losses rather than incurred losses to estimate credit losses on certain types of financial instruments, including trade receivables. The Company adopted the new standard effective January 1, 2023, which did not have a material impact to the consolidated financial statements. Recent Accounting Standards Not Yet Adopted In November 2023, the FASB issued ASU 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures." The amendments improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. In addition, the amendments enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements. ASU 2023-07 is effective for calendar year-end public business entities in the 2024 annual period and in 2025 for interim periods. Early adoption is permitted. The Company expects to adopt ASU 2023-07 for the 2024 annual period and 2025 interim periods, retrospectively, and is currently evaluating the impact of this ASU on its consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, "Improvements to Income Tax Disclosures," which requires that an entity, on an annual basis, disclose additional income tax information, primarily related to the rate reconciliation and income taxes paid. The provisions of the ASU is intended to enhance the transparency and decision usefulness of income tax disclosures. The guidance will be applied on a prospective basis with the option to apply the standard retrospectively and is effective for calendar year-end public business entities in the 2025 annual period and in 2026 for interim periods with early adoption permitted. The Company is currently evaluating the impact of this ASU on its consolidated financial statements. |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Revenue by Service Line Years Ended December 31, (in thousands) 2023 2022 Biologics and drug delivery Disposable products $ 2,154 $ 3,690 Services and license fees 11,448 5,430 Subtotal – Biologics and drug delivery revenue 13,602 9,120 Functional neurosurgery navigation and therapy Disposable products 7,589 7,587 Services 931 1,537 Subtotal – Functional neurosurgery navigation and therapy revenue 8,520 9,124 Capital equipment and software Systems and software products 860 1,512 Services 973 795 Subtotal – Capital equipment and software revenue 1,833 2,307 Total revenue $ 23,955 $ 20,551 Contract Balances • Contract assets – The timing of revenue recognition may differ from the time of billing to the Company's customers. In most cases, customers are billed upon shipment of such products or delivery of such services and the related contract assets, which represent an unconditional right to consideration, and comprise the accounts receivable balance. When revenue is recognized in advance of its right to bill and receive consideration, the Company records this unbilled receivable as a contract asset, which is classified as other current assets in the accompanying consolidated balance sheets. Additionally, at December 31, 2022 the Company had deferred contract costs related to up-front costs for direct materials incurred to fulfill a customer contract. These costs were classified as other current assets and were recognized as expense in 2023. December 31, 2023 December 31, 2022 (in thousands) Accounts receivable, net $ 3,211 $ 2,665 Other contract assets Unbilled receivables $ 733 $ 43 Deferred contract costs $ — $ 327 • Contract liabilities – Contract liabilities consist of amounts that have been invoiced and for which the Company has the right to bill, but that have not been recognized as revenue as the related goods or services have not been transferred. The Company's contract liabilities are generally comprised of the following (1) capital equipment and software-related service fees that are typically billed and collected at the inception of the service agreements, which have terms ranging from one December 31, 2023 December 31, 2022 (in thousands) Deferred revenues $ 3,154 $ 1,457 Refund Liability $ — $ 500 During the years ended December 31, 2023 and 2022, the Company recognized capital equipment and software-related service revenue of approximately $1.1 million and $0.5 million, respectively, which was previously included in deferred revenue in the accompanying consolidated balance sheets at December 31, 2022 and 2021, respectively. Transaction price allocated to remaining performance obligations represents contracted revenue that has not yet been recognized, which includes deferred revenue that will be recognized as revenue in future periods. The majority of the remaining performance obligations relate to capital equipment and software-related service agreements and the upfront payments discussed under the heading “Contract Balances” above, which amounted to approximately $2.9 million at December 31, 2023. The Company expects to recognize approximately 80% of this revenue over the next twelve months and the remainder thereafter. |
Fair Value Measurement
Fair Value Measurement | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurement Fair value measurements are based on a three-tier hierarchy that prioritizes the inputs used to measure fair value. These tiers include: Level 1, defined as observable inputs such as quoted market prices in active markets; Level 2, defined as inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and Level 3, defined as unobservable inputs for which little or no market data exists, therefore requiring an entity to develop its own assumptions. The fair value of cash and cash equivalents of $23.1 million and $27.6 million as of December 31, 2023, and December 31, 2022, respectively, is derived using Level 1 inputs. The cash equivalents are comprised of short-term bank deposits, money market funds, and U.S. Government debt securities with original maturities of three months or less, and the carrying value is a reasonable estimate of fair value. At December 31, 2022, the Company had $9.9 million of short-term investments, consisting of twelve-month U.S. Government debt securities, which were classified as held to maturity and carried at amortized cost, adjusted for the accretion of discounts using the effective interest method. The carrying value of the debt securities approximates fair value based on Level 1 inputs. The Company held the investments to maturity, which occurred in 2023. |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory Inventory consists of the following as of December 31: (in thousands) 2023 2022 Raw materials and work in process $ 6,466 $ 6,513 Software licenses 211 210 Finished goods 1,234 2,580 Inventory included in current assets 7,911 9,303 Software licenses – non-current 386 450 $ 8,297 $ 9,753 Inventory balances are presented net of an excess and obsolete reserve totaling $2.0 million and $1.5 million at December 31, 2023 and 2022, respectively. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment consist of the following as of December 31: (in thousands) 2023 2022 Equipment $ 1,108 $ 1,511 Furniture and fixtures — 112 Leasehold improvements 485 201 Computer equipment and software — 150 Loaned systems 741 601 2,334 2,575 Less accumulated depreciation and amortization (945) (1,769) Total property and equipment, net $ 1,389 $ 806 Depreciation and amortization expense related to property and equipment for each of the years ended December 31, 2023 and 2022 was $0.2 million and $0.1 million, respectively. Loaned systems are ClearPoint systems that are in operation at customer sites on an evaluation basis. |
Note Payable
Note Payable | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Note Payable | Note Payable In January 2020, the Company completed a financing transaction with two investors (the “2020 Convertible Noteholders”) whereby the Company issued an aggregate principal amount of $17.5 million of the First Closing Notes pursuant to the SPA, which, unless earlier converted or redeemed, mature on the fifth anniversary of the issuance and bear interest at a rate equal to the sum of (i) the greater of (a) the three (3)-month Secured Overnight Financing Rate (“SOFR”) and (b) two percent (2)%, plus (ii) a margin of 2% on the outstanding balance of the First Closing Notes, payable quarterly on the first business day of each calendar quarter. The First Closing Notes may be converted at a price of $6.00 per share, subject to certain adjustments set forth in the SPA and note agreement, and may not be pre-paid without the consent of the noteholder. In May 2021, one of the 2020 Convertible Noteholders (the "Converting Noteholder") converted the entire $7.5 million principal amount of such Converting Noteholder's First Closing Note, and related accrued interest, amounting to approximately $0.04 million, into 1,256,143 shares of the Company's common stock. In December 2020, the Company issued the Second Closing Notes to one of the 2020 Convertible Noteholders in an aggregate principal amount of $7.5 million. In November 2021, the holder of the Second Closing Note converted the entire principal amount of such note, along with related accrued and payment in-kind interest aggregating $0.3 million, into 773,446 shares of the Company's common stock. At December 31, 2023, the amount outstanding under the First Closing Notes is an aggregate principal amount of $10 million. The aggregate carrying amount of the outstanding First Closing Note in the accompanying December 31, 2023 and December 31, 2022 consolidated balance sheets are presented net of financing costs, comprised of commissions and legal expenses, having an unamortized balance of $0.1 million and $0.2 million at those respective dates. The outstanding First Closing Note is secured by all the assets of the Company. The holder of the Outstanding First Closing Note is a significant customer of the Company, whose chief executive officer is a member of the Company’s Board of Directors. See Note 2, Concentration Risks and Other Risks and Uncertainties. The estimated fair value of the First Closing Note, developed based on inputs classified as Level 3 within the fair value hierarchy, is approximately $12.5 million and $14.8 million as of December 31, 2023 and 2022, respectively. Scheduled Note Payable Maturity Scheduled principal payment as of December 31, 2023 with respect to note payable are summarized as follows: Years ending December 31, (in thousands) 2025 $ 10,000 Total scheduled principal payments 10,000 Less unamortized discounts and financing costs (51) $ 9,949 |
Commitments
Commitments | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Commitments | Commitments Operating Leases The Company subleases office space in Solana Beach, California that serves as its corporate headquarters and houses certain management and personnel. The sublease term commenced on December 15, 2020, is set to expire on December 31, 2026, and is renewable for an additional five-year period, at the Company’s option, provided that the Company’s landlord has entered into an extension of its prime lease for the office space that encompasses the Company’s office space for at least five years. The Company also leases space in Carlsbad, California, that houses office space and a manufacturing facility under a lease that commenced on June 1, 2023 and ends on May 31, 2033. The Company has two options to extend the lease term for thirty-six The optional renewal periods for both leases are not considered in the determination of the right-of-use asset or the lease liability as the Company does not consider it reasonably certain that it would exercise either of such options. The lease arrangements contain lease components and non-lease components which are accounted for as a single lease component as the Company has elected the practical expedient to group lease and non-lease components for all leases. Operating lease liabilities are based on the net present value of the remaining lease payments over the remaining lease term. In determining the present value of lease payments, the Company used the published U.S. High Yield CCC corporate bond rates at the lease commencement date of the Solana Beach lease and the current estimate of the Company's incremental borrowing rate at the lease commencement date of the Carlsbad lease. As of December 31, 2023, the weighted average remaining lease term of the Company's operating leases was 7.38 years and the weighted average discount rate used to determine the operating lease liability was 11.8%. The lease cost, included in general and administrative expense, was $0.6 million and $0.5 million for the years ended December 31, 2023 and 2022, respectively. As of December 31, 2023, future minimum lease payments are as follows: Years ending December 31, (in thousands) 2024 $ 869 2025 954 2026 985 2027 502 2028 520 Thereafter 2,519 Total minimum payments 6,349 Less: Discount to present value of lease payments (2,357) Discounted present value of lease payments $ 3,992 Purchase Commitments The Company is a party to various purchase arrangements related to our manufacturing and research and development activities. At December 31, 2023 there was approximately $0.9 million of open purchase orders and contractual obligations in the ordinary course of business, the majority of which are due within one year. Additionally, the Company is also a party to license and collaboration agreements which require minimum purchase commitments for a five-year period starting in 2022. The total remaining minimum purchase commitment related to these agreements is $2.1 million over the next four years. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Equity Compensation Plans The Company currently grants stock options, restricted stock awards, and restricted stock units under the Fourth Amended and Restated 2013 Incentive Compensation Plan (the "2013 Plan"). The total shares of the Company’s common stock being reserved for issuance under the 2013 Plan is 4,156,250, of which 2,110,835 shares were outstanding as of December 31, 2023 and 421,940 shares remained available for grants under the 2013 Plan as of that date. Share-Based Compensation Expense The Company records share-based compensation expense on a straight-line basis over the related vesting period and recognizes forfeitures as they occur. The following table sets forth share-based compensation expense included in the consolidated statements of operations: Years Ended December 31, (in thousands) 2023 2022 Cost of revenue $ 101 $ 63 Research and development 1,352 1,060 Sales and marketing 1,717 809 General and administrative 2,909 2,194 Share-based compensation expense $ 6,079 $ 4,126 Share-based compensation expense by type of share-based award: Years Ended December 31, (in thousands) 2023 2022 Stock options $ 956 $ 1,076 RSAs and RSUs 4,903 2,828 ESPP 220 222 $ 6,079 $ 4,126 Total unrecognized compensation expense by type of award and the weighted-average remaining requisite service period over which such expense is expected to be recognized (in thousands, unless otherwise noted): December 31, 2023 Unrecognized Expense Remaining Weighted-Average Recognition Period (in years) Stock options 1,000 1.63 RSAs and RSUs 6,889 1.75 Stock Option Activity Options granted under the 2013 Plan must have an exercise price equal to at least 100% of fair market value of the Company's common stock on the date of grant. The options generally have a maximum contractual term of ten years and vest in accordance with the individual award agreements. Stock option activity under all of the Company’s Plans as of and for the year ended December 31, 2023 is summarized below: Stock Options Weighted-average Weighted-average Remaining Contractual Life (in years) Intrinsic Value (in thousands) (1) Outstanding at December 31, 2022 1,398,286 $ 8.69 Granted 111,107 $ 8.10 Exercised (20,000) $ 1.82 Forfeited or expired (11,236) $ 53.05 Outstanding at December 31, 2023 1,478,157 $ 8.40 5.46 $ 3,548 Exercisable at December 31, 2023 1,251,942 $ 8.00 4.88 $ 3,548 Vested and expected to vest at December 31, 2023 1,478,157 $ 8.40 5.46 $ 3,548 (1) Intrinsic value is calculated as the estimated fair value of the Company’s stock at December 31, 2023 less the option exercise price of in-the-money options. A summary of the status of the Company’s non-vested stock options for the year ended December 31, 2023 is presented below: Non-vested Stock Options Weighted - Average Nonvested, December 31, 2022 264,665 $ 7.19 Granted 111,107 $ 5.85 Vested (149,557) $ 5.93 Nonvested, December 31, 2023 226,215 $ 7.37 The weighted-average grant-date fair value of stock options granted during the years ended December 31, 2023 and 2022 was $5.85 per share and $8.21 per share, respectively. The total intrinsic value of stock options exercised during the years ended December 31, 2023 and 2022 was $0.1 million and $0.3 million, respectively, and represents the difference between the exercise price of the option and the fair value of the common stock on the dates exercised. The total grant-date fair value of stock options vested during each of the years ended December 31, 2023 and 2022 was $0.9 million. The exercise price of stock options granted is equal to the closing price of the common stock on the date of grant. The fair value of each stock option is estimated on the date of grant using the Black-Scholes valuation model utilizing the following weighted average assumptions for options granted during the years ended December 31, 2023 and 2022: Years Ended December 31, 2023 2022 Risk-free interest rate 4.17% 3.07% Expected life (in years) 6.10 5.93 Estimated volatility 81.21% 90.02% Expected dividends None None Restricted Stock Activity The Company issues Restricted Stock Awards ("RSAs") and Restricted Stock Units ("RSUs"). RSAs are grants that entitle the holder to acquire shares of the Company's common stock at zero cost. The shares covered by a RSA cannot be sold, transferred, pledged, assigned or otherwise disposed of until the award vests. A RSU is a promise by the Company to issue a share of its common stock upon vesting of the unit. Both RSAs and RSUs vest in annual installments over a two RSA activity as of and for the year ended December 31, 2023 is summarized below: Restricted Stock Awards Weighted - Average Outstanding at December 31, 2022 684,389 $ 11.10 Vested (298,480) $ 9.92 Forfeited or expired (8,995) $ 12.17 Outstanding at December 31, 2023 376,914 $ 12.02 RSU activity as of and for the year ended December 31, 2023 is summarized below: Restricted Stock Units Weighted - Average Outstanding at December 31, 2022 13,146 $ 11.41 Granted 773,526 $ 8.08 Vested (18,533) $ 7.76 Outstanding at December 31, 2023 768,139 $ 8.15 The estimated fair value of the restricted stock is based on the closing market value of the Company's common stock on the date of grant. The total fair value of RSAs and RSUs vested during the years ended December 31, 2023 and 2022 was $3.1 million and $1.6 million, respectively. Employee Stock Purchase Plan On June 3, 2021, the Company's stockholders adopted and approved the ClearPoint Neuro, Inc. Employee Stock Purchase Plan (the "ESPP"). A total of 400,000 shares of the Company’s common stock are available for issuance pursuant to the terms of the ESPP. The ESPP provides eligible employees the opportunity to purchase shares of common stock at the lower of 85% of the fair market value on either the first day or the last day of the applicable offering period, by having withheld from their salary an amount up to 15% of their compensation. No employee may purchase more than $25,000 worth of common stock (calculated at the time the purchase right is granted) in any calendar year, nor may any employee purchase more than 3,500 shares in any six-month purchase period. The initial six-month purchase period commenced in July 2021. The ESPP is deemed to be compensatory, and therefore, ESPP expense has been included in share-based compensation expenses in the consolidated statement of operations for the years ended December 31, 2023 and 2022. During the year ended December 31, 2023, 84,430 shares were purchased at an average per share price of $6.00. On December 31, 2023, 236,091 shares of common stock were available for issuance under the ESPP. The fair value of the purchase options under the ESPP are estimated at the beginning of the purchase period using the Black-Scholes valuation model utilizing the following assumptions: 2023 2022 Risk-free interest rate 4.77% - 5.53% 0.22% - 2.25% Expected life (in years) 0.5 0.5 Estimated volatility 61.41% - 62.37% 61.29% - 78.23% Expected dividends None None The weighted-average fair value per ESPP purchase right during the years ended December 31, 2023 and 2022 was $2.57 per share and $4.14 per share, respectively. Warrants Warrants to purchase shares of the Company's common stock were issued in connection with financing transactions in 2015 and 2017. These warrants contained net exercise provisions giving the holder the option of acquiring a number of shares having a value equal to the difference between the exercise price and the current stock price, in lieu of paying the exercise price to acquire the full number of stated shares. All of the remaining outstanding warrants expired in 2023. Common stock warrant activity for the year ended December 31, 2023 is as follows: Shares Weighted - Average Outstanding at December 31, 2022 36,554 $ 16.23 Expired (36,554) $ 16.23 Outstanding at December 31, 2023 — $ — |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company had no income tax expense for the years ended December 31, 2023 and 2022. Due to uncertainties surrounding the realization of its deferred income tax assets in future periods, the Company has recorded a 100% valuation allowance against its net deferred income tax assets. If it is determined in the future that it is more likely than not that any deferred income tax assets are realizable, the valuation allowance will be reduced by the estimated net realizable amounts. Years Ended December 31, (in thousands) 2023 2022 (1) Income tax benefit at federal statutory rate $ (4,584) $ (3,472) Adjustments for tax effects of: State income tax, net of federal benefit (1,191) (913) Permanent adjustments 49 17 Benefit state rate change (23) 646 Other 152 877 Share-based compensation 520 111 Net operating loss write-off (574) 1,903 Change in valuation allowance 5,659 831 Income tax expense $ 8 $ — (1) The 2022 amounts presented in the table above have been reclassified to conform to the current year's presentation. The tax effect of temporary differences and carryforwards that give rise to significant portions of the deferred income tax assets are as follows: Years Ended December 31, (in thousands) 2023 2022 Deferred income tax assets: Net operating loss carryforwards $ 30,145 $ 26,574 Share-based compensation 2,193 1,591 Accrued expenses 319 349 174 Capitalization 3,026 1,584 Other 170 97 35,853 30,195 Less valuation allowance (35,815) (30,156) Total deferred income tax assets 38 39 Deferred tax liability - depreciation (38) (39) Net deferred tax assets $ — $ — In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. Generally, the ultimate realization of deferred tax assets is dependent on the generation of future taxable income during the periods in which those temporary differences become deductible. Based on all relevant factors, a valuation allowance of $35.8 million has been established against deferred tax assets as of December 31, 2023 as management determined that it is more likely than not that sufficient taxable income will not be generated to realize those temporary differences. At December 31, 2023, the Company had net operating loss carryforwards of approximately $120 million and $72 million available to reduce future taxable income, if any, for federal and state income tax purposes, respectively. The federal net operating loss carryforward began expiring in 2023, and the state net operating loss carryforward begins expiring in 2028. It is possible that the Company will not generate taxable income in time to use these net operating loss carryforwards before their expiration. In addition, under Section 382 of the Internal Revenue Code of 1986 (the “Code”), as amended, if a corporation undergoes an “ownership change” (as defined in the Code), the corporation’s ability to use its pre-change tax attributes to offset its post-change income may be limited. In general, an “ownership change” occurs if there is a cumulative change in a “loss corporation’s” (as defined in the Code) ownership by 5% shareholders that exceeds 50 percentage points over a rolling three-year period. Management has evaluated the effect of guidance provided by GAAP regarding accounting for uncertainty in income taxes and determined the Company has no uncertain tax positions that could have a significant impact on its consolidated financial statements. The Company’s federal income tax return for 2020 and subsequent years remain open for examination. |
Subsequent Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event On March 4, 2024, the Company completed a public offering of 2,307,694 shares of our common stock offered at a public price of $6.50 per share. Pursuant to the Underwriting Agreement, the Company granted the underwriters a 30-day option to purchase up to an additional 346,154 shares of common stock at the public offering price, less any underwriting discounts and commissions, for use solely in covering any over-allotments. Net proceeds from the offering totaled approximately $14.0 million after deducting the underwriting discounts and commissions and other estimated offering expenses payable by the Company. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Pay vs Performance Disclosure | ||
Net loss for the year | $ (22,089) | $ (16,435) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant inter-company accounts and transactions have been eliminated. |
Basis of Presentation and Use of Estimates | Basis of Presentation and Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include all highly liquid investments with an original maturity of three months or less from the date of purchase. As of December 31, 2023, cash equivalents consisted of U.S. Government debt securities. |
Short-Term Investments | Short-term investments |
Inventory | Inventory Inventory is carried at the lower of cost (first-in, first-out method) or net realizable value. Items in inventory relate predominantly to the Company’s ClearPoint system. Software license inventory related to ClearPoint systems undergoing on-site customer evaluation is included in inventory in the accompanying consolidated balance sheets. All other software license inventory is classified as a non-current asset. The Company periodically reviews its inventory for obsolete items and provides a reserve upon identification of potential obsolete items. |
Intangible Assets | Intangible Assets The Company is a party to a license agreement which provides rights to the Company for the development and commercialization of products. Under the term of the license agreement, the Company paid an aggregate $1.1 million to the licensor upon execution of the license agreement for access to the underlying technology and will make future payments based on the achievement of regulatory and commercialization milestones as defined in the license agreement. In 2022, the Company made a payment of $0.6 million to the licensor for the achievement of a regulatory milestone, which acts as a prepayment for future royalties. In conformity with ASC 350, “Intangibles – Goodwill and Other,” the Company amortizes its investment in the upfront license rights described above over an expected useful life of up to five years, or as commercial sales occur for the royalty prepayment. In addition, the Company periodically evaluates the recoverability of its investment in the license rights and records an impairment charge in the event such evaluation indicates that the Company's investment is not likely to be recovered. |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost and are depreciated on a straight-line basis over their estimated useful lives, principally three |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company periodically evaluates the recoverability of its long-lived assets (finite-lived intangible assets and property and equipment). Whenever events or changes in circumstances indicate that the carrying amount of such assets may not be fully recoverable, the expected undiscounted future cash flows are compared to the net book value of the related assets. If the net book value of the related assets were to exceed the undiscounted expected future cash flows of the assets, the carrying amount would be reduced to the present value of the expected future cash flows and an impairment loss would be recognized. |
Revenue Recognition | Revenue Recognition The Company’s revenue is comprised primarily of: (1) product revenue resulting from the sale of functional neurosurgery, navigation, therapy, and biologics and drug delivery disposable products; (2) product revenue resulting from the sale of ClearPoint capital equipment and software; (3) consultation revenue and clinical case support revenue in connection with customer-sponsored preclinical and clinical trials; (4) license revenue for the granting of licenses to develop and commercialize the Company's SmartFlow Cannula devices with the Company's customers' proprietary biologics as a combination product, and (5) revenue resulting from the service, installation, training, and shipping related to ClearPoint capital equipment and software. The Company recognizes revenue when (i) control of the Company’s products is transferred to its customers or (ii) services are provided to customers, each in an amount that reflects the consideration the Company expects to receive from its customers in exchange for those products and services, in a process that involves identifying the contract with a customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction price to the distinct performance obligations in the contract, and recognizing revenue when or as the performance obligations have been satisfied. A performance obligation is considered distinct from other obligations in a contract when it provides a benefit to the customer either on its own or together with other resources that are readily available to the customer and is separately identified in the contract. When a contract calls for the satisfaction of multiple performance obligations for a single contract price, the Company typically allocates the contract price among the performance obligations based on the relative stand-alone selling prices for each such performance obligation customarily charged by the Company. The Company considers a performance obligation satisfied once it has transferred control of a good or service to the customer, meaning the customer has the ability to use and obtain the benefit of the good or service. The Company recognizes revenue for satisfied performance obligations only when it determines there are no uncertainties regarding payment terms or transfer of control. Lines of Business; Timing of Revenue Recognition • Functional neurosurgery navigation product, biologics and drug delivery systems product, and therapy product sales: Revenue from the sale of functional neurosurgery navigation products (consisting of disposable products sold commercially and related to cases utilizing the Company's ClearPoint system), biologics and drug delivery systems (consisting primarily of disposable products related to customer-sponsored clinical trials utilizing the ClearPoint system), and therapy products (consisting primarily of disposable laser-related products used in neurosurgical and non-neurosurgical procedures) is generally based on customer purchase orders, the predominance of which require delivery within one week of the order having been placed, and are generally recognized at the point in time of shipping to the customer, which is the point at which legal title, and risks and rewards of ownership, transfer to the customer. For certain customers, legal title and risks and rewards of ownership transfer upon delivery to the customer as stated in their respective contracts, in which case revenue is recognized upon delivery. • Capital equipment and software sales: ◦ Capital equipment and software sales preceded by evaluation periods: The predominance of capital equipment and software sales (consisting of integrated computer hardware and software that are integral components of the Company's ClearPoint system) are preceded by customer evaluation periods. During these evaluation periods, installation of, and training of customer personnel on, the systems have been completed and the systems have been in operation. Accordingly, revenue from capital equipment and software sales following such evaluation periods is recognized at the point in time that the Company is in receipt of an executed purchase agreement or purchase order. ◦ Capital equipment and software sales not preceded by evaluation periods: Revenue from sales of capital equipment and software not having been preceded by an evaluation period is recognized upon delivery to the customer and installation. For capital equipment that does not require installation, revenue is recognized upon shipment, however, for those customers where legal title and risks and rewards of ownership transfer upon delivery, revenue is recognized at such time. For both types of capital equipment and software sales described above, the determination of the point in time at which to recognize revenue represents that point at which the customer has legal title, physical possession, and the risks and rewards of ownership, and the Company has a present right to payment. • Functional neurosurgery navigation and therapy services: The Company recognizes revenue for such services over time as the services are delivered to the customer based on the extent of progress towards completion of the performance obligation. • Biologics and drug delivery services and other revenue: ◦ Consultation Services: The Company recognizes consultation revenue over time as the services are delivered to the customer based on the extent of progress towards completion of the performance obligation. The Company may use output methods, such as time elapsed, or input methods, such as labor hours expended or costs incurred, to measure progress depending on which better depicts the transfer of control to the customer. ◦ Clinical Service Access Fees: For contracts in which the Company receives a periodic fixed fee, irrespective of the number of cases attended by the Company's personnel during such periods, revenue is recognized ratably over the period covered by such fees. A time-elapsed output method is used for such fees because the Company transfers control evenly by providing a stand-ready service. ◦ Clinical Service Procedure-Based Fees: The Company recognizes revenue at the point in time a case is attended by Company personnel. ◦ License fees: License fees represent the use of functional intellectual property as it exists at the point in time at which the license is granted and does not require any significant development or customization. Accordingly, the Company recognizes license revenue at the point in time in which the license becomes effective and the intellectual property is made available to the customer. ◦ Milestone fees : Event-based payments which are subject to the customer's achievement of specified development or regulatory milestones are included in the transaction price if, in the Company's judgment, it is probable that these milestones will be achieved and a significant future reversal of cumulative revenue under the contract will not occur. The Company re-evaluates the probability of achievement of such milestone at the end of each reporting period and adjusts the transaction price as necessary. • Capital equipment-related services: ◦ Equipment service: Revenue from service of ClearPoint capital equipment and software previously sold to customers is based on agreements with terms ranging from one The Company may also enter into contracts with customers who own ClearPoint capital equipment, which bundle maintenance and support services and access to software and hardware upgrades made commercially available over the term of the contract, for a single contract price, typically paid on an annual basis. The Company allocates the contract price among the performance obligations based on the relative stand-alone prices for each such performance obligation and recognizes the revenue ratably on a monthly basis. A time-elapsed output method is used as the Company is providing a stand-ready service for each of the performance obligations. ◦ Installation, training, and shipping: Consistent with the Company's recognition of revenue for capital equipment and software sales as described above, fees for installation, training, and shipping in connection with sales of capital equipment and software that have been preceded by customer evaluation periods are recognized as revenue at the point in time the Company is in receipt of an executed purchase order for the equipment and software. Installation, training, and shipping fees related to capital equipment and software sales not having been preceded by an evaluation period are recognized as revenue concurrent with the recognition of revenue of the related capital equipment. The Company operates in one industry segment, and the predominance of its sales are to U.S.-based customers. Payment terms under contracts with customers generally are in a range of 30-60 days after the customers’ receipt of the Company’s invoices. The Company's terms and conditions do not provide for a right of return unless for: (a) product defects; or (b) other conditions subject to the Company's approval. |
Research and Development Costs | Research and Development Costs Costs related to research, design and development of products are charged to research and development expense as incurred. |
Income Taxes | Income Taxes |
Net Loss Per Share | Net Loss Per Share The Company computes net loss per share using the weighted-average number of common shares outstanding during the period. Basic and diluted net loss per share are the same because the conversion, exercise or issuance of all potential common stock equivalents, which comprise the entire amount of the Company’s outstanding common stock options and unvested RSUs as described in Note 9, and the potential conversion of the First Closing Note, as described in Note 7, would be anti-dilutive, due to the reporting of a net loss for each of the periods in the accompanying |
Share-Based Compensation | Share-Based Compensation The Company accounts for compensation for all arrangements under which employees, directors and others receive shares of stock or other equity instruments (i.e. options) based on fair value. The fair value of each award is estimated as of the grant date and amortized as compensation expense over the requisite vesting period. Forfeitures are recognized as they occur. The fair values of the Company’s share-based awards are estimated on the grant dates using the Black-Scholes valuation model. This valuation model requires the input of highly subjective assumptions, including the expected stock volatility, estimated award terms and risk-free interest rates for the expected terms. To estimate the expected terms, the Company utilizes the simplified method for “plain vanilla” options discussed in the Staff Accounting Bulletin 107 (“SAB 107”) issued by the SEC. The Company believes that all factors listed within SAB 107 as pre-requisites for utilizing the simplified method apply to the Company and its share-based compensation arrangements. The Company intends to utilize the simplified method for the foreseeable future until more detailed information about exercise behavior becomes available. Expected volatility is based on historical volatility of the Company's common stock. The Company utilizes risk-free interest rates based on U.S. treasury instruments, the terms of which are consistent with the expected terms of the equity awards. The Company has not paid and does not anticipate paying cash dividends on its shares of common stock; therefore, the expected dividend yield is assumed to be zero. |
Fair Value Determination of Share-Based Transactions | Fair Value Determination of Share-Based Transactions |
Concentration Risks and Other Risks and Uncertainties | Concentration Risks and Other Risks and Uncertainties Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company holds substantially all its cash and cash equivalents on deposit with financial institutions in the U.S. that are insured by the Federal Deposit Insurance Corporation or in U.S. government debt securities. At December 31, 2023, the Company had approximately $1.4 million in bank balances that were in excess of the insured limits. At December 31, 2023, there were four customers whose accounts receivable balances represented 28%, 26%, 16%, and 10% of accounts receivable at that date. At December 31, 2022, one customer accounted for 19% of accounts receivable at that date. One pharmaceutical customer, a related party who is a stockholder, a noteholder, and whose chief executive officer is a representative on the Company's Board of Directors (see Note 7), for whom the Company provides hardware, software, clinical services, and market development services in support of the customer's clinical trials, and from whom the Company earns a quarterly fee, accounted for 12% of total revenue for the year ended December 31, 2023, and of 15% total revenue for the year ended December 31, 2022. There were no outstanding receivables from this customer at December 31, 2023 or December 31, 2022. Prior to granting credit, the Company generally performs credit evaluations of its customers’ financial condition. In general, the Company does not require collateral from customers with an extension of credit. The accounts receivable balance is reduced by an allowance for credit losses from the potential inability of the Company's customer to make required payments. The allowance for credit losses at December 31, 2023 and 2022 was $1.4 million and $0.1 million, respectively. The Company evaluates the historic loss experience on the accounts receivable balance and also considers separately customers with receivable balances that may be negatively impacted by current economic developments and market conditions. The estimate is a result of the Company's ongoing evaluation of collectability, customer creditworthiness, historical levels of credit losses and future expectations. The Company is subject to risks common to emerging companies in the medical device industry, including, but not limited to: new technological innovations; acceptance and competitiveness of its products; dependence on key personnel; dependence on key suppliers; dependence on third-party collaboration, license and joint development partners; changes in general economic conditions and interest rates; protection of proprietary technology; compliance with changing government regulations; uncertainty of widespread market acceptance of products; access to credit for capital purchases by customers; and product liability claims. Certain components used in manufacturing have relatively few alternative sources of supply and establishing additional or replacement suppliers for such components cannot be accomplished quickly. The inability of any of these suppliers to fulfill the Company’s supply requirements may negatively impact future operating results. |
Recent Accounting Standards Adopted and Recent Accounting Standards Not Yet Adopted | Recent Accounting Standards Adopted In June 2016, the FASB issued Accounting Standards Update (ASU) No. 2016-13, "Financial Instruments - Credit Losses (Topic 326)," which replaces the previous incurred loss impairment methodology for most financial assets with the current expected credit loss, or CECL, methodology. The new guidance requires entities to use a forward-looking approach based on expected losses rather than incurred losses to estimate credit losses on certain types of financial instruments, including trade receivables. The Company adopted the new standard effective January 1, 2023, which did not have a material impact to the consolidated financial statements. Recent Accounting Standards Not Yet Adopted In November 2023, the FASB issued ASU 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures." The amendments improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. In addition, the amendments enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements. ASU 2023-07 is effective for calendar year-end public business entities in the 2024 annual period and in 2025 for interim periods. Early adoption is permitted. The Company expects to adopt ASU 2023-07 for the 2024 annual period and 2025 interim periods, retrospectively, and is currently evaluating the impact of this ASU on its consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, "Improvements to Income Tax Disclosures," which requires that an entity, on an annual basis, disclose additional income tax information, primarily related to the rate reconciliation and income taxes paid. The provisions of the ASU is intended to enhance the transparency and decision usefulness of income tax disclosures. The guidance will be applied on a prospective basis with the option to apply the standard retrospectively and is effective for calendar year-end public business entities in the 2025 annual period and in 2026 for interim periods with early adoption permitted. The Company is currently evaluating the impact of this ASU on its consolidated financial statements. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Revenue by Service Line | Revenue by Service Line Years Ended December 31, (in thousands) 2023 2022 Biologics and drug delivery Disposable products $ 2,154 $ 3,690 Services and license fees 11,448 5,430 Subtotal – Biologics and drug delivery revenue 13,602 9,120 Functional neurosurgery navigation and therapy Disposable products 7,589 7,587 Services 931 1,537 Subtotal – Functional neurosurgery navigation and therapy revenue 8,520 9,124 Capital equipment and software Systems and software products 860 1,512 Services 973 795 Subtotal – Capital equipment and software revenue 1,833 2,307 Total revenue $ 23,955 $ 20,551 |
Schedule of Other Current Assets | These costs were classified as other current assets and were recognized as expense in 2023. December 31, 2023 December 31, 2022 (in thousands) Accounts receivable, net $ 3,211 $ 2,665 Other contract assets Unbilled receivables $ 733 $ 43 Deferred contract costs $ — $ 327 |
Schedule of Revenue Recognized by Contract Liability | December 31, 2023 December 31, 2022 (in thousands) Deferred revenues $ 3,154 $ 1,457 Refund Liability $ — $ 500 |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventory consists of the following as of December 31: (in thousands) 2023 2022 Raw materials and work in process $ 6,466 $ 6,513 Software licenses 211 210 Finished goods 1,234 2,580 Inventory included in current assets 7,911 9,303 Software licenses – non-current 386 450 $ 8,297 $ 9,753 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property and equipment consist of the following as of December 31: (in thousands) 2023 2022 Equipment $ 1,108 $ 1,511 Furniture and fixtures — 112 Leasehold improvements 485 201 Computer equipment and software — 150 Loaned systems 741 601 2,334 2,575 Less accumulated depreciation and amortization (945) (1,769) Total property and equipment, net $ 1,389 $ 806 |
Note Payable (Tables)
Note Payable (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Principal Payment | Scheduled principal payment as of December 31, 2023 with respect to note payable are summarized as follows: Years ending December 31, (in thousands) 2025 $ 10,000 Total scheduled principal payments 10,000 Less unamortized discounts and financing costs (51) $ 9,949 |
Commitments (Tables)
Commitments (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Schedule of Future Minimum Lease Payments | As of December 31, 2023, future minimum lease payments are as follows: Years ending December 31, (in thousands) 2024 $ 869 2025 954 2026 985 2027 502 2028 520 Thereafter 2,519 Total minimum payments 6,349 Less: Discount to present value of lease payments (2,357) Discounted present value of lease payments $ 3,992 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Summary of Share-Based Compensation Expense | The following table sets forth share-based compensation expense included in the consolidated statements of operations: Years Ended December 31, (in thousands) 2023 2022 Cost of revenue $ 101 $ 63 Research and development 1,352 1,060 Sales and marketing 1,717 809 General and administrative 2,909 2,194 Share-based compensation expense $ 6,079 $ 4,126 Share-based compensation expense by type of share-based award: Years Ended December 31, (in thousands) 2023 2022 Stock options $ 956 $ 1,076 RSAs and RSUs 4,903 2,828 ESPP 220 222 $ 6,079 $ 4,126 Total unrecognized compensation expense by type of award and the weighted-average remaining requisite service period over which such expense is expected to be recognized (in thousands, unless otherwise noted): December 31, 2023 Unrecognized Expense Remaining Weighted-Average Recognition Period (in years) Stock options 1,000 1.63 RSAs and RSUs 6,889 1.75 |
Summary of Stock Option Activity | Stock option activity under all of the Company’s Plans as of and for the year ended December 31, 2023 is summarized below: Stock Options Weighted-average Weighted-average Remaining Contractual Life (in years) Intrinsic Value (in thousands) (1) Outstanding at December 31, 2022 1,398,286 $ 8.69 Granted 111,107 $ 8.10 Exercised (20,000) $ 1.82 Forfeited or expired (11,236) $ 53.05 Outstanding at December 31, 2023 1,478,157 $ 8.40 5.46 $ 3,548 Exercisable at December 31, 2023 1,251,942 $ 8.00 4.88 $ 3,548 Vested and expected to vest at December 31, 2023 1,478,157 $ 8.40 5.46 $ 3,548 (1) Intrinsic value is calculated as the estimated fair value of the Company’s stock at December 31, 2023 less the option exercise price of in-the-money options. |
Summary of Non-vested Stock Options | A summary of the status of the Company’s non-vested stock options for the year ended December 31, 2023 is presented below: Non-vested Stock Options Weighted - Average Nonvested, December 31, 2022 264,665 $ 7.19 Granted 111,107 $ 5.85 Vested (149,557) $ 5.93 Nonvested, December 31, 2023 226,215 $ 7.37 |
Summary of Fair Value Assumptions | The fair value of each stock option is estimated on the date of grant using the Black-Scholes valuation model utilizing the following weighted average assumptions for options granted during the years ended December 31, 2023 and 2022: Years Ended December 31, 2023 2022 Risk-free interest rate 4.17% 3.07% Expected life (in years) 6.10 5.93 Estimated volatility 81.21% 90.02% Expected dividends None None The fair value of the purchase options under the ESPP are estimated at the beginning of the purchase period using the Black-Scholes valuation model utilizing the following assumptions: 2023 2022 Risk-free interest rate 4.77% - 5.53% 0.22% - 2.25% Expected life (in years) 0.5 0.5 Estimated volatility 61.41% - 62.37% 61.29% - 78.23% Expected dividends None None |
Summary of Restricted Stock Awards Activity | RSA activity as of and for the year ended December 31, 2023 is summarized below: Restricted Stock Awards Weighted - Average Outstanding at December 31, 2022 684,389 $ 11.10 Vested (298,480) $ 9.92 Forfeited or expired (8,995) $ 12.17 Outstanding at December 31, 2023 376,914 $ 12.02 RSU activity as of and for the year ended December 31, 2023 is summarized below: Restricted Stock Units Weighted - Average Outstanding at December 31, 2022 13,146 $ 11.41 Granted 773,526 $ 8.08 Vested (18,533) $ 7.76 Outstanding at December 31, 2023 768,139 $ 8.15 |
Summary of Common Stock Warrant Activity | Common stock warrant activity for the year ended December 31, 2023 is as follows: Shares Weighted - Average Outstanding at December 31, 2022 36,554 $ 16.23 Expired (36,554) $ 16.23 Outstanding at December 31, 2023 — $ — |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | Years Ended December 31, (in thousands) 2023 2022 (1) Income tax benefit at federal statutory rate $ (4,584) $ (3,472) Adjustments for tax effects of: State income tax, net of federal benefit (1,191) (913) Permanent adjustments 49 17 Benefit state rate change (23) 646 Other 152 877 Share-based compensation 520 111 Net operating loss write-off (574) 1,903 Change in valuation allowance 5,659 831 Income tax expense $ 8 $ — (1) The 2022 amounts presented in the table above have been reclassified to conform to the current year's presentation. |
Schedule of Deferred Tax Assets and Liabilities | The tax effect of temporary differences and carryforwards that give rise to significant portions of the deferred income tax assets are as follows: Years Ended December 31, (in thousands) 2023 2022 Deferred income tax assets: Net operating loss carryforwards $ 30,145 $ 26,574 Share-based compensation 2,193 1,591 Accrued expenses 319 349 174 Capitalization 3,026 1,584 Other 170 97 35,853 30,195 Less valuation allowance (35,815) (30,156) Total deferred income tax assets 38 39 Deferred tax liability - depreciation (38) (39) Net deferred tax assets $ — $ — |
Description of the Business a_2
Description of the Business and Financial Condition (Details) $ in Thousands | 12 Months Ended | |||||
Mar. 04, 2024 USD ($) shares | Dec. 31, 2023 USD ($) customer | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) shares | Dec. 31, 2020 USD ($) investor | Jan. 31, 2020 investor | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Number of customers | customer | 50 | |||||
Cumulative deficit | $ 172,456 | $ 150,367 | ||||
Net cash used in operations | 13,720 | 16,167 | ||||
Secured convertible notes | 9,949 | 9,893 | ||||
Public Offering | Subsequent Event | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Public offering (in shares) | shares | 2,307,694 | |||||
Proceeds from issuance of common stock | $ 14,000 | |||||
IPO | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Public offering (in shares) | shares | 2,127,660 | |||||
Proceeds from issuance of common stock | $ 46,800 | |||||
Security Purchase Agreement | 2020 Secured Notes | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Number of investors | investor | 2 | |||||
Secured convertible notes | $ 25,000 | |||||
Security Purchase Agreement | Convertible Debt | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Secured convertible notes | 15,000 | |||||
Security Purchase Agreement | Convertible Debt | First Closing Notes | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Number of investors | investor | 2 | |||||
Secured convertible notes | $ 100 | $ 200 | ||||
Security Purchase Agreement | Convertible Debt | First Closing Notes | Investor | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Secured convertible notes | $ 10,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) shares in Millions | 12 Months Ended | |
Dec. 31, 2023 USD ($) segment shares | Dec. 31, 2022 USD ($) shares | |
Product Information [Line Items] | ||
Number of operating segments | segment | 1 | |
Unrecognized tax benefits, accrued interest or penalties | $ 0 | $ 0 |
Antidilutive securities excluded from computation of earnings per share (in shares) | shares | 4 | 3 |
Expected dividends | 0% | |
Cash, uninsured amount | $ 1,400,000 | |
Allowance for doubtful accounts | 1,400,000 | $ 100,000 |
Related Party | ||
Product Information [Line Items] | ||
Outstanding receivable | $ 0 | $ 0 |
Accounts Receivable | Customer Concentration Risk | Customer 1 | ||
Product Information [Line Items] | ||
Concentration risk, percentage | 28% | 19% |
Accounts Receivable | Customer Concentration Risk | Customer 2 | ||
Product Information [Line Items] | ||
Concentration risk, percentage | 26% | |
Accounts Receivable | Customer Concentration Risk | Customer 3 | ||
Product Information [Line Items] | ||
Concentration risk, percentage | 16% | |
Accounts Receivable | Customer Concentration Risk | Customer 4 | ||
Product Information [Line Items] | ||
Concentration risk, percentage | 10% | |
Revenue Benchmark | Customer Concentration Risk | Related Party | ||
Product Information [Line Items] | ||
Concentration risk, percentage | 12% | 15% |
Minimum | ||
Product Information [Line Items] | ||
Estimated useful life (in years) | 3 years | |
Term of service agreements (in years) | 1 year | |
Payment terms (in days) | 30 days | |
Maximum | ||
Product Information [Line Items] | ||
Intangible asset, useful life (up to) | 5 years | |
Estimated useful life (in years) | 7 years | |
Term of service agreements (in years) | 3 years | |
Payment terms (in days) | 60 days | |
License Agreement Terms | ||
Product Information [Line Items] | ||
Payments to acquire productive assets | $ 1,100,000 | |
Prepayment for future royalties | $ 600,000 |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Revenue by Service Line (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 23,955 | $ 20,551 |
Biologics and drug delivery | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 13,602 | 9,120 |
Biologics and Drug Delivery - Disposable Products | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 2,154 | 3,690 |
Biologics And Drug Delivery - Services And License Fees | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 11,448 | 5,430 |
Functional neurosurgery navigation and therapy | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 8,520 | 9,124 |
Functional Neurosurgery Navigation and Therapy - Disposable Products | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 7,589 | 7,587 |
Functional Neurosurgery Navigation and Therapy - Services | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 931 | 1,537 |
Capital equipment and software | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 1,833 | 2,307 |
Capital Equipment and Software - Systems and Software Products | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 860 | 1,512 |
Capital Equipment and Software - Services | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 973 | $ 795 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Disaggregation of Revenue [Line Items] | ||
Refund liability | $ 0 | $ 500 |
Minimum | ||
Disaggregation of Revenue [Line Items] | ||
Contract liabilities, service agreements, terms (in years) | 1 year | |
Maximum | ||
Disaggregation of Revenue [Line Items] | ||
Contract liabilities, service agreements, terms (in years) | 3 years | |
Capital Equipment Related Service Revenue | ||
Disaggregation of Revenue [Line Items] | ||
Contract with customer, liability, revenue recognized | $ 1,100 | $ 500 |
Capital Equipment and Software-Related Service | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, remaining performance obligation, amount | $ 2,900 | |
Capital Equipment and Software-Related Service | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, remaining performance obligation, percentage | 80% | |
Revenue, remaining performance obligation, period | 12 months | |
Capital Equipment and Software-Related Service | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, remaining performance obligation, period |
Revenue Recognition - Schedul_2
Revenue Recognition - Schedule of Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Revenue from Contract with Customer [Abstract] | ||
Accounts receivable, net | $ 3,211 | $ 2,665 |
Other contract assets | ||
Unbilled receivables | 733 | 43 |
Deferred contract costs | $ 0 | $ 327 |
Revenue Recognition - Schedul_3
Revenue Recognition - Schedule of Revenue Recognized by Contract Liability (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Revenue from Contract with Customer [Abstract] | ||
Deferred revenues | $ 3,154 | $ 1,457 |
Refund Liability | $ 0 | $ 500 |
Fair Value Measurement (Details
Fair Value Measurement (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Fair Value Disclosures [Abstract] | ||
Cash and cash equivalents | $ 23,140 | $ 27,615 |
Short-term investments | $ 0 | $ 9,874 |
Inventory - Schedule of Invento
Inventory - Schedule of Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Inventory Disclosure [Abstract] | ||
Raw materials and work in process | $ 6,466 | $ 6,513 |
Software licenses | 211 | 210 |
Finished goods | 1,234 | 2,580 |
Inventory included in current assets | 7,911 | 9,303 |
Software licenses – non-current | 386 | 450 |
Total | 8,297 | 9,753 |
Inventory valuation reserves | $ 2,000 | $ 1,500 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 2,334 | $ 2,575 |
Less accumulated depreciation and amortization | (945) | (1,769) |
Total property and equipment, net | 1,389 | 806 |
Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 1,108 | 1,511 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 0 | 112 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 485 | 201 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 0 | 150 |
Loaned systems | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 741 | $ 601 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation and amortization expense | $ 0.2 | $ 0.1 |
Note Payable - Narrative (Detai
Note Payable - Narrative (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | |||||
Nov. 30, 2021 USD ($) shares | May 31, 2021 USD ($) shares | Jan. 31, 2020 USD ($) investor $ / shares | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2020 USD ($) | |
Debt Instrument [Line Items] | ||||||
Long-term debt | $ 9,949 | |||||
Secured convertible notes | 9,949 | $ 9,893 | ||||
First Closing Notes | Fair Value, Inputs, Level 3 | ||||||
Debt Instrument [Line Items] | ||||||
Fair value disclosure | 12,500 | 14,800 | ||||
Security Purchase Agreement | Convertible Debt | ||||||
Debt Instrument [Line Items] | ||||||
Secured convertible notes | $ 15,000 | |||||
Security Purchase Agreement | Convertible Debt | First Closing Notes | ||||||
Debt Instrument [Line Items] | ||||||
Number of investors | investor | 2 | |||||
Debt instrument, face amount | $ 17,500 | |||||
Debt instrument, variable interest rate | 2 | |||||
Debt instrument, basis spread on variable rate | 2% | |||||
Debt instrument, convertible, conversion price (in usd per share) | $ / shares | $ 6 | |||||
Debt conversion, conversion amount | $ 7,500 | |||||
Accrued interest in conversion of debt | $ 40 | |||||
Debt conversion, shares issued (in shares) | shares | 1,256,143 | |||||
Long-term debt | 10,000 | |||||
Secured convertible notes | $ 100 | $ 200 | ||||
Security Purchase Agreement | Convertible Debt | Second Closing Note | ||||||
Debt Instrument [Line Items] | ||||||
Debt conversion, shares issued (in shares) | shares | 773,446 | |||||
Amount of accrued and paid-in kind interest included in converted debt | $ 300 | |||||
Security Purchase Agreement Amended | Convertible Debt | Second Closing Note | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | $ 7,500 |
Note Payable - Schedule Notes P
Note Payable - Schedule Notes Payable Maturities (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Debt Disclosure [Abstract] | |
2025 | $ 10,000 |
Total scheduled principal payments | 10,000 |
Less unamortized discounts and financing costs | (51) |
Total | $ 9,949 |
Commitments - Narrative (Detail
Commitments - Narrative (Details) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 USD ($) option_to_extend | Dec. 31, 2022 USD ($) | |
Lessee, Lease, Description [Line Items] | ||
Operating lease, weighted average remaining lease term | 7 years 4 months 17 days | |
Operating lease, weighted average discount rate, percent | 11.80% | |
Lease, cost | $ 0.6 | $ 0.5 |
Purchase orders and contractual obligations | $ 0.9 | |
Contractual obligation in the ordinary course of business, term | 1 year | |
License and collaboration agreement, minimum purchase commitment term | 5 years | |
Remaining minimum purchase commitment | 4 years | |
Office Lease - Solana Beach, California | ||
Lessee, Lease, Description [Line Items] | ||
Lessee, operating lease, term of contract (in years) | 5 years | |
Office Lease - Irvine, California | ||
Lessee, Lease, Description [Line Items] | ||
Renew the lease for two additional periods | 5 years | |
Leased Office and Manufacturing Facility | ||
Lessee, Lease, Description [Line Items] | ||
Number of options to extend | option_to_extend | 2 | |
Minimum purchase commitment | $ 2.1 | |
Leased Office and Manufacturing Facility | Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Renew the lease for two additional periods | 36 months | |
Leased Office and Manufacturing Facility | Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Renew the lease for two additional periods | 60 months |
Commitments - Schedule of Futur
Commitments - Schedule of Future Minimum Lease Payments (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | |
2024 | $ 869 |
2025 | 954 |
2026 | 985 |
2027 | 502 |
2028 | 520 |
Thereafter | 2,519 |
Total minimum payments | 6,349 |
Less: Discount to present value of lease payments | (2,357) |
Discounted present value of lease payments | $ 3,992 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Jun. 03, 2021 | Jul. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based payment award, options, outstanding, number (in shares) | 1,478,157 | 1,398,286 | ||
Granted (in usd per share) | $ 5.85 | |||
Purchase plan, shares purchased (in shares) | 84,430 | |||
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percent of fair market value of common stock on the date of grant threshold | 100% | |||
Expiration period | 10 years | |||
Non-vested Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in usd per share) | $ 5.85 | $ 8.21 | ||
Intrinsic value of stock options exercised | $ 100 | $ 300 | ||
Grant-date fair value of stock options vested | 900 | 900 | ||
RSAs and RSUs | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Fair value of RSAs vested | $ 3,100 | $ 1,600 | ||
RSAs and RSUs | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vest in annual installments | 2 years | |||
RSAs and RSUs | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vest in annual installments | 3 years | |||
2013 Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock, capital shares reserved for future issuance (in shares) | 4,156,250 | |||
Share-based payment award, options, outstanding, number (in shares) | 2,110,835 | |||
Shares available for grant (in shares) | 421,940 | |||
Employee Stock Purchase Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares available for grant (in shares) | 400,000 | 236,091 | ||
Granted (in usd per share) | $ 2.57 | $ 4.14 | ||
Purchase plan, purchase price of common stock, percent of fair value | 85% | |||
Purchase plan, maximum employee subscription rate | 15% | |||
Purchase plan, maximum purchase value during offering period, per employee | $ 25 | |||
Purchase plan, maximum number of shares per employee (in shares) | 3,500 | |||
Purchase period | 6 months | 6 months | ||
Purchase plan, per share weighted average price of shares purchased (in usd per share) | $ 6 | |||
Related Party | RSAs and RSUs | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vest in annual installments | 1 year |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Share Based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | $ 6,079 | $ 4,126 |
Stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | 956 | 1,076 |
RSAs and RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | 4,903 | 2,828 |
ESPP | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | 220 | 222 |
Cost of revenue | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | 101 | 63 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | 1,352 | 1,060 |
Sales and marketing | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | 1,717 | 809 |
General and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | $ 2,909 | $ 2,194 |
Stockholders' Equity - Summar_2
Stockholders' Equity - Summary of Unrecognized Compensation Expense and Weighted-Average Requisite Period (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Remaining Weighted-Average Recognition Period (in years) | 5 years 5 months 15 days |
Stock options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Expense | $ 1,000 |
Remaining Weighted-Average Recognition Period (in years) | 1 year 7 months 17 days |
RSAs and RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Expense | $ 6,889 |
Remaining Weighted-Average Recognition Period (in years) | 1 year 9 months |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Stock Option Activity (Details) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) $ / shares shares | |
Stock Options | |
Outstanding at beginning (in shares) | shares | 1,398,286 |
Granted (in shares) | shares | 111,107 |
Exercised (in shares) | shares | (20,000) |
Forfeited or expired (in shares) | shares | (11,236) |
Outstanding at ending (in shares) | shares | 1,478,157 |
Exercisable at ending (in shares) | shares | 1,251,942 |
Vested and expected to vest at ending (in shares) | shares | 1,478,157 |
Weighted-average Exercise price per share | |
Outstanding at beginning (in usd per share) | $ / shares | $ 8.69 |
Granted (in used per share) | $ / shares | 8.10 |
Exercised (in usd per share) | $ / shares | 1.82 |
Forfeited or expired (in usd per share) | $ / shares | 53.05 |
Outstanding at ending (in usd per share) | $ / shares | 8.40 |
Exercisable at ending (in usd per share) | $ / shares | 8 |
Vested and expected to vest (in usd per share) | $ / shares | $ 8.40 |
Weighted-average Remaining Contractual Life (in years) | |
Outstanding | 5 years 5 months 15 days |
Exercisable | 4 years 10 months 17 days |
Vested and expected to vest | 5 years 5 months 15 days |
Intrinsic value, outstanding | $ | $ 3,548 |
Intrinsic value, exercisable | $ | 3,548 |
Intrinsic value, vested and expected to vest | $ | $ 3,548 |
Stockholders' Equity - Schedu_2
Stockholders' Equity - Schedule of Non-vested Stock Options (Details) | 12 Months Ended |
Dec. 31, 2023 $ / shares shares | |
Non-vested Stock Options | |
Balance at beginning (in shares) | shares | 264,665 |
Granted (in shares) | shares | 111,107 |
Vested (in shares) | shares | (149,557) |
Balance at ending (in shares) | shares | 226,215 |
Weighted - Average Grant Date Fair Value | |
Balance at beginning (in usd per share) | $ / shares | $ 7.19 |
Granted (in usd per share) | $ / shares | 5.85 |
Vested (in usd per share) | $ / shares | 5.93 |
Balance at ending (in usd per share) | $ / shares | $ 7.37 |
Stockholders' Equity - Summar_3
Stockholders' Equity - Summary of Weighted Average Assumptions (Details) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Equity [Abstract] | ||
Risk-free interest rate | 4.17% | 3.07% |
Expected life (in years) | 6 years 1 month 6 days | 5 years 11 months 4 days |
Estimated volatility | 81.21% | 90.02% |
Expected dividends | 0% |
Stockholders' Equity - Summar_4
Stockholders' Equity - Summary of Restricted Stock Awards Activity (Details) - Restricted Stock Awards | 12 Months Ended |
Dec. 31, 2023 $ / shares shares | |
Restricted Stock Awards | |
Outstanding at beginning (in shares) | shares | 684,389 |
Vested (in shares) | shares | (298,480) |
Forfeited or expired (in shares) | shares | (8,995) |
Outstanding at ending (in shares) | shares | 376,914 |
Weighted - Average Grant Date Fair Value | |
Outstanding at beginning (in usd per share) | $ / shares | $ 11.10 |
Vested (in usd per share) | $ / shares | 9.92 |
Forfeited or expired (in usd per share) | $ / shares | 12.17 |
Outstanding at ending (in usd per share) | $ / shares | $ 12.02 |
Stockholders' Equity - Summar_5
Stockholders' Equity - Summary of Restricted Stock Units Activity (Details) - Restricted Stock Units | 12 Months Ended |
Dec. 31, 2023 $ / shares shares | |
Restricted Stock Awards | |
Outstanding at beginning (in shares) | shares | 13,146 |
Granted (in shares) | shares | 773,526 |
Vested (in shares) | shares | (18,533) |
Outstanding at ending (in shares) | shares | 768,139 |
Weighted - Average Grant Date Fair Value | |
Outstanding at beginning (in usd per share) | $ / shares | $ 11.41 |
Granted (in usd per share) | $ / shares | 8.08 |
Vested (in usd per share) | $ / shares | 7.76 |
Outstanding at ending (in usd per share) | $ / shares | $ 8.15 |
Stockholders' Equity - Summar_6
Stockholders' Equity - Summary of Fair Value Assumptions (Details) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected life (in years) | 6 years 1 month 6 days | 5 years 11 months 4 days |
Expected dividends | 0% | |
Employee Stock Purchase Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate, minimum | 4.77% | 0.22% |
Risk-free interest rate, maximum | 5.53% | 2.25% |
Expected life (in years) | 6 months | 6 months |
Estimated volatility, minimum | 61.41% | 61.29% |
Estimated volatility, maximum | 62.37% | 78.23% |
Expected dividends | 0% | 0% |
Stockholders' Equity - Schedu_3
Stockholders' Equity - Schedule of Common Stock Warrant Activity (Details) - Common Stock Warrants | 12 Months Ended |
Dec. 31, 2023 $ / shares shares | |
Shares | |
Outstanding at beginning (in shares) | shares | 36,554 |
Expired (in shares) | shares | (36,554) |
Outstanding at ending (in shares) | shares | 0 |
Weighted - Average Exercise Price | |
Outstanding at beginning (in usd per share) | $ / shares | $ 16.23 |
Expired (in usd per share) | $ / shares | 16.23 |
Outstanding at ending (in usd per share) | $ / shares | $ 0 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Operating Loss Carryforwards [Line Items] | ||
Income tax expense | $ 8 | $ 0 |
Percentage of valuation allowance | 100% | |
Valuation allowance against deferred tax | $ 35,815 | $ 30,156 |
Domestic Tax Authority | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss | 120,000 | |
State and Local Jurisdiction | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss | $ 72,000 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Income tax benefit at federal statutory rate | $ (4,584) | $ (3,472) |
State income tax, net of federal benefit | (1,191) | (913) |
Permanent adjustments | 49 | 17 |
Benefit state rate change | (23) | 646 |
Other | 152 | 877 |
Share-based compensation | 520 | 111 |
Net operating loss write-off | (574) | 1,903 |
Change in valuation allowance | 5,659 | 831 |
Income tax expense | $ 8 | $ 0 |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Income Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred income tax assets: | ||
Net operating loss carryforwards | $ 30,145 | $ 26,574 |
Share-based compensation | 2,193 | 1,591 |
Accrued expenses | 319 | 349 |
174 Capitalization | 3,026 | 1,584 |
Other | 170 | 97 |
Deferred income tax assets (liabilities), gross | 35,853 | 30,195 |
Less valuation allowance | (35,815) | (30,156) |
Total deferred income tax assets | 38 | 39 |
Deferred tax liability - depreciation | (38) | (39) |
Net deferred tax assets | $ 0 | $ 0 |
Subsequent Event - (Details)
Subsequent Event - (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Mar. 04, 2024 | Dec. 31, 2021 | |
IPO | ||
Subsequent Event [Line Items] | ||
Sale of stock, shares issued (in shares) | 2,127,660 | |
Proceeds from issuance of common stock | $ 46.8 | |
Subsequent Event | Public Offering | ||
Subsequent Event [Line Items] | ||
Sale of stock, shares issued (in shares) | 2,307,694 | |
Sale of stock, price per share (in usd per share) | $ 6.50 | |
Proceeds from issuance of common stock | $ 14 | |
Subsequent Event | Over-Allotment Option | ||
Subsequent Event [Line Items] | ||
Sale of stock, shares issued (in shares) | 346,154 |