Cover
Cover - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Feb. 23, 2024 | Jun. 30, 2023 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Interactive Data Current | Yes | ||
ICFR Auditor Attestation Flag | false | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2023 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Documents Incorporated by Reference [Text Block] | The following documents (or parts thereof) are incorporated by reference into the following parts of this Form 10-K: Certain information required in Part III of this Annual Report on Form 10-K is incorporated by reference from the Registrant’s Proxy Statement for the 2024 Annual Meeting of Stockholders to be filed with the Securities and Exchange Commission. | ||
Entity Information [Line Items] | |||
Entity Registrant Name | VICARIOUS SURGICAL INC. | ||
Entity Central Index Key | 0001812173 | ||
Entity File Number | 001-39384 | ||
Entity Tax Identification Number | 87-2678169 | ||
Entity Incorporation, State or Country Code | DE | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Shell Company | false | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
Entity Public Float | $ 193.5 | ||
Entity Contact Personnel [Line Items] | |||
Entity Address, Address Line One | 78 Fourth Avenue | ||
Entity Address, City or Town | Waltham | ||
Entity Address, State or Province | MA | ||
Entity Address, Postal Zip Code | 02451 | ||
Entity Phone Fax Numbers [Line Items] | |||
City Area Code | (617) | ||
Local Phone Number | 868-1700 | ||
Class A common stock, $0.0001 par value per share | |||
Entity Listings [Line Items] | |||
Title of 12(b) Security | Class A common stock, $0.0001 par value per share | ||
Trading Symbol | RBOT | ||
Security Exchange Name | NYSE | ||
Warrants to purchase one share of Class A common stock, each at an exercise price of $11.50 per share | |||
Entity Listings [Line Items] | |||
Title of 12(b) Security | Warrants to purchase one share of Class A common stock, each at an exercise price of $11.50 per share | ||
Trading Symbol | RBOT WS | ||
Security Exchange Name | NYSE | ||
Class A Common Stock | |||
Entity Listings [Line Items] | |||
Entity Common Stock, Shares Outstanding | 156,131,913 | ||
Class B Common Stock | |||
Entity Listings [Line Items] | |||
Entity Common Stock, Shares Outstanding | 19,619,760 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2023 | |
Auditor [Table] | |
Auditor Name | Deloitte & Touche LLP |
Auditor Firm ID | 34 |
Auditor Location | Boston, Massachusetts |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 52,822 | $ 116,208 |
Short-term investments | 45,355 | |
Prepaid expenses and other current assets | 2,776 | 4,196 |
Total current assets | 100,953 | 120,404 |
Restricted cash | 936 | 936 |
Property and equipment, net | 6,402 | 6,586 |
Right-of-use assets | 11,459 | 12,273 |
Other long-term assets | 114 | 92 |
Total assets | 119,864 | 140,291 |
Current liabilities: | ||
Accounts payable | 1,258 | 1,731 |
Accrued expenses | 4,975 | 5,808 |
Lease liabilities, current portion | 1,047 | 838 |
Current portion of equipment loans | 16 | |
Total current liabilities | 7,280 | 8,393 |
Lease liabilities, net of current portion | 13,785 | 14,832 |
Warrant liabilities | 830 | 6,021 |
Total liabilities | 21,895 | 29,246 |
Commitments and Contingencies (Note 8) | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; no shares issued or outstanding at December 31, 2023 and 2022 | ||
Additional paid-in capital | 230,654 | 172,673 |
Accumulated other comprehensive income | 10 | |
Accumulated deficit | (132,712) | (61,641) |
Total stockholders’ equity | 97,969 | 111,045 |
Total liabilities and stockholders’ equity | 119,864 | 140,291 |
Class A Common Stock | ||
Stockholders’ equity: | ||
Common stock, value | 15 | 11 |
Class B Common Stock | ||
Stockholders’ equity: | ||
Common stock, value | $ 2 | $ 2 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 |
Preferred stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Class A Common Stock | ||
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 155,885,004 | 106,251,429 |
Common stock, shares outstanding | 155,885,004 | 106,251,429 |
Class B Common Stock | ||
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 22,000,000 | 22,000,000 |
Common stock, shares issued | 19,619,760 | 19,627,576 |
Common stock, shares outstanding | 19,619,760 | 19,627,576 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Operating expenses: | ||
Research and development | $ 47,578 | $ 43,900 |
Sales and marketing | 6,230 | 6,463 |
General and administrative | 26,858 | 29,715 |
Total operating expenses | 80,666 | 80,078 |
Loss from operations | (80,666) | (80,078) |
Other income (expense): | ||
Change in fair value of warrant liabilities | 5,191 | 84,000 |
Interest and other income | 4,429 | 1,435 |
Interest expense | (25) | (200) |
(Loss)/income before income taxes | (71,071) | 5,157 |
Provision for income taxes | ||
Net (loss)/income | $ (71,071) | $ 5,157 |
Net (loss)/income per share of Class A and Class B common stock, basic (in Dollars per share) | $ (0.49) | $ 0.04 |
Other comprehensive income: | ||
Net unrealized income on investments | $ 10 | |
Other comprehensive income | 10 | |
Comprehensive net (loss)/income | $ (71,061) | $ 5,157 |
Consolidated Statements of Op_2
Consolidated Statements of Operations (Parentheticals) - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Statement [Abstract] | ||
Net (loss)/income per share of Class A and Class B common stock, diluted | $ (0.49) | $ 0.04 |
Consolidated Statements of Comm
Consolidated Statements of Common Stock and Stockholders’ Equity - USD ($) $ in Thousands | Class A & B Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income | Total |
Balance at Dec. 31, 2021 | $ 12 | $ 149,877 | $ (66,798) | $ 83,091 | |
Balance (in Shares) at Dec. 31, 2021 | 119,769,067 | ||||
Exercise of common stock options | 842 | 842 | |||
Exercise of common stock options (in Shares) | 2,291,868 | ||||
Exercise of public warrants (in Shares) | 20 | ||||
Vesting of restricted stock (in Shares) | 769,269 | ||||
Stock-based compensation | 12,255 | 12,255 | |||
Issuance of class A common stock, net of issuance costs | $ 1 | 9,699 | 9,700 | ||
Issuance of class A common stock, net of issuance costs (in Shares) | 3,048,781 | ||||
Net (loss)/income | 5,157 | 5,157 | |||
Balance at Dec. 31, 2022 | $ 13 | 172,673 | (61,641) | 111,045 | |
Balance (in Shares) at Dec. 31, 2022 | 125,879,005 | ||||
Exercise of common stock options | 296 | 296 | |||
Exercise of common stock options (in Shares) | 1,087,090 | ||||
Vesting of restricted stock (in Shares) | 1,493,445 | ||||
Stock-based compensation | 13,267 | 13,267 | |||
Proceeds from short swing rule | 200 | 200 | |||
Issuance of class A common stock, net of issuance costs | $ 4 | 44,218 | 44,222 | ||
Issuance of class A common stock, net of issuance costs (in Shares) | 47,045,224 | ||||
Net (loss)/income | (71,071) | (71,071) | |||
Other comprehensive income | 10 | 10 | |||
Balance at Dec. 31, 2023 | $ 17 | $ 230,654 | $ (132,712) | $ 10 | $ 97,969 |
Balance (in Shares) at Dec. 31, 2023 | 175,504,764 |
Consolidated Statements of Co_2
Consolidated Statements of Common Stock and Stockholders’ Equity (Parentheticals) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Statement of Stockholders' Equity [Abstract] | ||
Issuance of class A common stock, net of issuance costs | $ 2,823 | $ 300 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Cash flows used in operating activities: | ||
Net (loss)/income | $ (71,071) | $ 5,157 |
Adjustments to reconcile net income/(loss) to net cash used in operating activities: | ||
Depreciation | 1,854 | 1,111 |
Stock-based compensation | 13,267 | 12,255 |
Amortization of capitalized debt issuance costs | 75 | |
Non-cash lease expense | 814 | 829 |
Change in fair value of warrant liabilities | (5,191) | (84,000) |
Change in accrued interest and net accretion of discounts on short-term investments | (1,232) | |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | 1,420 | 671 |
Accounts payable | (473) | 135 |
Accrued expenses | (833) | 1,711 |
Lease liabilities | (838) | 937 |
Other noncurrent assets | (22) | (92) |
Net cash used in operating activities | (62,305) | (61,211) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (1,670) | (5,352) |
Purchases of available-for-sale investments | (75,704) | |
Proceeds from sales and maturities of available-for-sale investments | 31,591 | |
Net cash used in investing activities | (45,783) | (5,352) |
Cash flows from financing activities: | ||
Repayment of equipment loans | (16) | (47) |
Gross proceeds from issuance of common stock | 47,045 | 10,000 |
Issuance costs related to issuance of common stock | (2,823) | (300) |
Repayment of term loan | (1,350) | |
Proceeds from short swing rule | 200 | |
Proceeds from exercise of stock options | 296 | 842 |
Net cash provided by financing activities | 44,702 | 9,145 |
Change in cash, cash equivalents and restricted cash | (63,386) | (57,418) |
Cash, cash equivalents and restricted cash, beginning of year | 117,144 | 174,562 |
Cash, cash equivalents and restricted cash, end of year | 53,758 | 117,144 |
Reconciliation of restricted cash: | ||
Cash and cash equivalents | 52,822 | 116,208 |
Restricted cash | 936 | 936 |
Reconciliation of restricted cash total | 53,758 | 117,144 |
Supplemental cash flow information: | ||
Interest paid | 1 | 41 |
Non-cash investing and financing activities: | ||
Leasehold improvements acquired in connection with Waltham lease | 1,200 | |
Accruals for property, plant and equipment purchased during the period | $ 95 |
Nature of Business and Basis of
Nature of Business and Basis of Presentation | 12 Months Ended |
Dec. 31, 2023 | |
Nature of Business and Basis of Presentation [Abstract] | |
NATURE OF BUSINESS AND BASIS OF PRESENTATION | 1. NATURE OF BUSINESS AND BASIS OF PRESENTATION Nature of Business Vicarious Surgical Inc. (including its subsidiaries, “Vicarious” or the “Company”) (formerly D8 Holdings Corp. (“D8”)) was incorporated in the Cayman Islands on May 6, 2020. The Company’s legal name became Vicarious Surgical Inc. following a business combination between the Company and Vicarious Surgical Inc., a Delaware corporation, on September 17, 2021 (the “Business Combination”). The Company is headquartered in Waltham, Massachusetts. The Company is currently developing its differentiated surgical robotic system using proprietary de-coupled actuators to transport surgeons inside the patient to perform minimally invasive surgical procedures. The Company has not yet generated any revenue from operations. Management believes that the Company’s current cash, cash equivalents and short-term investments balance of $98,177 will be sufficient to support our operations beyond the next twelve months from the date of issuance of these financial statements. However, we do not anticipate that the current cash, cash equivalents and marketable securities as of December 31, 2023 will be sufficient for us to fund our development through commercialization, and we will need to raise additional capital to complete the development and commercialization of our product. We may satisfy our future cash needs through the sale of equity securities, debt financings, corporate collaborations or other agreements, working capital lines of credit, grant funding, interest income earned on invested cash balances or a combination of one or more of these sources. Basis of Presentation The accompanying consolidated financial statements of the Company are prepared in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the regulations of the U.S Securities and Exchange Commission (“SEC”). Any reference in these notes to applicable guidance is meant to refer to GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) promulgated by the Financial Accounting Standards Board (“FASB”). Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Summary of Significant Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accompanying financial statements reflect the application of certain significant accounting policies as described in this note and elsewhere in the accompanying consolidated financial statements and notes. Use of Estimates The preparation of financial statements in conformity with US GAAP requires the Company’s 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 financial statements and the reported amounts of expenses during the reporting periods presented. Estimates are used for, but are not limited to, the Company’s ability to continue as a going concern, depreciation of property and equipment, fair value of financial instruments, and contingencies. Actual results may differ from those estimates. The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. Management has evaluated whether there are conditions and events that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date the financial statements are issued. Fair Value of Financial Instruments US GAAP requires disclosure of fair value information about financial instruments, whether or not recognized in the balance sheet, for which it is practicable to estimate that value. The framework provides a fair value hierarchy that prioritizes the inputs for the valuation techniques. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements) and minimizes the use of unobservable inputs. The most observable inputs are used, when available. The three levels of the fair value hierarchy are described as follows: Level 1 Level 2 Level 3 Cash and Cash Equivalents Cash and cash equivalents consist of checking accounts, money market funds, U.S. treasury securities and U.S. government agency securities. The Company considers all highly liquid investments with an original maturity of 90 days or less at the date of purchase to be cash equivalents. Restricted Cash The Company has an agreement to maintain a cash balance of $936 at December 31, 2023 and 2022 as collateral for a letter of credit related to the Company’s lease. The balance is classified as long-term on the Company’s balance sheets as the lease period ends in March 2032. Short-Term Investments All of the Company’s investments, which consist of U.S. treasury securities, are classified as available-for-sale and are carried at fair value. There was an unrealized gain of $10 for the year ended December 31, 2023. There were no investments at December 31, 2022. Concentrations of Credit Risk and Off-Balance-Sheet Risk The Company has no significant off-balance-sheet risk, such as foreign exchange contracts, option contracts, or other foreign hedging arrangements. Financial instruments that potentially expose the Company to concentrations of credit risk consist mainly of cash and cash equivalents. The Company maintains its cash and cash equivalents principally with accredited financial institutions of high-credit standing. Periodically, there may be times when the deposits exceed the FDIC insurance limits. Warrant Liabilities The Company does not use derivative instruments to hedge its exposures to cash flow, market or foreign currency risks. Management evaluates all of the Company’s financial instruments, including issued warrants to purchase its Class A common stock, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815-15. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period. As part of the Business Combination, the Company assumed 17,249,991 Public Warrants and 10,400,000 Private Placement Warrants, each exercisable to purchase shares of Class A common stock. All of the Company’s outstanding warrants are recognized as derivative liabilities in accordance with ASC 815-40. Accordingly, the Company recognizes the warrants as liabilities at fair value and adjusts the warrant liability to fair value at each reporting period. The liabilities are subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the statement of operations. The fair value of Public Warrants was determined from their trading value on public markets. The fair value of Private Placement Warrants was calculated using the Black-Scholes option pricing model. Property and Equipment Property and equipment are recorded at cost. Expenditures for repairs and maintenance are expensed as incurred. When assets are retired or disposed of, the assets and related accumulated depreciation are eliminated from the accounts, and any resulting gain or loss is included in the determination of net loss. Depreciation is calculated using the straight-line method over the estimated useful lives of the related assets. Impairment of Long-Lived Assets The Company continually evaluates whether events or circumstances have occurred that indicate that the estimated remaining useful life of its long-lived assets may warrant revision or that the carrying value of these assets may be impaired. The Company does not believe that any events have occurred through December 31, 2023, that would indicate its long-lived assets are impaired. Guarantees and Indemnifications As permitted under Delaware law, the Company indemnifies its officers, directors, consultants and employees for certain events or occurrences that happen by reason of the relationship with, or position held at, the Company. Through December 31, 2023, the Company had not experienced any losses related to these indemnification obligations, and no claims were outstanding. The Company does not expect significant claims related to these indemnification obligations and, consequently, concluded that the fair value of these obligations is negligible, and no related liabilities have been established. Research and Development Research and development costs are expensed in the period incurred. Research and development costs include payroll and personnel expenses, consulting costs, software and web services, legal, raw materials and allocated overhead such as depreciation and amortization, rent and utilities. Advance payments for goods and services to be used in future research and development activities are recorded as prepaid expenses and are expensed over the service period as the services are provided or when the goods are consumed. Stock-Based Compensation The Company accounts for all stock-based compensation, including stock options, restricted stock units (“RSUs”), performance-based RSUs (“PSUs”), warrants and other forms of equity issued as compensation for services, at fair value and recognizes stock-based compensation expense for those equity awards, net of actual forfeitures, over the requisite service period, which is generally the vesting period of the respective award. The fair value of the Company’s stock options on the date of grant is determined by a Black-Scholes option pricing model utilizing key assumptions such as stock price, expected volatility and expected term. The Company’s estimates of these assumptions are primarily based on the fair value of the Company’s stock, historical data, peer company data and judgment regarding future trends. Prior to becoming a publicly traded company, the fair value of the Company’s common stock was determined by the Board of Directors at each award grant date based upon a variety of factors, including the results obtained from an independent third-party valuation, the Company’s financial position and historical financial performance, the status of technological developments within the Company’s proposed product candidates, the illiquid nature of the common stock, arm’s length sales of the Company’s capital stock, including convertible preferred stock, the effect of the rights and preferences of the preferred stockholders, and the prospects of a liquidity event, among others, as the Company’s common stock was not actively traded. Since becoming a publicly traded company, the Company uses its publicly traded stock price as the fair value of its common stock. The fair value of RSUs and PSUs are based on the closing stock price on the grant date. Income Taxes The Company accounts for income taxes under the asset and liability method pursuant to ASC 740, Accounting for Income Taxes, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, the Company determines deferred tax assets and liabilities on the basis of the differences between the financial statement and tax bases of assets and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company recognizes deferred tax assets to the extent that management believes that these assets are more likely than not to be realized in the future. In making such a determination, management considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. The Company provides reserves for potential payments of taxes to various tax authorities related to uncertain tax positions. Amounts recognized are based on a determination of whether a tax benefit taken by the Company in its tax filings or positions is “more likely than not” to be sustained on audit. The amount recognized is equal to the largest amount that is more than 50% likely to be sustained. Interest and penalties associated with uncertain tax positions are recorded as a component of income tax expense. Net Income/(Loss) Per Share Basic net income/(loss) per share attributable to common stockholders is computed by dividing the net income/(loss) attributable to common stockholders by the weighted average number of common shares outstanding for the period. Diluted net income/(loss) per share attributable to common stockholders is computed by dividing the net income/(loss) attributable to common stockholders by the weighted average number of common shares outstanding for the period, including potential dilutive common stock. For the purpose of this calculation, outstanding stock options, restricted stock units, performance-based RSUs and stock warrants are considered potential dilutive common stock and are excluded from the computation of net loss per share as their effect is anti-dilutive. Accordingly, in periods in which the Company reports a net loss, such losses are not allocated to such participating securities. In periods in which the Company reports a net loss attributable to common stockholders, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders, since dilutive common shares are not assumed to be outstanding when their effect is anti-dilutive. Segments Operating segments are identified as components of an enterprise about which separate discrete financial information is made available for evaluation by the chief operating decision maker (“CODM”) in making decisions regarding resource allocation and assessing performance. The CODM is the Company’s chief executive officer. The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions. The Company’s singular concentration is focused on the development of its differentiated, human-like surgical robotic system. Emerging Growth Company Status The Company is an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act (the “JOBS Act”). Pursuant to the JOBS Act, an emerging growth company is provided the option to adopt new or revised accounting standards that may be issued by Financial Accounting Standards Board (“FASB”) or the SEC either (i) within the same periods as those otherwise applicable to non-emerging growth companies or (ii) within the same time periods as private companies. We intend to take advantage of the exemption for complying with new or revised accounting standards within the same time periods as private companies so long as we qualify as an emerging growth company. Accordingly, the information contained herein may be different than the information you receive from other public companies. Recently Issued Accounting Pronouncements In December 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures In December 2023, the FASB also issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures |
Short-Term Investments
Short-Term Investments | 12 Months Ended |
Dec. 31, 2023 | |
Short-Term Investments [Abstract] | |
SHORT-TERM INVESTMENTS | 3. SHORT-TERM INVESTMENTS Short-term investments consist of U.S. treasury securities and are classified as available-for-sale. Available-for-sale investments are reported at fair value, with unrealized gains or losses reported in accumulated other comprehensive income. The fair values of our available-for-sale cash and cash equivalents securities are Level 1 measurements, based on quoted prices from active markets for identical assets. The fair values of our available-for-sale short-term investments securities are Level 2 measurements, based on quoted prices from inactive markets for identical assets. The amortized cost, gross unrealized holding gains, gross unrealized holding losses and fair value of our marketable securities by type of security as of December 31, 2023 was as follows: December 31, 2023 Amortized Gross Gross Fair Value Assets: U.S. treasury and U.S. government securities 45,345 36 (26 ) 45,355 Total assets $ 45,345 $ 36 $ (26 ) $ 45,355 The aggregate fair value of available-for-sale debt securities in an unrealized loss position as of December 31, 2023 was $31,568. We did not have any investments in a continuous unrealized loss position for more than twelve months as of December 31, 2023. As of December 31, 2023, we believe that the cost basis of our available-for-sale debt securities is recoverable. No allowance for credit losses was recorded as of December 31, 2023. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2023 | |
Property and Equipment, Net [Abstract] | |
PROPERTY AND EQUIPMENT, NET | 4. PROPERTY AND EQUIPMENT, NET Property and equipment, net consist of the following: December 31, December 31, Estimated Useful Lives 2023 2022 Machinery and equipment 3 to 5 years $ 3,162 $ 1,906 Furniture and fixtures 3 to 7 years 1,173 1,059 Computer hardware and software 3 years 1,328 1,155 Leasehold improvements Lesser of lease term or asset life 4,288 4,161 Total property and equipment 9,951 8,281 Less accumulated depreciation (3,549 ) (1,695 ) Property and equipment, net $ 6,402 $ 6,586 In connection with the Waltham lease, the Company received $1,200 in August 2022 related to leasehold improvements funded by its landlord. These leasehold improvements are being depreciated over the shorter of the lease term or each asset’s life. The $1,200 was included in leasehold improvements. In connection with the Waltham lease, the Company received $840 in May 2021 related to leasehold improvements funded by its landlord. These leasehold improvements are being depreciated over the shorter of the lease term or each asset’s life. The $840 paid to vendors by the landlord was included in leasehold improvements. Depreciation expense for the years ended December 31, 2023 and 2022 was $1,854 and $1,111, respectively. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Measurements [Abstract] | |
FAIR VALUE MEASUREMENTS | 5. FAIR VALUE MEASUREMENTS The following fair value hierarchy table presents information about the Company’s financial assets measured at fair value on a recurring basis and indicates the fair value hierarchy of the inputs the Company utilized to determine such fair value: December 31, 2023 Quoted Prices in Active Significant Significant (Level 1) (Level 2) (Level 3) Total Assets: Money market funds $ 31,489 $ — $ — $ 31,489 U.S. treasury securities — 45,355 — 45,355 Total assets $ 31,489 $ 45,355 $ — $ 76,844 Liabilities: Warrant liabilities - public warrants $ 518 $ — $ — $ 518 Warrant liabilities - private warrants — — 312 312 Total liabilities $ 518 $ — $ 312 $ 830 December 31, 2022 Quoted Prices Significant Significant Total Assets: Money market funds $ 114,409 $ — $ — $ 114,409 Total assets $ 114,409 $ — $ — $ 114,409 Liabilities: Warrant liabilities - public warrants $ 2,589 $ — $ — $ 2,589 Warrant liabilities - private warrants — $ — 3,432 3,432 Total liabilities $ 2,589 $ — $ 3,432 $ 6,021 Money market funds are classified as cash and cash equivalents. U.S. treasury securities are classified as cash equivalents when the date from initial purchase to maturity is less than 90 days. The remaining investments are classified as short-term investments. The carrying values of prepaid expenses, right of use assets, accounts payable, and accrued expenses approximate their fair values due to the short-term nature of the instruments. The fair values of our short-term investments are Level 2 measurements as the US treasury securities are not the most recent offerings and are therefore not traded in an active market. The fair value of the Public Warrants was determined from their trading value on public markets. The fair value of the Private Placement Warrants was calculated using the Black-Scholes option pricing model. The assumptions used in the model were the Company’s stock price, exercise price, expected term, volatility, interest rate, and dividend yield. For the year ended December 31, 2023, the Company recognized a gain to the statement of operations resulting from a decrease in the fair value of liabilities of $5,191 presented as a change in fair value of warrant liabilities on the accompanying statement of operations. For the year ended December 31, 2022, the Company recognized a gain to the statement of operations resulting from a decrease in the fair value of liabilities of $84,000 presented as a change in fair value of warrant liabilities on the accompanying statement of operations. The Company estimates the volatility of its warrants based on implied volatility from the Company’s Public Warrants and from historical volatility of select peer companies’ common stock that matches the expected remaining life of the warrants. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve on the grant date for a maturity similar to the expected remaining life of the warrants. The expected life of the warrants is assumed to be equivalent to their remaining contractual term. The dividend rate is based on the historical rate, which the Company anticipates remaining at zero. The following table provides quantitative information regarding the inputs used in determining the fair value of the Company’s Level 3 liabilities: Private Placement Warrants As of As of Volatility 110.0 % 72.0 % Stock price $ 0.37 $ 2.02 Expected life of options 2.7 years 3.7 years Risk-free rate 4.1 % 4.1 % Dividend yield 0.0 % 0.0 % The following table shows the change in number and value of the warrants since December 31, 2022: Public Private Total Shares Value Shares Value Shares Value December 31, 2022 17,248,601 $ 2,589 10,400,000 $ 3,432 27,648,601 $ 6,021 Change in value — $ (2,071 ) — $ (3,120 ) — $ (5,191 ) December 31, 2023 17,248,601 $ 518 10,400,000 $ 312 27,648,601 $ 830 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Accrued Expenses and Other Current Liabilities [Abstract] | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | 6. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES The following table summarizes the Company’s components of accrued expenses and other current liabilities: Year Ended 2023 2022 Compensation and benefits related $ 4,063 $ 5,240 Professional services and other 912 568 Accrued expenses $ 4,975 $ 5,808 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2023 | |
Debt [Abstract] | |
DEBT | 7. DEBT Term Loan In October 2020, the Company entered into a term loan agreement that provided the Company with the ability to borrow up to $3,500 with any amounts borrowed becoming due on April 1, 2024. The loan consisted of up to two tranches; a $1,500 tranche which became available to the Company upon the close of the loan agreement in October 2020 and was available to the Company to draw through March 31, 2021 and a second tranche of $2,000 which became available to the Company through September 30, 2021, upon the Company’s successful achievement of a milestone related to the development of the Company’s surgical robot. Although the milestone was achieved, the Company chose not to draw down the $2,000 tranche. The term loan was interest-only through September 30, 2021, at which time the Company made the first of 30 equal monthly payments of principal plus interest. The term loan bears interest at a floating rate equal to the Prime Rate, but not less than a minimum rate of 3.25%. In addition, the final payment made at the earlier of the maturity of the loan or its termination included a deferred interest payment of 7.5% of the amount borrowed, resulting in a minimum annual rate of 5.98% to be paid to the lender. The term loan had prepayment fees if the Company elected to repay such loan prior to it becoming due, which penalties varied based upon the time remaining before the term loan was due. If the Company had repaid the term loan prior to the first anniversary of the term loan closing, it would have been required to pay a prepayment fee of 3% of the outstanding principal balance. The loan had no financial covenants but did contain monthly reporting requirements and gave the lender a first priority lien on all Company assets. In March 2021, the Company borrowed the first tranche of $1,500. In October 2022, the Company paid off the entire term loan balance. As the Company chose to repay the term loan prior to the second anniversary of the term loan closing, a prepayment fee of 2% of the outstanding principal balance applied. The outstanding balance of the term loan was $0 at December 31, 2023 and December 31, 2022. Deferred Financing Costs In connection with the term loan, the Company incurred $100 in expenses which were netted against the long-term portion of the term loan proceeds. The Company amortized these costs over the life of the borrowing. In the years ended December 31, 2023 and 2022, $0 and $75, respectively of capitalized costs were amortized to interest expense. Equipment Loan s In March 2019, the Company entered into two equipment loans with a vendor for the purchase of manufacturing machinery. The equipment loans had an aggregate principal balance of $185 at inception, with forty-eight equal monthly payments of principal and interest due beginning ninety days after taking possession of the machinery. The equipment loans were collateralized by the underlying machinery. As of December 31, 2023 and 2022, the aggregate outstanding principal balance of the equipment loans was $0 and $16, respectively. The equipment loans were fully paid off in April 2023. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 8. COMMITMENTS AND CONTINGENCIES Legal Proceedings — From time to time, the Company may face legal claims or actions in the normal course of business. At each reporting date, the Company evaluates whether a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. The Company expenses as incurred the costs related to its legal proceedings. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
LEASES | 9. LEASES On January 1, 2022, we adopted Accounting Standards Update (“ASU”) 2016-02 and all subsequent amendments, collectively codified in ASC Topic 842, “Leases” (“Topic 842”). The guidance requires modified retrospective adoption, either at the beginning of the earliest period presented or at the beginning of the period of adoption. We elected to apply the guidance at the beginning of the period of adoption and recorded right-of-use (ROU) leased assets of $14,302. In conjunction with this, we recorded lease liabilities, which had been discounted at our incremental borrowing rates, of $15,933. The adoption of ASC 842 had no effect on retained earnings. The Company leases its office facility under a noncancelable operating lease agreement that expires in March 2032. The operating lease includes variable lease payments, which are primarily related to common area maintenance and taxes. Lease expense for the years ended December 31, 2023 and 2022 was $2,137 and $2,210, respectively. A summary of the components of lease costs for the Company under ASC 842 for the years ended December 31, 2023 and 2022 were as follows: December 31, Lease costs 2023 2022 Operating lease costs $ 2,137 $ 2,210 Variable lease costs 530 504 Total lease costs $ 2,667 $ 2,714 Supplemental disclosure of cash flow information related to leases for the years ended December 31, 2023 and 2022 was as follows: December 31, 2023 2022 Cash paid $ 2,162 $ 1,644 Cash received $ — $ (1,200 ) Total cash paid for amounts included in the measurement of operating lease liabilities (operating cash flows) $ 2,162 $ 444 The weighted-average remaining lease term and discount rate were as follows: December 31, 2023 2022 Weighted-average remaining lease term (in years) 8.3 9.3 Weighted-average discount rate 8.74 % 8.74 % The following table presents the maturity of the Company’s operating lease liabilities as of December 31, 2023: Years Ended December 31, 2024 2,286 2025 2,358 2026 2,430 2027 2,502 2028 2,574 Thereafter 8,856 Total future minimum lease payments $ 21,006 Less imputed interest (6,174 ) Carrying value of lease liabilities $ 14,832 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Taxes [Abstract] | |
INCOME TAXES | 10. INCOME TAXES The Company’s entire pretax loss for the year ended December 31, 2023, and for its entire pretax income for the year ended December 31, 2022, were from its U.S. domestic operations. The Company recorded a tax loss for the years ended December 31, 2023 and 2022. Therefore, the Company recorded no current or deferred income tax expense or benefit for the years ended December 31, 2023 and 2022. A reconciliation of the Company’s statutory income tax rate to the Company’s effective income tax rate is as follows: Year Ended 2023 2022 Income at US statutory rate 21 % 21 % State taxes, net of federal benefit 8 % (126 )% Permanent differences — 1 % Change in fair value of warrants 1 % (342 )% Return to provision — (28 )% Officer’s compensation — 2 % Stock-based compensation (2 )% 6 % Tax credits 5 % (52 )% Change in valuation allowance (33 )% 518 % 0 % 0 % The Company’s deferred tax assets and (liabilities) are as follows: Year Ended 2023 2022 Deferred Tax Assets: Net operating loss carryforwards $ 34,636 $ 27,688 Tax credits 11,850 7,057 Stock based compensation 2,173 1,303 Capitalized R&D expenses 22,348 11,456 Accruals and reserves 843 1,034 Depreciation and amortization 93 61 Lease liability 4,053 4,240 Total deferred tax assets before valuation allowance 75,996 52,839 Valuation allowance (72,865 ) (49,518 ) Net deferred tax assets $ 3,131 $ 3,321 Deferred Tax Liabilities: Right of use asset (3,131 ) (3,321 ) Total deferred tax liabilities (3,131 ) (3,321 ) Net deferred tax assets (liability) $ — $ — The deferred tax assets consist principally of net operating loss carryforwards and research and development tax credits. The future realization of the tax benefits from existing temporary differences and tax attributes ultimately depends on the existence of sufficient taxable income. In assessing the realization of the 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. Management considers the scheduled reversal of projected future taxable income, and tax planning strategies in making this assessment. After consideration of all available evidence, both positive and negative, the Company has determined that it was more likely than not that the Company would not recognize the benefits of its federal and state net deferred tax assets. Accordingly, the Company has a full valuation allowance against the deferred tax assets as of December 31, 2023 and 2022. The change in the valuation allowance for the years ended December 31, 2023 and 2022 was an increase of $23.3 million and $26.7 million, respectively. The Company has incurred losses since inception that would generally be available to reduce future taxable income. As of December 31, 2023, the Company had U.S. federal net operating loss carryforwards of $128.8 million which includes $2.8 million that expire at various dates from 2034 through 2037, and $126.0 million that have an unlimited carryforward period. As of December 31, 2023, the Company had state net operating loss carryforwards of $120.2 million which includes $120.0 million that expire at various dates from 2035 through 2043, and $0.2 million that have an unlimited carryforward period. As of December 31, 2023, the Company had U.S. federal research and development tax credits of $8.0 million, which begin to expire in 2035. As of December 31, 2023, the Company had state research and development tax credits of $5.0 million, which begin to expire in 2034. The future realization of the Company’s net operating loss carryforwards and other tax attributes may also be limited by the change in ownership rules under Code Section 382. Under Section 382 of the Code, if a corporation undergoes an “ownership change” (as defined in Section 382 of the Code), the corporation’s ability to utilize its net operating loss carryforwards and other tax attributes to offset income may be limited. The Company has not completed a study to assess whether an ownership change has occurred or whether there have been multiple ownership changes. The Company files income tax returns in the U.S. federal jurisdiction and in any state and local jurisdiction in which it operates. The Company is subject to tax examination by various taxing authorities. The Company is not currently under examination and is not aware of any issues under review that could result in significant payments, accruals or material deviation from its tax positions. To the extent the Company has tax attribute carryforwards, the tax years in which the attribute was generated may still be adjusted upon examination by the Internal Revenue Service and state and local tax authorities to the extent utilized in a future period. As of December 31, 2023, the tax years from 2019 to present remain open to examination by relevant taxing jurisdictions to which the Company is subject. However, to the extent the Company utilizes net operating losses from years prior to 2019, the statute remains open to the extent of the net operating losses or other credits that are utilized. The calculation and assessment of the Company’s tax exposures generally involve the uncertainties in the application of complex tax laws and regulations for federal, state and local jurisdictions. A tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation, on the basis of the technical merits. As of December 31, 2023, the Company has not recorded any liabilities related to uncertain tax positions in its financial statements. Similarly, the Company has not accrued any interest and penalties related to uncertain tax positions as of December 31, 2023. The Company recognizes accrued interest and penalties, if any, related to uncertain tax positions in tax expense in its financial statements. |
Stockholders_ Equity and Stock-
Stockholders’ Equity and Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2023 | |
Stockholders’ Equity and Stock-Based Compensation [Abstract] | |
STOCKHOLDERS’ EQUITY AND STOCK-BASED COMPENSATION | 11. STOCKHOLDERS’ EQUITY AND STOCK-BASED COMPENSATION Authorized Shares At December 31, 2023, the Company’s authorized shares consisted of 300,000,000 shares of Class A common stock, $0.0001 par value; 22,000,000 shares of Class B common stock, $0.0001 par value; and 1,000,000 shares of preferred stock, par value of $0.0001 per share. Preferred Stock Preferred stock shares authorized may be issued from time to time in one or more series, with each series terms, voting, dividend, conversion, redemption, liquidation and other rights to be determined by the Board of Directors at the time of issuance. As of December 31, 2023, there were no shares of preferred stock issued and outstanding. Warrants The Company’s outstanding warrants include Public Warrants, which were issued as one-half of a redeemable Public Warrant per unit issued in D8’s initial public offering on July 17, 2020, and Private Placement Warrants sold in a private placement to D8’s sponsor (the “Sponsor”) in connection with the closing of the initial public offering and in connection with the conversion of D8 working capital loans. Each warrant is exercisable to purchase one share of Class A common stock at $11.50 per share. As of December 31, 2023, the Company had 17,248,601 Public Warrants and 10,400,000 Private Placement Warrants outstanding. The Public Warrants became exercisable at $11.50 per share 30 days after the Closing. If and when the warrants become redeemable by the Company, the Company may exercise its redemption right even if it is unable to register or qualify the underlying securities for sale under all applicable state securities laws. The Company filed a registration statement with the SEC that was declared effective as of October 22, 2021 covering the shares of Class A common stock issuable upon exercise of the warrants and is maintaining a current prospectus relating to those shares of Class A common stock until the warrants expire, are exercised or redeemed, as specified in the warrant agreement. The warrants will expire five years after the closing of the Business Combination or earlier upon redemption or liquidation. Redemption of warrants when the price per share of Class A common stock equals or exceeds $18.00. ● in whole and not in part; ● at a price of $0.01 per warrant; ● upon a minimum of 30 days’ prior written notice of redemption; and ● if, and only if, the last reported sale price of Class A common stock equals or exceeds $18.00 per share (as adjusted) for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders. Redemption of warrants when the price per share of Class A common stock equals or exceeds $10.00 ● in whole and not in part; ● at a price of $0.10 per warrant; ● upon a minimum of 30 days’ prior written notice of redemption; provided ● if, and only if, the last reported sale price of Class A common stock shares equals or exceeds $10.00 per share (as adjusted) for any 20 trading days within a 30-trading day period ending three trading days before the Company sends the notice of redemption to the warrant holders. The Private Placement Warrants are identical to the Public Warrants underlying the units sold in D8’s initial public offering, except that the Private Placement Warrants and the shares of Class A common stock issuable upon exercise of the Private Placement Warrants, so long as they are held by the Sponsor or its permitted transferees, (i) are not redeemable by the Company, (ii) could not (including the shares of Class A common stock issuable upon exercise of these warrants), subject to certain limited exceptions, be transferred, assigned or sold by the holders until 30 days after the completion of the initial Business Combination, (iii) may be exercised by the holders on a cashless basis and (iv) are entitled to registration rights. If the Private Placement Warrants are held by holders other than the Sponsor or its permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by the holders on the same basis as the Public Warrants. Common Stock Classes of Common Stock Class A common stock receives one vote per share. Subject to preferences that may be applicable to any outstanding preferred stock, the holders of shares of Class A common stock are entitled to receive ratably such dividends, if any, as may be declared from time to time by the board of directors out of funds legally available for such purposes. In the event of any voluntary or involuntary liquidation, dissolution or winding up of our affairs, the holders of Class A common stock are entitled to share ratably in all assets remaining after payment of our debts and other liabilities, subject to prior distribution rights of preferred stock or any class or series of stock having a preference over the Class A common stock, then outstanding, if any. Class B common stock receives 20 votes per share and converts into Class A at a one-to-one conversion rate per share. Holders of Class B common stock will share ratably together with each holder of Class A common stock, if and when any dividend is declared by the board of directors. Holders of Class B common stock have the right to convert shares of their Class B common stock into fully paid and non-assessable shares of Class A common stock, on a one-to-one basis, at the option of the holder at any time. Upon the occurrence of certain events, holders of Class B common stock automatically convert into Class A common stock, on a one-to-one basis. In the event of any voluntary or involuntary liquidation, dissolution or winding up of our affairs, the holders of Class B common stock are entitled to share ratably in all assets remaining after payment of our debts and other liabilities, subject to prior distribution rights of preferred stock or any class or series of stock having a preference over the Class B common stock, then outstanding, if any. Stock Based Compensation 2021 Plan The 2021 Plan provides for the granting of incentive and nonqualified stock options, restricted stock, and other stock-based awards to employees, officers, directors, consultants, and advisors of the Company. Under the 2021 Plan, incentive and nonqualified stock options may be granted at not less than 100% of the fair market value of the Company’s common stock on the date of grant. If an incentive stock option is granted to an individual who owns more than 10% of the combined voting power of all classes of the Company’s capital stock, the exercise price may not be less than 110% of the fair market value of the Company’s common stock on the date of grant and the term of the option may not be longer than five years. The 2021 Plan authorizes the Company to issue up to 31,944,891 shares of common stock (either Class A or Class B) pursuant to awards granted under the 2021 Plan. The Board of Directors administers the 2021 Plan and determines the specific terms of the awards. The contractual term of options granted under the 2021 Plan is not more than 10 years. The 2021 Plan will expire on April 13, 2031 or an earlier date approved by a vote of the Company’s stockholders or Board of Directors. The Company issues RSUs of Class A common stock to certain employees and members of the board of directors. The RSUs vest over a four-year period. Performance-based RSUs are issued in the form of performance share units (“PSUs”). PSUs include threshold, target, and maximum achievement levels based on the achievement of specific performance measures. PSUs are subject to forfeiture if applicable performance measures are not attained. The expense is recognized over the vesting period, based on the best available estimate of the number of share units expected to vest. Estimates are subsequently revised if there is any indication that the number of share units expected to vest differs from previous estimates. Any cumulative adjustment prior to vesting is recognized in the current period. In July 2023, 2,510,422 PSUs were granted and an additional 2,510,422 PSUs could be earned if certain performance measures are overachieved. The activity for common stock subject to vesting is as follows: Shares Weighted Balance of unvested shares - January 1, 2023 3,085,123 $ 5.01 Granted 5,081,863 $ 2.08 Vested (1,493,445 ) $ 4.08 Forfeited (1,034,008 ) $ 2.92 Balance of unvested shares - December 31, 2023 5,639,533 $ 3.01 Total stock-based compensation related to RSUs and PSU’s during the years ended December 31, 2023 and 2022, was $6,120 and $5,286, respectively. As of December 31, 2023, the total unrecognized stock-based compensation expense related to unvested RSUs and PSUs aggregated $12,326 and is expected to be recognized over a weighted average period of 2.3 years. The aggregate intrinsic value of the RSUs granted and vested during the year ended December 31, 2023 was $1,864 and $2,034, respectively. The aggregate intrinsic value of RSUs outstanding at December 31, 2023 was $2,068. The Company grants stock options to employees at exercise prices deemed by the Board of Directors to be equal to the fair value of the common stock at the time of grant. For options with a service condition, the fair value of the Company’s stock options and warrants on the date of grant is determined by a Black-Scholes pricing model utilizing key assumptions such as common stock price, risk-free interest rate, dividend yield, expected volatility and expected life. The Company’s estimates of these assumptions are primarily based on the fair value of the Company’s stock, historical data, peer company data and judgement regarding future trends. The Company uses its publicly traded stock price as the fair value of its common stock. During the years ended December 31, 2023 and 2022, the Company granted options to purchase 4,217,330 and 5,576,191 shares, respectively of Class A common stock, to employees and consultants with a fair value of $5,651 and $15,461, respectively, calculated using the Black-Scholes option-pricing model with the following assumptions: Year Ended 2023 2022 Risk-free interest rate 3.42% - 4.39 % 1.94% - 3.92 % Expected term (in years) 6.02 - 6.08 5.52 - 6.08 Dividend yield — % — % Expected volatility 74.42% - 79.44 % 68.87% - 70.26 % The risk-free interest rate assumption is based upon observed interest rates appropriate for the term of the related stock options. The expected life of employee and non-employee stock options was calculated using the average of the contractual term of the option and the weighted-average vesting period of the option, as the Company does not have sufficient history to use an alternative method to calculate an expected life for employees. The Company does not pay a dividend and is not expected to pay a dividend in the foreseeable future. Expected volatility for the Company’s common stock was determined based on a combination of an average of the historical volatility of a peer group of similar public companies and the Company’s own stock. As of December 31, 2023, there was $13,069 of total gross unrecognized stock-based compensation expense related to unvested stock options. The costs remaining as of December 31, 2023 are expected to be recognized over a weighted-average period of 2.38 years. Total stock-based compensation expense related to all of the Company’s stock-based awards granted is reported in the statements of operations as follows: Year Ended 2023 2022 Research and development $ 3,164 $ 2,696 Sales and marketing 1,256 1,296 General and administrative 8,847 8,263 Total $ 13,267 $ 12,255 The Company plans to generally issue previously unissued shares of common stock for the exercise of stock options. There were 7,228,226 shares available for future equity grants under the 2021 Plan at December 31, 2023. The option activity of the 2021 Plan for the year ended December 31, 2023, is as follows: Weighted Weighted Options Price (in years) Options outstanding at January 1, 2023 14,192,417 $ 3.90 8.26 Granted 4,217,330 1.96 Exercised (1,087,090 ) 0.27 Forfeited, expired, or cancelled (5,057,319 ) 4.32 Options vested and expected to vest at December 31, 2023 12,265,338 $ 3.37 7.57 The weighted average grant date fair value of options granted during the years ended December 31, 2023 and 2022 was $1.34 and $2.77, respectively. The aggregate intrinsic value of options exercised during the years ended December 31, 2023 and 2022, was $1,774 and $10,066, respectively. The aggregate intrinsic value of options outstanding at December 31, 2023 was $79. Common Stock Reserved for Future Issuance As of December 31, 2023 and 2022, the Company has reserved the following shares of Class A Common Stock for future issuance (in thousands): As of December 31, 2023 2022 Common stock options outstanding 12,265 14,192 Restricted stock units outstanding 5,640 3,085 Shares available for issuance under the 2021 Plan 7,228 3,465 Public warrants 17,249 17,249 Private warrants 10,400 10,400 Total shares of authorized Common Stock reserved for future issuance 52,782 48,391 |
Employee Retirement Plan
Employee Retirement Plan | 12 Months Ended |
Dec. 31, 2023 | |
Employee Retirement Plan [Abstract] | |
EMPLOYEE RETIREMENT PLAN | 12. EMPLOYEE RETIREMENT PLAN The Company maintains the Vicarious Surgical Inc. 401(k) plan, under Section 401(k) of the Internal Revenue Code of 1986, as amended, covering all eligible employees. Employees of the Company may participate in the 401(k) plan after one month of service and must be 18 years of age or older. The Company offers company-funded matching contributions which totaled $894 and $802 for the years ended December 31, 2023 and 2022, respectively. |
Net Income_(Loss) Per Share
Net Income/(Loss) Per Share | 12 Months Ended |
Dec. 31, 2023 | |
Net Income/(Loss) Per Share [Abstract] | |
NET INCOME/(LOSS) PER SHARE | 13. NET INCOME/(LOSS) PER SHARE The Company computes basic income/(loss) per share using net income/(loss) attributable to Vicarious Surgical Inc. common stockholders and the weighted-average number of common shares outstanding during each period. Diluted loss per share includes shares issuable upon exercise of outstanding stock options and stock-based awards where the conversion of such instruments would be dilutive. For the Years Ended 2023 2022 Numerator for basic and diluted net income/(loss) per share: Net income/(loss) $ (71,071 ) $ 5,157 Denominator for basic net income/(loss) per share: Weighted average shares 146,006,388 121,791,878 Denominator for diluted net income/(loss) per share: Weighted average shares 146,006,388 127,528,509 Net income/(loss) per share of Class A and Class B common stock – basic and diluted $ (0.49 ) $ 0.04 For the year ended December 31, 2023, 45,553,472 shares of the Company’s common stock were excluded from the calculation of diluted earnings per share because the exercise prices of the stock options and warrants were greater than or equal to the average price of the common shares and were therefore anti-dilutive. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 14. SUBSEQUENT EVENTS Management has evaluated subsequent events occurring through the date that these financial statements were issued and determined that no subsequent events have occurred that would require recognition or disclosure in these financial statements. |
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 Income (Loss) | $ (71,071) | $ 5,157 |
Insider Trading Arrangements
Insider Trading Arrangements | 12 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 |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Summary of Significant Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with US GAAP requires the Company’s 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 financial statements and the reported amounts of expenses during the reporting periods presented. Estimates are used for, but are not limited to, the Company’s ability to continue as a going concern, depreciation of property and equipment, fair value of financial instruments, and contingencies. Actual results may differ from those estimates. The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. Management has evaluated whether there are conditions and events that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date the financial statements are issued. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments US GAAP requires disclosure of fair value information about financial instruments, whether or not recognized in the balance sheet, for which it is practicable to estimate that value. The framework provides a fair value hierarchy that prioritizes the inputs for the valuation techniques. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements) and minimizes the use of unobservable inputs. The most observable inputs are used, when available. The three levels of the fair value hierarchy are described as follows: Level 1 Level 2 Level 3 |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of checking accounts, money market funds, U.S. treasury securities and U.S. government agency securities. The Company considers all highly liquid investments with an original maturity of 90 days or less at the date of purchase to be cash equivalents. |
Restricted Cash | Restricted Cash The Company has an agreement to maintain a cash balance of $936 at December 31, 2023 and 2022 as collateral for a letter of credit related to the Company’s lease. The balance is classified as long-term on the Company’s balance sheets as the lease period ends in March 2032. |
Short-Term Investments | Short-Term Investments All of the Company’s investments, which consist of U.S. treasury securities, are classified as available-for-sale and are carried at fair value. There was an unrealized gain of $10 for the year ended December 31, 2023. There were no investments at December 31, 2022. |
Concentrations of Credit Risk and Off-Balance-Sheet Risk | Concentrations of Credit Risk and Off-Balance-Sheet Risk The Company has no significant off-balance-sheet risk, such as foreign exchange contracts, option contracts, or other foreign hedging arrangements. Financial instruments that potentially expose the Company to concentrations of credit risk consist mainly of cash and cash equivalents. The Company maintains its cash and cash equivalents principally with accredited financial institutions of high-credit standing. Periodically, there may be times when the deposits exceed the FDIC insurance limits. |
Warrant Liabilities | Warrant Liabilities The Company does not use derivative instruments to hedge its exposures to cash flow, market or foreign currency risks. Management evaluates all of the Company’s financial instruments, including issued warrants to purchase its Class A common stock, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815-15. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period. As part of the Business Combination, the Company assumed 17,249,991 Public Warrants and 10,400,000 Private Placement Warrants, each exercisable to purchase shares of Class A common stock. All of the Company’s outstanding warrants are recognized as derivative liabilities in accordance with ASC 815-40. Accordingly, the Company recognizes the warrants as liabilities at fair value and adjusts the warrant liability to fair value at each reporting period. The liabilities are subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the statement of operations. The fair value of Public Warrants was determined from their trading value on public markets. The fair value of Private Placement Warrants was calculated using the Black-Scholes option pricing model. |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost. Expenditures for repairs and maintenance are expensed as incurred. When assets are retired or disposed of, the assets and related accumulated depreciation are eliminated from the accounts, and any resulting gain or loss is included in the determination of net loss. Depreciation is calculated using the straight-line method over the estimated useful lives of the related assets. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company continually evaluates whether events or circumstances have occurred that indicate that the estimated remaining useful life of its long-lived assets may warrant revision or that the carrying value of these assets may be impaired. The Company does not believe that any events have occurred through December 31, 2023, that would indicate its long-lived assets are impaired. |
Guarantees and Indemnifications | Guarantees and Indemnifications As permitted under Delaware law, the Company indemnifies its officers, directors, consultants and employees for certain events or occurrences that happen by reason of the relationship with, or position held at, the Company. Through December 31, 2023, the Company had not experienced any losses related to these indemnification obligations, and no claims were outstanding. The Company does not expect significant claims related to these indemnification obligations and, consequently, concluded that the fair value of these obligations is negligible, and no related liabilities have been established. |
Research and Development | Research and Development Research and development costs are expensed in the period incurred. Research and development costs include payroll and personnel expenses, consulting costs, software and web services, legal, raw materials and allocated overhead such as depreciation and amortization, rent and utilities. Advance payments for goods and services to be used in future research and development activities are recorded as prepaid expenses and are expensed over the service period as the services are provided or when the goods are consumed. |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for all stock-based compensation, including stock options, restricted stock units (“RSUs”), performance-based RSUs (“PSUs”), warrants and other forms of equity issued as compensation for services, at fair value and recognizes stock-based compensation expense for those equity awards, net of actual forfeitures, over the requisite service period, which is generally the vesting period of the respective award. The fair value of the Company’s stock options on the date of grant is determined by a Black-Scholes option pricing model utilizing key assumptions such as stock price, expected volatility and expected term. The Company’s estimates of these assumptions are primarily based on the fair value of the Company’s stock, historical data, peer company data and judgment regarding future trends. Prior to becoming a publicly traded company, the fair value of the Company’s common stock was determined by the Board of Directors at each award grant date based upon a variety of factors, including the results obtained from an independent third-party valuation, the Company’s financial position and historical financial performance, the status of technological developments within the Company’s proposed product candidates, the illiquid nature of the common stock, arm’s length sales of the Company’s capital stock, including convertible preferred stock, the effect of the rights and preferences of the preferred stockholders, and the prospects of a liquidity event, among others, as the Company’s common stock was not actively traded. Since becoming a publicly traded company, the Company uses its publicly traded stock price as the fair value of its common stock. The fair value of RSUs and PSUs are based on the closing stock price on the grant date. |
Income Taxes | Income Taxes The Company accounts for income taxes under the asset and liability method pursuant to ASC 740, Accounting for Income Taxes, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, the Company determines deferred tax assets and liabilities on the basis of the differences between the financial statement and tax bases of assets and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company recognizes deferred tax assets to the extent that management believes that these assets are more likely than not to be realized in the future. In making such a determination, management considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. The Company provides reserves for potential payments of taxes to various tax authorities related to uncertain tax positions. Amounts recognized are based on a determination of whether a tax benefit taken by the Company in its tax filings or positions is “more likely than not” to be sustained on audit. The amount recognized is equal to the largest amount that is more than 50% likely to be sustained. Interest and penalties associated with uncertain tax positions are recorded as a component of income tax expense. |
Net Income/(Loss) Per Share | Net Income/(Loss) Per Share Basic net income/(loss) per share attributable to common stockholders is computed by dividing the net income/(loss) attributable to common stockholders by the weighted average number of common shares outstanding for the period. Diluted net income/(loss) per share attributable to common stockholders is computed by dividing the net income/(loss) attributable to common stockholders by the weighted average number of common shares outstanding for the period, including potential dilutive common stock. For the purpose of this calculation, outstanding stock options, restricted stock units, performance-based RSUs and stock warrants are considered potential dilutive common stock and are excluded from the computation of net loss per share as their effect is anti-dilutive. Accordingly, in periods in which the Company reports a net loss, such losses are not allocated to such participating securities. In periods in which the Company reports a net loss attributable to common stockholders, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders, since dilutive common shares are not assumed to be outstanding when their effect is anti-dilutive. |
Segments | Segments Operating segments are identified as components of an enterprise about which separate discrete financial information is made available for evaluation by the chief operating decision maker (“CODM”) in making decisions regarding resource allocation and assessing performance. The CODM is the Company’s chief executive officer. The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions. The Company’s singular concentration is focused on the development of its differentiated, human-like surgical robotic system. |
Emerging Growth Company Status | Emerging Growth Company Status The Company is an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act (the “JOBS Act”). Pursuant to the JOBS Act, an emerging growth company is provided the option to adopt new or revised accounting standards that may be issued by Financial Accounting Standards Board (“FASB”) or the SEC either (i) within the same periods as those otherwise applicable to non-emerging growth companies or (ii) within the same time periods as private companies. We intend to take advantage of the exemption for complying with new or revised accounting standards within the same time periods as private companies so long as we qualify as an emerging growth company. Accordingly, the information contained herein may be different than the information you receive from other public companies. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In December 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures In December 2023, the FASB also issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures |
Short-Term Investments (Tables)
Short-Term Investments (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Short-Term Investments [Abstract] | |
Schedule of Marketable Securities | The amortized cost, gross unrealized holding gains, gross unrealized holding losses and fair value of our marketable securities by type of security as of December 31, 2023 was as follows: December 31, 2023 Amortized Gross Gross Fair Value Assets: U.S. treasury and U.S. government securities 45,345 36 (26 ) 45,355 Total assets $ 45,345 $ 36 $ (26 ) $ 45,355 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property and Equipment, Net [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net consist of the following: December 31, December 31, Estimated Useful Lives 2023 2022 Machinery and equipment 3 to 5 years $ 3,162 $ 1,906 Furniture and fixtures 3 to 7 years 1,173 1,059 Computer hardware and software 3 years 1,328 1,155 Leasehold improvements Lesser of lease term or asset life 4,288 4,161 Total property and equipment 9,951 8,281 Less accumulated depreciation (3,549 ) (1,695 ) Property and equipment, net $ 6,402 $ 6,586 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Measurements [Abstract] | |
Schedule of Financial Assets Measured at Fair Value on a Recurring Basis and Indicates the Fair Value Hierarchy | The following fair value hierarchy table presents information about the Company’s financial assets measured at fair value on a recurring basis and indicates the fair value hierarchy of the inputs the Company utilized to determine such fair value: December 31, 2023 Quoted Prices in Active Significant Significant (Level 1) (Level 2) (Level 3) Total Assets: Money market funds $ 31,489 $ — $ — $ 31,489 U.S. treasury securities — 45,355 — 45,355 Total assets $ 31,489 $ 45,355 $ — $ 76,844 Liabilities: Warrant liabilities - public warrants $ 518 $ — $ — $ 518 Warrant liabilities - private warrants — — 312 312 Total liabilities $ 518 $ — $ 312 $ 830 December 31, 2022 Quoted Prices Significant Significant Total Assets: Money market funds $ 114,409 $ — $ — $ 114,409 Total assets $ 114,409 $ — $ — $ 114,409 Liabilities: Warrant liabilities - public warrants $ 2,589 $ — $ — $ 2,589 Warrant liabilities - private warrants — $ — 3,432 3,432 Total liabilities $ 2,589 $ — $ 3,432 $ 6,021 |
Schedule of Quantitative Information Regarding Fair Value of the Company’s Level 3 Liabilities | The following table provides quantitative information regarding the inputs used in determining the fair value of the Company’s Level 3 liabilities: Private Placement Warrants As of As of Volatility 110.0 % 72.0 % Stock price $ 0.37 $ 2.02 Expected life of options 2.7 years 3.7 years Risk-free rate 4.1 % 4.1 % Dividend yield 0.0 % 0.0 % |
Schedule of Change in Number and Value of the Warrants | The following table shows the change in number and value of the warrants since December 31, 2022: Public Private Total Shares Value Shares Value Shares Value December 31, 2022 17,248,601 $ 2,589 10,400,000 $ 3,432 27,648,601 $ 6,021 Change in value — $ (2,071 ) — $ (3,120 ) — $ (5,191 ) December 31, 2023 17,248,601 $ 518 10,400,000 $ 312 27,648,601 $ 830 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accrued Expenses and Other Current Liabilities [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | The following table summarizes the Company’s components of accrued expenses and other current liabilities: Year Ended 2023 2022 Compensation and benefits related $ 4,063 $ 5,240 Professional services and other 912 568 Accrued expenses $ 4,975 $ 5,808 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Schedule of Lease Costs | A summary of the components of lease costs for the Company under ASC 842 for the years ended December 31, 2023 and 2022 were as follows: December 31, Lease costs 2023 2022 Operating lease costs $ 2,137 $ 2,210 Variable lease costs 530 504 Total lease costs $ 2,667 $ 2,714 |
Schedule of Cash Flow Information Related to Leases | Supplemental disclosure of cash flow information related to leases for the years ended December 31, 2023 and 2022 was as follows: December 31, 2023 2022 Cash paid $ 2,162 $ 1,644 Cash received $ — $ (1,200 ) Total cash paid for amounts included in the measurement of operating lease liabilities (operating cash flows) $ 2,162 $ 444 |
Schedule of Weighted-Average Remaining Lease Term and Discount Rate | The weighted-average remaining lease term and discount rate were as follows: December 31, 2023 2022 Weighted-average remaining lease term (in years) 8.3 9.3 Weighted-average discount rate 8.74 % 8.74 % |
Schedule of Operating Lease Liabilities | The following table presents the maturity of the Company’s operating lease liabilities as of December 31, 2023: Years Ended December 31, 2024 2,286 2025 2,358 2026 2,430 2027 2,502 2028 2,574 Thereafter 8,856 Total future minimum lease payments $ 21,006 Less imputed interest (6,174 ) Carrying value of lease liabilities $ 14,832 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Taxes [Abstract] | |
Schedule of Statutory Income Tax Rate to the Company’s Effective Income Tax Rate | A reconciliation of the Company’s statutory income tax rate to the Company’s effective income tax rate is as follows: Year Ended 2023 2022 Income at US statutory rate 21 % 21 % State taxes, net of federal benefit 8 % (126 )% Permanent differences — 1 % Change in fair value of warrants 1 % (342 )% Return to provision — (28 )% Officer’s compensation — 2 % Stock-based compensation (2 )% 6 % Tax credits 5 % (52 )% Change in valuation allowance (33 )% 518 % 0 % 0 % |
Schedule of Deferred Tax Assets and (Liabilities) | The Company’s deferred tax assets and (liabilities) are as follows: Year Ended 2023 2022 Deferred Tax Assets: Net operating loss carryforwards $ 34,636 $ 27,688 Tax credits 11,850 7,057 Stock based compensation 2,173 1,303 Capitalized R&D expenses 22,348 11,456 Accruals and reserves 843 1,034 Depreciation and amortization 93 61 Lease liability 4,053 4,240 Total deferred tax assets before valuation allowance 75,996 52,839 Valuation allowance (72,865 ) (49,518 ) Net deferred tax assets $ 3,131 $ 3,321 Deferred Tax Liabilities: Right of use asset (3,131 ) (3,321 ) Total deferred tax liabilities (3,131 ) (3,321 ) Net deferred tax assets (liability) $ — $ — |
Stockholders_ Equity and Stoc_2
Stockholders’ Equity and Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Stockholders’ Equity and Stock-Based Compensation [Abstract] | |
Schedule of Activity for Common Stock Subject to Vesting | The activity for common stock subject to vesting is as follows: Shares Weighted Balance of unvested shares - January 1, 2023 3,085,123 $ 5.01 Granted 5,081,863 $ 2.08 Vested (1,493,445 ) $ 4.08 Forfeited (1,034,008 ) $ 2.92 Balance of unvested shares - December 31, 2023 5,639,533 $ 3.01 |
Schedule of Granted Options to Purchase | During the years ended December 31, 2023 and 2022, the Company granted options to purchase 4,217,330 and 5,576,191 shares, respectively of Class A common stock, to employees and consultants with a fair value of $5,651 and $15,461, respectively, calculated using the Black-Scholes option-pricing model with the following assumptions: Year Ended 2023 2022 Risk-free interest rate 3.42% - 4.39 % 1.94% - 3.92 % Expected term (in years) 6.02 - 6.08 5.52 - 6.08 Dividend yield — % — % Expected volatility 74.42% - 79.44 % 68.87% - 70.26 % |
Schedule of Stock Based Awards Granted is Reported in the Statements of Operations | Total stock-based compensation expense related to all of the Company’s stock-based awards granted is reported in the statements of operations as follows: Year Ended 2023 2022 Research and development $ 3,164 $ 2,696 Sales and marketing 1,256 1,296 General and administrative 8,847 8,263 Total $ 13,267 $ 12,255 |
Schedule of Option Activity | The option activity of the 2021 Plan for the year ended December 31, 2023, is as follows: Weighted Weighted Options Price (in years) Options outstanding at January 1, 2023 14,192,417 $ 3.90 8.26 Granted 4,217,330 1.96 Exercised (1,087,090 ) 0.27 Forfeited, expired, or cancelled (5,057,319 ) 4.32 Options vested and expected to vest at December 31, 2023 12,265,338 $ 3.37 7.57 |
Schedule of Class A Common Stock for Future Issuance | As of December 31, 2023 and 2022, the Company has reserved the following shares of Class A Common Stock for future issuance (in thousands): As of December 31, 2023 2022 Common stock options outstanding 12,265 14,192 Restricted stock units outstanding 5,640 3,085 Shares available for issuance under the 2021 Plan 7,228 3,465 Public warrants 17,249 17,249 Private warrants 10,400 10,400 Total shares of authorized Common Stock reserved for future issuance 52,782 48,391 |
Net Income_(Loss) Per Share (Ta
Net Income/(Loss) Per Share (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Net Income/(Loss) Per Share [Abstract] | |
Schedule of Basic Income/(loss) Per Share | Diluted loss per share includes shares issuable upon exercise of outstanding stock options and stock-based awards where the conversion of such instruments would be dilutive. For the Years Ended 2023 2022 Numerator for basic and diluted net income/(loss) per share: Net income/(loss) $ (71,071 ) $ 5,157 Denominator for basic net income/(loss) per share: Weighted average shares 146,006,388 121,791,878 Denominator for diluted net income/(loss) per share: Weighted average shares 146,006,388 127,528,509 Net income/(loss) per share of Class A and Class B common stock – basic and diluted $ (0.49 ) $ 0.04 |
Nature of Business and Basis _2
Nature of Business and Basis of Presentation (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Nature of Business and Basis of Presentation [Abstract] | |
Cash cash equivalents and short term investments | $ 98,177 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Summary of Significant Accounting Policies [Line Items] | ||
Cash balance | $ 936 | $ 936 |
Unrealized gains | $ 10 | |
Effective income tax rate, percentage | 50% | |
Private Placement Warrants [Member] | ||
Summary of Significant Accounting Policies [Line Items] | ||
Private placement warrants (in Shares) | 10,400,000 | |
Business Combination [Member] | Public Warrants [Member] | ||
Summary of Significant Accounting Policies [Line Items] | ||
Public warrants (in Shares) | 17,249,991 |
Short-Term Investments (Details
Short-Term Investments (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Short-Term Debt [Member] | |
Short-Term Investments (Details) [Line Items] | |
Unrealized loss available-for-sale debt securities | $ 31,568 |
Short-Term Investments (Detai_2
Short-Term Investments (Details) - Schedule of Marketable Securities - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Marketable Securities [Line Items] | ||
Amortized Cost | $ 45,345 | |
Gross Unrealized Gains | 36 | |
Gross Unrealized Losses | (26) | |
Fair Value | 45,355 | |
U.S. treasury and U.S. government securities [Member] | ||
Schedule of Marketable Securities [Line Items] | ||
Amortized Cost | 45,345 | |
Gross Unrealized Gains | 36 | |
Gross Unrealized Losses | (26) | |
Fair Value | $ 45,355 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Aug. 31, 2022 | May 31, 2021 | |
Property and Equipment, Net [Abstract] | ||||
Leasehold Improvements | $ 1,200 | $ 1,200 | $ 840 | |
Depreciation | 1,854 | $ 1,111 | ||
Vendors [Member] | ||||
Property and Equipment, Net [Abstract] | ||||
Leasehold Improvements | $ 840 |
Property and Equipment, Net (_2
Property and Equipment, Net (Details) - Schedule of Property and Equipment, Net - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 9,951 | $ 8,281 |
Less accumulated depreciation | (3,549) | (1,695) |
Property and equipment, net | 6,402 | 6,586 |
Machinery and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 3,162 | 1,906 |
Machinery and equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, estimated useful life | 3 years | |
Machinery and equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, estimated useful life | 5 years | |
Furniture and fixed assets [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 1,173 | 1,059 |
Furniture and fixed assets [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, estimated useful life | 3 years | |
Furniture and fixed assets [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, estimated useful life | 7 years | |
Computer hardware and software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, estimated useful life | 3 years | |
Total property and equipment | $ 1,328 | 1,155 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, estimated useful life | Lesser of lease term or asset life | |
Total property and equipment | $ 4,288 | $ 4,161 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Fair Value Measurements [Abstract] | ||
Change in fair value Iiabilities | $ (5,191) | $ (84,000) |
Fair Value Measurements (Deta_2
Fair Value Measurements (Details) - Schedule of Financial Assets Measured at Fair Value on a Recurring Basis and Indicates the Fair Value Hierarchy - Fair Value, Recurring [Member] - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Assets: | ||
Total assets | $ 76,844 | $ 114,409 |
Liabilities: | ||
Total liabilities | 830 | 6,021 |
Money market funds [Member] | ||
Assets: | ||
Total assets | 31,489 | 114,409 |
U.S. treasury securities [Member] | ||
Assets: | ||
Total assets | 45,355 | |
Warrant Liabilities - Public Warrants [Member] | ||
Liabilities: | ||
Total liabilities | 518 | 2,589 |
Warrant Liabilities - Private Warrants [Member] | ||
Liabilities: | ||
Total liabilities | 312 | 3,432 |
Quoted Prices in Active Markets for Identical Items (Level 1) [Member] | ||
Assets: | ||
Total assets | 31,489 | 114,409 |
Liabilities: | ||
Total liabilities | 518 | 2,589 |
Quoted Prices in Active Markets for Identical Items (Level 1) [Member] | Money market funds [Member] | ||
Assets: | ||
Total assets | 31,489 | 114,409 |
Quoted Prices in Active Markets for Identical Items (Level 1) [Member] | U.S. treasury securities [Member] | ||
Assets: | ||
Total assets | ||
Quoted Prices in Active Markets for Identical Items (Level 1) [Member] | Warrant Liabilities - Public Warrants [Member] | ||
Liabilities: | ||
Total liabilities | 518 | 2,589 |
Quoted Prices in Active Markets for Identical Items (Level 1) [Member] | Warrant Liabilities - Private Warrants [Member] | ||
Liabilities: | ||
Total liabilities | ||
Significant Other observable Inputs (Level 2) [Member] | ||
Assets: | ||
Total assets | 45,355 | |
Liabilities: | ||
Total liabilities | ||
Significant Other observable Inputs (Level 2) [Member] | Money market funds [Member] | ||
Assets: | ||
Total assets | ||
Significant Other observable Inputs (Level 2) [Member] | U.S. treasury securities [Member] | ||
Assets: | ||
Total assets | 45,355 | |
Significant Other observable Inputs (Level 2) [Member] | Warrant Liabilities - Public Warrants [Member] | ||
Liabilities: | ||
Total liabilities | ||
Significant Other observable Inputs (Level 2) [Member] | Warrant Liabilities - Private Warrants [Member] | ||
Liabilities: | ||
Total liabilities | ||
Significant Unobservable Inputs (Level 3) [Member] | ||
Assets: | ||
Total assets | ||
Liabilities: | ||
Total liabilities | 312 | 3,432 |
Significant Unobservable Inputs (Level 3) [Member] | Money market funds [Member] | ||
Assets: | ||
Total assets | ||
Significant Unobservable Inputs (Level 3) [Member] | U.S. treasury securities [Member] | ||
Assets: | ||
Total assets | ||
Significant Unobservable Inputs (Level 3) [Member] | Warrant Liabilities - Public Warrants [Member] | ||
Liabilities: | ||
Total liabilities | ||
Significant Unobservable Inputs (Level 3) [Member] | Warrant Liabilities - Private Warrants [Member] | ||
Liabilities: | ||
Total liabilities | $ 312 | $ 3,432 |
Fair Value Measurements (Deta_3
Fair Value Measurements (Details) - Schedule of Quantitative Information Regarding Fair Value of the Company’s Level 3 Liabilities - Level 3 [Member] - Private Placement Warrants [Member] | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Volatility [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair value liabilities | 110 | 72 |
Stock price [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair value liabilities | 0.37 | 2.02 |
Expected life of options [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Expected life of options | 2 years 8 months 12 days | 3 years 8 months 12 days |
Risk-free rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair value liabilities | 4.1 | 4.1 |
Dividend yield [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair value liabilities | 0 | 0 |
Fair Value Measurements (Deta_4
Fair Value Measurements (Details) - Schedule of Change in Number and Value of the Warrants $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) shares | |
Fair Value Measurements (Details) - Schedule of Change in Number and Value of the Warrants [Line Items] | |
Beginning balance, Shares | shares | 27,648,601 |
Beginning balance, Value | $ | $ 6,021 |
Change in value, Shares | shares | |
Change in value, Value | $ | $ (5,191) |
Ending balance, Shares | shares | 27,648,601 |
Ending balance, Value | $ | $ 830 |
Public [Member] | |
Fair Value Measurements (Details) - Schedule of Change in Number and Value of the Warrants [Line Items] | |
Beginning balance, Shares | shares | 17,248,601 |
Beginning balance, Value | $ | $ 2,589 |
Change in value, Shares | shares | |
Change in value, Value | $ | $ (2,071) |
Ending balance, Shares | shares | 17,248,601 |
Ending balance, Value | $ | $ 518 |
Private [Member] | |
Fair Value Measurements (Details) - Schedule of Change in Number and Value of the Warrants [Line Items] | |
Beginning balance, Shares | shares | 10,400,000 |
Beginning balance, Value | $ | $ 3,432 |
Change in value, Shares | shares | |
Change in value, Value | $ | $ (3,120) |
Ending balance, Shares | shares | 10,400,000 |
Ending balance, Value | $ | $ 312 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - Schedule of Accrued Expenses and Other Current Liabilities - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Accrued Expenses and Other Current Liabilities [Abstract] | ||
Compensation and benefits related | $ 4,063 | $ 5,240 |
Professional services and other | 912 | 568 |
Accrued expenses | $ 4,975 | $ 5,808 |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Oct. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2021 | Mar. 31, 2021 | Oct. 31, 2020 | |
Debt [Line Items] | ||||||
Loan amount | $ 2,000 | $ 3,500 | ||||
Deferred interest rate percentage | 7.50% | |||||
Percentage of prepayment fee | 2% | 3% | ||||
Outstanding balance | $ 0 | $ 0 | ||||
Incurred expenses | 100 | |||||
Interest expense | 0 | 75 | ||||
Aggregate principal balance | 185 | |||||
Equipment loans | $ 0 | $ 16 | ||||
Minimum [Member] | ||||||
Debt [Line Items] | ||||||
Annual rate percentage | 5.98% | |||||
First Tranche [Member] | ||||||
Debt [Line Items] | ||||||
Loan amount | $ 1,500 | $ 1,500 | ||||
Tranche Two [Member] | ||||||
Debt [Line Items] | ||||||
Loan amount | $ 2,000 | |||||
Term Loan [Member] | Minimum [Member] | ||||||
Debt [Line Items] | ||||||
Term loan interest percentage | 3.25% |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | |
Leases [Abstract] | |||
Operating lease right of use asset | $ 11,459 | $ 12,273 | $ 14,302 |
Lease liabilities | $ 15,933 | ||
Lease expense | $ 2,137 | $ 2,210 |
Leases (Details) - Schedule of
Leases (Details) - Schedule of Lease Costs - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Lease Costs [Abstract] | ||
Operating lease costs | $ 2,137 | $ 2,210 |
Variable lease costs | 530 | 504 |
Total lease costs | $ 2,667 | $ 2,714 |
Leases (Details) - Schedule o_2
Leases (Details) - Schedule of Cash Flow Information Related to Leases - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Cash Flow Information Related to Leases [Abstract] | ||
Cash paid | $ 2,162 | $ 1,644 |
Cash received | (1,200) | |
Total cash paid for amounts included in the measurement of operating lease liabilities (operating cash flows) | $ 2,162 | $ 444 |
Leases (Details) - Schedule o_3
Leases (Details) - Schedule of Weighted-Average Remaining Lease Term and Discount Rate | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule of Weighted-Average Remaining Lease Term and Discount Rate [Abstract] | ||
Weighted-average remaining lease term (in years) | 8 years 3 months 18 days | 9 years 3 months 18 days |
Weighted-average discount rate | 8.74% | 8.74% |
Leases (Details) - Schedule o_4
Leases (Details) - Schedule of Operating Lease Liabilities $ in Thousands | Dec. 31, 2023 USD ($) |
Schedule of Operating Lease Liabilities [Abstract] | |
2024 | $ 2,286 |
2025 | 2,358 |
2026 | 2,430 |
2027 | 2,502 |
2028 | 2,574 |
Thereafter | 8,856 |
Total future minimum lease payments | 21,006 |
Less imputed interest | (6,174) |
Carrying value of lease liabilities | $ 14,832 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Taxes [Line Items] | ||
Change in the valuation allowance | $ 23.3 | $ 26.7 |
U.S. federal net operating loss carryforwards | 128.8 | $ 2.8 |
Unlimited operating loss carryforwards | 126 | |
State net operating loss carryforwards | 120 | |
Research and development tax credits | 8 | |
State [Member] | ||
Income Taxes [Line Items] | ||
Unlimited operating loss carryforwards | 0.2 | |
State net operating loss carryforwards | 120.2 | |
Research and development tax credits | $ 5 |
Income Taxes (Details) - Schedu
Income Taxes (Details) - Schedule of Statutory Income Tax Rate to the Company’s Effective Income Tax Rate | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Statutory Income Tax Rate to the Company’s Effective Income Tax Rate [Abstract] | ||
Income at US statutory rate | 21% | 21% |
State taxes, net of federal benefit | 8% | (126.00%) |
Permanent differences | 1% | |
Change in fair value of warrants | 1% | (342.00%) |
Return to provision | (28.00%) | |
Officer’s compensation | 2% | |
Stock-based compensation | (2.00%) | 6% |
Tax credits | 5% | (52.00%) |
Change in valuation allowance | (33.00%) | 518% |
Total | 0% | 0% |
Income Taxes (Details) - Sche_2
Income Taxes (Details) - Schedule of Deferred Tax Assets and (Liabilities) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred Tax Assets: | ||
Net operating loss carryforwards | $ 34,636 | $ 27,688 |
Tax credits | 11,850 | 7,057 |
Stock based compensation | 2,173 | 1,303 |
Capitalized R&D expenses | 22,348 | 11,456 |
Accruals and reserves | 843 | 1,034 |
Depreciation and amortization | 93 | 61 |
Lease liability | 4,053 | 4,240 |
Total deferred tax assets before valuation allowance | 75,996 | 52,839 |
Valuation allowance | (72,865) | (49,518) |
Net deferred tax assets | 3,131 | 3,321 |
Deferred Tax Liabilities: | ||
Right of use asset | (3,131) | (3,321) |
Total deferred tax liabilities | (3,131) | (3,321) |
Net deferred tax assets (liability) |
Stockholders_ Equity and Stoc_3
Stockholders’ Equity and Stock-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||
Jul. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Jun. 01, 2023 | Jun. 01, 2022 | Jul. 17, 2020 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | ||||
Preferred stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | ||||
Warrants outstanding | 27,648,601 | 27,648,601 | ||||
Exercise price (in Dollars per share) | $ 11.5 | |||||
Warrant expire term | 5 years | |||||
Common stock equal or exceeds price per shares (in Dollars per share) | $ 18 | |||||
Warrant redemption price per share (in Dollars per share) | $ 0.01 | |||||
Common stock reserved for issuance | 52,782 | 48,391 | ||||
Additional shares | 6,970,817 | 6,590,000 | ||||
Fair market value | 100% | |||||
Incentive stock option granted | 10% | |||||
Exercise price percentage | 110% | |||||
Granted shares | 2,510,422 | |||||
Share based compensation (in Dollars) | $ 5,286 | |||||
Aggregate shares (in Dollars) | 13,069 | |||||
Recognized over a weighted average period | 2 years 3 months 18 days | |||||
Granted intrinsic value granted (in Dollars) | $ 1,864 | |||||
Granted intrinsic value vested (in Dollars) | $ 2,034 | |||||
Shares available for future equity grants | 4,217,330 | 5,576,191 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested in Period, Fair Value (in Dollars) | $ 5,651 | $ 15,461 | ||||
Weighted average grant date fair value of options (in Dollars per share) | $ 2.08 | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period, Intrinsic Value (in Dollars) | $ 1,774 | 10,066 | ||||
Aggregate intrinsic value of options outstanding (in Dollars) | $ 79 | |||||
2021 plan [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Common stock reserved for issuance | 6,590,000 | |||||
Contractual term | 10 years | |||||
Shares available for future equity grants | 7,228,226 | |||||
Common Stock [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Common stock, shares authorized | 31,944,891 | |||||
Common stock equal or exceeds price per shares (in Dollars per share) | $ 18 | |||||
Equity Option [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Contractual term | 8 years 3 months 3 days | |||||
Recognized over a weighted average period | 2 years 4 months 17 days | |||||
Weighted average grant date fair value of options (in Dollars per share) | $ 1.34 | $ 2.77 | ||||
Public Warrants [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Warrants outstanding | 17,248,601 | |||||
Common stock reserved for issuance | 17,249 | 17,249 | ||||
Private Placement Warrants [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Warrants outstanding | 10,400,000 | |||||
Class A Common Stock [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Common stock, shares authorized | 300,000,000 | 300,000,000 | ||||
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | ||||
Common stock reserved for issuance | 11,794,074 | |||||
Class A Common Stock [Member] | Common Stock [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Common stock equal or exceeds price per shares (in Dollars per share) | $ 10 | |||||
Class A Common Stock [Member] | Warrant [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Price per share (in Dollars per share) | $ 11.5 | |||||
Class B Common Stock [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Common stock, shares authorized | 22,000,000 | 22,000,000 | ||||
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | ||||
Phantom Share Units (PSUs) [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Granted shares | 2,510,422 | |||||
Share based compensation (in Dollars) | $ 5,286 | $ 6,120 | ||||
Restricted Stock Units (RSUs) [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Share based compensation (in Dollars) | 6,120 | |||||
Aggregate shares (in Dollars) | $ 12,326 | |||||
Aggregate intrinsic value of options outstanding (in Dollars) | $ 2,068 |
Stockholders_ Equity and Stoc_4
Stockholders’ Equity and Stock-Based Compensation (Details) - Schedule of Activity for Common Stock Subject to Vesting | 12 Months Ended |
Dec. 31, 2023 $ / shares shares | |
Share-Based Payment Arrangement [Abstract] | |
Shares subject to vesting, beginning balance | shares | 3,085,123 |
Weighted average grant date fair value, beginning balance | $ / shares | $ 5.01 |
Shares subject to vesting, ending balance | shares | 5,639,533 |
Weighted average grant date fair value, ending balance | $ / shares | $ 3.01 |
Shares subject to vesting, granted | shares | 5,081,863 |
Weighted average grant date fair value, granted | $ / shares | $ 2.08 |
Shares subject to vesting, vested | shares | (1,493,445) |
Weighted average grant date fair value, vested | $ / shares | $ 4.08 |
Shares subject to vesting, forfeited | shares | (1,034,008) |
Weighted average grant date fair value, forfeited | $ / shares | $ 2.92 |
Stockholders_ Equity and Stoc_5
Stockholders’ Equity and Stock-Based Compensation (Details) - Schedule of Granted Options to Purchase | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Dividend yield | ||
Minimum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Risk-free interest rate | 3.42% | 1.94% |
Expected term (in years) | 6 years 7 days | 5 years 6 months 7 days |
Expected volatility | 74.42% | 68.87% |
Maximum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Risk-free interest rate | 4.39% | 3.92% |
Expected term (in years) | 6 years 29 days | 6 years 29 days |
Expected volatility | 79.44% | 70.26% |
Stockholders_ Equity and Stoc_6
Stockholders’ Equity and Stock-Based Compensation (Details) - Schedule of Stock Based Awards Granted is Reported in the Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total stock-based compensation expense | $ 13,267 | $ 12,255 |
Research and Development Expense [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total stock-based compensation expense | 3,164 | 2,696 |
Selling and Marketing Expense [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total stock-based compensation expense | 1,256 | 1,296 |
General and Administrative Expense [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total stock-based compensation expense | $ 8,847 | $ 8,263 |
Stockholders_ Equity and Stoc_7
Stockholders’ Equity and Stock-Based Compensation (Details) - Schedule of Option Activity - Stock Option [Member] | 12 Months Ended |
Dec. 31, 2023 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Options, beginning | shares | 14,192,417 |
Weighted average exercise price, beginning | $ / shares | $ 3.9 |
Weighted average remaining contractual life, beginning | 8 years 3 months 3 days |
Options, ending | shares | 12,265,338 |
Weighted average exercise price, ending | $ / shares | $ 3.37 |
Weighted average remaining contractual life, ending | 7 years 6 months 25 days |
Options, Granted | shares | 4,217,330 |
Weighted average exercise price, Granted | $ / shares | $ 1.96 |
Options, Exercised | shares | (1,087,090) |
Weighted average exercise price, Exercised | $ / shares | $ 0.27 |
Options,, Forfeited, expired, or cancelled | shares | (5,057,319) |
Weighted average exercise price, Forfeited, expired, or cancelled | $ / shares | $ 4.32 |
Stockholders_ Equity and Stoc_8
Stockholders’ Equity and Stock-Based Compensation (Details) - Schedule of Class A Common Stock for Future Issuance - shares | Dec. 31, 2023 | Dec. 31, 2022 |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total shares of authorized Common Stock reserved for future issuance | 52,782 | 48,391 |
Common stock options outstanding [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total shares of authorized Common Stock reserved for future issuance | 12,265 | 14,192 |
Restricted stock units outstanding [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total shares of authorized Common Stock reserved for future issuance | 5,640 | 3,085 |
Shares available for issuance under the 2021 Plan [Member] | 2021 Plan [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total shares of authorized Common Stock reserved for future issuance | 7,228 | 3,465 |
Public warrants [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total shares of authorized Common Stock reserved for future issuance | 17,249 | 17,249 |
Private warrants [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total shares of authorized Common Stock reserved for future issuance | 10,400 | 10,400 |
Employee Retirement Plan (Detai
Employee Retirement Plan (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Employee Retirement Plan [Line Items] | ||
Funded matching contributions | $ 894 | $ 802 |
Net Income_(Loss) Per Share (De
Net Income/(Loss) Per Share (Details) | 12 Months Ended |
Dec. 31, 2023 shares | |
Net Income/(Loss) Per Share [Abstract] | |
Shares excluded from the calculation of diluted earnings per share | 45,553,472 |
Net Income_(Loss) Per Share (_2
Net Income/(Loss) Per Share (Details) - Schedule of Basic Income/(loss) Per Share - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Numerator for basic and diluted net income/(loss) per share: | ||
Net (loss)/income (in Dollars) | $ (71,071) | $ 5,157 |
Denominator for basic net income/(loss) per share: | ||
Weighted average shares | 146,006,388 | 121,791,878 |
Denominator for diluted net income/(loss) per share: | ||
Weighted average shares | 146,006,388 | 127,528,509 |
Net income/(loss) per share of Class A and Class B common stock – basic and diluted (in Dollars per share) | $ (0.49) | $ 0.04 |
Net Income_(Loss) Per Share (_3
Net Income/(Loss) Per Share (Details) - Schedule of Basic Income/(loss) Per Share (Parentheticals) - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule of Basic Income/(loss) Per Share [Abstract] | ||
Net income/(loss) per share of Class A and Class B common stock – diluted | $ (0.49) | $ 0.04 |