Year Ended December 31,
2020 2019 2018
Tax benefit at federal statutory rate $ (4,971) $ (2,503) $ (2,292)
State taxes (465) (1,120) 222
Research and development credits (811) (693) (499)
Foreign operations taxed at different rates 2 1 (17)
Stock-based compensation 132 (3,606) (2,587)
Other nondeductible items 69 505 (3)
Executive compensation 24 872 838
Change in valuation allowance 6,359 6,561 4,301
Provision for (benefit from) income taxes $ 339 $ 17 $ (37)

Deferred income taxes reflect the net tax effects of (a) temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, and (b) operating losses and tax credit carryforwards.

~~138~~

Significant components of our deferred tax assets and liabilities are as follows (in thousands):

December 31,
2020 2019
Deferred tax assets:
Net operating losses $ 72,530 $ 68,422
Credits 9,914 8,494
Deferred revenues 1,080 468
Stock-based compensation 2,576 2,338
Reserves and accruals 1,914 1,545
Depreciation 1,115 1,358
Intangible assets 1,714 2,159
Capital losses 25 26
Unrealized gain/loss 400 406
Lease liability 5,626 5,974
Other assets 100 92
Total deferred tax assets: 96,994 91,282
Valuation allowance (92,126) (85,768)
Deferred tax liabilities:
Right-of-use assets (4,848) (5,514)
Other (52) (40)
Total deferred tax liabilities: (4,900) (5,554)
Net deferred tax liabilities $ (32) $ (40)


	December 31,
	2022		2021
Deferred tax assets:
Net operating losses	$	69,915	$	78,525
Credits	14,806		11,895
Deferred revenues	1,123		1,490
Stock-based compensation	4,967		3,946
Reserves and accruals	2,487		2,928
Depreciation	—		514
Intangible assets	866		1,356
Capital losses	413		26
R&D Capitalization	16,502		—
Unrealized gain/loss	1		418
Lease liability	9,586		11,206
Other assets	124		122
Total deferred tax assets:	120,790		112,426
Valuation allowance	(111,183)		(101,762)
Deferred tax liabilities:
Right-of-use assets	(8,624)		(10,373)
Property and Equipment	(736)		—
Other	(263)		(314)
Total deferred tax liabilities:	(9,623)		(10,687)
Net deferred tax liabilities	$	(16)	$	(23)

ASC 740 requires that the tax benefit of NOLs, temporary differences and credit carryforwards be recorded as an asset to the extent that management assesses that realization is ~~“more~~"more likely than not.”" Realization of the future tax benefits is dependent on our ability to generate sufficient taxable income within the carryforward period. Because of our history of operating losses, management believes that recognition of the deferred tax assets arising from the above-mentioned future tax benefits is currently not more likely than not to be realized and, accordingly, has provided a valuation allowance against our deferred tax assets. Accordingly, the net deferred tax assets in all our jurisdictions have been fully reserved by a valuation allowance. The net valuation allowance increased by $9.4 million during the year ended December 31, 2022, increased by $9.6 million during the year ended December 31, 2021, and increased by $6.4 million during the year ended December 31, ~~2020, increased by $6.5 million during the year ended December 31, 2019, and increased by $5.2 million during the year ended December 31, 2018.~~2020. At such time as it is determined that it is more likely than not that the deferred tax assets are realizable, the valuation allowance will be reduced.

The following table sets forth our federal, state and foreign NOL carryforwards and federal research and development tax credits as of December 31, ~~2020~~2022 (in thousands):


	December 31, ~~2020~~2022
	Amount		Expiration Years
~~Net operating losses, federal~~	$	~~224,475~~	~~2022-2037~~
Net operating losses, federal	$	~~82,931~~183,022	2026-2037
Net operating losses, federal	$	109,069	Do not expire
Net operating losses, state	$	~~127,317~~138,775	~~2028-2040~~2028-2041
Tax credits, federal	$	~~10,654~~16,228	~~2022-2040~~2023-2041
Tax credits, state	$	~~11,977~~17,168	Do not expire
~~Net operating losses, foreign~~	$	~~778~~	~~Various~~

~~139~~114

Current U.S. federal and California tax laws include substantial restrictions on the utilization of NOLs and tax credit carryforwards in the event of an ownership change of a corporation. Accordingly, the Company's ability to utilize NOLs and tax credit carryforwards may be limited as a result of such ownership ~~changes.~~changes. We performed an analysis in ~~2020~~2022 and determined that there was not a limitation that would result in the expiration of carryforwards before they are utilized.

Income tax expense or benefit from continuing operations is generally determined without regard to other categories of earnings, such as discontinued operations and other comprehensive income. An exception is provided in ASC 740 when there is aggregate income from categories other than continuing operations and a loss from continuing operations in the current year. In this case, the tax benefit allocated to continuing operations is the amount by which the loss from continuing operations reduces the tax expenses recorded with respect to the other categories of earnings, even when a valuation allowance has been established against the deferred tax assets. In instances where a valuation allowance is established against current year losses, income from other sources is considered when determining whether sufficient future taxable income exists to realize the deferred tax assets.

In 2014, we determined that the undistributed earnings ofof our India subsidiary will be repatriated to the United States, and accordingly, we have provided a deferred tax liability totaling ~~$0.1 million~~$16 thousand and $23 thousand as of December 31, ~~2020,~~2022 and 2021 respectively, for local taxes that would be incurred upon repatriation. We have not provided for U.S. federal and state income taxes on all of the remaining non-U.S. subsidiaries’ undistributed earnings as of December 31, 2020 as the remaining foreign jurisdictions are in an accumulative loss position.

We apply the provisions of ASC 740 to account for uncertain income ~~taxes.~~taxes. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands):


	December 31,
	2022		2021		2020
Balance at beginning of year	$	15,261	$	12,683	$	11,330
Additions based on tax positions related to current year	3,553		2,206		1,357
Additions to tax position of prior years	—		372		—
Reductions to tax position of prior years	(243)		—		(4)
Balance at end of year	$	18,571	$	15,261	$	12,683

December 31,
2020 2019 2018
Balance at beginning of year $ 11,330 $ 9,980 $ 9,422
Additions based on tax positions related to current year 1,357 1,362 1,087
Reductions to tax provision of prior years (4) (12) (529)
Balance at end of year $ 12,683 $ 11,330 $ 9,980

We recognize interest and penalties as a ~~component~~component of our income tax expense. Total interest and penalties recognized in the consolidated ~~statement~~statements of operations ~~was~~were $42 thousand, $61 thousand and $39 thousand ~~$32 thousand~~in 2022, 2021 and ~~$37 thousand, respectively, in~~ 2020, ~~2019 and 2018.~~respectively. Total penalties and interest recognized in the balance sheet was $0.5 million, $0.5 million and $0.4 million inas of December 31, 2022, 2021 and 2020, ~~and 2019.~~respectively. The total unrecognized tax benefits that, if recognized currently, would impact our company’s effective tax rate were $0.3 million as of December 31, ~~2020~~2022, 2021 and ~~2019.~~2020. We do not expect any material changes to our uncertain tax positions within the next 12 months. We are not subject toto examination by United States federal or state tax authorities for years prior to 2002 and foreign tax authorities for years prior to ~~2013.~~

In December 2017, the Securities and Exchange Commission issued Staff Accounting Bulletin No. 118 (“SAB 118”), which provided a measurement period of up to one year from the enactment date of the Tax Cuts and Jobs Act of 2017 (the “Act”) for companies to complete the accounting for the Tax Act and its related impacts. In 2018, the Company completed its accounting for the Tax Act. The income tax effects of the Tax Act for which the accounting was completed in 2018 include: the impact of the Transition Tax, the revaluation of deferred tax assets and liabilities to reflect the 21% corporate tax rate, the impact to the aforementioned items on state income taxes. We completed our accounting for the income tax effects under the Tax Cuts and Jobs Act (the “Act”) that are relevant to the Company and required to be recorded and disclosed pursuant to ASC 740. Accordingly, any and all provisional amounts previously recorded in accordance with SAB 118 were adjusted to reflect their final amounts.

Beginning in 2018, the global intangible low-taxed income (“GILTI”) provisions in the Tax Act required us to include, in our U.S. income tax return, foreign subsidiary earnings in excess of an allowable return on the foreign subsidiary’s tangible assets. Per guidance issued by the FASB, companies can either account for deferred taxes related to GILTI or treat tax arising from GILTI as a period cost. Both are acceptable methods subject to an accounting policy election. At December 31, 2018, we finalized our policy and elected to use the period cost method for GILTI. In 2020, we did not incur any GILTI inclusion as our foreign subsidiaries generated losses.

~~140~~

2014.

The BEAT provisions in the Tax Act eliminated the deduction of certain base-erosion payments made to related foreign corporations and impose a minimum base erosion anti-abuse tax if greater than regular tax. In 2020, our company was not subject to BEAT as it did not meet the requirements to be subject to BEAT.

Note 13. Commitments and Contingencies

Operating Leases

Our headquarters are located in Redwood City, California, where we occupy approximately 77,300 square feet of office and laboratory space in 4multiple buildings within the same business park of Metropolitan Life Insurance Company ~~(“MetLife”~~("MetLife"). Our ~~Lease~~lease agreement with MetLife ("RWC Lease") includes approximately 28,200 square feet of space located at 200 and 220 Penobscot Drive, Redwood City, California (the ~~“200/~~"200/220 Penobscot ~~Space”~~Space") and approximately 37,900 square feet of space located at 400 Penobscot Drive, Redwood City, California (the ~~“400~~"400 Penobscot ~~Space”~~Space") (the 200/220 Penobscot Space and the 400 Penobscot Space are collectively referred to as the ~~“Penobscot Space”~~"Penobscot Space"), and approximately 11,200 square feet of space located at 501 Chesapeake Drive, Redwood City, California (the ~~“501~~"501 Chesapeake ~~Space”~~Space").

Until the end of January 2020, we also leased approximately 29,900 square feet of space located at 101 Saginaw Drive, Redwood City, California (the “Saginaw Space”). During the period January 1, 2020 through January 31, 2020, we subleased approximately 26,500 square feet of the Saginaw Space to Minerva Surgical, Inc. The lease and sublease for the Saginaw Space both expired at the end of January 2020. During the period from February 1, 2020 through April 30, 2020, we subleased approximately 3,400 square feet at 101 Saginaw Drive from Minerva Surgical, Inc. The sublease expired at the end of April 2020.

We entered into the initial lease with MetLife for our facilities in Redwood City in 2004 and the RWC ~~lease~~Lease has been amended multiple times since then to adjust the leased space and terms of the Lease. In February 2019, we entered into an Eighth Amendment to the Lease (the ~~“Eighth Amendment”~~"Eighth Amendment") with MetLife with respect to the Penobscot Space and the 501 Chesapeake Space to extend the term of the Lease for additional periods. Pursuant to the Eighth Amendment, the term of the lease of the Penobscot Space has been extended through May 2027. The lease term for the 501 Chesapeake Space has been extended to May 2029. We have 1one (1) option to extend the term of the lease for the Penobscot Space for five (5) years, and 1one (1) separate option to extend the term of the lease for the 501 Chesapeake Space for five (5) years.

~~We incurred $3.6 million of capital improvement costs related~~Pursuant to the facilities leased from MetLife through December 31, 2012. During 2011 and 2012, we requested and received $3.1 million of reimbursements from the landlord for the tenant improvement and HVAC allowances for the completed construction. The reimbursements were recorded once cash was received. In those fiscal periods prior to January 1, 2019, we recorded reimbursements from the landlord for tenant improvements as liabilities in the consolidated balance sheets and we amortized the reimbursements on a straight line basis over the termterms of the RWC Lease, aswe exercised our right to deliver a ~~reduction to rent expense. On January 1, 2019 we adopted ASU 2016-02 and related amendments,~~letter of credit in lieu of a security deposit. The letter of credit is collateralized by deposit balances held by the bank in the amount ~~Leases (Topic 842)~~of $1.1 million ~~(“ASC 842”), which provided a new basis~~as of ~~accounting for leases. Under the provisions of ASC 842, we reclassified lease incentive obligations~~December 31, 2022 and 2021, and are recorded as ~~operating lease right-of-use assets in~~non-current restricted cash on the consolidated balance sheets. ~~Rent expense for~~

115

We entered into a short-term office lease in San Carlos, California during the ~~Redwood City properties is recognized on~~second quarter of 2021 and this lease expired in April 2022.

In January 2021, we entered into a ~~straight-line basis over~~lease agreement with ARE-San Francisco No. 63, LLC ("ARE") to lease a portion of a facility consisted of approximately 36,593 rentable square feet in San Carlos, California to serve as additional office and research and development laboratory space (the "San Carlos Space"). The lease has a 10-year term from the lease commencement date of November 30, 2021 with one option to extend the term for an additional period of 5 years. We have provided ARE with a $0.5 million security deposit in the ~~RWC Lease.~~form of a letter of credit and is recorded as non-current restricted cash on the consolidated balance sheets.

We are required to restore certain areas of the Redwood City and San Carlos facilities that we are renting to their original form. We are expensing the asset retirement obligation over the terms of the respective leases. We review the estimated obligation each reporting period and make adjustments if our estimates change. We recorded asset retirement obligations of ~~$0.2~~$0.5 million and $0.4 million as of December 31, ~~2020~~2022 and ~~2019,~~2021, respectively, which are included in other liabilities on the consolidated balance sheets. Accretion expense related to our asset retirement obligations was nominal in ~~2020~~2022 and ~~2019.~~2021.

~~Pursuant to the terms of the RWC~~ Lease we exercised our right to deliver a letter of credit in lieu of a security deposit. The letter of credit is collateralized by deposit balances held by the bank in the amount of $1.1 million as of December 31, 2020 and ~~2019, and are recorded as non-current restricted cash on the consolidated balance sheets.~~other information

~~Finance Leases~~

In December 2016, we entered into a three-year financing lease agreement with a third party supplier for the purchase of laboratory equipment that was partially financed through a finance lease of approximately $0.4 million. The lease became effective upon delivery of the equipment, in February 2017 and term of the three-year lease was from February 2017 and expired in February 2020. This financing agreement was accounted for as a finance lease due to bargain purchase options at the end of the lease. In April 2017, we entered into a three-year financing lease agreement with a third party supplier for the purchase of information technology equipment for approximately $0.3 million. The effective term the three-year lease was from May 2017 and expired in April 2020.

~~141~~

Lease costs, amounts included in measurement of lease obligations and other information related to non-cancellable operating leases and finance leases ~~for the year ended December 31, 2020 and 2019~~ were as follows (in thousands):

Year Ended December 31,
2020 2019
Amortization of right-of-use assets $ 152 $ 217
Interest on lease obligations 1 10
Finance lease costs 153 227
Operating lease cost 3,879 4,556
Short-term lease costs (1)
47 0
Sublease income (55) (957)
Total lease cost (2)
$ 4,024 $ 3,826
(1) Short-term lease costs on leases with terms of over one month and less than one year.
(2) The Company had no variable lease costs.


	Year Ended December 31,
	2022		2021		2020
Amortization of right-of-use assets	$	18	$	106	$	152
Interest on lease obligations	—		—		1
Finance lease costs	18		106		153
Operating lease cost	7,321		4,396		3,879
Short-term lease costs (1)	40		70		47
Sublease income	—		—		(55)
Total lease cost (2)	$	7,379	$	4,572	$	4,024

(1)

Lease costs for the years ended December 31, 2020 and 2019 as compared to year ended December 31, 2018 reflected the effects of adopting the provisions of ASC 842 which provided a new basis of accounting for leases in 2019. Operating Short-term lease costs ~~were $3.2 million for the year ended December 31, 2018, partially offset by sublease income~~on leases with terms of ~~$1.1 million. Finance~~over one month and less than one year.

(2) The Company had no variable lease ~~payments were $0.3 million for the year ended December 31, 2018.~~costs.

Amounts included in measurement of lease obligations (in thousands):


	Year Ended December 31,
	2022		2021		2020
Cash paid:
Operating cash flows from operating leases	$	6,506	$	4,197	$	2,816
Operating cash flow from finance leases	$	—	$	—	$	1
Financing cash flows from finance leases	$	—	$	—	$	60
Non-cash activity:
Operating Lease - Right-of-use assets obtained in exchange for lease liabilities	$	—	$	25,445	$	—
Finance Lease - Right-of-use assets obtained in exchange for lease liabilities	$	—	$	—	$	—

					Operating Lease
Other information:
Weighted-average remaining lease term (in years)					7.1 years
Weighted-average discount rate					5.4		%

~~142~~116

~~Amounts included in measurement of lease obligations:~~

Year Ended December 31,
2020 2019
Cash paid:
Operating cash flows from operating leases $ 2,816 $ 3,279
Operating cash flow from finance leases $ 1 $ 10
Financing cash flows from finance leases $ 60 $ 242
Non-cash activity:
Operating Lease - Right-of-use assets obtained in exchange for lease liabilities $ 0 $ 26,617
Finance Lease - Right-of-use assets obtained in exchange for lease liabilities $ 0 $ 493
Operating Lease Finance Lease
Other information:
Weighted-average remaining lease term (in years) 5.5 years —
Weighted-average discount rate 6.6 % 5.0 %

As of December 31, ~~2020,~~2022, our maturity ~~analyses~~analysis of annual undiscounted cash flows of the non-cancellable operating leases are as follows (in thousands):

Years ending December 31, Operating Leases
2021 $ 4,197
2022 4,285
2023 4,589
2024 4,726
2025 4,868
Thereafter 8,626
Total minimum lease payments 31,291
Less: imputed interest 6,340
Lease obligations $ 24,951

~~Subsequent Event~~

In the first quarter of 2021, we entered into a lease agreement with ARE-San Francisco No. 63, LLC (“ARE”) to lease a portion of a facility comprising approximately 36,593 rentable square feet in San Carlos, California to serve as additional office and research and development laboratory space (the “San Carlos Space”). We expect to commence occupancy of the San Carlos Space in November 2021 once tenant improvements are substantially completed by ARE in accordance with the construction plan. For additional information and a maturity analyses of the estimated annual undiscounted cash flows of the operating lease, see Note 17, ~~“Subsequent Events”~~


Years ending December 31,	Operating Leases
2023	$	7,568
2024	7,783
2025	8,004
2026	8,232
2027	5,835
Thereafter	14,871
Total minimum lease payments	52,293
Less: imputed interest	8,655
Lease obligations	$	43,638

Reconciliation of operating lease liabilities as shown within the audited consolidated balance sheets:
Current portion of lease obligations - Operating leases	$	5,360
Long-term lease obligations - Operating leases	38,278
Total operating lease liabilities	$	43,638

Other Commitments

We enter into supply and service arrangements in the normal course of business. Supply arrangements are primarily for fixed-price manufacture and supply. Service agreements are primarily for the development of manufacturing processes and certain studies. Commitments under service agreements are subject to cancellation at our discretion which may require payment of certain cancellation fees. The timing of completion of service arrangements is subject to variability in estimates of the time required to complete the work.

~~143~~

The following table provides quantitative data regarding our other commitments. Future minimum payments reflect amounts that we expect to pay including potential obligations under services agreements subject to risk of cancellation by us (in thousands):

~~Other Commitment Agreement Type~~

~~Agreement Date~~

~~Future Minimum Payment~~

~~Manufacture and supply agreement with expected future payment date of December 2022~~

~~April 2016~~

~~320~~

~~Development and manufacturing services agreements~~

~~September 2019~~

~~2,341~~

~~Total other commitments~~

~~2,661~~


	Payments Due by Period
	Total		2023		2024 and Thereafter
Development and manufacturing services agreements	$	3,093	$	2,938	$	155
Facility maintenance agreement	2,249		2,249		—
Total other commitments	$	5,342	$	5,187	$	155

Credit Facility

In June 30, 2017, we entered into a credit facility (the ~~“Credit Facility”~~"Credit Facility") with Western Alliance Bank consisting of term loans (“("Term ~~Debt”~~Debt") up to $10.0 million, and advances ~~(“Advances”~~("Advances") under a revolving line of credit (“("Revolving Line of ~~Credit”~~Credit") up to $5.0 million with an accounts receivable borrowing base of 80% of eligible accounts receivable. ~~At December 31, 2020 and 2019, we have not drawn from the Credit Facility. We may draw~~The right to take draws on the Term Debt ~~and the Revolving Line of Credit at any time prior to October 1, 2021 and October 1, 2024, respectively.~~expired on December 31, 2021. On October 1, 2024, loans drawn, if any, under ~~the Term Debt mature and~~ the Revolving Line of Credit terminate. Loans made under the Term Debt bear interest through maturity equal to the greater of (i) 3.75% or (ii) the sum of (A) Index Rate (prime rate published in the Money Rates section of the Western Edition of The Wall Street Journal plus (B) 0.50%. Advances made under the Revolving Line of Credit bear interest at a variable annual rate equal to the equal to the greater of (i) 4.25% or (ii) the sum of (A) the prime rate plus (B) ~~1.0%~~1.00%. As of December 31, 2022 and 2021, we have not drawn from the Credit Facility.

Our obligations under the Credit Facility are secured by a lien on substantially all of our personal property other than our intellectual property. The Credit Facility includes a number of customary covenants and restrictive financial covenants including meeting minimum product revenue levels and maintaining certain minimum cash levels with the lender. The Credit ~~Facility’s~~Facility's financial covenants restrict the ability of the Company to transfer collateral, incur additional indebtedness, engage in mergers or acquisitions, pay dividends or make other distributions, make investments, create liens, sell assets, or sell certain assets held at foreign subsidiaries. A failure to comply with these covenants could permit the lender to exercise remedies against us and the collateral securing the Credit Facility, including foreclosure of our properties securing the Credit Facilities and our cash. AtAs of December 31, ~~2020,~~2022 and 2021, we were in compliance with the covenants for the Credit Facility.

The Credit Facility allows for interest-only payments on the Term Debt through November 1, 2022. Monthly payments of principal and interest on the Term Debt are required following the applicable amortization date. We may elect to prepay in full the Term Debt and Advances under the Revolving Line of Credit at any time.

117

Legal Proceedings

We may be involved in legal actions in the ordinary course of business, including inquiries and proceedings concerning business practices and intellectual property infringement, employee relations and other claims. We will recognize a loss contingency in the condensed consolidated financial statements when it is probable a liability has been incurred and the amount of the loss can be reasonably estimated. We will disclose any loss contingencies that do not meet both conditions if there is a reasonable possibility that a material loss may have been incurred. Gain contingencies are not recorded until they are realized.

In April 2022, we reached a settlement resolving a non-material dispute involving the Company's trademark. The terms of the settlement are not material to our business or the results of operations. We are currently not a party to any material pending litigation orof other material ~~legal~~ proceedings.

Indemnifications

We are required to recognize a liability for the fair value of any obligations we assume upon the issuance of a guarantee. We have certain agreements with licensors, licensees and collaborators that contain indemnification provisions. In such provisions, we typically agree to indemnify the licensor, licensee and collaborator against certain types of third party claims. The maximum amount of the indemnifications is not limited. We accrue for known indemnification issues when a loss is probable and can be reasonably estimated. There were 0no accruals for expenses related to indemnification issues for any periods presented.

~~Impact of COVID-19~~

We are subject to risks and uncertainties as a result of the current COVID-19 pandemic. The COVID-19 pandemic has presented a substantial public health and economic challenge around the world and is affecting our employees, communities and business operations, as well as the U.S. economy and other economies worldwide. The full extent to which the COVID-19 pandemic will directly or indirectly impact our business, results of operations and financial condition will depend on future developments that are highly uncertain and may not be accurately predicted, including the duration and severity of the pandemic and the extent and severity of the impact on our customers, new information that may emerge concerning COVID-19, the actions taken to contain it or treat its impact and the economic impact on local, regional, national and international markets.

~~144~~

To date, we and our collaboration partners have been able to continue to supply our enzymes to our customers worldwide. However, we are dependent on our manufacturing and logistics partners and consequently, disruptions in operations of our partners and customers may affect our ability to supply enzymes to our customers. Furthermore, our ability to provide future research and development (“R&D”) services will continue to be impacted as a result of governmental orders and any disruptions in operations of our customers with whom we collaborate. We believe that these disruptions have had a negative impact on revenue for the year ended December 31, 2020, although we are unable to fully determine and quantify the extent to which this pandemic has affected the amount and timing of our total revenues. The extent to which the pandemic may impact our business operations and operating results will continue to remain highly dependent on future developments, which are uncertain and cannot be predicted with confidence.

In the U.S., the impact of COVID-19, including governmental orders (“Orders”) governing the operation of businesses during the pandemic, caused the temporary closure of our Redwood City, California facilities and has disrupted our R&D operations. R&D operations for several projects were temporarily suspended from mid-March 2020 through the end of April in accordance with these Orders. In May 2020, we initiated limited R&D operations and have gradually ramped up operations such that we are currently utilizing the majority of our normal R&D capacity. Additionally, we resumed small scale manufacturing at our Redwood City pilot plant in May 2020.

Our future results of operations and liquidity could be adversely impacted by delays in payments of outstanding receivable amounts beyond normal payment terms, supply chain disruptions and uncertain demand, and the impact of any initiatives or programs that we may undertake to address financial and operations challenges faced by our customers. As of the date of issuance of these consolidated financial statements, the extent to which the COVID-19 pandemic may materially impact our financial condition, liquidity, or results of operations in the future is uncertain.

Note 14. Related Party Transactions

Molecular Assemblies, Inc.

In June 2020, we entered into a Stock Purchase Agreement with ~~Molecular Assemblies, Inc. (“MAI”)~~MAI pursuant to which we purchased 1,587,050 shares of MAI's Series A preferred stock for $1.0 million. In connection with the transaction,

~~John~~ Mr. Nicols, our former President and Chief Executive Officer, also joined MAI’s board of directors. Concurrently with our initial equity investment, we entered into ~~a Master Collaboration and Research~~the MAI Agreement, ~~with MAI (the “MAI Agreement”),~~ pursuant to which we ~~are performing~~performed services utilizing our CodeEvolver® protein engineering platform technology to improve DNA polymerase enzymes in exchange for compensation in the form of additional shares of MAI's Series A and B preferred stock which are valued based on the observed transaction price of similar securities of MAI issued to third parties. We completed the R&D service with MAI pursuant to the MAI Agreement during the first quarter of 2022. In December 2021, we received the primary milestone payment pursuant to the MAI Agreement of $1.0 million in the form of an additional 1,587,049 shares of Series B preferred stock.

We Upon execution of the Commercial License and Enzyme Supply Agreement with MAI (“MAI Supply Agreement”) in July 2022, we received ~~714,171~~the commercialization and enzyme supply agreement milestone payment pursuant to the MAI Agreement of $1.0 million in the form of an additional 1,587,049shares of Series B preferred stock. In addition to our initial equity investment and the shares we have received under the MAI Agreement, in April 2021, we purchased an additional 1,000,000 shares of MAI's Series A preferred stock ~~from research~~for $0.6 million and ~~development services with MAI~~in September 2021, we purchased 9,198,423 shares of MAI's Series B preferred stock for $7.0 million.

We recognized $1.2 million, $2.0 million and ~~we recognized~~ $0.9 million in research and development revenue from ~~these services~~transactions with MAI in the ~~year~~years ended December 31, ~~2020. Our investment in MAI Series A preferred stock was $1.5 million at December 31, 2020. At December 31,~~2022, 2021 and 2020, ~~we had $0.5 million in contract asset due from MAI for services rendered.~~respectively. Payment for the R&D services rendered under the MAI Agreement was ~~subsequently~~ received in the form of additional ~~MAI~~shares of MAI's Series A and Series B preferred stock. We received an aggregate of 1,587,049, 3,491,505 and 714,171 shares of MAI's Series A and B preferred stock ~~in the first quarter of 2021. For addition information, see Note 5, "Collaborative Arrangements."~~

~~Arzeda Corp.~~

In November 2020, we entered into the SynBio Innovation Accelerator (“Accelerator”) collaboration with Casdin Capital, LLC ("Casdin"). The Accelerator is an informal collaboration with no commitment, designed to invest in the bio-production space to stimulate innovation which may deliver products leveraging the engineering technology and operational capability of Codexis and the resources, network and investment processes of Casdin, a shareholder with greater than a 5% ownership in Codexis' publicly traded common stock. The first Accelerator investment was in an available-for-sale non-marketable interest-bearing debt securities which are convertible subordinated notes issued by Arzeda Corp., an early-stage computational protein design company. The cost to acquire and the carrying value of the investment as of December 31, 2020 was $1.0 million. For additional information, see Note 7, “Fair Value Measurements.”

~~AstraZeneca PLC~~

Pam P. Cheng, who served as a member of our board of directors until June 2020, joined AstraZeneca PLC as Executive Vice President, Operations and Information Technology in June 2015. We sold biocatalyst products to AstraZeneca PLC and its controlled purchasing agents and contract manufacturers. We recognized $0.1 million of revenue in 2020 through the date of Ms. Cheng’s departure from our board of directors. We recognized $1.0 million and $0.6 million of revenue from transactions with AstraZeneca infor the years ended December ~~30, 2019~~31, 2022, 2021 and ~~2018,~~2020, respectively. ~~At December 31, 2020 and 2019, we had NaN~~

~~145~~

~~and $0.3 million of related party receivables from AstraZeneca PLC and its controlled purchasing agents and contract manufacturers, respectively.~~

~~Settlement of Short Swing Profit Claim~~

In August 2019, we recorded approximately $77 thousand related to the short swing profit settlement remitted by a shareholder of our company under Section 16(b) of the Securities Exchange Act of 1934, as amended. We recognized the proceeds as an increase to additional paid-in capital in the consolidated balance sheets asAs of December 31, ~~2019~~2022, we hold an aggregate 18,292,369 shares of MAI's Series A and ~~consolidated statements~~B preferred stock that we have earned or purchased since executing the Stock Purchase Agreement with MAI.

In April 2022, we received a purchase order from MAI for the delivery of ~~stockholders’ equity as well as~~certain enzyme products to MAI in ~~cash provided by financing activities~~2022. In July 2022, we and MAI executed the MAI Supply Agreement that will enable MAI to utilize an evolved terminal deoxynucleotidyl transferase (TdT) enzyme in ~~the consolidated statements of cash flows~~MAI’s Fully Enzymatic Synthesis™ (or FES™) technology. We recognized $0.5 million in product revenue for the year ended December 31, ~~2019.~~2022.

The carrying value of our investment in MAI's Series A and B preferred stock was $13.9 million and $12.7 million at December 31, 2022 and 2021, respectively. We had nil and $0.2 million in deferred revenue as of December 31, 2022 and 2021, respectively.

118

Note 15. Segment, Geographical and Other Revenue Information

Segment Information

We manage our business as 2two business segments: Performance Enzymes and Novel Biotherapeutics. Our chief operating decision maker ("CODM") is our Chief Executive Officer. Our business segments are primarily based on our organizational structure and our operating results as used by our CODM in assessing performance and allocating resources for the Company.

We report corporate-related expenses such as legal, accounting, information technology, and other costs that are not otherwise included in our reportable business segments as ~~“Corporate~~"corporate costs.”" All items not included in income (loss) from operations are excluded from the business segments.

All of our long lived assets are located in the United States. We manage our assets on a total company basis, not by business segment, as the majority of our operating assets are shared or commingled. Our CODM does not review asset information by business segment in assessing performance or allocating resources, and accordingly, we do not report asset information by business segment.

~~Performance Enzymes~~

~~We initially commercialized our CodeEvolver~~® protein engineering technology platform and products in the pharmaceuticals market, and to date this continues to be our largest market served. Our customers, which include many large global pharmaceutical companies, use our technology, products and services in their manufacturing processes and process development. We have also used the technology to develop customized enzymes for use in other industrial markets. These markets consist of several large industrial verticals, including food and food ingredients, animal feed, flavors, fragrances, and agricultural chemicals. We also use our technology to develop enzymes for customers using NGS and PCR/qPCR for ~~in vitro~~ ~~molecular diagnostic and molecular biology research applications.~~

~~Novel Biotherapeutics~~

~~We are also targeting new opportunities in the pharmaceutical industry to discover, improve, and/or develop biotherapeutic drug candidates. We believe that our CodeEvolver~~® protein engineering platform technology can be used to discover novel biotherapeutic drug candidates that will target human diseases that are in need of improved therapeutic interventions. Similarly, we believe that we can deploy our platform technology to improve specific characteristics of a customer’s pre-existing biotherapeutic drug candidate, such as its activity, stability or immunogenicity. Most notable is our lead program for the potential treatment of PKU in humans. PKU is an inherited metabolic disorder in which the enzyme that converts the essential amino acid phenylalanine into tyrosine is deficient.

We have also developed a pipeline of other biotherapeutic drug candidates, which are in preclinical development, and in which we expect to continue to make additional investments with the aim of advancing additional product candidates targeting other therapeutic areas. In March 2020 we entered into the Takeda Agreement with Takeda under which we will research and develop protein sequences for use in gene therapy products for certain diseases.

Factors considered in determining the 2two reportable segments of the Company include the nature of business activities, the management structure directly accountable to our CODM for operating and administrative activities, availability of discrete financial information and information presented to the Board of Directors. Our CODM regularly reviews our segments and the approach provided by management for performance evaluation and resource allocation.

Operating expenses that directly support the segment activity are allocated based on segment headcount, revenue contribution or activity of the business units within the segments, based on the corporate activity type provided to the segment. The expense allocation excludes certain corporate costs that are separately managed from the segments. This provides the CODM with more meaningful segment profitability reporting to support operating decisions and allocate resources.

~~146~~

The following ~~tables provide~~table provides financial information by our reportable business segments along with a reconciliation to consolidated loss before income taxes (in thousands):


	Year Ended December 31, 2022						Year Ended December 31, 2021
	Performance Enzymes		Novel Biotherapeutics		Total		Performance Enzymes		Novel Biotherapeutics		Total
Revenues:
Product revenue	$	116,676	$	—	$	116,676	$	70,657	$	—	$	70,657
Research and development revenue	9,936		11,978		21,914		19,858		14,239		34,097
Total revenues	126,612		11,978		138,590		90,515		14,239		104,754
Costs and operating expenses:
Cost of product revenue	38,033		—		38,033		22,209		—		22,209
Research and development (1)	25,786		49,770		75,556		23,140		30,219		53,359
Selling, general and administrative(1)	14,724		2,421		17,145		12,105		2,755		14,860
Restructuring charges	1,708		966		2,674		—		—		—
Total segment costs and operating expenses	80,251		53,157		133,408		57,454		32,974		90,428
Income (loss) from operations	$	46,361	$	(41,179)	5,182		$	33,061	$	(18,735)	14,326
Corporate costs (2)					(33,080)						(32,201)
Depreciation and amortization					(5,418)						(3,215)
Loss before income taxes					$	(33,316)					$	(21,090)

(1) Research and development expenses and selling, general and administrative expenses exclude depreciation and amortization of finance leases.

(2) Corporate costs include unallocated selling, general and administrative expense and restructuring charges, interest income, and other income (expense), net.

119


		Year Ended December 31, 2020						Year Ended December 31, 2019							Year Ended December 31, 2021						Year Ended December 31, 2020
		Performance Enzymes		Novel Biotherapeutics		Total		Performance Enzymes		Novel Biotherapeutics		Total			Performance Enzymes		Novel Biotherapeutics		Total		Performance Enzymes		Novel Biotherapeutics		Total
Revenues:	Revenues:													Revenues:
Product revenue	Product revenue	$	30,220	$	0	$	30,220	$	29,465	$	0	$	29,465	Product revenue	$	70,657	$	—	$	70,657	$	30,220	$	—	$	30,220
Research and development revenue	Research and development revenue	17,886		20,950		38,836		28,691		10,302		38,993		Research and development revenue	19,858		14,239		34,097		17,886		20,950		38,836
Total revenues	Total revenues	48,106		20,950		69,056		58,156		10,302		68,458		Total revenues	90,515		14,239		104,754		48,106		20,950		69,056
Costs and operating expenses:	Costs and operating expenses:													Costs and operating expenses:
Cost of product revenue	Cost of product revenue	13,742		0		13,742		15,632		0		15,632		Cost of product revenue	22,209		—		22,209		13,742		—		13,742
Research and development (1)	Research and development (1)	20,923		21,705		42,628		19,380		13,278		32,658		Research and development (1)	23,140		30,219		53,359		20,923		21,705		42,628
Selling, general and administrative(1)	Selling, general and administrative(1)	9,597		2,355		11,952		8,462		2,222		10,684		Selling, general and administrative (1)	12,105		2,755		14,860		9,597		2,355		11,952
Total segment costs and operating expenses	Total segment costs and operating expenses	44,262		24,060		68,322		43,474		15,500		58,974		Total segment costs and operating expenses	57,454		32,974		90,428		44,262		24,060		68,322
Income (loss) from operations	Income (loss) from operations	$	3,844	$	(3,110)	734		$	14,682	$	(5,198)	9,484		Income (loss) from operations	$	33,061	$	(18,735)	14,326		$	3,844	$	(3,110)	734
Corporate costs (2)	Corporate costs (2)					(22,306)						(19,624)		Corporate costs (2)					(32,201)						(22,306)
Depreciation and amortization	Depreciation and amortization					(2,099)						(1,778)		Depreciation and amortization					(3,215)						(2,099)
Loss before income taxes	Loss before income taxes					$	(23,671)					$	(11,918)	Loss before income taxes					$	(21,090)					$	(23,671)

(1) Research and development expenses and selling, general and administrative expenses exclude depreciation and amortization of finance leases.

(2) Corporate costs include unallocated selling, general and administrative expense, interest income, and other income ~~and expenses.~~(expense), net.

Year Ended December 31, 2019 Year Ended December 31, 2018
Performance Enzymes Novel Biotherapeutics Total Performance Enzymes Novel Biotherapeutics Total
Revenues:
Product revenue $ 29,465 $ 0 $ 29,465 $ 25,590 $ 0 $ 25,590
Research and development revenue 28,691 10,302 38,993 21,483 13,521 35,004
Total revenues 58,156 10,302 68,458 47,073 13,521 60,594
Costs and operating expenses:
Cost of product revenue 15,632 0 15,632 12,620 0 12,620
Research and development (1)
19,380 13,278 32,658 18,924 10,185 29,109
Selling, general and administrative(1)
8,462 2,222 10,684 7,538 771 8,309
Total segment costs and operating expenses 43,474 15,500 58,974 39,082 10,956 50,038
Income (loss) from operations $ 14,682 $ (5,198) 9,484 $ 7,991 $ 2,565 10,556
Corporate costs (2)
(19,624) (20,324)
Depreciation (1,778) (1,147)
Loss before income taxes $ (11,918) $ (10,915)

~~(1)~~ For the year ended December 31, 2019, research and development expenses and selling, general and administrative expenses exclude depreciation and amortization of finance leases. For the year ended December 31, 2018, research and development expenses and selling, general and administrative expenses exclude depreciation.

~~(2)~~ ~~Corporate costs include unallocated selling, general and administrative expense, interest income, and other income and expenses.~~

~~147~~

The following table provides stock-based compensation expense included in income (loss) from operations (in thousands):

Years Ended December 31,
2020 2019 2018
Performance Enzymes $ 2,970 $ 2,303 $ 2,591
Novel Biotherapeutics 768 695 338
Corporate cost 3,990 3,945 4,960
Total $ 7,728 $ 6,943 $ 7,889


	Year Ended December 31,
	2022		2021		2020
Performance Enzymes	$	6,035	$	5,047	$	3,296
Novel Biotherapeutics	903		1,100		768
Corporate cost	7,593		5,446		3,664
Total	$	14,531	$	11,593	$	7,728

Significant Customers

Customers that each accounted for 10% or more of our total revenues were as follows:


	Percentage of Total Revenues For the Year Ended December 31,
	2022		2021		2020
Customer A	56	%	33	%	*
Customer B	*		11	%	26	%
Customer C	*		*		19	%
Customer D	*		*		11	%
* Percentage was less than 10%

Percentage of Total Revenues
For the Years Ended December 31,
2020 2019 2018
Merck 26 % 28 % 29 %
Nestlé Health Science 11 % 15 % 22 %
Novartis * 23 % *
Tate & Lyle * * 13 %
Takeda Pharmaceutical Co. Ltd. 19 % * *

* Percentage was less than 10%

Customers that each accounted for 10% or more of accounts receivable balances as of the periods presented are as follows:


	As of December 31,
	2022		2021
Customer A	53	%	62	%
Customer D	10	%	*
* Percentage was less than 10%

Percentage of Accounts Receivables
As Of December 31,
2020 2019
Merck & Co. 32 % 38 %
Nestlé Health Science 13 % 10 %
Novartis 25 % *

120

* Percentage was less than 10%

Geographical Information

Geographic revenues are identified by the location of the customer and consist of the following (in thousands):


	Year Ended December 31,
	2022		2021		2020
Revenues
Americas	$	17,000	$	23,481	$	24,352
EMEA	56,540		20,187		19,257
APAC	65,050		61,086		25,447
Total revenues	$	138,590	$	104,754	$	69,056

Year Ended December 31, 2020
2020 2019 2018
Revenues
Americas $ 24,352 $ 13,039 $ 15,370
EMEA 19,257 37,133 22,361
APAC 25,447 18,286 22,863
Total revenues $ 69,056 $ 68,458 $ 60,594

Identifiable long-lived assets by location was as follows (in thousands):


	December 31,
	2022		2021
United States	$	61,877	$	65,457

December 31,
2020 2019
United States $ 31,176 $ 30,387

~~148~~

Identifiable goodwill by reporting unit was as follows (in thousands):`

Year Ended December 31, 2020 Year Ended December 31, 2019
Performance Enzymes Novel Biotherapeutics Total Performance Enzymes Novel Biotherapeutics Total
Goodwill $ 2,463 $ 778 $ 3,241 $ 2,463 $ 778 $ 3,241


	December 31, 2022						December 31, 2021
	Performance Enzymes		Novel Biotherapeutics		Total		Performance Enzymes		Novel Biotherapeutics		Total
Goodwill	$	2,463	$	778	$	3,241	$	2,463	$	778	$	3,241

Note 16. Allowance for Credit Losses

The following table summarizes the ~~financing receivables~~financial assets allowance for credit losses (in thousands):


	~~Year Ended December 31, 2020~~
~~Beginning Balance, January 1, 2020~~	$	34
~~Current year provision~~	40
~~Ending Balance, December 31, 2020~~	$	74


	December 31,
	2022		2021		2020
Balance at beginning of period	$	416	$	74	$	34
Provision for credit losses	54		342		40
Write-offs	(257)		—		—
Recoveries collected	(50)		—		—
Balance at end of period	$	163	$	416	$	74

The following tables ~~below summarizes~~summarize accounts receivable by aging category (in thousands):


	December 31, 2022
	Current		31-60 Days		61-90 Days		91 Days and Over		Total over 31 Days		Total Balance
Accounts receivable	$	28,896	$	1,747	$	469	$	792	$	3,008	$	31,904

	December 31, 2021
	Current		31-60 Days		61-90 Days		91 Days and Over		Total over 31 Days		Total Balance
Accounts receivable	$	22,697	$	536	$	569	$	1,151	$	2,256	$	24,953

Note 17. Restructuring Charges

In November 2022, we announced a plan for a workforce reduction of approximately 18% of our total employee to realign and optimize our workforce requirements in alignment with our refined corporate strategy.

December 31, 2020
31-60 Days 61-90 Days 91 Days and over Total over 31 Days Current Total balance
Accounts receivable $ 688 $ 7 $ 27 $ 722 $ 13,172 $ 13,894
December 31, 2019
31-60 Days 61-90 Days 91 Days and over Total over 31 Days Current Total balance
Accounts receivable $ 191 $ 8 $ 62 $ 261 $ 8,802 $ 9,063

During the year ended December 31, 2022, we recorded a restructuring charge of $3.2 million related to severance, bonus and other termination benefits in connection with the workforce reduction. As of December 31, 2022, we have accrued $1.2 million as a current liability within accrued compensation on our consolidated balance sheets and is expected to be paid in the first quarter of 2023. We do not expect to record any significant future charges related to the restructuring plan.

~~149~~121

Note ~~17.~~18. Subsequent Events

On January 23, 2023, we announced the appointment of Sriram Ryali as our new Chief Financial Officer, effective immediately. In ~~the first quarter of 2021, we entered into a lease agreement~~connection with ~~ARE-San Francisco No. 63, LLC (“ARE”) to lease a portion of a facility comprising approximately 36,593 rentable square feet in San Carlos, California~~Mr. Ryali's appointment as Chief Financial Officer, Ross Taylor ceased to serve as ~~additional office~~our Chief Financial Officer and ~~research~~principal financial and ~~development laboratory space (the “San Carlos Space”). We expect to commence occupancy~~accounting officer, effective as of the San Carlos Space in November 2021 once tenant improvements are substantially completed by ARE in accordance with the construction plan. The construction plan includes Codexis-specific improvements necessary for operations at the lease commencement date. The budget provides a net tenant improvement allowance of $6.3 million plusJanuary 23, 2023. Mr. Taylor will provide transition and advisory services on an additional allowance of up to $2.7 million. If we use the additional allowance, ARE will have an enforceable right to payment by us in the form of equal monthly additional rent payments at a certain interest rate through the lease term. The useful life of improvements made under the additional allowance are the lesser of useful life or lease term. The terms include an initial annualized base rent of approximately $2.5 million which are subject to scheduled 3% annual rent increases, plus certain operating expenses. The lease has a 10-year term with one option to extend the term for an additional period of 5 years. We have provided ARE with an approximately $0.4 million security deposit in the form of a letter of credit. We have the right to sublease the facility, subject to landlord consent.

An estimated maturity analyses of the annual undiscounted cash flows of the operating lease is as follows (in thousands):

Years ending December 31, Operating lease
2021 $ 208
2022 2,091
2023 2,582
2024 2,659
2025 2,739
Thereafter 17,690
Total minimum lease payments 27,969
Less: imputed interest 5,328
Lease obligations $ 22,641

as-needed basis until March 6, 2023.

~~150~~

Selected Quarterly Financial Data (Unaudited)
The following table provides the selected quarterly financial data for 2020 and 2019:
Condensed Consolidated Statements of Operations
(In Thousands, Except Per Share Amounts)

Quarter Ended (1)
December 31, September 30, June 30, March 31, December 31, September 30, June 30, March 31,

2020 (3)
2020 2020 2020
2019 (3)
2019 2019 2019
Revenues:
Product revenue $ 12,215 $ 8,401 $ 4,504 $ 5,100 $ 4,877 $ 10,351 $ 6,249 $ 7,988
Research and development revenue 8,819 9,984 10,463 9,570 13,773 11,555 6,070 7,595
Total revenues $ 21,034 $ 18,385 $ 14,967 $ 14,670 $ 18,650 $ 21,906 $ 12,319 $ 15,583
Costs and operating expenses:
Cost of product revenue $ 5,860 $ 3,642 $ 1,699 $ 2,541 $ 3,402 $ 5,067 $ 2,772 $ 4,391
Research and development 10,355 12,010 10,853 10,967 8,872 8,711 8,274 8,016
Selling, general and administrative 8,741 8,797 8,522 8,989 7,322 7,869 7,896 8,415
Total costs and operating expenses $ 24,956 $ 24,449 $ 21,074 $ 22,497 $ 19,596 $ 21,647 $ 18,942 $ 20,822
Income (loss) from operations $ (3,922) $ (6,064) $ (6,107) $ (7,827) $ (946) $ 259 $ (6,623) $ (5,239)
Income (loss) before income taxes $ (3,912) $ (6,075) $ (6,037) $ (7,647) $ (630) $ 336 $ (6,491) $ (5,133)
Net income (loss) $ (3,920) $ (6,094) $ (6,344) $ (7,652) $ (635) $ 343 $ (6,507) $ (5,136)
Net income (loss) per share, basic $ (0.06) $ (0.10) $ (0.11) $ (0.13) $ (0.01) $ 0.01 $ (0.12) $ (0.09)
Net income (loss) per share, diluted $ (0.06) $ (0.10) $ (0.11) $ (0.13) $ (0.01) $ 0.01 $ (0.12) $ (0.09)
Weighted average common shares used in computing net income (loss) per share, basic (2)
60,483 59,061 59,000 58,888 58,620 58,287 54,954 54,170
Weighted average common shares used in computing net income (loss) per share, diluted (2)
60,483 59,061 59,000 58,888 58,620 61,412 54,954 54,170

~~(1)~~ ~~Amounts were computed independently for each quarter, and the sum of the quarters may not total the annual amounts due to rounding differences.~~

(2) ~~The full year net loss per share of common stock, basic and diluted, may not equal the sum of the quarters due to weighting of outstanding shares.~~

~~(3)~~PSUs, PBOs, and cash bonus awards are granted to certain employees and executives and are subject to our performance in achieving pre-determined criteria approved by our board of directors. Based on the actual achievement of the annual goals, we updated the calculation of the annual expense in the fourth quarter which resulted in estimate revisions of approximately $(0.1) million in 2020 and $(0.9) million in 2019, primarily in selling, general and administrative expense.

~~151~~122

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURES

None.

ITEM 9A. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Our management, under the supervision of our Chief Executive Officer and Chief Financial Officer and with the participation of our disclosure committee, evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of December 31, ~~2020.~~2022. The term ~~“disclosure~~"disclosure controls and procedures,”" as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, means controls and other procedures of a company that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file or submit ~~under~~under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of December 31, ~~2020~~2022 at the reasonable assurance level.

Remediation of Previously Reported Material Weakness

A material weakness in internal control over financial reporting was identified in the first quarter of 2022 related to management's controls over the revenue recognition process in the three months ended March 31, 2022. Specifically, our controls addressing the completeness and accuracy of reports used to calculate product revenue from arrangements subject to over time revenue recognition did not operate at the proper level of precision to identify material errors. The control deficiency resulted in a material misstatement of revenue related accounts in the three months ended March 31, 2022, which management corrected before the financial statements for the three months ended March 31, 2022 were issued

We implemented a detailed plan for the remediation of the material weakness identified in the first quarter of 2022, including an enhancement of management's review controls over revenue and the level of detail and precision applied when reviewing the completeness and accuracy of reports used to determine product revenue for arrangements subject to over time revenue recognition. We believe that our remediation efforts to enhance the controls surrounding product revenue for arrangements subject to over time revenue recognition are significant improvements to our processes and controls which address the material weakness. The remediation process was complete as of December 31, 2022, when our enhanced controls were operational for a sufficient period of time and tested, which enabled management to conclude that the enhanced controls related to revenue recognition are operating effectively.

Management’s Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with United States generally accepted accounting principles.

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, ~~2020~~2022 based on the guidelines established in Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission ~~(COSO)~~("COSO"). Based on the results of our evaluation, our management concluded that our internal control over financial reporting was effective as of December 31, ~~2020.~~2022. We reviewed the results of management’s assessment with our Audit Committee.

Our internal control over financial reporting as of December 31, ~~2020~~2022 has been audited by BDO USA, LLP, an independent registered public accounting firm, as stated in their report which is included in Item 8 of this Annual Report.

123

Inherent Limitations on Effectiveness of Controls

In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, even if determined effective and no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives to prevent or detect misstatements. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Changes in Internal Control over Financial Reporting

~~There~~Other than as described above, there were no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) identified in connection with the evaluation required by paragraph (d) of Rule 13a-15 or 15d-15 of the Exchange Act, which occurred during the fourth fiscal quarter of the year ended December 31, ~~2020,~~2022, which has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. Because of the impact of COVID-19 shelter-in-place orders, we have made minor modifications to existing controls involving evidence of review-type controls. Further, we implemented internal controls to ensure we adequately evaluated impairment of financial instruments and goodwill, respectively, in properly assessing and facilitating the impact and adoption on January 1, 2020 of ASU 2016-13, ~~Financial Instruments - Credit Losses (Topic 326)~~ ~~and ASU No. 2017-04,~~ ~~Intangibles - Goodwill and Other (Topic 350)~~: ~~Simplifying the Test for Goodwill Impairment. There were no significant changes to our internal control over financial reporting due to the adoption of new standards.~~

~~152~~

ITEM 9B. OTHER INFORMATION

Not applicable.

ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

~~153~~

Not applicable.

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

We have adopted a code of conduct applicable to our principal executive, financial and accounting officers and all persons performing similar functions. A copy of our code of ethics is available on our principal corporate website at www.codexis.com in the Investors section under "Corporate Governance."

The information required by this item concerning our directors, executive officers, compliance with Section 16 of the Exchange Act, our code of ethics and our Nominating and Corporate Governance Committee, and our Audit Committee is incorporated by reference from the information that will be set forth in the sections under the headings ~~“Election~~"Election of Directors,~~” “Other~~" "Other Matters—Section 16(a) Beneficial Ownership Reporting ~~Compliance”~~Compliance" and ~~“Corporate~~"Corporate Governance ~~Matters”~~Matters" in the ~~2021~~2023 Proxy Statement.

ITEM 11. EXECUTIVE COMPENSATION

The information required by this item concerning executive compensation and our Compensation Committee is incorporated by reference from the information that will be set forth in the ~~2021~~2023 Proxy Statement under the headings ~~“Executive~~"Executive Compensation,”" and ~~“Corporate~~"Corporate Governance Matters.”"

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The information required by this item concerning securities authorized for issuance under equity compensation plans and security ownership of certain beneficial owners and management is incorporated by reference from the information that will be set forth in the ~~2021~~2023 Proxy Statement under the headings ~~“Executive~~"Executive Compensation—Equity Compensation Plan ~~Information”~~Information" and ~~“Information~~"Information Concerning Voting and Solicitation—Security Ownership of Certain Beneficial Owners and Management.”"

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS,

AND DIRECTOR INDEPENDENCE

The information required by this item concerning transactions with related persons and director independence is incorporated by reference from the information that will be set forth in the ~~2021~~2023 Proxy Statement under the headings ~~“Certain~~"Certain Relationships and Related ~~Transactions”~~Transactions" and ~~“Corporate~~"Corporate Governance Matters.”"

124

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

The information required by this item is incorporated by reference from the information that will be set forth in the ~~2021~~2023 Proxy Statement under the heading ~~“Ratification~~"Ratification of Independent Registered Public Accounting Firm—Principal Accounting Fees and Services.”"

~~154~~125

PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

1.Financial Statements: See ~~“Index~~"Index to Consolidated Financial ~~Statements”~~Statements" in Part II, Item 8 of this Annual Report on Form 10-K

2.Exhibits: The exhibits listed in the accompanying index to exhibits are filed or incorporated by reference as part of this Annual Report on Form 10-K.

~~155~~126

EXHIBIT INDEX


Exhibit No.						Description

3.1						Amended and Restated Certificate of Incorporation of Codexis, Inc. filed with the Secretary of the State of the State of Delaware on April 27, 2010 and effective as of April 27, 2010 (incorporated by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2010, filed on May 28, 2010).

3.2						Certificate of Designations of Series A Junior Participating Preferred Stock of Codexis, Inc., filed with the Secretary of State of the State of Delaware on September 4, 2012 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed on September 4, 2012).

3.3						Amended and Restated Bylaws of Codexis, Inc. effective as of April 27, 2010 (incorporated by reference to Exhibit 3.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2010, filed on May 28, 2010).

4.1						Reference is made to Exhibits 3.1 through 3.3.

4.2						Form of the Company’s Common Stock Certificate (incorporated by reference to Exhibit 4.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2012, filed on August 9, 2012).

4.3						Description of Codexis' Securities Registered Pursuant to Section 12 of the ~~Common Stock~~Securities Exchange Act of ~~Codexis, Inc.~~1934 (incorporated by re ~~ference~~reference to Exhibit 4.3 to the ~~Company's~~Company’s Annual Report on Form 10-K for the ~~fiscal~~ year ended December 31, ~~2019,~~2022, filed on February 28, ~~2020)~~2022).

10.1A*						Lease Agreement by and between the Company and Metropolitan Life Insurance Company dated as of February 1, 2004.

10.1B*						Amendment to Lease Agreement by and between the Company and Metropolitan Life Insurance Company dated as of June 1, 2004.

10.1C*						Amendment to Lease Agreement by and between the Company and Metropolitan Life Insurance Company dated as of March 9, 2007.

10.1D*						Amendment to Lease Agreement by and between the Company and Metropolitan Life Insurance Company dated as of March 31, 2008.

10.1E						Fourth Amendment to Lease Agreement by and between the Company and Metropolitan Life Insurance Company dated as of September 17, 2010 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2010, filed on November 4, 2010).

10.1F						Fifth Amendment to Lease Agreement by and between the Company and Metropolitan Life Insurance Company dated as of March 16, 2011 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2011, filed on May 6, 2011).

10.1G						Sixth Amendment to Lease by and between the Company and Metropolitan Life Insurance Company dated as of September 27, 2012 (incorporated by reference to Exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2012, filed on November 7, 2012).

10.1H						Seventh Amendment to Lease by and between the Company and Metropolitan Life Insurance Company dated as of October 11, 2016 (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2016, filed on November 8, 2016).

~~156~~


~~Exhibit~~ ~~No.~~						~~Description~~
10.1I***						Eighth Amendment to Lease, dated as of February 8, 2019, by and between the Company and Metropolitan Life Insurance Company (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2019, filed on May 8, 2019).


10.2+*						Codexis, Inc. 2010 Equity Incentive Award Plan and Form of Stock Option Agreement.

127


Exhibit No.						Description
10.3A+						Codexis, Inc. 2019 Incentive Award Plan (incorporated by reference to Exhibit 99.1 to the Company's Registration Statement on Form S-8 (File No. 333-232262) filed with the SEC on June 21, 2019).

10.3B+						Form of Restricted Stock Unit Award Grant Notice and Restricted Stock Unit Award Agreement under 2019 Incentive Award Plan (incorporated by reference to Exhibit 99.2 to the Company's Registration Statement on Form S-8 (File No. 333-232262) filed with the SEC on June 21, 2019).

10.3C+						Form of Stock Option Grant Notice and Stock Option Agreement under 2019 Incentive Award Plan (incorporated by reference to Exhibit 99.3 to the Company's Registration Statement on Form S-8 (File No. 333-232262) filed with the SEC on June 21, 2019).

10.3D+						Form of Stock Option Grant Notice and Stock Option Agreement under 2019 Incentive Award Plan (incorporated by reference to Exhibit 99.4 to the Company's Registration Statement on Form S-8 (File No. 333-232262) filed with the SEC on June 21, 2019).

10.3E+						Form of Performance Stock Unit Award Grant Notice and Performance Stock Unit Award Agreement under 2019 Incentive Award Plan (incorporated by reference to Exhibit 99.5 to the Company's Registration Statement on Form S-8 (File No. 333-232262) filed with the SEC on June 21, 2019).

10.3F+						Form of Restricted Stock Award Grant Notice and Restricted Stock Award Agreement under 2019 Incentive Award Plan (incorporated by reference to Exhibit 99.6 to the Company's Registration Statement on Form S-8 (File No. 333-232262) filed with the SEC on June 21, 2019).

10.4*10.3G+						Codexis, Inc. 2022 Employment Inducement Award Plan (incorporated by reference to Exhibit 99.1 to the Company's Registration Statement on Form S-8 (File No. 333-269163) filed with the SEC on January 9, 2023).

10.3H+						Form of Stock Option Grant Notice and Stock Option Agreement under the 2022 Employment Inducement Award Plan (incorporated by reference to Exhibit 99.2 to the Company's Registration Statement on Form S-8 (File No. 333-269163) filed with the SEC on January 9, 2023).

10.3I+						Form of Restricted Stock Unit Award Grant Notice and Restricted Stock Unit Award Agreement under the 2022 Employment Inducement Award Plan (incorporated by reference to Exhibit 99.3 to the Company's Registration Statement on Form S-8 (File No. 333-269163) filed with the SEC on January 9, 2023).

10.4						Form of Indemnification Agreement between the Company and each of its directors, officers and certain employees.

10.5+						Form of Amended and Restated Change in Control Severance Agreement between the Company and certain of its officers (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2019, filed on November 6, 2019).

10.6						Asset Purchase Agreement, dated October 28, 2010, by and among the Company, Codexis Mayflower Holdings, LLC and Maxygen, Inc. (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K, filed on October 28, 2010).

10.7A†						Manufacture and Supply Agreement, dated May 16, 2011, by and between the Company and Lactosan GmbH & Co. KG (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2011, filed on August 3, 2011).

10.7B						Amendment No. 1 to the Manufacture and Supply Agreement by and between the Company and Lactosan GmbH & Co. KG dated as of March 9, 2012 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2012, filed on May 10, 2012).

~~10.8+~~10.8A+						Employment Agreement by and between the Company and Ross Taylor effective as of August 4, 2019 (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2019, filed on November 6, 2019).

10.8B+						Transition and Separation Agreement by and between the Company and Ross Taylor, dated as of February 3, 2023.

128


Exhibit No.						Description
10.9A+						Employment Agreement by and between the Company and John Nicols effective as of May 28, 2012 (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2012, filed on August 9, 2012).

~~157~~


~~Exhibit~~ ~~No.~~						~~Description~~

10.9B+						John Nicols Stock Option Grant Notice and Stock Option Agreement dated June 13, 2012 between John J. Nicols and the Company (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2012, filed on August 9, 2012).

10.9C+						Amendment to Employment Agreement between the Company and John Nicols, dated April 21, 2016 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2016, filed on August 9, 2016).

10.9D+						Amendment to Employment Agreement between the Company and John Nicols, dated November 16, 2017 (incorporated by reference to Exhibit 10.8E to the Company’s Annual Report on Form 10-K for the year ended December 31, 2017, filed on March 15, 2018).

10.9E+						Amendment to Employment Agreement between the Company and John Nicols, effective as of June 28, 2019 , (incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2019, filed on November 6, 2019).

10.9F+						Transition and Separation Agreement by and between the Company and John Nicols, dated as of July 18, 2022 (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, filed on November 4, 2022).

10.10A†						Sitagliptin Catalyst Supply Agreement by and between Merck Sharp and Dohme Corp. and the Company dated as of February 1, 2012 (incorporated by reference to Exhibit 10.25 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2012, filed on April 2, 2013).

10.10B†						Amendment to Sitagliptin Catalyst Supply Agreement between Merck Sharp and Dohme Corp. and the Company dated as of October 1, 2013 (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2013, filed on November 12, 2013).

10.10C						Amendment No. 2 to Sitagliptin Catalyst Supply Agreement between Merck Sharp and Dohme Corp. and the Company dated as of February 25, 2015 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015, filed on May 7, 2015).

10.10D						Amendment No. 3 to Sitagliptin Catalysts Supply Agreement between Merck Sharp and Dohme Corp. and the Company dated as of December 17, 2015 (incorporated by reference to Exhibit 10.11D to the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, filed on March 8, 2016).

10.10E						Amendment No. 4 to Sitagliptin Catalysts Supply Agreement, effective as of January 1, 2016, by and between the Company and Merck Sharp and Dohme Corp. (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2016, filed on November 8, 2016).

10.10F						Amendment No. 5 to Sitagliptin Catalysts Supply Agreement, effective as of July 1, 2021, by and between the Company and Merck Sharp and Dohme Corp. (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed on November 5, 2021).

10.11A†						Global Development, Option and License Agreement by and among the Company, Societé des Produits Nestlé S.A., formerly known as Nestec Ltd. (“("Nestlé Health ~~Science”~~Science"), effective as of October 12, 2017 (incorporated by reference to Exhibit 10.10 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 , filed on March 15, 2018 ).

10.11B†						Amendment No. 1 to Global Development, Option and License Agreement by and among the Company, Nestec Ltd. and Nestlé Amendment No. 1 to Global Development, Option and License Agreement by and among the Company, Nestec Ltd. and Nestlé Health Science S.A., effective as of July 26, ~~2018.~~2018 (incorporated by reference to Exhibit 10.12B to the Company’s Annual Report on Form 10-K for the year ended December 31, 2018, filed on March 3, 2019). ~~Science S.A., effective as of July 26, 2018.~~

129


Exhibit No.						Description
10.11C†						Letter Agreement to Global Development, Option and License Agreement by and among the Company, Nestec Ltd. and Nestlé Health Science S.A., effective as of December 12, 2018. (incorporated by reference to Exhibit 10.12C to the Company’s Annual Report on Form 10-K for the year ended December 31, 2018, filed on March 3, 2019).

10.12A†						Platform Technology Transfer, Collaboration and License Agreement by and between the Company and GlaxoSmithKline Intellectual Property Limited, effective as of July 10, 2014 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 31, 2014, filed on November 6, 2014).

~~158~~


~~Exhibit~~ ~~No.~~						~~Description~~
10.12B†						Letter Agreement, effective as of February 21, 2020, by and between Codexis, Inc. and GlaxoSmithKline Intellectual Property Development Limited (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, filed on May 8, 2020).

~~10.13A†~~10.13A***						Platform Technology Transfer and License Agreement by and between the Company and Merck Sharp & Dohme Corp., dated as of August 3, 2015 ~~(incorporated~~(inco rporated by reference to Exhibit ~~10.1~~10.13A to the ~~Company’s Quarterly~~Company's Annual Report on Form ~~10-Q~~10-K for the ~~quarter~~year ended ~~September~~December 31, ~~2015, filed~~2021, fil ed on ~~November 6, 2015)~~February 28, 2022).

10.13B†						Amendment No. 1 to Platform Technology Transfer and License Agreement by and between the Company and Merck Sharp & Dohme Corp., dated as of October 10, 2018 (incorporated by reference to Exhibit 10.14A to the Company’s Annual Report on Form 10-K for the year ended December 31, 2018, filed on March 3, 2019).

10.13C***						Amendment No. 2 to Platform Technology Transfer and License Agreement by and between Merck and the Company dated as of January 1, 2019 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2019, filed on May 8, 2019).

10.14***						Platform Technology Transfer and License Agreement, dated May 2, 2019, by and between the Company and Novartis Pharma AG (incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2019, filed on August 6, 2019).

10.15***						Strategic Collaboration and License Agreement by and between Shire Human Genetic Therapies, Inc., a wholly-owned subsidiary of Takeda Pharmaceutical Company Limited and the Company, dated March 23, 2020 (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, filed on May 8, 2020).

10.16A†						Loan and Security Agreement effective as of June 30, 2017 by and between the Company and Western Alliance Bank (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017, filed on August 9, 2017).

10.16B†						First Amendment to Loan and Security Agreement effective as of September 28, 2017 by and between the Company and Western Alliance Bank (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2017, filed on November 9, 2017).

10.16C†						Second Amendment to Loan and Security Agreement effective as of November 7, 2017 by and between the Company and Western Alliance Bank (incorporated by reference to Exhibit 10.15B to the Company’s Annual Report on Form 10-K for the year ended December 31, 2017, filed on March 15, 2018).

10.16D†						Third Amendment to Loan and Security Agreement by and between the Company and Western Alliance Bank dated as of June 29, 2018 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2018, filed on August 9, 2018).

10.16E†						Fourth Amendment to Loan and Security Agreement effective as of September 28, 2018 by and between the Company and Western Alliance Bank (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2018, filed on November 9, 2018).

10.16F						Fifth Amendment to Loan and Security Agreement effective as of January 23, 2019 by and between the Company and Western Alliance Bank (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2019, filed on May 8, 2019).

130


Exhibit No.						Description
10.16G						Sixth Amendment to Loan and Security Agreement by and between the Company and Western Alliance Bank dated as of July 11, 2019 (incorporated by reference to Exhibit 10.1A to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2019, filed on November 6, 2019).

~~159~~


~~Exhibit~~ ~~No.~~						~~Description~~
10.16H						Seventh Amendment to Loan and Security Agreement by and between the Company and Western Alliance Bank dated as of September 30, 2019 (incorporated by reference to Exhibit 10.1B to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2019, filed on November 6, 2019).

10.16I						Eighth Amendment to Loan and Security Agreement by and between the Company and Western Alliance Bank dated as of September 30, 2020 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020, filed on November 6, 2020.)

10.16J						Ninth Amendment to Loan and Security Agreement by and between the Company and Western Alliance Bank dated as of September 30, 2021 (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, filed on November 5, 2021).

10.17						Lease Agreement by and between the Company and ARE-SAN FRANCISCO NO. 63, LLC dated as of January 29, 2021 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021, filed on May 7, 2021).

10.18***						Platform Technology Transfer, Collaboration and License Agreement by and between the Company and GlaxoSmithKline Intellectual Property Limited, effective as of July 10, 2014 (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2022, filed on August 5, 2022).

10.19A***						Enzyme Supply Agreement by and between the Company and Pfizer Ireland Pharmaceuticals, dated as of July 14, 2022.

10.19B						Amendment No. 1 to the Enzyme Supply Agreement by and between the Company and Pfizer Ireland Pharmaceuticals, effective as of December 19, 2022.

10.19C						Amendment No. 2 to the Enzyme Supply Agreement by and between the Company and Pfizer Ireland Pharmaceuticals, effective as of February 1, 2023.

10.20+						Employment Agreement by and between the Company and Stephen Dilly dated as of August 9, 2022 (incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, filed on November 4, 2022).

10.21A+						Offer Letter by and between the Company and Kevin Norrett dated as of September 12, 2022 (incorporated by reference to Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, filed on November 4, 2022).

10.21B+						Change in Control Severance Agreement by and between the Company and Kevin Norrett dated September 12, 2022 (incorporated by reference to Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, filed on November 4, 2022).

10.22A+						Offer Letter by and between the Company and Margaret Fitzgerald dated as of October 5, 2022.

10.22B+						Change in Control Severance Agreement by and between the Company and Margaret Fitzgerald dated October 10, 2022.

10.23A+						Offer Letter by and between the Company and Sriram Ryali dated as of December 30, 2023.

10.23B+						Change in Control Severance Agreement by and between the Company and Sriram Ryali dated January 27, 2023

23.1						Consent of BDO USA, LLP, independent registered public accounting firm.

24.1						Power of Attorney (see signature page to this Annual Report on Form 10-K).

131


Exhibit No.						Description
31.1						Certification of Principal Executive Officer Required Under Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended.

31.2						Certification of Principal Financial Officer Required Under Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended.

32.1**						Certification of Principal Executive Officer and Principal Financial Officer Required Under Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. §1350.

101						The following materials from Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, ~~2020~~2022 formatted in Inline Extensible Business Reporting Language (iXBRL) includes: (i) Consolidated Balance Sheets at December 31, ~~2020~~2022 and December 31, ~~2019,~~2021, (ii) Consolidated Statements of Operations for the years ended December 31, ~~2020,~~2022, December 31, ~~2019~~2021 and December 31, ~~2018,~~2020, (iii) Consolidated Statements of Cash Flows for the years ended December 31, ~~2020,~~2022, December 31, ~~2019~~2021 and December 31, ~~2018,~~2020, (vi) Consolidated Statements of Stockholders’ Equity for the years ended December 31, ~~2020,~~2022, December 31, ~~2019~~2021 and December 31, ~~2018~~2020 and (vii) Notes to Consolidated Financial Statements.

101.SCH						Inline XBRL Taxonomy Extension Schema Document

101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB						Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document

104						The cover page from the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, ~~2020,~~2022, formatted in Inline XBRL and contained in Exhibit 101.

+ Indicates a management contract or compensatory plan or arrangement.

† Confidential treatment has been granted for certain information contained in this exhibit. Such information has been omitted and filed separately with the Securities and Exchange Commission.

* Filed as exhibits to the registrant’s Registration Statement on Form S-1 (File No. 333-164044), effective April 21, 2010, and incorporated herein by reference.

** Pursuant to Item 601(b)(32) of Regulation S-K this exhibit is furnished rather than filed with this report.

*** Portions of the exhibit, marked by brackets, have been omitted because the omitted information is (i) not material and (ii) would be competitively harmful if publicly disclosed.

~~160~~

ITEM 16. FORM 10-K SUMMARY

Not applicable.

~~161~~132

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


		CODEXIS, INC.

Date:	~~March 1, 2021~~February 27, 2023	By:	/s/ ~~John J. Nicols~~Stephen Dilly
			President and Chief Executive Officer
			(Principal Executive Officer)

POWER OF ATTORNEY

Each person whose individual signature appears below hereby authorizes and appoints ~~John J. Nicols, Ross Taylor~~Stephen Dilly, Sriram Ryali and ~~Richard A. Sabalot,~~Margaret Fitzgerald, and each of them, with full power of substitution and resubstitution and full power to act without the other, as his or her true and lawful attorney-in-fact and agent to act in his or her name, place and stead and to execute in the name and on behalf of each person, individually and in each capacity stated below, and to file any and all amendments to this annual report on Form 10-K and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing, ratifying and confirming all that said attorneys-in-fact and agents or any of them or their or his substitute or substitutes may lawfully do or cause to be done by virtue thereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

SIGNATURE

TITLE

DATE

/s/ ~~John J. Nicols~~Stephen Dilly

President, Chief Executive Officer and Director (Principal Executive Officer)

Date:

~~March 1, 2021~~February 27, 2023

~~John J. Nicols~~Stephen Dilly

/s/ ~~Ross Taylor~~Sriram Ryali

~~Senior Vice President and~~ Chief Financial Officer (Principal Financial and Accounting Officer)

Date:

~~March 1, 2021~~February 27, 2023

~~Ross Taylor~~Sriram Ryali

/s/ ~~Bernard J. Kelley~~Byron L. Dorgan

Chairman of the Board of Directors

Date:

~~March 1, 2021~~February 27, 2023

~~Bernard J. Kelley~~Byron L. Dorgan

/s/ Jennifer Aaker

Director

Date:

~~March 1, 2021~~February 27, 2023

Jennifer Aaker

/s/ ~~Stephen Dilly~~

~~Director~~

~~Date:~~

~~March 1, 2021~~

~~Stephen Dilly~~

~~/s/ Byron L. Dorgan~~

~~Director~~

~~Date:~~

~~March 1, 2021~~

~~Byron L. Dorgan~~

~~/s/~~ Esther Martinborough

Director

Date:

~~March 1, 2021~~February 27, 2023

Esther Martinborough

/s/ Alison Moore

Director

Date:

~~March 1, 2021~~February 27, 2023

Alison Moore

/s/ John J. Nicols

Director

Date:

February 27, 2023

John J. Nicols

/s/ H. Stewart Parker

Director

Date:

February 27, 2023

H. Stewart Parker

/s/ Rahul Singhvi

Director

Date:

February 27, 2023

Rahul Singhvi

/s/ David V. Smith

Director

Date:

~~March 1, 2021~~February 27, 2023

David V. Smith

/s/ Dennis P. Wolf

Director

Date:

~~March 1, 2021~~February 27, 2023

Dennis P. Wolf

/s/ Patrick Y. Yang

Director

Date:

~~March 1, 2021~~February 27, 2023

Patrick Y. Yang

~~162~~133


Delaware						71-0872999
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

200 Penobscot Drive, Redwood City, California						94063
(Address of principal executive offices)						(Zip Code)


Title of Each Class:	Trading Symbols(s):	Name of Each Exchange on which Registered:
Common Stock, par value $0.0001 per share	CDXS	The Nasdaq Global Select Market
Securities Registered Pursuant to Section 12(g) of the Act: None


INDEX

PART I
Item 1	Business	4
Item 1A	Risk Factors	2724
Item 1B	Unresolved Staff Comments	6460
Item 2	Properties	6460
Item 3	Legal Proceedings	6560
Item 4	Mine Safety Disclosures	6560
PART II
Item 5	Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	6661
Item 6	~~Selected Financial Data~~[Reserved]	6862
Item 7	Management's Discussion and Analysis of Financial Condition and Results of Operations	7063
Item 7A	Quantitative and Qualitative Disclosures About Market Risk	9878
Item 8	Financial Statements and Supplementary Data	9979
Item 9	Changes in and Disagreements with Accountants on Accounting and Financial Disclosures	~~152~~123
Item 9A	Controls and Procedures	~~152~~123
Item 9B	Other Information	~~153~~124
Item 9C	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	124
PART III
Item 10	Directors, Executive Officers and Corporate Governance	~~154~~124
Item 11	Executive Compensation	~~154~~124
Item 12	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	~~154~~124
Item 13	Certain Relationships and Related Transactions, and Director Independence	~~154~~124
Item 14	Principal Accounting Fees and Services	~~154~~125
PART IV
Item 15	Exhibits and Financial Statement Schedules	~~155~~126
Item 16	Form 10-K Summary	~~161~~132
	Signatures	~~162~~133


		December 31,
$100 investment in stock or index	Ticker		2015		2016		2017		2018		2019		2020
Codexis, Inc.	CDXS		$	100.00	$	108.75	$	197.40	$	394.80	$	378.01	$	516.08
Nasdaq Composite Total Return	XCMP		$	100.00	$	108.87	$	141.13	$	137.12	$	187.44	$	271.64
Nasdaq Biotechnology (Total Return) Index	XNBI		$	100.00	$	78.65	$	95.67	$	87.19	$	109.08	$	137.90


		December 31,
$100 investment in stock or index	Ticker	2017		2018		2019		2020		2021		2022
Codexis, Inc.	CDXS	$	100.00	$	200.00	$	191.50	$	261.44	$	374.49	$	55.81
Nasdaq Composite Total Return	XCMP	$	100.00	$	97.16	$	132.81	$	192.48	$	235.16	$	158.65
Nasdaq Biotechnology (Total Return) Index	XNBI	$	100.00	$	91.14	$	114.02	$	144.14	$	144.17	$	129.58


☒			ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


	Percentage of Total Revenues For the Years Ended December 31.
Customers:	2020		2019		2018
Merck	26	%	28	%	29	%
Nestlé Health Science	11	%	15	%	22	%
Novartis	*		23	%	*
Tate & Lyle	*		*		13	%
Takeda	19	%	*		*
* Percentage was less than 10%


		Year Ended December 31,						% of Total Revenues							Year Ended December 31,						% of Total Revenues
		2020		2019		2018		2020		2019		2018			2022		2021		2020		2022		2021		2020
Revenues:	Revenues:													Revenues:
Product revenue	Product revenue	$	30,220	$	29,465	$	25,590	44	%	43	%	42	%	Product revenue	$	116,676	$	70,657	$	30,220	84	%	67	%	44	%
Research and development revenue	Research and development revenue	38,836		38,993		35,004		56	%	57	%	58	%	Research and development revenue	21,914		34,097		38,836		16	%	33	%	56	%
Total revenues	Total revenues	69,056		68,458		60,594		100	%	100	%	100	%	Total revenues	138,590		104,754		69,056		100	%	100	%	100	%
Costs and operating expenses:	Costs and operating expenses:													Costs and operating expenses:
Cost of product revenue	Cost of product revenue	13,742		15,632		12,620		20	%	23	%	21	%	Cost of product revenue	38,033		22,209		13,742		27	%	21	%	20	%
Research and development	Research and development	44,185		33,873		29,978		64	%	49	%	50	%	Research and development	80,099		55,919		44,185		58	%	53	%	64	%
Selling, general and administrative	Selling, general and administrative	35,049		31,502		29,291		51	%	46	%	48	%	Selling, general and administrative	52,172		49,323		35,049		38	%	47	%	51	%
Restructuring charges														Restructuring charges	3,167		—		—		2	%	—	%	—	%
Total costs and operating expenses	Total costs and operating expenses	92,976		81,007		71,889		135	%	118	%	119	%	Total costs and operating expenses	173,471		127,451		92,976		125	%	121	%	135	%
Loss from operations	Loss from operations	(23,920)		(12,549)		(11,295)		(35)	%	(18)	%	(19)	%	Loss from operations	(34,881)		(22,697)		(23,920)		(25)	%	(21)	%	(35)	%
Interest income	Interest income	405		1,287		671		1	%	2	%	1	%	Interest income	1,441		459		405		1	%	—	%	1	%
Other expense, net		(156)		(656)		(291)		—	%	(1)	%	—	%
Other income (expense), net														Other income (expense), net	124		1,148		(156)		—	%	1	%	—	%
Loss before income taxes	Loss before income taxes	(23,671)		(11,918)		(10,915)		(34)	%	(17)	%	(18)	%	Loss before income taxes	(33,316)		(21,090)		(23,671)		(24)	%	(20)	%	(34)	%
Provision for (benefit from) income taxes		339		17		(37)		—	%	—	%	—	%
Provision for income taxes														Provision for income taxes	276		189		339		—	%	—	%	—	%
Net loss	Net loss	$	(24,010)	$	(11,935)	$	(10,878)	(34)	%	(17)	%	(18)	%	Net loss	$	(33,592)	$	(21,279)	$	(24,010)	(24)	%	(20)	%	(34)	%


							Change
	Year Ended December 31,						2020				2019
	2020		2019		2018		$		%		$		%
Product revenue	$	30,220	$	29,465	$	25,590	$	755	3	%	$	3,875	15	%
Research and development revenue	38,836		38,993		35,004		(157)		—	%	3,989		11	%
Total revenues	$	69,056	$	68,458	$	60,594	$	598	1	%	$	7,864	13	%


	Year Ended December 31, 2019						Year Ended December 31, 2018						Change
	Performance Enzymes		Novel Biotherapeutics		Total		Performance Enzymes		Novel Biotherapeutics		Total		Performance Enzymes			Novel Biotherapeutics
													$		%	$		%
Revenues:
Product revenue	$	29,465	$	—	$	29,465	$	25,590	$	—	$	25,590	$	3,875	15%	$	—	—%
Research and development revenue	28,691		10,302		38,993		21,483		13,521		35,004		7,208		34%	(3,219)		(24)%
Total revenues	$	58,156	$	10,302	$	68,458	$	47,073	$	13,521	$	60,594	$	11,083	24%	$	(3,219)	(24)%


	Payments due by period
	Total		Less than 1 year		1 to 3 years		4 to 5 years		More than 5 years
Operating leases obligations (1)	$	31,291	$	4,197	$	8,874	$	9,594	$	8,626


Reports of Independent Registered Public Accounting Firm (BDO USA, LLP; San Jose, CA; PCAOB ID: 243)			~~100~~80
Consolidated Balance Sheets			~~103~~83
Consolidated Statements of Operations			~~104~~84
Consolidated Statements of Stockholders' Equity			~~105~~85
Consolidated Statements of Cash Flows			~~106~~86
Notes to Consolidated Financial Statements			~~107~~87


	Common Stock			Additional Paid-in Capital		Accumulated Other Comprehensive Income (Loss)		Accumulated Deficit		Total Stockholders’ Equity
	Shares	Amount
December 31, 2017	48,365	$	5	$	340,079	$	(472)	$	(315,065)	$	24,547
Exercise of stock options	856	—		4,680		—		—		4,680
Release of stock awards	832	—		—		—		—		—
Employee stock-based compensation	—	—		7,865		—		—		7,865
Non-employee stock-based compensation	—	—		24		—		—		24
Taxes paid related to net share settlement of equity awards	(301)	—		(3,190)		—		—		(3,190)
Issuance of common stock, net of issuance costs	4,313	—		37,317		—		—		37,317
Cumulative effect of change in accounting principles (1)	—	—		—		472		(4,531)		(4,059)
Net Loss	—	—		—		—		(10,878)		(10,878)
December 31, 2018	54,065	5		386,775		0		(330,474)		56,306
Exercise of stock options	1,466	—		7,099		—		—		7,099
Release of stock awards	449	—		—		—		—		—
Employee stock-based compensation	—	—		6,943		—		—		6,943
Taxes paid related to net share settlement of equity awards	(152)	—		(2,850)		—		—		(2,850)
Issuance of common stock, net of issuance costs of $123	3,049	1		49,876		—		—		49,877
Short swing profit settlement	—	—		77		—		—		77
Net Loss	—	—		—		—		(11,935)		(11,935)
December 31, 2019	58,877	6		447,920		0		(342,409)		105,517
Exercise of stock options	210	—		1,323		—		—		1,323
Release of stock awards	370	—		—		—		—		—
Employee stock-based compensation	—	—		7,622		—		—		7,622
Non-employee stock-based compensation	—	—		106		—		—		106
Taxes paid related to net share settlement of equity awards	(103)	—		(1,257)		—		—		(1,257)
Issuance of common stock, net of issuance costs of $5,448	4,929	—		80,802		—		—		80,802
Net Loss	—	—		—		—		(24,010)		(24,010)
December 31, 2020	64,283	$	6	$	536,516	$	0	$	(366,419)	$	170,103


			Asset classification			Estimated useful life
			Laboratory equipment			5 years
			Computer equipment and software			3 to 5 years
			Office equipment and furniture			5 years
			Leasehold improvements			Lesser of useful life or lease term


	December 31, 2020		December 31, 2019
Contract assets	$	4,526	$	1,027
Unbilled receivables	$	10,942	$	10,099
Contract costs	$	90	$	0
Contract liabilities: deferred revenue	$	4,791	$	2,044


	Year Ended December 31,
Revenue recognized in the period for:	2020		2019
Amounts included in contract liabilities at the beginning of the period:
Performance obligations satisfied	$	57	$	4,567
Changes in the period:
Changes in the estimated transaction price allocated to performance obligations satisfied in prior periods	774		1,442
Performance obligations satisfied from new activities in the period - contract revenue	68,225		62,449
Total revenues	$	69,056	$	68,458


	December 31, 2020
By contractual maturity:	Adjusted Cost and Carrying value		Fair Value
Non-marketable debt securities due in 1 year or less	$	1,000	$	1,000


	December 31, 2022		December 31, 2021
MAI	$	13,921	$	12,713
seqWell	5,000		—
Arzeda	1,289		1,289
Other investments in non-marketable equity securities	300		—
Total non-marketable equity securities	$	20,510	$	14,002


	December 31, 2022
	Level 1		Level 2		Level 3		Total
Money market funds	$	77,309	$	—	$	—	$	77,309


	December 31, 2020				December 31, 2019
	Adjusted Cost		Estimated Fair Value		Adjusted Cost		Estimated Fair Value

Money market funds (1) (2)	$	127,567	$	127,567	$	71,248	$	71,248


~~Expected life (years)~~	~~5.4~~
~~Volatility~~	~~51.6~~	%
~~Risk-free interest rate~~	~~0.4~~	%
~~Expected dividend yield~~	~~0.0~~	%


	Number of Shares	Weighted Average Exercise Price Per Share
	(In Thousands)
Outstanding at December 31, 2019	3,147	$	6.31
Granted	496	$	13.30
Exercised	(210)	$	6.30
Forfeited/Expired	(48)	$	16.71
Outstanding at December 31, 2020	3,385	$	7.19
Granted	286	$	26.85
Exercised	(664)	$	6.96
Forfeited/Expired	(72)	$	17.99
Outstanding at December 31, 2021	2,935	$	8.90
Granted	2,000	$	8.90
Exercised	(410)	$	2.33
Forfeited/Expired	(275)	$	19.01
Outstanding at December 31, 2022	4,250	$	8.88


	Number of Shares	Weighted Average Exercise Price Per Share
	(In Thousands)
Outstanding at December 31, 2017	4,579	$	4.40
Granted	645	$	9.56
Exercised	(772)	$	5.56
Forfeited/Expired	(340)	$	6.66
Outstanding at December 31, 2018	4,112	$	4.81
Granted	406	$	20.68
Exercised	(1,045)	$	4.50
Forfeited/Expired	(326)	$	11.01
Outstanding at December 31, 2019	3,147	$	6.31
Granted	496	$	13.30
Exercised	(210)	$	6.30
Forfeited/Expired	(48)	$	16.71
Outstanding at December 31, 2020	3,385	$	7.19


	Number of Shares	Weighted Average Exercise Price Per Share		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value
	(In Thousands)			(In Years)	(In Thousands)
Outstanding at December 31, 2020	3,385	$	7.19	5.4	$	49,542
Exercisable at December 31, 2020	2,569	$	5.09	4.3	$	42,998
Vested and expected to vest at December 31, 2020	3,279	$	6.96	5.3	$	48,786


	Number of Shares	Weighted Average Exercise Price Per Share		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value
	(In Thousands)			(In Years)	(In Thousands)
Outstanding at December 31, 2022	4,250	$	8.88	6.2	$	1,556
Exercisable at December 31, 2022	2,162	$	8.26	3.1	$	1,556
Vested and expected to vest at December 31, 2022	3,898	$	8.91	5.9	$	1,556


	Number of Shares	Weighted Average Grant Date Fair Value Per Share
	(In Thousands)
Non-vested balance at December 31, 2019	35	$	17.18
Granted	96	$	11.44
Vested	(35)	$	17.18
Non-vested balance at December 31, 2020	96	$	11.44
Granted	46	$	21.91
Vested	(62)	$	11.31
Non-vested balance at December 31, 2021	80	$	17.53
Granted	159	$	7.53
Vested	(58)	$	18.42
Non-vested balance at December 31, 2022	181	$	8.45


	Number of Shares	Weighted Average Grant Date Fair Value Per Share
Non-vested balance at December 31, 2017	159	$	4.68
Granted	47	$	14.35
Vested	(151)	$	4.71
Non-vested balance at December 31, 2018	55	$	12.83
Granted	40	$	17.18
Vested	(56)	$	12.83
Forfeited/Expired	(4)	$	17.18
Non-vested balance at December 31, 2019	35	$	17.18
Granted	96	$	11.44
Vested	(35)	$	17.18

Non-vested balance at December 31, 2020	96	$	11.44


	Number of Shares	Weighted Average Grant Date Fair Value Per Share
	(in thousands)
Outstanding at December 31, 2017	1,720	$	2.54
Granted	1,200	$	5.02
Exercised	(84)	$	2.54
Forfeited	(1,254)	$	3.73
Outstanding at December 31, 2018	1,582	$	3.47
Granted	718	$	11.44
Exercised	(422)	$	3.17
Forfeited	(618)	$	10.34
Outstanding at December 31, 2019	1,260	$	4.75
Granted	689	$	6.37
Forfeited	(389)	$	6.42
Outstanding at December 31, 2020	1,560	$	5.05


	Number of Shares	Weighted Average Exercise Price Per Share		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value
	(In Thousands)			(In Years)	(In Thousands)
Exercisable at December 31, 2022	1,674	$	11.09	5.4	$	40
Vested and expected to vest at December 31, 2022	1,808	$	11.85	5.7	$	40


	Years Ended December 31,
	2020		2019		2018
Performance Enzymes	$	2,970	$	2,303	$	2,591
Novel Biotherapeutics	768		695		338
Corporate cost	3,990		3,945		4,960
Total	$	7,728	$	6,943	$	7,889


	Selected Quarterly Financial Data (Unaudited)

The following table provides the selected quarterly financial data for 2020 and 2019:

	Condensed Consolidated Statements of Operations
	(In Thousands, Except Per Share Amounts)
	Quarter Ended (1)

	December 31,		September 30,		June 30,		March 31,		December 31,		September 30,		June 30,		March 31,
	2020 (3)		2020		2020		2020		2019 (3)		2019		2019		2019

Revenues:
Product revenue	$	12,215	$	8,401	$	4,504	$	5,100	$	4,877	$	10,351	$	6,249	$	7,988
Research and development revenue	8,819		9,984		10,463		9,570		13,773		11,555		6,070		7,595
Total revenues	$	21,034	$	18,385	$	14,967	$	14,670	$	18,650	$	21,906	$	12,319	$	15,583
Costs and operating expenses:
Cost of product revenue	$	5,860	$	3,642	$	1,699	$	2,541	$	3,402	$	5,067	$	2,772	$	4,391
Research and development	10,355		12,010		10,853		10,967		8,872		8,711		8,274		8,016
Selling, general and administrative	8,741		8,797		8,522		8,989		7,322		7,869		7,896		8,415
Total costs and operating expenses	$	24,956	$	24,449	$	21,074	$	22,497	$	19,596	$	21,647	$	18,942	$	20,822
Income (loss) from operations	$	(3,922)	$	(6,064)	$	(6,107)	$	(7,827)	$	(946)	$	259	$	(6,623)	$	(5,239)
Income (loss) before income taxes	$	(3,912)	$	(6,075)	$	(6,037)	$	(7,647)	$	(630)	$	336	$	(6,491)	$	(5,133)
Net income (loss)	$	(3,920)	$	(6,094)	$	(6,344)	$	(7,652)	$	(635)	$	343	$	(6,507)	$	(5,136)
Net income (loss) per share, basic	$	(0.06)	$	(0.10)	$	(0.11)	$	(0.13)	$	(0.01)	$	0.01	$	(0.12)	$	(0.09)
Net income (loss) per share, diluted	$	(0.06)	$	(0.10)	$	(0.11)	$	(0.13)	$	(0.01)	$	0.01	$	(0.12)	$	(0.09)
Weighted average common shares used in computing net income (loss) per share, basic (2)	60,483		59,061		59,000		58,888		58,620		58,287		54,954		54,170
Weighted average common shares used in computing net income (loss) per share, diluted (2)	60,483		59,061		59,000		58,888		58,620		61,412		54,954		54,170