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Commitments and Contingencies

6 Months Ended

Jun. 30, 2025

Commitments and Contingencies Disclosure [Abstract]

Commitments and contingencies

NOTE 7: Commitments and contingencies

Leases

The Company leases facilities for office space under non-cancelable operating lease agreements. Its current corporate headquarters are located in Mountain View, California, under a lease that extends through August 2025. In April 2025, the Company entered into a new operating lease for its future headquarters in Sunnyvale, California, with a lease term through June 30, 2030. Upon commencement of this new lease in April 2025, the Company paid a refundable lease deposit of $0.5 million on and recognized operating lease right-of-use asset and operating lease liability of $2.9 million, each. The annual base rent under the new lease is $0.9 million. In addition to base rent, the Company is also responsible for covering its share of the common area expenses and property taxes associated with the building. We are currently in the process of relocating our corporate offices and manufacturing operations to this new Sunnyvale location. During the last six months of 2025, the Company expects to use cash for leasehold improvements to build out and furnish the new space.

As of June 30, 2025 and December 31, 2024, the components of the Company’s leases and lease costs were as follows (in thousands):


		June 30, 2025			December 31, 2024
Operating leases
Operating lease right-of-use assets		$	2,948		$	407

Operating lease liabilities, current portion		$	119		$	412
Operating lease liabilities, non-current portion			3,011			—
Total operating lease liabilities		$	3,130		$	412

Operating lease costs		$	675		$	989

Operating lease costs were approximately $0.5 million and $0.3 million for the three-month periods ended June 30, 2025 and 2024, respectively and approximately $0.7 million and $0.5 million six-month periods ended June 30, 2025 and 2024.

As of June 30, 2025, future minimum operating lease payments were as follows (in thousands):


Years ending December 31,		Amount
2025 (remaining six months)		$	120
2026			891
2027			999
2028			1,029
2029			1,060
2030			496
Total future minimum lease payments			4,595
Less – Interest			(1,465)
Present value of lease liabilities		$	3,130

As of June 30, 2025, the weighted average remaining lease term is 4.8 years and the weighted average discount rate is 14.9%.

Purchase Commitments

The Company executed a purchase agreement on September 13, 2024, in order to secure the acquisition of raw materials essential to ASR production. This agreement stipulates monthly purchases of $40 thousand commencing in January 2025 and concluding in August 2026, culminating in a total expenditure of $0.8 million. In the six months ended June 30, 2025, the Company made payments totaling $0.1 million pursuant to this commitment.

Legal Matters

The Company may be subject to pending legal proceedings and regulatory actions in the ordinary course of business; however, no such claims have been identified as of June 30, 2025 that would have a material adverse effect on the Company’s financial position, results of operations or cash flows.

The Company from time to time enters into contracts that contingently require the Company to indemnify parties against third party claims. These contracts primarily relate to: (i) arrangements with clients which generally include certain provisions for indemnifying clients against liabilities if the services infringe a third party’s intellectual property rights, (ii) the Regulation A Issuer Agreement where the Company may be required to indemnify the placement agent for any loss, damage, expense or liability incurred by the other party in any claim arising out of a material breach (or alleged breach) as a result of any potential violation of any law or regulation, or any third party claim arising out of any investment or potential investment in the offering, and (iii) agreements with the Company’s officers and directors, under which the Company may be required to indemnify such persons from certain liabilities arising out of such persons’ relationships with the Company. The Company has not incurred any material costs as a result of such obligations and has not accrued any liabilities related to such obligations in the condensed financial statements as of June 30, 2025 and December 31, 2024.

Sales Tax Contingencies

The Company has historically not collected state sales tax on the sale of its MaaS product offering but has paid sales tax and use tax on all purchases of raw materials and in conjunction with the financing arrangement of the Company’s ASRs with Farnam Street Financial. The Company’s MaaS product offering may be subject to sales tax in certain jurisdictions. If a taxing authority were to successfully assert that the Company has not properly collected sales or other transaction taxes, or if sales or other transaction tax laws or the interpretation thereof were to change, and the Company was unable to enforce the terms of their contracts with clients that give the right to reimbursement for the assessed sales taxes, tax liabilities in amounts that could be material may be incurred. Based on the Company’s assessment, the Company has recorded a use tax liability of $0.4 million as of June 30, 2025 and December 31, 2024 which has been included in other current liabilities on the accompanying condensed balance sheets. The Company continues to analyze possible sales tax exposure but does not currently believe that any individual claim or aggregate claims that might arise will ultimately have a material effect on its results of operations, financial position or cash flows.