0001380106-24-000197 | 10-Q | XBRL Viewer | Rapid Micro Biosystems INC

Accrued expenses and other current liabilities

9 Months Ended

Sep. 30, 2024

Accrued Liabilities, Current [Abstract]

Accrued expenses and other current liabilities

Accrued expenses and other current liabilities consisted of the following (in thousands):


	September 30,		December 31,
	2024		2023
Accrued employee compensation and benefits expense	$	4,634	$	4,808
Accrued vendor expenses	1,641		4,017
Accrued warranty expense	520		689
Accrued taxes	239		252
Other	4		141
	$	7,038	$	9,907

In July 2024, the Company completed an enterprise-wide review of opportunities to realize operational efficiencies. Based on the results of this review, the Company implemented certain cost actions in the three months ended September 30, 2024, including a reduction in the Company’s workforce, the closure of open and planned positions, and reductions in other non-headcount-related expenses across the business (the “Operational Efficiency Program”). The Company recorded a related charge of $0.6 million in costs and operating expenses in the third quarter of 2024. The Company made $0.2 million in payments during the three and nine months ended September 30, 2024 related to the

Operational Efficiency Program. The company had $0.4 million in remaining payments under the Operational Efficiency Program as of September 30, 2024.

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Sep. 30, 2024
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

Stock-based compensation - Schedule of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Sep. 30, 2024	Dec. 31, 2023
Number of shares
Outstanding at beginning of period (in shares)		6,530,511
Granted (in shares)	0	952,470
Exercised (in shares)		(9,570)
Expired (in shares)		(255,166)
Forfeited (in shares)		(357,740)
Outstanding at end of period (in shares)	6,860,505	6,860,505	6,530,511
Options vested and expected to vest (in shares)	6,860,505	6,860,505
Options exercisable (in shares)	4,694,428	4,694,428
Weighted average exercise price
Outstanding at beginning of period (in dollars per share)		$ 2.59
Options granted (in dollars per share)		0.93
Exercised (in dollars per share)		0.75
Expired (in dollars per share)		4.96
Forfeited (in dollars per share)		1.67
Outstanding at end of period (in dollars per share)	$ 2.32	2.32	$ 2.59
Options vested and expected to vest (in dollars per share)	2.32	2.32
Options exercisable (in dollars per share)	$ 2.59	$ 2.59
Weighted average remaining contractual term
Weighted average remaining contractual term of options outstanding		6 years 6 months 3 days	7 years 1 month 13 days
Weighted average remaining contractual term of options vested and expected to vest		6 years 6 months 3 days
Weighted average remaining contractual term of options exercisable		5 years 6 months 14 days
Aggregate intrinsic value
Aggregate intrinsic value of options outstanding	$ 155	$ 155	$ 0
Aggregate intrinsic value of options vested and expected to vest	155	155
Aggregate intrinsic value of options exercisable	$ 132	$ 132

Leases - Narrative (Details) $ in Millions	3 Months Ended		9 Months Ended
Leases - Narrative (Details) $ in Millions	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) renewal_option	Sep. 30, 2023 USD ($)
Leases
Finance lease term	8 years		8 years
Finance lease renewal term	5 years		5 years
Rent expense	$ 0.5	$ 0.5	$ 1.6	$ 1.4
Depreciation and interest expense	$ 0.1	$ 0.1	$ 0.1	$ 0.1
Minimum
Leases
Operating lease term	8 years		8 years
Number of finance lease renew options \| renewal_option			1
Maximum
Leases
Operating lease term	10 years		10 years

Condensed consolidated statements of stockholders' equity - USD ($) $ in Thousands	Total	Class A Common stock	Class B Common stock	Common stock	Common stock Class A Common stock	Common stock Class B Common stock	Additional paid-in capital	Accumulated deficit	Accumulated other comprehensive loss
Balance at beginning of period (in shares) at Dec. 31, 2022					36,538,805	5,553,379
Balance at beginning of period at Dec. 31, 2022	$ 164,169				$ 366	$ 55	$ 540,775	$ (375,918)	$ (1,109)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of Class A common stock under ESPP (in shares)					125,536
Issuance of Class A common stock under ESPP	124				$ 1		123
Vesting of restricted stock units (in shares)					96,303
Vesting of restricted stock units	0				$ 1		(1)
Restricted stock award liability accretion	341						341
Issuance of Class A common stock upon exercise of common stock options (in shares)					7,896
Issuance of Class A common stock upon exercise of common stock options	6						6
Stock-based compensation expense	1,243						1,243
Net loss	(13,887)							(13,887)
Other comprehensive income (loss)	447								447
Balance at end of period (in shares) at Mar. 31, 2023					36,768,540	5,553,379
Balance at end of period at Mar. 31, 2023	152,443				$ 368	$ 55	542,487	(389,805)	(662)
Balance at beginning of period (in shares) at Dec. 31, 2022					36,538,805	5,553,379
Balance at beginning of period at Dec. 31, 2022	164,169				$ 366	$ 55	540,775	(375,918)	(1,109)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(41,295)
Balance at end of period (in shares) at Sep. 30, 2023					37,088,032	5,309,529
Balance at end of period at Sep. 30, 2023	127,787				$ 371	$ 53	545,029	(417,213)	(453)
Balance at beginning of period (in shares) at Mar. 31, 2023					36,768,540	5,553,379
Balance at beginning of period at Mar. 31, 2023	152,443				$ 368	$ 55	542,487	(389,805)	(662)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Vesting of restricted stock units (in shares)					4,954
Conversion of Class B common stock to Class A common stock (in shares)					243,850	(243,850)
Conversion of Class B common stock to Class A common stock	0				$ 2	$ (2)
Stock-based compensation expense	1,234						1,234
Net loss	(14,016)							(14,016)
Other comprehensive income (loss)	(33)								(33)
Balance at end of period (in shares) at Jun. 30, 2023					37,017,344	5,309,529
Balance at end of period at Jun. 30, 2023	139,628				$ 370	$ 53	543,721	(403,821)	(695)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of Class A common stock under ESPP (in shares)					60,501
Issuance of Class A common stock under ESPP	58				$ 1		57
Vesting of restricted stock units (in shares)					9,253
Issuance of Class A common stock upon exercise of common stock options (in shares)					934
Stock-based compensation expense	1,251						1,251
Net loss	(13,392)							(13,392)
Other comprehensive income (loss)	242								242
Balance at end of period (in shares) at Sep. 30, 2023					37,088,032	5,309,529
Balance at end of period at Sep. 30, 2023	127,787				$ 371	$ 53	545,029	(417,213)	(453)
Balance at beginning of period (in shares) at Dec. 31, 2023		37,099,909	5,309,529		37,099,909	5,309,529
Balance at beginning of period at Dec. 31, 2023	117,989				$ 371	$ 53	546,051	(428,385)	(101)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of Class A common stock under ESPP (in shares)					198,299
Issuance of Class A common stock under ESPP	168				$ 2		166
Vesting of restricted stock units (in shares)					185,331
Vesting of restricted stock units	0				$ 2		(2)
Issuance of Class A common stock upon exercise of common stock options (in shares)					20
Stock-based compensation expense	1,085						1,085
Net loss	(13,322)							(13,322)
Other comprehensive income (loss)	23								23
Balance at end of period (in shares) at Mar. 31, 2024					37,483,559	5,309,529
Balance at end of period at Mar. 31, 2024	105,943				$ 375	$ 53	547,300	(441,707)	(78)
Balance at beginning of period (in shares) at Dec. 31, 2023		37,099,909	5,309,529		37,099,909	5,309,529
Balance at beginning of period at Dec. 31, 2023	$ 117,989				$ 371	$ 53	546,051	(428,385)	(101)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of Class A common stock upon exercise of common stock options (in shares)	9,570
Net loss	$ (37,223)
Balance at end of period (in shares) at Sep. 30, 2024		37,715,205	5,309,529		37,715,205	5,309,529
Balance at end of period at Sep. 30, 2024	84,373				$ 377	$ 53	549,468	(465,608)	83
Balance at beginning of period (in shares) at Mar. 31, 2024					37,483,559	5,309,529
Balance at beginning of period at Mar. 31, 2024	105,943				$ 375	$ 53	547,300	(441,707)	(78)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Vesting of restricted stock units (in shares)					113,074
Vesting of restricted stock units	0				$ 1		(1)
Issuance of Class A common stock upon exercise of common stock options (in shares)					294
Stock-based compensation expense	1,171						1,171
Net loss	(12,578)							(12,578)
Other comprehensive income (loss)	53								53
Balance at end of period (in shares) at Jun. 30, 2024					37,596,927	5,309,529
Balance at end of period at Jun. 30, 2024	94,589				$ 376	$ 53	548,470	(454,285)	(25)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of Class A common stock under ESPP (in shares)					88,918
Issuance of Class A common stock under ESPP	63				$ 1		62
Vesting of restricted stock units (in shares)					20,104
Issuance of Class A common stock upon exercise of common stock options (in shares)					9,256
Issuance of Class A common stock upon exercise of common stock options				$ 7			7
Stock-based compensation expense	929						929
Net loss	(11,323)							(11,323)
Other comprehensive income (loss)	108								108
Balance at end of period (in shares) at Sep. 30, 2024		37,715,205	5,309,529		37,715,205	5,309,529
Balance at end of period at Sep. 30, 2024	$ 84,373				$ 377	$ 53	$ 549,468	$ (465,608)	$ 83

Commitments and contingencies	9 Months Ended
Commitments and contingencies	Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and contingencies	Commitments and contingencies Indemnification agreements In the ordinary course of business, the Company may provide indemnification of varying scope and terms to customers, vendors, lessors, business partners and other parties with respect to certain matters including, but not limited to, losses arising out of breach of such agreements or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with members of its board of directors and certain of its executive officers that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, unlimited. To date, the Company has not incurred any material costs as a result of such indemnifications. The Company is not currently aware of any indemnification claims and has not accrued any liabilities related to such obligations in its condensed consolidated financial statements as of September 30, 2024 and December 31, 2023. Legal proceedings The Company is not a party to any material litigation and does not have contingency reserves established for any litigation liabilities. At each reporting date, the Company evaluates whether or not 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 legal proceedings.

Stock-based compensation - Schedule of Restricted Stock Units Activity (Details) - Restricted Stock Units (RSUs) - $ / shares	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Number of shares
Unvested units at beginning of period (in shares)			1,681,760
Granted (in shares)			1,157,765
Vested (in shares)			(459,024)
Forfeited (in shares)			(273,253)
Unvested units at end of period (in shares)	2,107,248		2,107,248
Weighted average fair value
Unvested units at beginning of period (in dollars per share)			$ 2.28
Granted (in dollars per share)	$ 0.78	$ 0.97	0.93	$ 1.22
Vested (in dollars per share)			3.11
Forfeited (in dollars per shares)			1.61
Unvested units at end of period (in dollars per share)	$ 1.44		$ 1.44

Stock-based compensation (Tables)

9 Months Ended

Sep. 30, 2024

Share-Based Payment Arrangement [Abstract]

Schedule of Black-Scholes Option-Pricing Model

The following table presents, on a weighted average basis, the assumptions used in the Black-Scholes option-pricing model to determine the grant-date fair value of stock options granted to employees and directors:


	Three Months Ended September 30,			Nine Months Ended September 30,
	2024	2023		2024		2023
Risk-free interest rate	*	4.2	%	4.3	%	3.9	%
Expected term (in years)	*	6.1		5.9		6.0
Expected volatility	*	47.1	%	50.0	%	47.1	%
Expected dividend yield	*	0	%	0	%	0	%

*- No options granted in the respective period.

Schedule of Stock Option Activity

The following table summarizes the Company’s stock option activity since December 31, 2023:


	Number of shares	Weighted average exercise price		Weighted average remaining contractual term	Aggregate intrinsic value
				(in years)	(in thousands)
Outstanding as of December 31, 2023	6,530,511	$	2.59	7.12	$	—
Granted	952,470	0.93
Exercised	(9,570)	0.75
Expired	(255,166)	4.96
Forfeited	(357,740)	1.67
Outstanding as of September 30, 2024	6,860,505	$	2.32	6.51	$	155
Options vested and expected to vest as of September 30, 2024	6,860,505	$	2.32	6.51	$	155
Options exercisable as of September 30, 2024	4,694,428	$	2.59	5.54	$	132

Schedule of Restricted Stock Units Activity

The following table summarizes the Company's restricted stock units activity since December 31, 2023:


	Number of shares	Weighted average fair value

Unvested as of December 31, 2023	1,681,760	$	2.28
Granted	1,157,765	$	0.93
Vested	(459,024)	$	3.11
Forfeited	(273,253)	$	1.61
Unvested as of September 30, 2024	2,107,248	$	1.44

Schedule of ESPP Black-Scholes Option-Pricing Model

The following weighted average assumptions were used in the calculation of fair value of shares under the 2021 ESPP at the grant date for both the nine months ended September 30, 2024 and 2023:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Risk-free interest rate	4.6	%	5.5	%	5.0	%	5.3	%
Expected term (in years)	0.5		0.5		0.5		0.5
Expected volatility	42.6	%	47.7	%	46.0	%	47.8	%
Expected dividend yield	0	%	0	%	0	%	0	%

Schedule of Stock-Based Compensation Expense

Stock-based compensation expense was classified in the condensed consolidated statements of operations as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Cost of revenue	$	142	$	159	$	437	$	502
Research and development	123		135		395		398
Sales and marketing	98		119		325		385
General and administrative	566		838		2,028		2,443
Total stock-based compensation expense	$	929	$	1,251	$	3,185	$	3,728

Leases - Schedule of Operating Lease Liability Maturities (Details) $ in Thousands	Sep. 30, 2024 USD ($)
Leases [Abstract]
2024 (excluding the nine months ended September 30)	$ 337
2025	1,368
2026	1,401
2027	1,435
2028	1,469
Thereafter	804
Total lease payments	6,814
Less imputed interest	(583)
Total present value of lease liabilities	$ 6,231

Income taxes	9 Months Ended
Income taxes	Sep. 30, 2024
Income Tax Disclosure [Abstract]
Income taxes	Income taxes During both the three and nine months ended September 30, 2024 and 2023, the pretax losses incurred by the Company, as well as the research and development tax credits generated, received no corresponding tax benefit because the Company concluded that it is more likely than not that the Company will be unable to realize the value of any resulting deferred tax assets. The Company will continue to assess its position in future periods to determine if it is appropriate to reduce a portion of its valuation allowance. The Company’s tax provision and the resulting effective tax rate for interim periods is determined based upon its estimated annual effective tax rate, adjusted for the effect of discrete items arising in that quarter. The income tax provision was generated from operations in Germany and Switzerland. The impact of such discrete items could result in a higher or lower effective tax rate during a particular quarter, based upon the mix and timing of actual earnings or losses versus annual projections. In each quarter, the Company updates its estimate of the annual effective tax rate, and if the estimated annual tax rate changes, a cumulative adjustment is made in that quarter. The Company has evaluated the positive and negative evidence bearing upon its ability to realize its deferred tax assets, which primarily consist of net operating loss carryforwards. The Company has considered its history of cumulative net losses, estimated future taxable income and prudent and feasible tax planning strategies and has concluded that it is more likely than not that the Company will not realize the benefits of its deferred tax assets. As a result, as of both September 30, 2024 and December 31, 2023 the Company recorded a full valuation allowance against its net deferred tax assets. The Company files income tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Company is subject to examination by U.S. federal, state and international jurisdictions, where applicable. There are currently no pending tax examinations in the U.S., and the Company has not received notice of examination from any jurisdictions in the U.S.

- Definition

The entire disclosure for income tax.

+ References

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+ Details

Fair value of financial assets and liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Short-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments	$ 38,788	$ 67,768
Long-term Investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments		2,911
Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	14,293	20,306
Assets	53,081	90,985
Fair Value, Recurring \| Short-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments	38,788	67,768
Fair Value, Recurring \| Long-term Investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments		2,911
Fair Value, Recurring \| Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	14,293	20,306
Assets	53,081	85,842
Fair Value, Recurring \| Level 1 \| Short-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments	38,788	62,625
Fair Value, Recurring \| Level 1 \| Long-term Investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments		2,911
Fair Value, Recurring \| Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	0	0
Assets	0	5,143
Fair Value, Recurring \| Level 2 \| Short-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments	0	5,143
Fair Value, Recurring \| Level 2 \| Long-term Investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments		0
Fair Value, Recurring \| Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	0	0
Assets	0	0
Fair Value, Recurring \| Level 3 \| Short-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments	$ 0	0
Fair Value, Recurring \| Level 3 \| Long-term Investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments		$ 0

Leases - Schedule of Finance Lease Liability Maturities (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Leases [Abstract]
2024 (excluding the nine months ended September 30)	$ 18
2025	75
2026	75
2027	75
2028	75
Thereafter	38
Total lease payments	356
Less imputed interest	(133)
Total present value of lease liabilities	$ 223	$ 304

Property and equipment, net

9 Months Ended

Sep. 30, 2024

Property, Plant and Equipment [Abstract]

Property and equipment, net

Property and equipment, net consisted of the following (in thousands):


	September 30,		December 31,
	2024		2023
Manufacturing and laboratory equipment	$	14,431	$	13,750
Computer hardware and software	2,139		1,960
Office furniture and fixtures	623		589
Leasehold improvements	8,998		8,551
Construction-in-process	1,804		2,292
	27,995		27,142
Less: Accumulated depreciation	(16,432)		(14,310)
	$	11,563	$	12,832

Depreciation and amortization expense related to property and equipment was $0.7 million for each of the three months ended September 30, 2024 and 2023, and was $2.1 million and $2.0 million for the nine months ended September 30, 2024 and 2023, respectively.

Stock-based compensation - Schedule of Black-Scholes Option-Pricing Model (Details) - Share-Based Payment Arrangement, Option - 2021 Plan	3 Months Ended	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Share-based compensation
Risk-free interest rate	4.20%	4.30%	3.90%
Expected term (in years)	6 years 1 month 6 days	5 years 10 months 24 days	6 years
Expected volatility	47.10%	50.00%	47.10%
Expected dividend yield	0.00%	0.00%	0.00%

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 35
-Paragraph 1D
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480483/718-10-35-1D

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
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-Topic 718
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-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

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-Topic 718
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-Name Accounting Standards Codification
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
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-Topic 718
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-Name Accounting Standards Codification
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-Paragraph 2
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-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(1)(iv)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(1)(iv)(01)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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-Name Accounting Standards Codification
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-Paragraph 2
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-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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-Name Accounting Standards Codification
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-Paragraph 2
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(ii)
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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-Name Accounting Standards Codification
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-Paragraph 2
-Subparagraph (c)(2)(iii)
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(iii)(01)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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-Name Accounting Standards Codification
-Section 50
-Paragraph 2
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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Reference 20: http://www.xbrl.org/2003/role/disclosureRef
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Reference 22: http://www.xbrl.org/2003/role/disclosureRef
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Reference 24: http://www.xbrl.org/2003/role/disclosureRef
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Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(ii)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

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-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(iii)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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-Name Accounting Standards Codification
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-Paragraph 2
-Subparagraph (f)(2)(v)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

+ Details

Prepaid expenses and other current assets (Tables)

9 Months Ended

Sep. 30, 2024

Prepaid Expense and Other Assets, Current [Abstract]

Schedule of Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consisted of the following (in thousands):


	September 30,		December 31,
	2024		2023
Prepaid insurance	$	28	$	1,282
Contract asset	228		51
Deposits	638		667
Other receivables	174		137
Prepaid financing fees	290		292
Other	751		440
	$	2,109	$	2,869

Fair value of financial assets and liabilities (Tables)

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

Schedule of Assets and Liabilities Measured on a Recurring Basis

The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy used to determine such fair values (in thousands):


	Fair value measurements as of September 30, 2024
	Level 1		Level 2		Level 3		Total
Assets
Cash equivalents	$	14,293	$	—	$	—	$	14,293
Short-term investments	38,788		—		—		38,788
	$	53,081	$	—	$	—	$	53,081


	Fair value measurements as of December 31, 2023
	Level 1		Level 2		Level 3		Total
Assets
Cash equivalents	$	20,306	$	—	$	—	$	20,306
Short-term investments	62,625		5,143		—		67,768
Long-term investments	2,911		—		—		2,911
	$	85,842	$	5,143	$	—	$	90,985

Summary of significant accounting policies

9 Months Ended

Sep. 30, 2024

Accounting Policies [Abstract]

Summary of significant accounting policies

Use of estimates

The preparation of the Company’s condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of revenue and expenses during the reporting periods. Significant estimates and assumptions reflected in these condensed consolidated financial statements include, but are not limited to, calculating the standalone selling price for revenue recognition, the valuation of inventory, and the valuation of stock-based awards. The Company bases its estimates on historical experience, known trends and other market-specific and relevant factors that it believes to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates when there are changes in

circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Actual results could differ from those estimates.

There have been no significant changes to the Company's significant accounting policies during both the three and nine months ended September 30, 2024, as compared to those disclosed in Note 2 of the audited consolidated financial statements as of December 31, 2023 filed with the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023.

Risk of concentrations of credit, significant customers and significant suppliers

Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents, short-term and long-term investments and accounts receivable. The Company maintains its cash and cash equivalents and investments with financial institutions that management believes to be of high credit quality, and does not believe that it is subject to unusual credit risk beyond the credit risk associated with commercial banking relationships.

Significant customers are those which represent more than 10% of the Company’s total revenue or accounts receivable balance at each respective balance sheet date. The following table presents customers that represented 10% or more of the Company’s total revenue:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Customer A	21.0	%	*		11.6	%	*
Customer B	*		14.7	%	14.1	%	18.2	%
Customer C	*		11.4	%	*		*
Customer D	*		10.2	%	*		*
	21.0	%	36.3	%	25.7	%	18.2	%

The following table presents customers that represented 10% or more of the Company’s accounts receivable:


	September 30,		December 31,
	2024		2023
Customer E	12.8	%	21.4	%
Customer F	12.5	%	*
Customer G	12.3	%	*
Customer H	*		16.4	%
Customer I	*		12.4	%
Customer B	*		10.7	%

	37.6	%	60.9	%

____________________________

*less than 10%

The Company relies on third parties for the supply and manufacture of certain components of its products as well as third-party logistics providers. There were no significant concentrations around a single third-party supplier, manufacturer, or logistics provider for the three and nine months ended September 30, 2024 or 2023.

Cash and cash equivalents

The Company considers all highly liquid investments with an original maturity of 90 days or less at the time of purchase to be cash equivalents. Cash equivalents that are readily convertible to cash are stated at cost, which approximates fair value. At both September 30, 2024 and December 31, 2023, the Company held cash of $0.1 million in banks located outside of the United States.

Restricted cash

As of both September 30, 2024 and December 31, 2023, the Company was required to maintain guaranteed investment certificates of $0.3 million with maturities of three months to one year that are subject to an insignificant risk of changes in value. The guaranteed investment certificates are held for the benefit of the landlord in connection with operating leases which have remaining terms of greater than one year and are classified as restricted cash (non-current) on the Company’s condensed consolidated balance sheets.

Accounts receivable

Accounts receivable are customer obligations that are unconditional. Accounts receivable are presented net of an allowance for doubtful accounts for expected credit losses, which represents an estimate of amounts that may not be collectible. The Company performs ongoing credit evaluations of its customers and, if necessary, provides an allowance for doubtful accounts and expected credit losses. A provision to the allowance for doubtful accounts for expected credit losses is recorded based on factors including the length of time the receivables are past due, the current business environment, the geographic market, and the Company’s historical experience. Provisions to the allowance for doubtful accounts for expected credit losses are recorded to general and administrative expenses in the consolidated statements of operations. The Company writes off accounts receivable against the allowance when it determines a balance is uncollectible and no longer actively pursues collection of the receivable. The Company does not have any off-balance-sheet credit exposure related to customers. As of September 30, 2024 and December 31, 2023, the allowance for doubtful accounts for expected credit losses was zero.

Software Development Costs

The Company accounts for software development costs for internal-use software under the provisions of ASC 350-40, “Internal-Use Software” (“ASC 350”). Accordingly, certain costs to develop internal-use computer software are capitalized, provided these costs are expected to be recoverable. There was $1.6 million and $1.4 million of software development costs related to the Company's enterprise resource planning ("ERP") system capitalized in other long-term assets at September 30, 2024 and December 31, 2023, respectively, net of accumulated amortization of $1.0 million and $0.7 million, respectively. These capitalized costs are being amortized on a straight-line basis over the initial subscription term of five years. For the three and nine months ended September 30, 2024 and 2023, there was $0.1 million and $0.3 million, respectively, of amortization expense related to capitalized software development costs recorded in the condensed consolidated statements of operations.

Fair value measurements

Certain assets and liabilities of the Company are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable:

•Level 1—Quoted prices in active markets for identical assets or liabilities.

•Level 2—Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data.

•Level 3—Unobservable inputs that are supported by little or no market activity that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques.

The Company’s cash equivalents, short-term and long-term investments are carried at fair value, determined according to the fair value hierarchy described above (see Note 3). The carrying values of the Company’s accounts receivable, prepaid expenses and other current assets, accounts payable and accrued expenses and other current liabilities approximate their fair values due to the short-term nature of these assets and liabilities.

Product warranties

The Company offers a one-year limited assurance warranty on System sales, which is included in the selling price. The accrual for these warranty obligations is included in accrued expenses and other current liabilities in the condensed consolidated balance sheets. The following table presents a summary of changes in the amount reserved for warranty cost (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Balance, beginning of period	$	520	$	526	$	689	$	872
Warranty provisions	—		171		—		171
Warranty repairs	—		—		(169)		(346)
Balance, end of period	$	520	$	697	$	520	$	697

Segment information

The Company determined its operating segment after considering the Company’s organizational structure and the information regularly reviewed and evaluated by the Company’s chief operating decision maker (“CODM”) in deciding how to allocate resources and assess performance. The Company has determined that its CODM is its Chief Executive Officer. The CODM reviews the financial information on a consolidated basis for purposes of evaluating financial performance and allocating resources. On the basis of these factors, the Company determined that it operates and manages its business as one operating segment, that develops, manufactures, markets and sells Systems and related LIMS connection software, consumables and services; and accordingly has one reportable segment for financial reporting purposes. Substantially all of the Company’s long-lived assets are held in the United States.

Revenue recognition

Remaining performance obligations

The Company does not disclose the value of remaining performance obligations for (i) contracts with an original contract term of one year or less, (ii) contracts for which the Company recognizes revenue at the amount to which it has the right to invoice when that amount corresponds directly with the value of services performed, and (iii) variable consideration allocated entirely to a wholly unsatisfied performance obligation or to a wholly unsatisfied distinct service that forms part of a single performance obligation. The Company does not have material remaining performance obligations associated with contracts with terms greater than one year.

Contract balances from contracts with customers

Contract assets arise from customer arrangements when revenue recognized exceeds the amount billed to the customer and the Company’s right to payment is conditional and not only subject to the passage of time. The Company had $0.2 million and $0.1 million in contract assets as of September 30, 2024 and December 31, 2023, respectively, included in prepaid expenses and other current assets.

Contract liabilities represent the Company’s obligation to transfer goods or services to a customer for which it has received consideration (or the amount is due) from the customer. The Company has a contract liability related to service revenue, which consists of amounts that have been invoiced but that have not been recognized as revenue. Amounts expected to be recognized as revenue within 12 months of the balance sheet date are classified as current deferred revenue and amounts expected to be recognized as revenue beyond 12 months of the balance sheet date are classified as non-current deferred revenue. The Company did not record any non-current deferred revenue as of September 30, 2024 or December 31, 2023. Deferred revenue was $5.4 million and $6.0 million at September 30, 2024 and December 31, 2023, respectively. Revenue recognized during each of the three months ended September 30, 2024 and 2023 that was included in deferred revenue at the prior period-end was $1.2 million. Revenue recognized during the nine months ended September 30, 2024 and 2023 that was included in deferred revenue at the prior period-end was $3.9 million and $3.3 million, respectively.

Disaggregated revenue

The Company disaggregates revenue based on the recurring and non-recurring nature of the underlying sale. Recurring revenue includes sales of consumables and service contracts. The Company considers these to be recurring revenues because customers typically place purchase orders on a periodic basis as they use their Growth Direct system(s) over time. These arrangements typically contain a single performance obligation and thus the entire consideration to which the Company is entitled is allocated entirely to that performance obligation. Non-recurring revenue includes sales of systems, LIMS connection software, validation services, and field services, and typically contains multiple performance obligations. The Company considers these to be non-recurring revenues because customers typically place single purchase orders for a bundle of products and services on a one-time or infrequent basis. For these arrangements, significant judgment is applied in identifying the distinct performance obligations, determination of the transaction price, transaction price allocation, and determination of standalone selling price for each of the distinct performance obligations.

The following table presents the Company’s revenue by the recurring or non-recurring nature of the revenue stream (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Product and service revenue — recurring	$	3,675	$	3,410	$	11,262	$	10,255
Product and service revenue — non-recurring	3,929		2,735		8,571		5,927
Total revenue	$	7,604	$	6,145	$	19,833	$	16,182

The following table presents the Company’s revenue by customer geography (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
United States	$	3,423	$	2,665	$	8,232	$	6,987
Switzerland	1,357		1,058		3,932		2,991
Germany	923		478		2,358		1,392
Japan	227		167		1,399		1,621
All other countries	1,674		1,777		3,912		3,191
Total revenue	$	7,604	$	6,145	$	19,833	$	16,182

Advertising costs

Advertising costs are expensed as incurred and are included in sales and marketing expenses in the condensed consolidated statements of operations. Advertising costs were less than $0.1 million during each of the three months ended September 30, 2024 and 2023, and were $0.2 million during each of the nine months ended September 30, 2024 and 2023.

Stock-based compensation

The Company measures all stock-based awards granted to employees, officers and directors based on their fair value on the date of the grant and recognizes compensation expense for those awards over the requisite service period, which is generally the vesting period of the respective award. The Company issues stock-based awards with (i) service-based vesting conditions only and (ii) stock-based awards with both service-based and Company performance vesting conditions, and records the expense for these awards using the straight-line method. Forfeitures are accounted for prospectively as they occur.

The Company measures all restricted stock units granted to employees based on the common stock value on the date of grant. The purchase price of the restricted stock is the common stock value on the date of grant.

Recently issued accounting pronouncements

The Company qualifies as an “emerging growth company” as defined in the Jumpstart Our Business Startups ("JOBS") Act of 2012 and has elected not to “opt out” of the extended transition related to complying with new or revised

accounting standards, which means that when a standard is issued or revised and it has different application dates for public and nonpublic companies, the Company will adopt the newer revised standard at the time nonpublic companies adopt the new or revised standard and will do so until such time that the Company either (i) irrevocably elects to “opt out” of such extended transition period or (ii) no longer qualifies as an emerging growth company. The Company may choose to early adopt any new or revised accounting standards whenever such early adoption is permitted for nonpublic companies.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures. The new standard requires enhanced disclosures about a public entity's reportable segments including more detailed information about a reportable segment's expenses. The amendments in this update apply to all public entities that are required to report segment information, and include those entities that have a single reportable segment. The amendments in this update are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact on its consolidated financial statements and related disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) - Improvements to Income Tax Disclosures. ASU 2023-09 provides more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. The amendments in this update are effective for annual periods beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact on its consolidated financial statements and related disclosures.

Inventory - Narrative (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Inventory adjustments	$ 0.6	$ 0.6

Leases - Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Cash paid for amounts included in measurement of lease liabilities:
Operating cash outflows - payments on operating leases	$ 997	$ 956
Operating cash outflows - payments on financing leases	27	29
Financing cash outflows - payments on financing leases	29	27
Right-of-use assets obtained in exchange for new lease obligations:
Investing non-cash activities - establishment of right of use operating assets	$ 0	$ 151

Net loss per share (Tables)

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

Schedule of Basic and Diluted Net Loss per Share

Basic and diluted net loss per share was calculated as follows (in thousands, except share and per share amounts):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Numerator:
Net loss	$	(11,323)	$	(13,392)	$	(37,223)	$	(41,295)
Denominator:
Weighted average Class A common shares outstanding—basic and diluted	38,359,127		37,770,566		38,201,382		37,539,885
Weighted average Class B common shares outstanding—basic and diluted	5,309,529		5,309,529		5,309,529		5,445,299
Total shares for EPS—basic and diluted	43,668,656		43,080,095		43,510,911		42,985,184
Net loss per share attributable to Class A common stockholders—basic and diluted	$	(0.26)	$	(0.31)	$	(0.86)	$	(0.96)
Net loss per share attributable to Class B common stockholders—basic and diluted	$	(0.26)	$	(0.31)	$	(0.86)	$	(0.96)

Schedule of Anti-Dilutive Shares Excluded from Computation of Diluted Net Let per Share

The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect:


	September 30,
	2024	2023
Options to purchase common stock	6,860,505	6,795,549
Unvested restricted common stock	2,107,248	1,782,401
Warrants to purchase common stock	286,084	286,324
Options to purchase common stock under ESPP	29,699	22,051
	9,283,536	8,886,325

Investments (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Short-term investments
Debt Securities, Available-for-sale [Line Items]
Amortized cost	$ 38,705	$ 67,884
Gross unrealized gains	83	51
Gross unrealized losses	0	(167)
Fair value	38,788	67,768
Certificates of Deposit
Debt Securities, Available-for-sale [Line Items]
Amortized cost		5,164
Gross unrealized gains		0
Gross unrealized losses		(21)
Fair value		5,143
U.S. Government Treasury Bills
Debt Securities, Available-for-sale [Line Items]
Amortized cost		16,184
Gross unrealized gains		9
Gross unrealized losses		0
Fair value		16,193
U.S. Government Treasury Notes
Debt Securities, Available-for-sale [Line Items]
Amortized cost	38,705	46,536
Gross unrealized gains	83	42
Gross unrealized losses	0	(146)
Fair value	$ 38,788	46,432
Long-term Investments
Debt Securities, Available-for-sale [Line Items]
Amortized cost		2,896
Gross unrealized gains		15
Gross unrealized losses		0
Fair value		2,911
U.S. Government Treasury Notes - Maturity Up To Two Years
Debt Securities, Available-for-sale [Line Items]
Amortized cost		2,896
Gross unrealized gains		15
Gross unrealized losses		0
Fair value		$ 2,911

Investments (Tables)

9 Months Ended

Sep. 30, 2024

Investments, Debt and Equity Securities [Abstract]

Schedule of Investments

Short-term and long-term investments by investment type consisted of the following (in thousands):


	September 30, 2024
	Amortized cost		Gross unrealized gains		Gross unrealized losses		Fair value
Short-term investments


U.S. Government Treasury Notes	$	38,705	$	83	$	—	$	38,788
	$	38,705	$	83	$	—	$	38,788


	December 31, 2023
	Amortized cost		Gross unrealized gains		Gross unrealized losses		Fair value
Short-term investments
Certificates of Deposit	$	5,164	$	—	$	(21)	$	5,143
U.S. Government Treasury Bills	16,184		9		—		16,193
U.S. Government Treasury Notes	46,536		42		(146)		46,432
	$	67,884	$	51	$	(167)	$	67,768
Long-term Investments
U.S. Government Treasury Notes - Maturity Up To Two Years	2,896		15		—		2,911
	$	2,896	$	15	$	—	$	2,911

- Definition

Tabular disclosure of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-9

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (aa)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (aaa)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-2

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 11: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

+ Details

Inventory

9 Months Ended

Sep. 30, 2024

Inventory Disclosure [Abstract]

Inventory

Inventory consisted of the following (in thousands):


	September 30,		December 31,
	2024		2023
Raw materials	$	11,544	$	12,873
Work in process	277		150
Finished goods	9,432		6,938
Total	$	21,253	$	19,961

Raw materials, work in process and finished goods were net of adjustments to net realizable value of $0.6 million as of both September 30, 2024 and December 31, 2023.

Property and equipment, net (Tables)

9 Months Ended

Sep. 30, 2024

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment

Property and equipment, net consisted of the following (in thousands):


	September 30,		December 31,
	2024		2023
Manufacturing and laboratory equipment	$	14,431	$	13,750
Computer hardware and software	2,139		1,960
Office furniture and fixtures	623		589
Leasehold improvements	8,998		8,551
Construction-in-process	1,804		2,292
	27,995		27,142
Less: Accumulated depreciation	(16,432)		(14,310)
	$	11,563	$	12,832

Accrued expense and other current liabilities - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Accrued Liabilities, Current [Abstract]
Accrued employee compensation and benefits expense	$ 4,634	$ 4,808
Accrued vendor expenses	1,641	4,017
Accrued warranty expense	520	689
Accrued taxes	239	252
Other	4	141
Total accrued expenses and other current liabilities	$ 7,038	$ 9,907

Net loss per share - Schedule of Anti-Dilutive Shares Excluded from Computation of Diluted Net Let per Share (Details) - shares	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Common shares excluded from computation of diluted net loss per share attributable to common stockholders (in shares)	9,283,536	8,886,325
Options to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Common shares excluded from computation of diluted net loss per share attributable to common stockholders (in shares)	6,860,505	6,795,549
Unvested restricted common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Common shares excluded from computation of diluted net loss per share attributable to common stockholders (in shares)	2,107,248	1,782,401
Warrants to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Common shares excluded from computation of diluted net loss per share attributable to common stockholders (in shares)	286,084	286,324
Options to purchase common stock under ESPP
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Common shares excluded from computation of diluted net loss per share attributable to common stockholders (in shares)	29,699	22,051

Benefit plans	9 Months Ended
Benefit plans	Sep. 30, 2024
Retirement Benefits [Abstract]
Benefit plans	Benefit plansThe Company maintains a defined contribution savings plan under Section 401(k) of the Code. This plan covers all U.S. employees who meet minimum age and service requirements and allows participants to defer a portion of their annual compensation on a pre-tax basis. Matching contributions to the plan may be made at the discretion of the Company’s board of directors. The Company made contributions of $0.2 million to the plan during each of the three months ended September 30, 2024 and 2023, and made contributions of $0.7 million and $0.6 million to the plan during the nine months ended September 30, 2024 and 2023, respectively.

Condensed consolidated balance sheets (Parenthetical) - $ / shares	Sep. 30, 2024	Dec. 31, 2023
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, authorized (in shares)	10,000,000	10,000,000
Preferred stock, issued (in shares)	0	0
Preferred stock, outstanding (in shares)	0	0
Class A Common stock
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, authorized (in shares)	210,000,000	210,000,000
Common stock, issued (in shares)	37,715,205	37,099,909
Common stock, outstanding (in shares)	37,715,205	37,099,909
Class B Common stock
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, authorized (in shares)	10,000,000	10,000,000
Common stock, issued (in shares)	5,309,529	5,309,529
Common stock, outstanding (in shares)	5,309,529	5,309,529

Common stock and common stock warrants - Schedule of Outstanding Common Stock Warrants (Details) - Common Stock Warrants - $ / shares	Sep. 30, 2024	Dec. 31, 2023
Common stock and common stock warrants
Shares of common stock issuable upon exercise of warrant (in shares)	1,022,063	1,022,303
July 24, 2017
Common stock and common stock warrants
Contractual term	10 years	10 years
Shares of common stock issuable upon exercise of warrant (in shares)	16,954	17,194
Weighted average exercise price (in dollars per share)	$ 293.42	$ 292.81
April 12, 2018
Common stock and common stock warrants
Contractual term	10 years	10 years
Shares of common stock issuable upon exercise of warrant (in shares)	30,000	30,000
Weighted average exercise price (in dollars per share)	$ 1.00	$ 1.00
July 14, 2021
Common stock and common stock warrants
Contractual term	10 years	10 years
Shares of common stock issuable upon exercise of warrant (in shares)	975,109	975,109
Weighted average exercise price (in dollars per share)	$ 1.46	$ 1.46

Condensed consolidated statements of operations - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Revenue:
Total revenue	$ 7,604	$ 6,145	$ 19,833	$ 16,182
Costs and operating expenses:
Research and development	3,609	3,116	11,195	9,502
Sales and marketing	3,376	3,498	10,284	10,161
General and administrative	5,676	6,204	17,121	19,399
Total costs and operating expenses	19,643	20,594	59,523	60,557
Loss from operations	(12,039)	(14,449)	(39,690)	(44,375)
Other income (expense):
Interest income, net	768	1,093	2,589	3,169
Other expense, net	(39)	(26)	(91)	(66)
Total other income, net	729	1,067	2,498	3,103
Loss before income taxes	(11,310)	(13,382)	(37,192)	(41,272)
Income tax expense	13	10	31	23
Net loss	$ (11,323)	$ (13,392)	$ (37,223)	$ (41,295)
Net loss per share - basic (in dollars per share)	$ (0.26)	$ (0.31)	$ (0.86)	$ (0.96)
Net loss per share - diluted (in dollars per share)	$ (0.26)	$ (0.31)	$ (0.86)	$ (0.96)
Weighted average common shares outstanding - basic (in shares)	43,668,656	43,080,095	43,510,911	42,985,184
Weighted average common shares outstanding - diluted (in shares)	43,668,656	43,080,095	43,510,911	42,985,184
Product
Revenue:
Total revenue	$ 5,255	$ 4,200	$ 13,505	$ 10,693
Costs and operating expenses:
Cost of revenue	5,314	5,691	15,404	15,361
Service
Revenue:
Total revenue	2,349	1,945	6,328	5,489
Costs and operating expenses:
Cost of revenue	$ 1,668	$ 2,085	$ 5,519	$ 6,134

Property and equipment, net - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Property, Plant and Equipment [Abstract]
Depreciation and amortization expense	$ 0.7	$ 0.7	$ 2.1	$ 2.0

Accrued expenses and other current liabilities (Tables)

9 Months Ended

Sep. 30, 2024

Accrued Liabilities, Current [Abstract]

Schedule of Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following (in thousands):


	September 30,		December 31,
	2024		2023
Accrued employee compensation and benefits expense	$	4,634	$	4,808
Accrued vendor expenses	1,641		4,017
Accrued warranty expense	520		689
Accrued taxes	239		252
Other	4		141
	$	7,038	$	9,907

Leases - Schedule of Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Leases [Abstract]
Operating lease cost	$ 305	$ 314	$ 914	$ 899
Financing lease cost - amortization of right-of-use asset	11	12	36	37
Financing lease cost - interest on lease liability	10	9	27	29
Variable lease cost	234	172	675	522
Total lease cost	$ 560	$ 507	$ 1,652	$ 1,487

Summary of significant accounting policies - Schedule of Concentration Risk (Details) - Customer Concentration Risk	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Revenue Benchmark \| Major Customers
Concentration Risk [Line Items]
Customer concentration risk	21.00%	36.30%	25.70%	18.20%
Revenue Benchmark \| Customer A
Concentration Risk [Line Items]
Customer concentration risk	21.00%		11.60%
Revenue Benchmark \| Customer B
Concentration Risk [Line Items]
Customer concentration risk		14.70%	14.10%	18.20%
Revenue Benchmark \| Customer C
Concentration Risk [Line Items]
Customer concentration risk		11.40%
Revenue Benchmark \| Customer D
Concentration Risk [Line Items]
Customer concentration risk		10.20%
Accounts Receivable \| Major Customers
Concentration Risk [Line Items]
Customer concentration risk			37.60%		60.90%
Accounts Receivable \| Customer B
Concentration Risk [Line Items]
Customer concentration risk					10.70%
Accounts Receivable \| Customer E
Concentration Risk [Line Items]
Customer concentration risk			12.80%		21.40%
Accounts Receivable \| Customer F
Concentration Risk [Line Items]
Customer concentration risk			12.50%
Accounts Receivable \| Customer G
Concentration Risk [Line Items]
Customer concentration risk			12.30%
Accounts Receivable \| Customer H
Concentration Risk [Line Items]
Customer concentration risk					16.40%
Accounts Receivable \| Customer I
Concentration Risk [Line Items]
Customer concentration risk					12.40%

Common stock and common stock warrants - Narrative (Details)	9 Months Ended
	Sep. 30, 2024 USD ($) vote shares	Dec. 31, 2023 vote
Common stock and common stock warrants
Cash dividends \| $	$ 0
Class A Common stock
Common stock and common stock warrants
Number of votes per share held \| vote	1	1
Shares reserved (in shares) \| shares	23,915,460

Cover Page - shares	9 Months Ended
Cover Page - shares	Sep. 30, 2024	Nov. 05, 2024
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2024
Document Transition Report	false
Entity File Number	001-40592
Entity Registrant Name	Rapid Micro Biosystems, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	20-8121647
Entity Address, Address Line One	25 Hartwell Avenue
Entity Address, City or Town	Lexington
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02421
City Area Code	978
Local Phone Number	349-3200
Title of 12(b) Security	Class A common stock, $0.01 par value per share
Trading Symbol	RPID
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Central Index Key	0001380106
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Amendment Flag	false
Class A Common stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding (in shares)		37,724,692
Class B Common stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding (in shares)		5,309,529

Leases

9 Months Ended

Sep. 30, 2024

Leases [Abstract]

Leases

The Company determines if an arrangement is or contains a lease at inception, which is the date on which the terms of the contract are agreed to, and the agreement creates enforceable rights and obligations. Under ASC 842, a contract is or contains a lease when (i) explicitly or implicitly identified assets have been deployed in the contract and (ii) the customer obtains substantially all of the economic benefits from the use of that underlying asset and directs how and for what purpose the asset is used during the term of the contract. The Company also considers whether its service arrangements include the right to control the use of an asset.

The Company made an accounting policy election not to recognize right-of-use ("ROU") assets and lease liabilities for leases with a term of twelve months or less. For all other leases, the Company recognizes ROU assets and lease liabilities based on the present value of lease payments over the lease term at the commencement date of the lease. Lease payments may include fixed rent escalation clauses or payments that depend on an index (such as the consumer price index). Subsequent changes to an index and any other periodic market-rate adjustments to base rent are recorded in variable lease expense in the period incurred. The ROU assets also include any initial direct costs incurred and lease payments made at or before the commencement date and are reduced by any lease incentives.

The Company has made an accounting policy election to account for lease and non-lease components in its contracts as single lease components for all asset classes. The non-lease components typically represent additional services transferred to the Company, such as common area maintenance for real estate, which are variable in nature and recorded in variable lease expense in the period incurred.

The Company uses its incremental borrowing rate which is the rate of interest the Company would have to pay to borrow on a collateralized basis over a similar term and amount in a similar economic environment to determine the present value of lease payments as the Company’s leases do not have a readily determinable implicit discount rate. Judgment is applied in assessing factors such as Company specific credit risk, lease term, nature, and quality of the underlying collateral, currency, and economic environment in determining the incremental borrowing rate to apply to each lease.

The Company leases office and manufacturing space under operating lease agreements that have initial terms ranging from approximately 8 to 10 years. The Company leases furniture under a financing lease agreement that has an initial term of approximately 8 years. The furniture financing lease agreement is immaterial to the Company's condensed consolidated financial statements. Some leases include one or more options to renew, generally at the Company's sole discretion, with renewal terms that can extend the lease term by up to 5 years. In addition, certain leases contain termination options, where the rights to terminate are held by either the Company, the lessor, or both parties. Options to extend a lease are included in the lease term when it is reasonably certain that the Company will exercise the option. Options to terminate a lease are excluded from the lease term when it is reasonably certain that the Company will not exercise the option. The Company’s leases generally do not contain any material restrictive covenants or residual value guarantees.

Supplemental cash flow information related to leases is as follows (in thousands):


	Nine Months Ended September 30,
	2024		2023
Cash paid for amounts included in measurement of lease liabilities:
Operating cash outflows - payments on operating leases	$	997	$	956
Operating cash outflows - payments on financing leases	$	27	$	29
Financing cash outflows - payments on financing leases	$	29	$	27
Right-of-use assets obtained in exchange for new lease obligations:
Investing non-cash activities - establishment of right of use operating assets	$	—	$	151

Supplemental balance sheet information related to the Company’s operating and financing leases is as follows (in thousands):


	September 30, 2024			December 31, 2023
Operating Leases:
Operating lease assets	$	5,245		$	5,972

Operating lease liabilities, short-term	$	1,148		$	1,090
Operating lease liabilities, long-term	5,083			5,952
Total operating lease liabilities	$	6,231		$	7,042

Financing Leases:
Office furniture and fixtures	$	386		$	386
Accumulated depreciation	(211)			(118)
Net property, plant and equipment	$	175		$	268

Lease liabilities, short-term	$	46		$	42
Lease liabilities, long-term	177			262
Total financing lease liabilities	$	223		$	304

Weighted-average remaining lease term - operating leases (in years):	4.79			5.54
Weighted-average remaining lease term - financing leases (in years):	4.75			5.50
Weighted-average discount rate - operating leases:	3.8		%	3.8		%
Weighted-average discount rate - financing leases:	12.0		%	12.0		%

The components of lease expense were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024	2023
Operating lease cost	$	305	$	314	914	899
Financing lease cost - amortization of right-of-use asset	11		12		36	37
Financing lease cost - interest on lease liability	10		9		27	29
Variable lease cost	234		172		675	522
Total lease cost	$	560	$	507	1,652	1,487

Operating lease cost is recognized on a straight-line basis over the lease term. Total rent expense, including the Company’s share of the lessors’ operating expenses, was $0.5 million for each of the three months ended September 30, 2024 and 2023, and was $1.6 million and $1.4 million for the nine months ended September 30, 2024 and 2023, respectively. Financing lease cost includes asset amortization on a straight-line basis over the lease term and interest accretion calculated using the effective interest method. Total financing lease asset depreciation and interest expense was less than $0.1 million for each of the three and nine months ended September 30, 2024 and 2023.

Maturities of the Company’s operating lease liabilities as of September 30, 2024 were as follows (in thousands):


	Operating Lease Maturities
2024 (excluding the nine months ended September 30)	$	337
2025	1,368
2026	1,401
2027	1,435
2028	1,469
Thereafter	804
Total lease payments	$	6,814
Less imputed interest	(583)
Total present value of lease liabilities	$	6,231

Maturities of the Company’s financing lease liability as of September 30, 2024 were as follows (in thousands):


	Financing Lease Maturities
2024 (excluding the nine months ended September 30)	$	18
2025	75
2026	75
2027	75
2028	75
Thereafter	38
Total lease payments	$	356
Less imputed interest	(133)
Total present value of lease liabilities	$	223

Leases

Supplemental cash flow information related to leases is as follows (in thousands):


	Nine Months Ended September 30,
	2024		2023
Cash paid for amounts included in measurement of lease liabilities:
Operating cash outflows - payments on operating leases	$	997	$	956
Operating cash outflows - payments on financing leases	$	27	$	29
Financing cash outflows - payments on financing leases	$	29	$	27
Right-of-use assets obtained in exchange for new lease obligations:
Investing non-cash activities - establishment of right of use operating assets	$	—	$	151

Supplemental balance sheet information related to the Company’s operating and financing leases is as follows (in thousands):


	September 30, 2024			December 31, 2023
Operating Leases:
Operating lease assets	$	5,245		$	5,972

Operating lease liabilities, short-term	$	1,148		$	1,090
Operating lease liabilities, long-term	5,083			5,952
Total operating lease liabilities	$	6,231		$	7,042

Financing Leases:
Office furniture and fixtures	$	386		$	386
Accumulated depreciation	(211)			(118)
Net property, plant and equipment	$	175		$	268

Lease liabilities, short-term	$	46		$	42
Lease liabilities, long-term	177			262
Total financing lease liabilities	$	223		$	304

Weighted-average remaining lease term - operating leases (in years):	4.79			5.54
Weighted-average remaining lease term - financing leases (in years):	4.75			5.50
Weighted-average discount rate - operating leases:	3.8		%	3.8		%
Weighted-average discount rate - financing leases:	12.0		%	12.0		%

The components of lease expense were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024	2023
Operating lease cost	$	305	$	314	914	899
Financing lease cost - amortization of right-of-use asset	11		12		36	37
Financing lease cost - interest on lease liability	10		9		27	29
Variable lease cost	234		172		675	522
Total lease cost	$	560	$	507	1,652	1,487

Maturities of the Company’s operating lease liabilities as of September 30, 2024 were as follows (in thousands):


	Operating Lease Maturities
2024 (excluding the nine months ended September 30)	$	337
2025	1,368
2026	1,401
2027	1,435
2028	1,469
Thereafter	804
Total lease payments	$	6,814
Less imputed interest	(583)
Total present value of lease liabilities	$	6,231

Maturities of the Company’s financing lease liability as of September 30, 2024 were as follows (in thousands):


	Financing Lease Maturities
2024 (excluding the nine months ended September 30)	$	18
2025	75
2026	75
2027	75
2028	75
Thereafter	38
Total lease payments	$	356
Less imputed interest	(133)
Total present value of lease liabilities	$	223

Common stock and common stock warrants

9 Months Ended

Sep. 30, 2024

Common Stock And Common Stock Warrants [Abstract]

Common stock and common stock warrants

As of both September 30, 2024 and December 31, 2023, the Company’s restated certificate of incorporation authorized the issuance of Class A and Class B common stock. Each share of Class A common stock entitles the holder to one vote on all matters submitted to a vote of the Company’s stockholders. The Company’s Class B common stock is non-voting. Class A and Class B common stockholders are entitled to receive dividends, as may be declared by the board of directors, if any, subject to the preferential dividend rights of Preferred Stock. As of September 30, 2024, no cash dividends had been declared or paid.

As of September 30, 2024, the Company had reserved 23,915,460 shares of Class A common stock for the exercise of outstanding stock options and warrants, vesting of restricted stock units, the number of shares remaining available for grant under the Company’s 2021 Incentive Award Plan (see Note 10), the number of shares available for purchase under the Company’s Employee Stock Purchase Plan (see Note 10) and the conversion of Class B common stock.

Outstanding warrants to purchase common stock consisted of the following:


	September 30, 2024
Issuance date	Contractual term	Balance sheet classification	Shares of common stock issuable upon exercise of warrant	Weighted average exercise price
	(in years)
July 24, 2017	10	Equity	16,954	$	293.42
April 12, 2018	10	Equity	30,000	$	1.00
July 14, 2021 *	10	Equity	975,109	$	1.46
			1,022,063


	December 31, 2023
Issuance date	Contractual term	Balance sheet classification	Shares of common stock issuable upon exercise of warrant	Weighted average exercise price
	(in years)
July 24, 2017	10	Equity	17,194	$	292.81
April 12, 2018	10	Equity	30,000	$	1.00
July 14, 2021 *	10	Equity	975,109	$	1.46
			1,022,303

____________________________

*In connection with the Company's initial public offering ("IPO"), preferred stock warrants were automatically converted to Class A common stock warrants. The contractual term of the converted Class A common stock warrants remained consistent with the original term of the preferred stock warrants, with original issue dates between 2017-2020.

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net loss	$ (11,323)	$ (12,578)	$ (13,322)	$ (13,392)	$ (14,016)	$ (13,887)	$ (37,223)	$ (41,295)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
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-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-6

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
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-Section 50
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-URI https://asc.fasb.org/1943274/2147483443/250-10-50-9

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Section 65
-Paragraph 1
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (g)(3)
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147482765/220-10-50-6

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 65
-Paragraph 1
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-URI https://asc.fasb.org/1943274/2147480175/815-40-65-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/exampleRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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Reference 20: http://www.xbrl.org/2003/role/disclosureRef
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Reference 22: http://www.xbrl.org/2003/role/disclosureRef
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Reference 23: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 24: http://www.xbrl.org/2003/role/disclosureRef
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Reference 25: http://www.xbrl.org/2003/role/disclosureRef
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Reference 26: http://www.xbrl.org/2003/role/disclosureRef
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Reference 27: http://www.xbrl.org/2003/role/disclosureRef
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Reference 28: http://www.xbrl.org/2003/role/disclosureRef
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Reference 29: http://www.xbrl.org/2003/role/disclosureRef
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Reference 30: http://www.xbrl.org/2003/role/disclosureRef
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Reference 31: http://www.xbrl.org/2003/role/disclosureRef
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Reference 32: http://www.xbrl.org/2003/role/disclosureRef
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Reference 33: http://www.xbrl.org/2003/role/disclosureRef
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Reference 34: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 35: http://www.xbrl.org/2003/role/disclosureRef
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Reference 36: http://www.xbrl.org/2003/role/disclosureRef
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Reference 37: http://fasb.org/us-gaap/role/ref/legacyRef
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-URI https://asc.fasb.org/1943274/2147478524/942-220-S99-1

+ Details

Stock-based compensation - Schedule of ESPP Black-Scholes Option-Pricing Model (Details) - Employee Stock - 2021 ESPP	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Share-based compensation
Risk-free interest rate	4.60%	5.50%	5.00%	5.30%
Expected term (in years)	6 months	6 months	6 months	6 months
Expected volatility	42.60%	47.70%	46.00%	47.80%
Expected dividend yield	0.00%	0.00%	0.00%	0.00%

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Benefit plans (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
Benefit plans (Details) - USD ($) $ in Millions	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Retirement Benefits [Abstract]
Company contributions to plan	$ 0.2	$ 0.2	$ 0.7	$ 0.6

Condensed consolidated statements of cash flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Cash flows from operating activities:
Net loss	$ (37,223)	$ (41,295)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization expense	2,493	2,311
Stock-based compensation expense	3,185	3,728
Provision for excess and obsolete inventory	95	34
Noncash lease expense	862	899
Accretion on investments	(985)	(1,766)
Other	25	26
Changes in operating assets and liabilities:
Accounts receivable	1,792	1,462
Inventory	(1,388)	960
Prepaid expenses and other current assets	759	1,817
Other long-term assets	(150)	5
Accounts payable	357	(2,157)
Accrued expenses and other current liabilities	(3,451)	(1,462)
Deferred revenue	(615)	(146)
Net cash used in operating activities	(34,244)	(35,584)
Cash flows from investing activities:
Purchases of property and equipment	(1,267)	(1,427)
Purchases of investments	(29,496)	(50,928)
Sale of investments	3,957	0
Maturity of investments	58,600	84,500
Net cash provided by investing activities	31,794	32,145
Cash flows from financing activities:
Proceeds from issuance of Class A common stock - stock option exercise	7	6
Proceeds from issuance of Class A common stock - employee stock purchase plan	231	182
Payments on finance lease obligations	(29)	(27)
Net cash provided by financing activities	209	161
Net decrease in cash, cash equivalents and restricted cash	(2,241)	(3,278)
Cash, cash equivalents and restricted cash at beginning of period	24,569	27,348
Cash, cash equivalents and restricted cash at end of period	22,328	24,070
Supplemental disclosure of cash flow information
Cash paid for interest	27	29
Supplemental disclosure of non-cash investing activities
Obtaining a right of operating assets in exchange for lease liability	0	151
Purchases of property and equipment in accounts payable and accrued expenses	$ 28	$ 204

Accrued expenses and other current liabilities - Narrative (Details) - Operational Efficiency Program $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2024 USD ($)	Sep. 30, 2024 USD ($)
Restructuring Cost and Reserve [Line Items]
Restructuring related charges	$ 0.6
Payments for restructuring	0.2	$ 0.2
Remaining restructuring payments	$ 0.4	$ 0.4

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Stock-based compensation - Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 929	$ 1,251	$ 3,185	$ 3,728
Cost of revenue
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	142	159	437	502
Research and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	123	135	395	398
Sales and marketing
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	98	119	325	385
General and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 566	$ 838	$ 2,028	$ 2,443

Prepaid expenses and other current assets (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Prepaid Expense and Other Assets, Current [Abstract]
Prepaid insurance	$ 28	$ 1,282
Contract asset	228	51
Deposits	638	667
Other receivables	174	137
Prepaid financing fees	290	292
Other	751	440
Prepaid expenses and other current assets	$ 2,109	$ 2,869

Leases (Tables)

9 Months Ended

Sep. 30, 2024

Leases [Abstract]

Schedule of Supplemental Cash Flow Information and Lease Expense

Supplemental cash flow information related to leases is as follows (in thousands):


	Nine Months Ended September 30,
	2024		2023
Cash paid for amounts included in measurement of lease liabilities:
Operating cash outflows - payments on operating leases	$	997	$	956
Operating cash outflows - payments on financing leases	$	27	$	29
Financing cash outflows - payments on financing leases	$	29	$	27
Right-of-use assets obtained in exchange for new lease obligations:
Investing non-cash activities - establishment of right of use operating assets	$	—	$	151

The components of lease expense were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024	2023
Operating lease cost	$	305	$	314	914	899
Financing lease cost - amortization of right-of-use asset	11		12		36	37
Financing lease cost - interest on lease liability	10		9		27	29
Variable lease cost	234		172		675	522
Total lease cost	$	560	$	507	1,652	1,487

Schedule of Supplemental Balance Sheet Information

Supplemental balance sheet information related to the Company’s operating and financing leases is as follows (in thousands):


	September 30, 2024			December 31, 2023
Operating Leases:
Operating lease assets	$	5,245		$	5,972

Operating lease liabilities, short-term	$	1,148		$	1,090
Operating lease liabilities, long-term	5,083			5,952
Total operating lease liabilities	$	6,231		$	7,042

Financing Leases:
Office furniture and fixtures	$	386		$	386
Accumulated depreciation	(211)			(118)
Net property, plant and equipment	$	175		$	268

Lease liabilities, short-term	$	46		$	42
Lease liabilities, long-term	177			262
Total financing lease liabilities	$	223		$	304

Weighted-average remaining lease term - operating leases (in years):	4.79			5.54
Weighted-average remaining lease term - financing leases (in years):	4.75			5.50
Weighted-average discount rate - operating leases:	3.8		%	3.8		%
Weighted-average discount rate - financing leases:	12.0		%	12.0		%

Schedule of Operating Lease Liability Maturities

Maturities of the Company’s operating lease liabilities as of September 30, 2024 were as follows (in thousands):


	Operating Lease Maturities
2024 (excluding the nine months ended September 30)	$	337
2025	1,368
2026	1,401
2027	1,435
2028	1,469
Thereafter	804
Total lease payments	$	6,814
Less imputed interest	(583)
Total present value of lease liabilities	$	6,231

Schedule of Finance Lease Liability Maturities

Maturities of the Company’s financing lease liability as of September 30, 2024 were as follows (in thousands):


	Financing Lease Maturities
2024 (excluding the nine months ended September 30)	$	18
2025	75
2026	75
2027	75
2028	75
Thereafter	38
Total lease payments	$	356
Less imputed interest	(133)
Total present value of lease liabilities	$	223

Common stock and common stock warrants (Tables)

9 Months Ended

Sep. 30, 2024

Common Stock And Common Stock Warrants [Abstract]

Schedule of Outstanding Common Stock Warrants

Outstanding warrants to purchase common stock consisted of the following:


	September 30, 2024
Issuance date	Contractual term	Balance sheet classification	Shares of common stock issuable upon exercise of warrant	Weighted average exercise price
	(in years)
July 24, 2017	10	Equity	16,954	$	293.42
April 12, 2018	10	Equity	30,000	$	1.00
July 14, 2021 *	10	Equity	975,109	$	1.46
			1,022,063


	December 31, 2023
Issuance date	Contractual term	Balance sheet classification	Shares of common stock issuable upon exercise of warrant	Weighted average exercise price
	(in years)
July 24, 2017	10	Equity	17,194	$	292.81
April 12, 2018	10	Equity	30,000	$	1.00
July 14, 2021 *	10	Equity	975,109	$	1.46
			1,022,303

____________________________

Condensed consolidated balance sheets - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 22,044	$ 24,285
Short-term investments	38,788	67,768
Accounts receivable	3,740	5,532
Inventory	21,253	19,961
Prepaid expenses and other current assets	2,109	2,869
Total current assets	87,934	120,415
Property and equipment, net	11,563	12,832
Right-of-use assets, net	5,420	6,240
Long-term investments	0	2,911
Other long-term assets	642	770
Restricted cash	284	284
Total assets	105,843	143,452
Current liabilities:
Accounts payable	2,329	1,973
Accrued expenses and other current liabilities	7,038	9,907
Deferred revenue	5,360	5,974
Lease liabilities, short-term	1,193	1,132
Total current liabilities	15,920	18,986
Lease liabilities, long-term	5,261	6,214
Other long-term liabilities	289	263
Total liabilities	21,470	25,463
Commitments and contingencies (Note 14)
Stockholders’ equity:
Preferred stock, $0.01 par value: 10,000,000 shares authorized at September 30, 2024 and December 31, 2023; zero shares issued and outstanding at September 30, 2024 and December 31, 2023	0	0
Additional paid-in capital	549,468	546,051
Accumulated deficit	(465,608)	(428,385)
Accumulated other comprehensive loss	83	(101)
Total stockholders’ equity	84,373	117,989
Total liabilities and stockholders’ equity	105,843	143,452
Class A Common stock
Stockholders’ equity:
Common stock	377	371
Class B Common stock
Stockholders’ equity:
Common stock	$ 53	$ 53

Inventory - Schedule of Inventory (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Raw materials	$ 11,544	$ 12,873
Work in process	277	150
Finished goods	9,432	6,938
Total	$ 21,253	$ 19,961

Summary of significant accounting policies - Narrative (Details)	3 Months Ended		9 Months Ended
	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) segment	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)
Accounting Policies [Line Items]
Cash held in banks outside of the US	$ 100,000		$ 100,000		$ 100,000
Guaranteed investment certificates	284,000		284,000		284,000
Allowance for doubtful accounts for expected credit losses	0		0		0
Software development costs, net of amortization	1,600,000		1,600,000		1,400,000
Amortization of software development costs	1,000,000.0		1,000,000.0		700,000
Software development amortization expense	100,000	$ 300,000	$ 100,000	$ 300,000
Product warranty term			1 year
Number of operating segments \| segment			1
Number of reportable segments \| segment			1
Contract assets	200,000		$ 200,000		100,000
Non-current deferred revenue	0		0		0
Current deferred revenue	5,360,000		5,360,000		$ 5,974,000
Revenue recognized which was included in deferred revenue in prior period	1,200,000	1,200,000	3,900,000	3,300,000
Advertising costs	$ 100,000	$ 100,000	$ 200,000	$ 200,000
Software Development
Accounting Policies [Line Items]
Amortization period of capitalized software costs	5 years		5 years

Property and equipment, net - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Property plant and equipment, gross	$ 27,995	$ 27,142
Less: Accumulated depreciation	(16,432)	(14,310)
Property plant and equipment, net	11,563	12,832
Manufacturing and laboratory equipment
Property, Plant and Equipment [Line Items]
Property plant and equipment, gross	14,431	13,750
Computer hardware and software
Property, Plant and Equipment [Line Items]
Property plant and equipment, gross	2,139	1,960
Office furniture and fixtures
Property, Plant and Equipment [Line Items]
Property plant and equipment, gross	623	589
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property plant and equipment, gross	8,998	8,551
Construction-in-process
Property, Plant and Equipment [Line Items]
Property plant and equipment, gross	$ 1,804	$ 2,292

Prepaid expenses and other current assets

9 Months Ended

Sep. 30, 2024

Prepaid Expense and Other Assets, Current [Abstract]

Prepaid expenses and other current assets

Prepaid expenses and other current assets consisted of the following (in thousands):


	September 30,		December 31,
	2024		2023
Prepaid insurance	$	28	$	1,282
Contract asset	228		51
Deposits	638		667
Other receivables	174		137
Prepaid financing fees	290		292
Other	751		440
	$	2,109	$	2,869

Stock-based compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended				3 Months Ended		9 Months Ended
	Mar. 31, 2024	Feb. 29, 2024	May 31, 2023	Jul. 31, 2021	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Share-based compensation
Intrinsic value of stock options exercised							$ 100
Weighted average grant-date fair value of stock options granted (in dollars per share)						$ 0.49	$ 0.48	$ 0.59
Options granted (in shares)					0		952,470
Stock-based compensation expense					$ 929	$ 1,251	$ 3,185	$ 3,728
Granted (in dollars per share)							$ 0.93
Unrecognized compensation expense					$ 2,300		$ 2,300
Restricted Stock Units (RSUs)
Share-based compensation
Vesting period							3 years
Weighted average grant-date fair value per share of units granted (in dollars per share)					$ 0.78	$ 0.97	$ 0.93	$ 1.22
Units granted (in shares)							1,157,765
Weighted average recognition period							1 year 9 months 18 days
Unrecognized compensation expense related to units					$ 1,900		$ 1,900
Share-Based Payment Arrangement, Option
Share-based compensation
Weighted average recognition period							1 year 6 months
Class A Common stock
Share-based compensation
Shares available for future issuance (in shares)					23,915,460		23,915,460
2010 Plan
Share-based compensation
Shares authorized (in shares)					0		0
2021 Plan
Share-based compensation
Shares authorized (in shares)					4,551,792		4,551,792
Plan term				10 years
2021 Plan \| Class A Common stock
Share-based compensation
Shares authorized (in shares)				4,200,000
Percentage of aggregate number of shares outstanding				5.00%
Maximum number of shares issuable upon exercise of stock option (in shares)				33,900,000
2021 ESPP
Share-based compensation
Plan term				10 years
Stock-based compensation expense					$ 100	$ 100	$ 100	$ 100
2021 ESPP \| Employee Stock
Share-based compensation
Maximum percentage of payroll deduction				15.00%
Offering period				6 months
Maximum shares available for purchase per employee (in shares)				100,000
Maximum value of shares available for purchase per employee				$ 25
Discount percentage from market price				85.00%
2021 ESPP \| Class A Common stock
Share-based compensation
Shares authorized (in shares)				400,000
Percentage of aggregate number of shares outstanding				1.00%
Maximum number of shares issuable upon exercise of stock option (in shares)				6,300,000
Shares purchased under plan (in shares)							287,217
Shares available for future issuance (in shares)					956,940		956,940
2023 Inducement Plan
Share-based compensation
Options granted (in shares)			220,000
Granted (in dollars per share)			$ 0.83
Shares available for issuance under plan (in shares)					0		0
2023 Inducement Plan \| Vice President, Legal
Share-based compensation
Options granted (in shares)	150,000
Granted (in dollars per share)	$ 0.99
2023 Inducement Plan \| Restricted Stock Units (RSUs)
Share-based compensation
Units granted (in shares)			110,000
2023 Inducement Plan \| Restricted Stock Units (RSUs) \| Vice President, Legal
Share-based compensation
Units granted (in shares)	75,000
2023 Inducement Plan \| Class A Common stock
Share-based compensation
Shares available for future issuance (in shares)			330,000
Additional shares authorized (in shares)		225,000

Net loss per share - Schedule of Basic and Diluted Net Loss per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Numerator:
Net loss	$ (11,323)	$ (12,578)	$ (13,322)	$ (13,392)	$ (14,016)	$ (13,887)	$ (37,223)	$ (41,295)
Denominator:
Weighted average common shares outstanding - basic (in shares)	43,668,656			43,080,095			43,510,911	42,985,184
Weighted average common shares outstanding - diluted (in shares)	43,668,656			43,080,095			43,510,911	42,985,184
Net loss per share attributable to common stockholders - basic (in dollars per share)	$ (0.26)			$ (0.31)			$ (0.86)	$ (0.96)
Net loss per share attributable to common stockholders - diluted (in dollars per share)	$ (0.26)			$ (0.31)			$ (0.86)	$ (0.96)
Class A Common stock
Denominator:
Weighted average common shares outstanding - basic (in shares)	38,359,127			37,770,566			38,201,382	37,539,885
Weighted average common shares outstanding - diluted (in shares)	38,359,127			37,770,566			38,201,382	37,539,885
Net loss per share attributable to common stockholders - basic (in dollars per share)	$ (0.26)			$ (0.31)			$ (0.86)	$ (0.96)
Net loss per share attributable to common stockholders - diluted (in dollars per share)	$ (0.26)			$ (0.31)			$ (0.86)	$ (0.96)
Class B Common stock
Denominator:
Weighted average common shares outstanding - basic (in shares)	5,309,529			5,309,529			5,309,529	5,445,299
Weighted average common shares outstanding - diluted (in shares)	5,309,529			5,309,529			5,309,529	5,445,299
Net loss per share attributable to common stockholders - basic (in dollars per share)	$ (0.26)			$ (0.31)			$ (0.86)	$ (0.96)
Net loss per share attributable to common stockholders - diluted (in dollars per share)	$ (0.26)			$ (0.31)			$ (0.86)	$ (0.96)

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

+ Details

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References

+ Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Summary of significant accounting policies (Tables)

9 Months Ended

Sep. 30, 2024

Accounting Policies [Abstract]

Schedule of Concentration Risk

The following table presents customers that represented 10% or more of the Company’s total revenue:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Customer A	21.0	%	*		11.6	%	*
Customer B	*		14.7	%	14.1	%	18.2	%
Customer C	*		11.4	%	*		*
Customer D	*		10.2	%	*		*
	21.0	%	36.3	%	25.7	%	18.2	%

The following table presents customers that represented 10% or more of the Company’s accounts receivable:


	September 30,		December 31,
	2024		2023
Customer E	12.8	%	21.4	%
Customer F	12.5	%	*
Customer G	12.3	%	*
Customer H	*		16.4	%
Customer I	*		12.4	%
Customer B	*		10.7	%

	37.6	%	60.9	%

____________________________

*less than 10%

Schedule of Product Warranties

The following table presents a summary of changes in the amount reserved for warranty cost (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Balance, beginning of period	$	520	$	526	$	689	$	872
Warranty provisions	—		171		—		171
Warranty repairs	—		—		(169)		(346)
Balance, end of period	$	520	$	697	$	520	$	697

Schedule of Disaggregated Revenue

The following table presents the Company’s revenue by the recurring or non-recurring nature of the revenue stream (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Product and service revenue — recurring	$	3,675	$	3,410	$	11,262	$	10,255
Product and service revenue — non-recurring	3,929		2,735		8,571		5,927
Total revenue	$	7,604	$	6,145	$	19,833	$	16,182

The following table presents the Company’s revenue by customer geography (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
United States	$	3,423	$	2,665	$	8,232	$	6,987
Switzerland	1,357		1,058		3,932		2,991
Germany	923		478		2,358		1,392
Japan	227		167		1,399		1,621
All other countries	1,674		1,777		3,912		3,191
Total revenue	$	7,604	$	6,145	$	19,833	$	16,182

Summary of significant accounting policies - Schedule of Product Warranties (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Movement in Standard Product Warranty Accrual [Roll Forward]
Balance, beginning of period	$ 520	$ 526	$ 689	$ 872
Warranty provisions	0	171	0	171
Warranty repairs	0	0	(169)	(346)
Balance, end of period	$ 520	$ 697	$ 520	$ 697

Summary of significant accounting policies - Schedule of Disaggregated Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Disaggregation of Revenue [Line Items]
Total revenue	$ 7,604	$ 6,145	$ 19,833	$ 16,182
United States
Disaggregation of Revenue [Line Items]
Total revenue	3,423	2,665	8,232	6,987
Switzerland
Disaggregation of Revenue [Line Items]
Total revenue	1,357	1,058	3,932	2,991
Germany
Disaggregation of Revenue [Line Items]
Total revenue	923	478	2,358	1,392
Japan
Disaggregation of Revenue [Line Items]
Total revenue	227	167	1,399	1,621
All other countries
Disaggregation of Revenue [Line Items]
Total revenue	1,674	1,777	3,912	3,191
Product and Service Revenue \| Product and service revenue — recurring
Disaggregation of Revenue [Line Items]
Total revenue	3,675	3,410	11,262	10,255
Product and Service Revenue \| Product and service revenue — non-recurring
Disaggregation of Revenue [Line Items]
Total revenue	$ 3,929	$ 2,735	$ 8,571	$ 5,927

Nature of the business and basis of presentation	9 Months Ended
Nature of the business and basis of presentation	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of the business and basis of presentation	Nature of the business and basis of presentation Rapid Micro Biosystems, Inc. (the “Company”) was incorporated under the laws of the State of Delaware on December 29, 2006. The Company develops, manufactures, markets and sells Growth Direct systems (“Systems”) proprietary consumables, laboratory information management system (“LIMS”) connection software, and services to address rapid microbial analysis used for quality control in the manufacture of pharmaceuticals, medical devices and personal care products. The Company’s technology uses a highly sensitive camera and the natural auto fluorescence of living cells to identify and quantify microbial growth faster and more accurately than the traditional method, which relies on the human eye. The Company currently sells to customers in North America, Europe and the Asia-Pacific region. The Company is headquartered in Lexington, Massachusetts. Basis of presentation These condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and include the accounts of the Company and its wholly owned subsidiaries in Germany and Switzerland. All intercompany accounts and transactions have been eliminated in consolidation. Certain information and note disclosures normally included in the consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company’s audited consolidated financial statements for the year ended December 31, 2023. Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Update (“ASU”) of the Financial Accounting Standards Board (“FASB”). The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of September 30, 2024 and the results of its operations and its cash flows for the three and nine months ended September 30, 2024 and 2023. The financial data and other information disclosed in these notes related to the three and nine months ended September 30, 2024 and 2023 are also unaudited. The results for the three and nine months ended September 30, 2024 are not necessarily indicative of results to be expected for the year ending December 31, 2024, any other interim periods, or any future year or period. Liquidity The Company has incurred recurring losses and net cash outflows from operations since its inception. The Company expects to continue to generate operating losses for the foreseeable future. The Company expects that its existing cash and cash equivalents and investments will be sufficient to fund its operating expenses and capital expenditure requirements for at least twelve months following the date these unaudited interim condensed consolidated financial statements were issued.

Leases - Schedule of Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Operating Leases:
Operating lease assets	$ 5,245	$ 5,972
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Right-of-use assets, net	Right-of-use assets, net
Operating lease liabilities, short-term	$ 1,148	$ 1,090
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration]	Lease liabilities, short-term	Lease liabilities, short-term
Operating lease liabilities, long-term	$ 5,083	$ 5,952
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Lease liabilities, long-term	Lease liabilities, long-term
Total operating lease liabilities	$ 6,231	$ 7,042
Financing Leases:
Office furniture and fixtures	386	386
Accumulated depreciation	(211)	(118)
Net property, plant and equipment	$ 175	$ 268
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Right-of-use assets, net	Right-of-use assets, net
Lease liabilities, short-term	$ 46	$ 42
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Lease liabilities, short-term	Lease liabilities, short-term
Lease liabilities, long-term	$ 177	$ 262
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Lease liabilities, long-term	Lease liabilities, long-term
Total financing lease liabilities	$ 223	$ 304
Weighted-average remaining lease term - operating leases (in years):	4 years 9 months 14 days	5 years 6 months 14 days
Weighted-average remaining lease term - financing leases (in years):	4 years 9 months	5 years 6 months
Weighted-average discount rate - operating leases:	3.80%	3.80%
Weighted-average discount rate - financing leases:	12.00%	12.00%

Summary of significant accounting policies (Policies)	9 Months Ended
Summary of significant accounting policies (Policies)	Sep. 30, 2024
Accounting Policies [Abstract]
Basis of presentation	Basis of presentation These condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and include the accounts of the Company and its wholly owned subsidiaries in Germany and Switzerland. All intercompany accounts and transactions have been eliminated in consolidation. Certain information and note disclosures normally included in the consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company’s audited consolidated financial statements for the year ended December 31, 2023. Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Update (“ASU”) of the Financial Accounting Standards Board (“FASB”). The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of September 30, 2024 and the results of its operations and its cash flows for the three and nine months ended September 30, 2024 and 2023. The financial data and other information disclosed in these notes related to the three and nine months ended September 30, 2024 and 2023 are also unaudited. The results for the three and nine months ended September 30, 2024 are not necessarily indicative of results to be expected for the year ending December 31, 2024, any other interim periods, or any future year or period.
Use of estimates	Use of estimates The preparation of the Company’s condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of revenue and expenses during the reporting periods. Significant estimates and assumptions reflected in these condensed consolidated financial statements include, but are not limited to, calculating the standalone selling price for revenue recognition, the valuation of inventory, and the valuation of stock-based awards. The Company bases its estimates on historical experience, known trends and other market-specific and relevant factors that it believes to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates when there are changes in circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Actual results could differ from those estimates.
Risk of concentrations of credit, significant customers and significant suppliers	Risk of concentrations of credit, significant customers and significant suppliers Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents, short-term and long-term investments and accounts receivable. The Company maintains its cash and cash equivalents and investments with financial institutions that management believes to be of high credit quality, and does not believe that it is subject to unusual credit risk beyond the credit risk associated with commercial banking relationships.
Cash and cash equivalents	Cash and cash equivalents The Company considers all highly liquid investments with an original maturity of 90 days or less at the time of purchase to be cash equivalents. Cash equivalents that are readily convertible to cash are stated at cost, which approximates fair value.
Restricted cash	Restricted cash As of both September 30, 2024 and December 31, 2023, the Company was required to maintain guaranteed investment certificates of $0.3 million with maturities of three months to one year that are subject to an insignificant risk of changes in value. The guaranteed investment certificates are held for the benefit of the landlord in connection with operating leases which have remaining terms of greater than one year and are classified as restricted cash (non-current) on the Company’s condensed consolidated balance sheets.
Accounts receivable	Accounts receivable Accounts receivable are customer obligations that are unconditional. Accounts receivable are presented net of an allowance for doubtful accounts for expected credit losses, which represents an estimate of amounts that may not be collectible. The Company performs ongoing credit evaluations of its customers and, if necessary, provides an allowance for doubtful accounts and expected credit losses. A provision to the allowance for doubtful accounts for expected credit losses is recorded based on factors including the length of time the receivables are past due, the current business environment, the geographic market, and the Company’s historical experience. Provisions to the allowance for doubtful accounts for expected credit losses are recorded to general and administrative expenses in the consolidated statements of operations. The Company writes off accounts receivable against the allowance when it determines a balance is uncollectible and no longer actively pursues collection of the receivable.
Software Development Costs	Software Development Costs The Company accounts for software development costs for internal-use software under the provisions of ASC 350-40, “Internal-Use Software” (“ASC 350”). Accordingly, certain costs to develop internal-use computer software are capitalized, provided these costs are expected to be recoverable.
Fair value measurements	Fair value measurements Certain assets and liabilities of the Company are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: •Level 1—Quoted prices in active markets for identical assets or liabilities. •Level 2—Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. •Level 3—Unobservable inputs that are supported by little or no market activity that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. The Company’s cash equivalents, short-term and long-term investments are carried at fair value, determined according to the fair value hierarchy described above (see Note 3). The carrying values of the Company’s accounts receivable, prepaid expenses and other current assets, accounts payable and accrued expenses and other current liabilities approximate their fair values due to the short-term nature of these assets and liabilities.
Product warranties	Product warranties The Company offers a one-year limited assurance warranty on System sales, which is included in the selling price. The accrual for these warranty obligations is included in accrued expenses and other current liabilities in the condensed consolidated balance sheets.
Segment information	Segment information The Company determined its operating segment after considering the Company’s organizational structure and the information regularly reviewed and evaluated by the Company’s chief operating decision maker (“CODM”) in deciding how to allocate resources and assess performance. The Company has determined that its CODM is its Chief Executive Officer. The CODM reviews the financial information on a consolidated basis for purposes of evaluating financial performance and allocating resources. On the basis of these factors, the Company determined that it operates and manages its business as one operating segment, that develops, manufactures, markets and sells Systems and related LIMS connection software, consumables and services; and accordingly has one reportable segment for financial reporting purposes. Substantially all of the Company’s long-lived assets are held in the United States.
Revenue recognition	Revenue recognition Remaining performance obligations The Company does not disclose the value of remaining performance obligations for (i) contracts with an original contract term of one year or less, (ii) contracts for which the Company recognizes revenue at the amount to which it has the right to invoice when that amount corresponds directly with the value of services performed, and (iii) variable consideration allocated entirely to a wholly unsatisfied performance obligation or to a wholly unsatisfied distinct service that forms part of a single performance obligation. The Company does not have material remaining performance obligations associated with contracts with terms greater than one year. Contract balances from contracts with customers Contract assets arise from customer arrangements when revenue recognized exceeds the amount billed to the customer and the Company’s right to payment is conditional and not only subject to the passage of time. The Company had $0.2 million and $0.1 million in contract assets as of September 30, 2024 and December 31, 2023, respectively, included in prepaid expenses and other current assets. Contract liabilities represent the Company’s obligation to transfer goods or services to a customer for which it has received consideration (or the amount is due) from the customer. The Company has a contract liability related to service revenue, which consists of amounts that have been invoiced but that have not been recognized as revenue. Amounts expected to be recognized as revenue within 12 months of the balance sheet date are classified as current deferred revenue and amounts expected to be recognized as revenue beyond 12 months of the balance sheet date are classified as non-current deferred revenue. The Company did not record any non-current deferred revenue as of September 30, 2024 or December 31, 2023. Deferred revenue was $5.4 million and $6.0 million at September 30, 2024 and December 31, 2023, respectively. Revenue recognized during each of the three months ended September 30, 2024 and 2023 that was included in deferred revenue at the prior period-end was $1.2 million. Revenue recognized during the nine months ended September 30, 2024 and 2023 that was included in deferred revenue at the prior period-end was $3.9 million and $3.3 million, respectively. Disaggregated revenue The Company disaggregates revenue based on the recurring and non-recurring nature of the underlying sale. Recurring revenue includes sales of consumables and service contracts. The Company considers these to be recurring revenues because customers typically place purchase orders on a periodic basis as they use their Growth Direct system(s) over time. These arrangements typically contain a single performance obligation and thus the entire consideration to which the Company is entitled is allocated entirely to that performance obligation. Non-recurring revenue includes sales of systems, LIMS connection software, validation services, and field services, and typically contains multiple performance obligations. The Company considers these to be non-recurring revenues because customers typically place single purchase orders for a bundle of products and services on a one-time or infrequent basis. For these arrangements, significant judgment is applied in identifying the distinct performance obligations, determination of the transaction price, transaction price allocation, and determination of standalone selling price for each of the distinct performance obligations.
Advertising costs	Advertising costs Advertising costs are expensed as incurred and are included in sales and marketing expenses in the condensed consolidated statements of operations.
Stock-based compensation	Stock-based compensation The Company measures all stock-based awards granted to employees, officers and directors based on their fair value on the date of the grant and recognizes compensation expense for those awards over the requisite service period, which is generally the vesting period of the respective award. The Company issues stock-based awards with (i) service-based vesting conditions only and (ii) stock-based awards with both service-based and Company performance vesting conditions, and records the expense for these awards using the straight-line method. Forfeitures are accounted for prospectively as they occur. The Company measures all restricted stock units granted to employees based on the common stock value on the date of grant. The purchase price of the restricted stock is the common stock value on the date of grant.
Recently issued accounting pronouncements	Recently issued accounting pronouncements The Company qualifies as an “emerging growth company” as defined in the Jumpstart Our Business Startups ("JOBS") Act of 2012 and has elected not to “opt out” of the extended transition related to complying with new or revised accounting standards, which means that when a standard is issued or revised and it has different application dates for public and nonpublic companies, the Company will adopt the newer revised standard at the time nonpublic companies adopt the new or revised standard and will do so until such time that the Company either (i) irrevocably elects to “opt out” of such extended transition period or (ii) no longer qualifies as an emerging growth company. The Company may choose to early adopt any new or revised accounting standards whenever such early adoption is permitted for nonpublic companies. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures. The new standard requires enhanced disclosures about a public entity's reportable segments including more detailed information about a reportable segment's expenses. The amendments in this update apply to all public entities that are required to report segment information, and include those entities that have a single reportable segment. The amendments in this update are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact on its consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) - Improvements to Income Tax Disclosures. ASU 2023-09 provides more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. The amendments in this update are effective for annual periods beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact on its consolidated financial statements and related disclosures.
Leases	The Company determines if an arrangement is or contains a lease at inception, which is the date on which the terms of the contract are agreed to, and the agreement creates enforceable rights and obligations. Under ASC 842, a contract is or contains a lease when (i) explicitly or implicitly identified assets have been deployed in the contract and (ii) the customer obtains substantially all of the economic benefits from the use of that underlying asset and directs how and for what purpose the asset is used during the term of the contract. The Company also considers whether its service arrangements include the right to control the use of an asset. The Company made an accounting policy election not to recognize right-of-use ("ROU") assets and lease liabilities for leases with a term of twelve months or less. For all other leases, the Company recognizes ROU assets and lease liabilities based on the present value of lease payments over the lease term at the commencement date of the lease. Lease payments may include fixed rent escalation clauses or payments that depend on an index (such as the consumer price index). Subsequent changes to an index and any other periodic market-rate adjustments to base rent are recorded in variable lease expense in the period incurred. The ROU assets also include any initial direct costs incurred and lease payments made at or before the commencement date and are reduced by any lease incentives. The Company has made an accounting policy election to account for lease and non-lease components in its contracts as single lease components for all asset classes. The non-lease components typically represent additional services transferred to the Company, such as common area maintenance for real estate, which are variable in nature and recorded in variable lease expense in the period incurred. The Company uses its incremental borrowing rate which is the rate of interest the Company would have to pay to borrow on a collateralized basis over a similar term and amount in a similar economic environment to determine the present value of lease payments as the Company’s leases do not have a readily determinable implicit discount rate. Judgment is applied in assessing factors such as Company specific credit risk, lease term, nature, and quality of the underlying collateral, currency, and economic environment in determining the incremental borrowing rate to apply to each lease.

Net loss per share

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

Net loss per share

As of September 30, 2024, the Company had Class A common stock and Class B common stock. Both share classes have the same rights to the Company’s earnings and neither of the classes have any prior or senior rights to dividends to the other share class.

Basic and diluted net loss per share was calculated as follows (in thousands, except share and per share amounts):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Numerator:
Net loss	$	(11,323)	$	(13,392)	$	(37,223)	$	(41,295)
Denominator:
Weighted average Class A common shares outstanding—basic and diluted	38,359,127		37,770,566		38,201,382		37,539,885
Weighted average Class B common shares outstanding—basic and diluted	5,309,529		5,309,529		5,309,529		5,445,299
Total shares for EPS—basic and diluted	43,668,656		43,080,095		43,510,911		42,985,184
Net loss per share attributable to Class A common stockholders—basic and diluted	$	(0.26)	$	(0.31)	$	(0.86)	$	(0.96)
Net loss per share attributable to Class B common stockholders—basic and diluted	$	(0.26)	$	(0.31)	$	(0.86)	$	(0.96)

The Company’s potentially dilutive securities, which include stock options, restricted stock units, and common stock warrants, have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted average number of common shares outstanding used to calculate both basic and diluted net loss per share is the same. The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect:


	September 30,
	2024	2023
Options to purchase common stock	6,860,505	6,795,549
Unvested restricted common stock	2,107,248	1,782,401
Warrants to purchase common stock	286,084	286,324
Options to purchase common stock under ESPP	29,699	22,051
	9,283,536	8,886,325

Inventory (Tables)

9 Months Ended

Sep. 30, 2024

Inventory Disclosure [Abstract]

Schedule of Inventory

Inventory consisted of the following (in thousands):


	September 30,		December 31,
	2024		2023
Raw materials	$	11,544	$	12,873
Work in process	277		150
Finished goods	9,432		6,938
Total	$	21,253	$	19,961

Condensed consolidated statements of comprehensive loss - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Statement of Comprehensive Income [Abstract]
Net loss	$ (11,323)	$ (13,392)	$ (37,223)	$ (41,295)
Other comprehensive income (loss):
Unrealized gain on investments, net of tax	108	242	184	656
Comprehensive loss	$ (11,215)	$ (13,150)	$ (37,039)	$ (40,639)

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Fair value of financial assets and liabilities

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

Fair value of financial assets and liabilities


	Fair value measurements as of September 30, 2024
	Level 1		Level 2		Level 3		Total
Assets
Cash equivalents	$	14,293	$	—	$	—	$	14,293
Short-term investments	38,788		—		—		38,788
	$	53,081	$	—	$	—	$	53,081


	Fair value measurements as of December 31, 2023
	Level 1		Level 2		Level 3		Total
Assets
Cash equivalents	$	20,306	$	—	$	—	$	20,306
Short-term investments	62,625		5,143		—		67,768
Long-term investments	2,911		—		—		2,911
	$	85,842	$	5,143	$	—	$	90,985

During the three and nine months ended September 30, 2024 and 2023, there were no transfers in or out of Level 3.

Valuation of short-term and long-term investments

U.S. Treasury bills and notes included in short-term and long-term investments were valued by the Company using quoted prices in active markets for identical securities, which represents a Level 1 measurement within the fair value hierarchy. The Company's certificates of deposit included in short-term and long-term investments were valued using quoted prices for similar assets in active markets (or identical assets in inactive markets), which represent a Level 2 measurement within the fair value hierarchy.

- 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/exampleRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 107
-Publisher FASB
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Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
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-Section 55
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-URI https://asc.fasb.org/1943274/2147482078/820-10-55-100

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
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-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(3)
-Publisher FASB
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 2E
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-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2E

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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
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-Name Accounting Standards Codification
-Section 50
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478119/940-820-50-1

+ Details

Stock-based compensation

9 Months Ended

Sep. 30, 2024

Share-Based Payment Arrangement [Abstract]

Stock-based compensation

2010 Stock Option and Grant Plan

The Company’s 2010 Stock Option and Grant Plan (the “2010 Plan”) provided for the Company to grant incentive stock options or nonqualified stock options, restricted stock awards and other stock-based awards to employees, officers, directors and consultants of the Company.

Following the effectiveness of the Company's IPO in July 2021, no additional awards are being granted under the 2010 Plan and shares of existing outstanding options that were issued under the 2010 Plan and are forfeited or canceled will be available for grant under the 2021 Incentive Award Plan.

2021 Incentive Award Plan

In July 2021, the board of directors adopted, and the Company’s stockholders approved, the 2021 Incentive Award Plan (the “2021 Plan”). The 2021 Plan provides for the grant of stock options, including incentive stock options and non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units, and other stock-based and cash-based awards. The 2021 Plan has a term of ten years. The aggregate number of shares of Class A common stock available for issuance under the 2021 Plan is equal to the sum of (i) 4,200,000 shares; (ii) any shares which are subject to the 2010 Plan awards that become available for issuance under the 2021 Plan; and (iii) an annual increase for ten years on the first day of each calendar year beginning on January 1, 2022, equal to the lesser of (A) 5% of the aggregate number of shares of Class A common stock outstanding on the last day of the immediately preceding calendar year and (B) such smaller amount of shares as determined by the board of directors. No more than 33,900,000 shares of Class A common stock may be issued under the 2021 Plan upon the exercise of incentive stock options. As of September 30, 2024, there were 4,551,792 shares available for issuance under the 2021 Plan.


	Three Months Ended September 30,			Nine Months Ended September 30,
	2024	2023		2024		2023
Risk-free interest rate	*	4.2	%	4.3	%	3.9	%
Expected term (in years)	*	6.1		5.9		6.0
Expected volatility	*	47.1	%	50.0	%	47.1	%
Expected dividend yield	*	0	%	0	%	0	%

*- No options granted in the respective period.

Stock options

The following table summarizes the Company’s stock option activity since December 31, 2023:


	Number of shares	Weighted average exercise price		Weighted average remaining contractual term	Aggregate intrinsic value
				(in years)	(in thousands)
Outstanding as of December 31, 2023	6,530,511	$	2.59	7.12	$	—
Granted	952,470	0.93
Exercised	(9,570)	0.75
Expired	(255,166)	4.96
Forfeited	(357,740)	1.67
Outstanding as of September 30, 2024	6,860,505	$	2.32	6.51	$	155
Options vested and expected to vest as of September 30, 2024	6,860,505	$	2.32	6.51	$	155
Options exercisable as of September 30, 2024	4,694,428	$	2.59	5.54	$	132

The aggregate intrinsic value of options is calculated as the difference between the exercise price of the stock options and the fair value of the Company’s Class A common stock for those options that had exercise prices lower than such fair value.

The intrinsic value of stock options exercised the nine months ended September 30, 2024 was less than $0.1 million.

The weighted average grant-date fair value per share of stock options granted during the three months ended September 30, 2023 was $0.49, and during the nine months ended September 30, 2024 and 2023 was $0.48 and $0.59, respectively. No options were granted in the three months ended September 30, 2024.

Restricted stock units

Restricted stock unit grants to employees typically have a three-year service-based vesting term in which vesting occurs annually on the anniversary of the grant date. During the nine months ended September 30, 2024, the Company granted restricted stock units with service-based vesting conditions only. The Company expenses the fair value of the restricted stock units over the expected vesting period and accounts for forfeitures prospectively as they occur.

The following table summarizes the Company's restricted stock units activity since December 31, 2023:


	Number of shares	Weighted average fair value

Unvested as of December 31, 2023	1,681,760	$	2.28
Granted	1,157,765	$	0.93
Vested	(459,024)	$	3.11
Forfeited	(273,253)	$	1.61
Unvested as of September 30, 2024	2,107,248	$	1.44

The weighted average grant-date fair value per share of restricted stock units granted during the three months ended September 30, 2024 and 2023 was $0.78 and $0.97, respectively, and during the nine months ended September 30, 2024 and 2023 was $0.93 and $1.22, respectively.

2021 Employee Stock Purchase Plan

In July 2021, the board of directors adopted, and the Company’s stockholders approved, the 2021 Employee Stock Purchase Plan (the “2021 ESPP”), which became effective in connection with the IPO of Class A common stock. The aggregate number of shares of Class A common stock available for issuance under the 2021 ESPP is equal to (i) 400,000 shares and (ii) an annual increase for ten years on the first day of each calendar year beginning on January 1, 2022, equal to the lesser of (A) 1% of the aggregate number of shares of Class A common stock outstanding on the last day of the immediately preceding calendar year and (B) such smaller amount of shares as determined by the board of directors. No more than 6,300,000 shares of Class A common stock may be issued under the 2021 ESPP.

Under the 2021 ESPP, eligible employees may purchase shares of the Company’s common stock through payroll deductions of up to 15% of eligible compensation during an offering period. Generally, each offering period will be for 6 months as determined by the Company's board of directors. In no event may an employee purchase more than 100,000 shares per offering period based on the closing price on the first trading date of an offering period or the last trading date of an offering period, or more than $25,000 worth of stock during any calendar year. The purchase price for shares to be purchased under the 2021 ESPP is 85% of the lesser of the market price of the Company's common stock on the first trading date of an offering period or on any purchase date during an offering period (March 14 or September 14).

During the nine months ended September 30, 2024, there were 287,217 shares of Class A common stock purchased under the 2021 ESPP. The Company recognized less than $0.1 million of expense related to the 2021 ESPP for each of the three and nine months ended September 30, 2024 and 2023. As of September 30, 2024, 956,940 shares were available for future issuance under the 2021 ESPP.

The Company estimates the fair value of shares issued to employees under the 2021 ESPP using the Black-Scholes option-pricing model. The following weighted average assumptions were used in the calculation of fair value of shares under the 2021 ESPP at the grant date for both the nine months ended September 30, 2024 and 2023:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Risk-free interest rate	4.6	%	5.5	%	5.0	%	5.3	%
Expected term (in years)	0.5		0.5		0.5		0.5
Expected volatility	42.6	%	47.7	%	46.0	%	47.8	%
Expected dividend yield	0	%	0	%	0	%	0	%

2023 Inducement Plan

In May 2023, the board of directors adopted the 2023 Inducement Plan (the “Inducement Plan”) pursuant to which the Company reserved 330,000 shares of Class A common stock to be used exclusively for grants of equity-based awards to individuals who were not previously employees or directors of the Company as an inducement material to the individual’s entry into employment with the Company within the meaning of Rule 5635(c)(4) of the Nasdaq Listing Rules. The Inducement Plan provides for the grant of equity-based awards in the form of nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, and dividend equivalent rights. The Inducement Plan was adopted by the board of directors without stockholder approval pursuant to Rule 5635(c)(4) of the Nasdaq Listing Rules.

In May 2023, pursuant to the Inducement Plan, the Company granted inducement awards to the Company's Senior Vice President, Sales & Marketing, in the form of an option to purchase 220,000 shares of the Company's Class A common stock, with an exercise price per share of $0.83, and 110,000 restricted stock units. The option and restricted stock unit awards were granted as inducements material to the commencement of employment with the Company in accordance with Nasdaq Listing Rule 5635(c)(4).

In February 2024, the Company amended its Inducement Plan to reserve an additional 225,000 shares of its Class A common stock. The amendment was adopted by the compensation committee of the board of directors, without stockholder approval pursuant to Rule 5635(c)(4) of the Nasdaq Listing Rules.

In March 2024, pursuant to the Inducement Plan as amended, the Company granted inducement awards to the Company's Vice President, Legal, in the form of an option to purchase 150,000 shares of the Company's Class A common

stock, with an exercise price per share of $0.99, and 75,000 restricted stock units. The option and restricted stock unit awards were granted as inducements material to the commencement of employment with the Company in accordance with Nasdaq Listing Rule 5635(c)(4).

As of September 30, 2024, no shares were available for future issuance under the Inducement Plan.

Stock-based compensation

Stock-based compensation expense was classified in the condensed consolidated statements of operations as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Cost of revenue	$	142	$	159	$	437	$	502
Research and development	123		135		395		398
Sales and marketing	98		119		325		385
General and administrative	566		838		2,028		2,443
Total stock-based compensation expense	$	929	$	1,251	$	3,185	$	3,728

As of September 30, 2024, total unrecognized compensation expense related to unvested stock options held by employees and directors was $2.3 million, which is expected to be recognized over a weighted average period of 1.5 years. Additionally, unrecognized compensation expense related to unvested restricted stock units held by employees and directors was $1.9 million, which is expected to be recognized over a weighted average period of 1.8 years.

Investments

9 Months Ended

Sep. 30, 2024

Investments, Debt and Equity Securities [Abstract]

Investments

Short-term and long-term investments by investment type consisted of the following (in thousands):


	September 30, 2024
	Amortized cost		Gross unrealized gains		Gross unrealized losses		Fair value
Short-term investments


U.S. Government Treasury Notes	$	38,705	$	83	$	—	$	38,788
	$	38,705	$	83	$	—	$	38,788


	December 31, 2023
	Amortized cost		Gross unrealized gains		Gross unrealized losses		Fair value
Short-term investments
Certificates of Deposit	$	5,164	$	—	$	(21)	$	5,143
U.S. Government Treasury Bills	16,184		9		—		16,193
U.S. Government Treasury Notes	46,536		42		(146)		46,432
	$	67,884	$	51	$	(167)	$	67,768
Long-term Investments
U.S. Government Treasury Notes - Maturity Up To Two Years	2,896		15		—		2,911
	$	2,896	$	15	$	—	$	2,911