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STOCKHOLDERS' EQUITY
 6 Months Ended
Jun. 30, 2025
Equity [Abstract]  
STOCKHOLDERS' EQUITY

9. STOCKHOLDERS' EQUITY

 

Common Stock At-the-Market (ATM) Offering Program

 

On November 9, 2023, the Company filed a $150,000 shelf registration statement on Form S-3, which became effective on November 22, 2023, and includes a prospectus covering up to an aggregate of $50,000 in shares of Class A common stock that the Company may issue and sell from time to time, through B. Riley Securities, Inc. (“B. Riley”) acting as its sales agent, pursuant to the sales agreement that the Company entered into with B. Riley in November 2023 (the “Sales Agreement”), for its “at-the-market” (“ATM”) equity program. The shelf registration statement is effective for three years and permits the Company to sell, from time to time, up to $150,000 in aggregate value of its Class A common stock, preferred stock, debt securities, warrants, and/or units. The shelf registration statement is intended to provide the Company with flexibility to access additional capital when market conditions are appropriate.

 

As of June 30, 2025 an aggregate of 1,579,912 shares of Class A common stock have been issued and sold under the Sales Agreement, for gross proceeds of $1,737 and net proceeds of $1,633, after deducting commissions and other offering expenses related to the ATM. During the three and six months ended June 30, 2025, 681,793 and 808,191 shares of the Company's Class A common stock have been issued and sold under the Sales Agreement, respectively, for gross proceeds of $725 and $857, respectively, and net proceeds of $687 and $815, respectively, after deducting commissions and other offering expenses related to the ATM.

 

Common Stock and Common Stock Warrants

 

On February 12, 2025, the Company closed the transactions pursuant to a securities purchase agreement with certain institutional investors (the “Investors”), in which the Company issued and sold, in a registered direct offering by the Company directly to the Investors (the “Offering”): (i) 4,511,278 shares (the “Shares”) of the Company’s Class A common stock and (ii) warrants to purchase up to 4,511,278 shares of the Company’s Class A common stock (the “Warrants”). Each Share and accompanying Warrant were sold together at a combined offering price of $1.33. Each Warrant has an exercise price of $1.33 and expires on the five-year anniversary of the initial issuance date. The aggregate gross proceeds to the Company from the Offering were $6,000 before deducting the placement agent’s fees and offering expenses. The incremental issuance costs allocated to warrant liabilities were recorded as expenses in the Company's condensed consolidated statements of operations in line item “other (expense) income, net”.

Equity Incentive Plan

 

The Company's 2021 Equity Incentive Plan (the “Plan”) is administered by the Company's board of directors and its compensation committee of the board of directors, which may grant restricted stock units (“RSUs”) and options to purchase shares either as incentive stock options or non-qualified stock options, and other stock-based awards. The option and RSU grants are subject to certain terms and conditions, and privileges as set forth in the Plan.

 

Stock option activity

 

The following table summarizes the changes in the Company’s outstanding stock options for the six months ended June 30, 2025:

 

 

 

Number of
Options

 

Outstanding at January 1, 2025

 

 

18,396,536

 

Granted (1) (2) (3)

 

 

430,917

 

Exercised

 

 

(74,140

)

Forfeited / Cancelled / Expired

 

 

(1,736,748

)

Outstanding at June 30, 2025

 

 

17,016,565

 

_____________________________________________

(1) Consists of new hire employee grants of stock options to purchase 111,500 shares of the Company's Class A common stock. The grants vest 25% on the first anniversary date of the grant with the remainder vesting equally over the remaining 36 months, subject to the employee’s continued service to the Company through the applicable vesting dates.

 

(2) Includes the annual equity grants to three of the Company’s nonemployee directors of non-qualified stock options to purchase 79,200 shares of the Company’s Class A common stock, effective as of May 20, 2025, for an aggregate of stock options to purchase 237,600 shares of the Company’s Class A common stock. The grants will vest on the date of the Company's next regular annual stockholders meeting, subject to the directors’ continued service to the Company through the vesting date. The previous chairperson of the Company’s board of directors and one of the nonemployee directors chose to voluntarily forfeit their 2025 annual equity grants.

 

(3) Includes a grant of non-qualified stock options to purchase 81,817 shares of the Company’s Class A common stock granted to Mr. Wolterman, the new chairperson of the Company’s board of directors, effective as of June 5, 2025, which vest on the date of the Company’s next regular annual stockholders meeting, subject to Mr. Wolterman’s continued service to the Company through the vesting date. During the vesting term of the option, Mr. Wolterman will not receive cash compensation for his service as chairperson of the board of directors.

 

In general, employee awards will vest based on continued service, which is generally over four years. Nonemployee director awards generally will vest in one year based on continued service on the date of the next regular annual stockholders meeting. The grant date fair value of the award will be recognized as stock-based compensation expense over the requisite service period. The grant date fair value was determined using similar methods and assumptions as those previously disclosed by the Company.

 

Restricted stock unit activity

 

The following table summarizes the changes in the Company’s outstanding RSUs for the six months ended June 30, 2025:

 

 

 

Number of
RSUs

 

Outstanding at January 1, 2025

 

 

138,902

 

Granted (1)

 

 

2,526,353

 

Vested

 

 

(55,846

)

Forfeited

 

 

(41,718

)

Outstanding at June 30, 2025

 

 

2,567,691

 

_____________________________________________

(1) Includes new hire grants of 183,520 RSUs, annual employee grants of 1,742,833 RSUs, and grants to executive officers of 600,000 RSUs. The grants will vest 25% approximately on the anniversary date of the grant with the remainder vesting equally over the remaining 12 quarters, subject to the employee’s continued service to the Company through the applicable vesting dates.

 

The following table presents details of stock-based compensation expenses by functional line item noted within the Company's operating expenses:

 

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Cost of sales

 

$

48

 

 

$

24

 

 

$

66

 

 

$

48

 

Research and development

 

 

367

 

 

 

387

 

 

 

712

 

 

 

724

 

Sales and marketing

 

 

71

 

 

 

47

 

 

 

134

 

 

 

86

 

General and administrative

 

 

61

 

 

 

716

 

 

 

580

 

 

 

1,348

 

 

 

$

547

 

 

$

1,174

 

 

$

1,492

 

 

$

2,206