XML 21 R10.htm IDEA: XBRL DOCUMENT
v3.25.3

Fair Value Measurements | 9 Months Ended
--- | ---
Sep. 30, 2025
Fair Value Disclosures [Abstract] |
Fair Value Measurements | Fair Value Measurements The fair value measurements of assets and liabilities that are measured at fair value on a recurring basis consisted of the following as of September 30, 2025 (in thousands):
| As of September 30, 2025
| Level 1 |  | Level 2 |  | Level 3 |  | Total
Current assets: |  |  |  |  |  |  |
Money market funds | $ | 7,770 |  |  | $ | - |  |  | $ | - |  |  | $ | 7,770 |
Total assets | $ | 7,770 |  |  | $ | - |  |  | $ | - |  |  | $ | 7,770 |
Liabilities: |  |  |  |  |  |  |
Redeemable convertible preferred stock warrants | $ | - |  |  | $ | - |  |  | $ | 406 |  |  | $ | 406 |
Common stock warrants | - |  |  | - |  |  | 3,942 |  |  | 3,942 |
Term loan | - |  |  | - |  |  | 54,986 |  |  | 54,986 |
Total liabilities | $ | - |  |  | $ | - |  |  | $ | 59,334 |  |  | $ | 59,334 |
The fair value measurements of assets and liabilities that are measured at fair value on a recurring basis consisted of the following as of December 31, 2024 (in thousands):
| As of December 31, 2024
| Level 1 |  | Level 2 |  | Level 3 |  | Total
Current assets: |  |  |  |  |  |  |
Money market funds | $ | 7,538 |  |  | $ | - |  |  | $ | - |  |  | $ | 7,538 |
Total assets | $ | 7,538 |  |  | $ | - |  |  | $ | - |  |  | $ | 7,538 |
Liabilities: |  |  |  |  |  |  |
Redeemable convertible preferred stock warrants | $ | - |  |  | $ | - |  |  | $ | 230 |  |  | $ | 230 |
Common stock warrants | - |  |  | - |  |  | 2,533 |  |  | 2,533 |
Term loan | - |  |  | - |  |  | 51,481 |  |  | 51,481 |
Total liabilities | $ | - |  |  | $ | - |  |  | $ | 54,244 |  |  | $ | 54,244 |
Level 3 instruments consist of the Company’s Series A-6 redeemable convertible preferred stock warrant liabilities, common stock warrant liabilities, a term loan and convertible notes. The fair values of the Series A-6 redeemable convertible preferred stock warrant and common stock warrant are measured using a probability weighted option pricing model. The significant assumptions used in preparing the option pricing model for valuing the common stock warrant liability as of September 30, 2025 and December 31, 2024, are as follows:
| September 30, 2025 |  | December 31, 2024
Stock price | $ | 40.77 |  |  | $ | 20.32 |
Exercise price | $2.80 – $10.92 |  | $2.80 – $10.92
Volatility | 76.1 | % |  | 84.0 | %
Expected term (years) | 1.50 |  | 2.30
Risk-free rate | 3.50 | % |  | 4.14 | %
Dividend yield | - | % |  | - | %
The significant assumptions used in preparing the option pricing model for valuing the redeemable convertible preferred stock warrant liability as of September 30, 2025 and December 31, 2024, are as follows:
| September 30, 2025 |  | December 31, 2024
Stock price | $ | 42.08 |  |  | $ | 25.83 |
Exercise price | $ | 2.59 |  |  | $ | 2.59 |
Volatility | 76.1 | % |  | 84.0 | %
Expected term (years) | 1.50 |  | 2.30
Risk-free rate | 3.50 | % |  | 4.14 | %
Dividend yield | - | % |  | - | %
The fair value of the convertible notes is measured based on the present value of the notes based on the fair market yield to maturity and an estimate of the probability of the notes’ conversion features. The fair market yield was estimated based on publicly traded debt securities with similar maturities and risk. During the nine months ended September 30, 2024, the Company settled the convertible notes through the issuance of Series C-1 redeemable convertible preferred stock to the noteholders (See Note 7). The significant assumptions used in preparing discounted cash flow for valuing the convertible notes as of right before the conversion date of May 15, 2024, are as follows:
| May 15, 2024
Principal outstanding (in $’000s) | 30,000 |
Expected term (years) | - |
Risk-free rate | 5.46 | %
Interest rate | 8.00 | %
In August 2024, the Company entered into a new term loan agreement for which the Company elected to account for using the fair value option. As such, the fair value of the debt is calculated by using the probability weighting of the present value of settlement scenarios (See Note 8). The significant assumptions used in preparing the income approach model for valuing the new term loan as of September 30, 2025 and December 31, 2024, are as follows:
| September 30, 2025 |  | December 31, 2024
Discount rate | 8.02 | % |  | 9.37 | %
Annual interest rate | 8.00 | % |  | 8.00 | %
Expected term (years) – Scenario 1 | 4.50 |  | 5.32
Expected term (years) – Scenario 2 | 5.85 |  | 6.69
The common stock warrants, redeemable convertible preferred stock warrants, convertible notes and term loan are all classified as Level 3 fair value measurements due to the lack of relevant observable market data for the respective fair value inputs for each instrument. The following tables present a summary of the changes in the fair value of the Company’s Level 3 financial instruments (in thousands):
| Common Stock Warrants |  | Redeemable Convertible Preferred Stock Warrants |  | Term Loan
Balance at December 31, 2024 | $ | 2,533 |  |  | $ | 230 |  |  | $ | 51,481 |
Adjustments to fair value | (58) |  |  | 2 |  |  | 1,797 |
Balance at March 31, 2025 | 2,475 |  |  | 232 |  |  | 53,278 |
Adjustments to fair value | (5) |  |  | 19 |  |  | (1,206) |
Balance at June 30, 2025 | 2,470 |  |  | 251 |  |  | 52,072 |
Adjustments to fair value | 1,472 |  |  | 155 |  |  | 2,914 |
Balance at September 30, 2025 | $ | 3,942 |  |  | $ | 406 |  |  | $ | 54,986 |
| Common Stock Warrants |  | Redeemable Convertible Preferred Stock Warrants |  | Convertible Notes |  | Term Loan
Balance at December 31, 2023 | $ | 1,653 |  |  | $ | 146 |  |  | $ | 47,686 |  |  | $ | — |
Adjustments to fair value | 167 |  |  | 16 |  |  | 337 |  |  | — |
Balance at March 31, 2024 | 1,820 |  |  | 162 |  |  | 48,023 |  |  | — |
Adjustments to fair value | 190 |  |  | 17 |  |  | 498 |  |  | — |
Gain on extinguishment | — |  |  | — |  |  | (8,635) |  |  | — |
Settlements | — |  |  | — |  |  | (39,886) |  |  | — |
Balance at June 30, 2024 | 2,010 |  |  | 179 |  |  | — |  |  | — |
Additions | — |  |  | — |  |  | — |  |  | 50,000 |
Adjustments to fair value | 143 |  |  | 16 |  |  | — |  |  | 1,650 |
Balance at September 30, 2024 | $ | 2,153 |  |  | $ | 195 |  |  | $ | — |  |  | $ | 51,650 |
For the three months ended and nine months ended September 30, 2025 and 2024, the Company recognized losses related to the change in the fair value of the common stock warrant liability and redeemable convertible preferred stock warrant liability in other expense, net in the statements of operations and comprehensive income (loss). The Company will continue to recognize changes in the fair value of the common stock warrant liability and redeemable convertible preferred stock warrant liability until the warrants are exercised, expire, or qualify for equity classification. For the nine months ended September 30, 2024, the Company recognized losses related to the change in the fair value of convertible notes in change in fair value of convertible notes in the statements of operations and comprehensive income (loss). During the nine months ended September 30, 2024, the convertible notes were settled in Series C-1 Redeemable Convertible Preferred Stock which was accounted for as a debt extinguishment as the settlement was not pursuant to the original conversion terms. The Company recorded a gain on extinguishment in net gain on extinguishment of debt in the statements of operations and comprehensive income (loss) upon the conversion date (See Note 7). For the three months ended September 30, 2025 and 2024 and the nine months ended September 30, 2025 and 2024, the Company recognized a loss related to the change in fair value of the term loan in change in fair value of term loan in the statements of operations and comprehensive income (loss). The common stock warrant liability and redeemable convertible preferred stock warrant liabilities are recorded within other non-current liabilities on the balance sheets as of September 30, 2025 and December 31, 2024. The term loan is recorded within long-term debt on the balance sheet as of September 30, 2025 and December 31, 2024. The Company recognizes transfers among Level 1, Level 2 and Level 3 classifications as of the actual date of the events or change in circumstances that caused the transfers. During the three and nine months ended September 30, 2025 and 2024, the Company had no transfers of financial assets or liabilities between different levels of the fair value hierarchy.

X
- References No definition available. + Details
Name: | us-gaap_FairValueDisclosuresAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (bbb)(1) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-2 Reference 2: http://www.xbrl.org/2003/role/exampleRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 107 -Publisher FASB -URI https://asc.fasb.org/1943274/2147482078/820-10-55-107 Reference 3: http://www.xbrl.org/2003/role/exampleRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 100 -Publisher FASB -URI https://asc.fasb.org/1943274/2147482078/820-10-55-100 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(3) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-2 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6A -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2E -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-2E Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6A -Subparagraph (h) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6A -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6A -Subparagraph (e) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6A -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (h) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-2 Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (g) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-2 Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 940 -SubTopic 820 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147478119/940-820-50-1 + Details
Name: | us-gaap_FairValueDisclosuresTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration