Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of ~~July 29,~~October 28, 2022, the registrant had ~~53,389,687~~53,652,850 shares of common stock, $0.001 par value per share, outstanding.

This Quarterly Report on Form 10-Q contains forward-looking statements. All statements other than statements of historical facts contained in this Quarterly Report are forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “may,” “will,”~~, “would”,~~ “would,” “should,” “expect,” “plan,” “anticipate,” “could,” “intend,” “target,” “project,” “contemplate,” “believe,” “estimate,” “predict,” “potential” or “continue” or the negative of these terms or other similar expressions, although not all forward-looking statements contain these words. All statements other than statements of historical fact contained in this Quarterly Report, including without limitation statements regarding our business model and strategic plans for our products, technologies and business, including our implementation thereof, the impact on our business, financial condition and results of operations from macroeconomic conditions, the ongoing and global COVID-19 pandemic, or any other pandemic, epidemic or outbreak of an infectious disease in the United States or worldwide, the timing of and our ability to obtain and maintain regulatory approvals, our commercialization, marketing and manufacturing capabilities and strategy, our expectations about the commercial success and market acceptance of our products, the sufficiency of our cash, cash equivalents and short-term investments, and the plans and objectives of management for future operations and capital expenditures are forward-looking statements.

The forward-looking statements in this Quarterly Report are only predictions and are based largely on our current expectations and projections about future events and trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs. These forward-looking statements speak only as of the date of this Quarterly Report and are subject to a number of known and unknown risks, uncertainties, and assumptions, including those described under the sections in this Quarterly Report entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this Quarterly Report. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties, and assumptions, the future events and trends discussed in this Quarterly Report may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements.

Because forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, you should not rely upon these forward-looking statements as predictions of future events. The events and circumstances reflected in the forward-looking statements may not be achieved or occur. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, performance, or achievements. Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements contained herein, whether as a result of any new information, future events, changed circumstances or otherwise. We intend the forward-looking statements contained in this Quarterly Report to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).


	June 30, 2022			December 31, 2021			September 30, 2022			December 31, 2021
Assets
Current assets
Cash and cash equivalents	$	79,724		$	92,752		$	83,528		$	92,752
Short-term investments in debt securities		250,772			83,348			235,705			83,348
Accounts receivable, net		49,171			42,351			54,059			42,351
Inventories, net		26,674			21,053			29,670			21,053
Prepaid expenses and other current assets		4,997			5,694			7,609			5,694
Total current assets		411,338			245,198			410,571			245,198
Property and equipment, net		20,076			16,471			21,191			16,471
Operating lease right-of-use assets		46,653			44,909			49,951			44,909
Deposits and other assets		6,195			981			6,106			981
Long-term investments in debt securities		0			3,983			—			3,983
Total assets	$	484,262		$	311,542		$	487,819		$	311,542
Liabilities and Stockholders' Equity
Current liabilities
Accounts payable	$	4,748		$	6,541		$	6,035		$	6,541
Payroll-related accruals		27,695			24,433			28,052			24,433
Accrued expenses and other current liabilities		8,076			10,737			7,668			10,737
Operating lease liabilities, current portion		465			802			588			802
Total current liabilities		40,984			42,513			42,343			42,513
Operating lease liabilities, noncurrent portion		28,196			28,404			30,377			28,404
Other long-term liability		1,304			1,416			—			1,416
Total liabilities		70,484			72,333			72,720			72,333
Commitments and contingencies (Note 7)
Stockholders' equity
Preferred stock, $0.001 par value, 10,000,000 shares authorized, 0 shares issued and outstanding as of June 30, 2022 and December 31, 2021		0			0
Common stock, $0.001 par value, 300,000,000 shares authorized as of June 30, 2022 and December 31, 2021; 53,305,825 and 50,313,452 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively		53			50
Preferred stock, $0.001 par value, 10,000,000 shares authorized, no shares issued and outstanding as of September 30, 2022 and December 31, 2021								—			—
Common stock, $0.001 par value, 300,000,000 shares authorized as of September 30, 2022 and December 31, 2021; 53,595,277 and 50,313,452 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively								53			50
Additional paid in capital		445,807			257,144			457,043			257,144
Accumulated other comprehensive loss		(1,183	)		(402	)		(945	)		(402	)
Accumulated deficit		(30,899	)		(17,583	)		(41,052	)		(17,583	)
Total stockholders' equity		413,778			239,209			415,099			239,209
Total liabilities and stockholders' equity	$	484,262		$	311,542		$	487,819		$	311,542

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


													Three Months Ended September 30,						Nine Months Ended September 30,
	Three Months Ended June 30,						Six Months Ended June 30,						2022			2021			2022			2021
	2022			2021			2022			2021
Revenue	$	92,744		$	63,453		$	179,496		$	120,850		$	96,204		$	72,916		$	275,700		$	193,766
Cost of goods sold		10,347			4,814			20,314			9,437			11,064			7,040			31,378			16,477
Gross profit		82,397			58,639			159,182			111,413			85,140			65,876			244,322			177,289
Operating expenses
Research and development		18,569			11,630			34,704			19,793			19,105			12,499			53,809			32,292
Selling, general and administrative		73,156			42,897			136,888			79,795			75,833			56,104			212,721			135,899
Total operating expenses		91,725			54,527			171,592			99,588			94,938			68,603			266,530			168,191
(Loss) income from operations		(9,328	)		4,112			(12,410	)		11,825			(9,798	)		(2,727	)		(22,208	)		9,098
Other income (expense)
Interest income		214			35			264			103			618			27			882			130
Interest expense		(73	)		(74	)		(146	)		(147	)		(74	)		(73	)		(220	)		(220	)
Other income (expense)		252			7			228			(34	)		(59	)		30			169			(4	)
Total other income (expenses)		393			(32	)		346			(78	)		485			(16	)		831			(94	)
(Loss) income before income taxes		(8,935	)		4,080			(12,064	)		11,747			(9,313	)		(2,743	)		(21,377	)		9,004
Provision for income taxes		1,252			12			1,252			210			840			61			2,092			271
Net (loss) income	$	(10,187	)	$	4,068		$	(13,316	)	$	11,537		$	(10,153	)	$	(2,804	)	$	(23,469	)	$	8,733
Other comprehensive income (loss)
Foreign currency translation adjustments		(291	)		57			(408	)		(123	)		(406	)		(146	)		(814	)		(269	)
Unrealized (loss) gain on available-for-sale debt securities		(125	)		(6	)		(373	)		12
Total other comprehensive (loss) income		(416	)		51			(781	)		(111	)
Unrealized gain on available-for-sale debt securities														644			7			271			19
Total other comprehensive income (loss)														238			(139	)		(543	)		(250	)
Comprehensive (loss) income	$	(10,603	)	$	4,119		$	(14,097	)	$	11,426		$	(9,915	)	$	(2,943	)	$	(24,012	)	$	8,483
Net (loss) income per share
Basic	$	(0.19	)	$	0.08		$	(0.26	)	$	0.23		$	(0.19	)	$	(0.06	)	$	(0.45	)	$	0.18
Diluted	$	(0.19	)	$	0.07		$	(0.26	)	$	0.21		$	(0.19	)	$	(0.06	)	$	(0.45	)	$	0.16
Weighted average common shares used to compute net (loss) income per share
Basic		53,183,767			49,669,652			52,075,399			49,512,800			53,491,625			50,001,996			52,552,662			49,664,037
Diluted		53,183,767			55,595,016			52,075,399			55,665,193			53,491,625			50,001,996			52,552,662			55,511,061

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


	Common Stock				Additional Paid In			Accumulated Other Comprehensive			Accumulated			Total Stockholders'			Common Stock				Additional Paid In			Accumulated Other Comprehensive			Accumulated			Total Stockholders'
	Shares		Amount		Capital			Income (Loss)			Deficit			Equity			Shares		Amount		Capital			Income (Loss)			Deficit			Equity
Balance, December 31, 2021		50,313,452	$	50	$	257,144		$	(402	)	$	(17,583	)	$	239,209			50,313,452	$	50	$	257,144		$	(402	)	$	(17,583	)	$	239,209
Options exercised for common stock		322,882		1		344			—			—			345			322,882		1		344			—			—			345
Shares issued under Employee Stock Purchase Plan		54,808		—		3,427			—			—			3,427			54,808		—		3,427			—			—			3,427
Issuance of common stock upon vesting of restricted stock units, net of shares withheld for taxes		31,763		—		(1,624	)		—			—			(1,624	)		31,763		—		(1,624	)		—			—			(1,624	)
Issuance of common stock in public offering, net of issuance costs of $11.9 million		2,300,000		2		174,392			—			—			174,394			2,300,000		2		174,392			—			—			174,394
Share-based compensation expense		—		—		6,555			—			—			6,555			—		—		6,555			—			—			6,555
Other comprehensive loss		—		—		—			(365	)		—			(365	)		—		—		—			(365	)		—			(365	)
Net loss		—		—		—			—			(3,129	)		(3,129	)		—		—		—			—			(3,129	)		(3,129	)
Balance, March 31, 2022		53,022,905		53		440,238			(767	)		(20,712	)		418,812			53,022,905		53		440,238			(767	)		(20,712	)		418,812
Options exercised for common stock		228,313		—		156			0			0			156			228,313		—		156			—			—			156
Issuance of common stock upon vesting of restricted stock units, net of shares withheld for taxes		54,607		—		(1,751	)		—			—			(1,751	)		54,607		—		(1,751	)		—			—			(1,751	)
Share-based compensation expense		—		—		7,164			—			—			7,164			—		—		7,164			—			—			7,164
Other comprehensive loss		—		—		—			(416	)		—			(416	)		—		—		—			(416	)		—			(416	)
Net loss		—		—		—			—			(10,187	)		(10,187	)		—		—		—			—			(10,187	)		(10,187	)
Balance, June 30, 2022		53,305,825	$	53	$	445,807		$	(1,183	)	$	(30,899	)	$	413,778			53,305,825		53		445,807			(1,183	)		(30,899	)		413,778

Balance, December 31, 2020		49,251,614	$	49	$	227,624		$	4		$	(27,423	)	$	200,254
Options exercised for common stock		296,019		1		380			—			—			381
Shares issued under Employee Stock Purchase Plan		36,881		—		1,882			—			—			1,882
Issuance of common stock upon vesting of restricted stock units, net of shares withheld for taxes		901		—		(49	)		—			—			(49	)
Share-based compensation expense		—		—		3,836			—			—			3,836
Other comprehensive loss		—		—		—			(162	)		—			(162	)
Net income		—		—		—			—			7,469			7,469
Balance, March 31, 2021		49,585,415		50		233,673			(158	)		(19,954	)		213,611
Options exercised for common stock		213,605		—		193			—			—			193			167,102		—		109			—			—			109
Issuance of common stock upon vesting of restricted stock units, net of shares withheld for taxes		29,809		—		(706	)		—			—			(706	)		43,643		—		(1,224	)		—			—			(1,224	)
Shares issued under Employee Stock Purchase Plan																		78,707		—		4,995			—			—			4,995
Share-based compensation expense		—		—		4,604			-			—			4,604			—		—		7,356			—			—			7,356
Other comprehensive income		—		—		—			51			—			51			—		—		—			238			—			238
Net income		—		—		—			—			4,068			4,068
Balance, June 30, 2021		49,828,829	$	50	$	237,764		$	(107	)	$	(15,886	)	$	221,821
Net loss																		—		—		—			—			(10,153	)		(10,153	)
Balance, September 30, 2022																		53,595,277	$	53	$	457,043		$	(945	)	$	(41,052	)	$	415,099

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


	Six Months Ended June 30,						Nine Months Ended September 30,
	2022			2021			2022			2021
Cash flows from operating activities
Net (loss) income	$	(13,316	)	$	11,537		$	(23,469	)	$	8,733
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
Depreciation		2,260			1,288			3,430			2,108
Amortization of deferred financing costs		72			76			108			108
Amortization of right-of-use assets		1,225			357			1,799			537
Share-based compensation expense		13,719			8,440			21,075			20,939
Allowance for credit losses, net		66			(22	)		341			(22	)
Loss on disposal of fixed assets								23			—
Changes in:
Accounts receivable		(6,960	)		(3,470	)		(12,220	)		(10,898	)
Inventories		(5,676	)		(7,523	)		(8,706	)		(8,924	)
Prepaid expenses, deposits and other assets		1,072			(11,306	)		(1,537	)		(4,525	)
Accounts payable		(1,760	)		7,276			(441	)		2,042
Payroll-related accruals, accrued expenses and other liabilities		650			9,796			(562	)		12,919
Operating lease liabilities		(544	)		(381	)		(565	)		(574	)
Lease prepayments for lessor's owned leasehold improvements		(2,969	)		0			(4,503	)		(11,964	)
Net cash (used in) provided by operating activities		(12,161	)		16,068			(25,227	)		10,479
Cash flows from investing activities
Purchases of property and equipment		(5,864	)		(6,186	)		(8,173	)		(10,927	)
Purchases of marketable securities		(230,814	)		(84,751	)		(332,103	)		(105,438	)
Maturities of marketable securities		67,000			50,000			184,000			68,000
Purchases of other investments		(5,693	)		0			(5,693	)		—
Net cash used in investing activities		(175,371	)		(40,937	)		(161,969	)		(48,365	)
Cash flows from financing activities
Proceeds from issuance of common stock in public offering, net of issuance costs of $11.9 million		174,394			0			174,394			—
Proceeds from issuance of common stock under employee stock purchase plan		3,427			1,882			8,422			5,558
Proceeds from exercise of stock options		501			573			610			732
Payment of taxes related to vested restricted stock units		(3,375	)		(755	)		(4,599	)		(1,597	)
Net cash provided by financing activities		174,947			1,700			178,827			4,693
Effect of foreign exchange rate on cash and cash equivalents		(443	)		(126	)		(855	)		(266	)
Net decrease in cash		(13,028	)		(23,295	)		(9,224	)		(33,459	)
Cash and cash equivalents beginning of period		92,752			114,617			92,752			114,617
Cash and cash equivalents end of period	$	79,724		$	91,322		$	83,528		$	81,158

Supplemental disclosures of cash flow information:
Cash paid for income taxes	$	2,297		$	158		$	3,085		$	271
Cash paid for interest	$	75		$	76		$	112		$	113
Noncash investing and financing:
Lease liabilities arising from obtaining new right-of-use assets							$	2,334		$	28,648

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

2. Summary of Significant Accounting Policies

COVID-19

The global healthcare system continues to face an unprecedented challenge as a result of the novel coronavirus, or COVID-19, situation and its impact. COVID-19 ~~is having, and~~ may continue to have an adverse impact on significant aspects of the Company and the business, including the demand for products, business operations, and the ability to research and develop and bring to market new products and services. To the extent individuals and hospital systems de-prioritize, delay or cancel deferrable medical procedures as a result of COVID-19, staffing or resource issues, or otherwise, the Company’s business, cash flows, financial condition and results of operations may continue to be negatively affected.

The Company continues to focus its efforts on the health and safety of patients, healthcare providers and employees, while executing its mission of transforming lives of venous thromboembolism ("VTE") patients. However, the ~~Company expects the~~ COVID-19 pandemic may continue to negatively impact the Company's 2022 performance.

Basis of Presentation

The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

The interim condensed consolidated balance sheet as of ~~June~~September 30, 2022, the condensed consolidated statements of operations and comprehensive income (loss), stockholders’ equity, and cash flows for the three and ~~six~~nine months ended ~~June~~September 30, 2022 and 2021 are unaudited. The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and reflect, in the opinion of management, all adjustments of a normal and recurring nature that are necessary for the fair presentation of the Company’s consolidated financial position as of ~~June~~September 30, 2022 and its consolidated results of operations and cash flows for the three and ~~six~~nine months ended ~~June~~September 30, 2022 and 2021. The financial data and the other financial information disclosed in the notes to the condensed consolidated financial statements related to the three and ~~six~~nine months ended ~~June~~September 30, 2022 and 2021 are also unaudited. The condensed consolidated results of operations for any interim period are not necessarily indicative of the results to be expected for the full year or for any other future annual or interim period. The condensed consolidated balance sheet as of December 31, 2021 included herein was derived from the audited financial statements as of that date. These interim condensed consolidated financial statements should be read in conjunction with our audited financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021 filed on February 23, 2022.

Principles of Consolidation

The condensed consolidated financial statements include the Company and its wholly owned subsidiaries. All ~~significant~~ intercompany balances and transactions have been eliminated in consolidation.

Management Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Significant estimates and assumptions made in the accompanying consolidated financial statements may include, but are not limited to, collectability of receivables, recoverability of long-lived assets, valuation of inventory, operating lease right-of-use ("ROU") assets and liabilities, other investments, fair value of stock options, recoverability of net deferred tax assets and related valuation allowance, and certain accruals. Estimates are based on historical experience and on various assumptions that the Company believes are reasonable under current circumstances. Actual results could differ materially from those estimates. Management periodically evaluates such estimates and assumptions, and they are adjusted prospectively based upon such periodic evaluation.

~~Revenue Recognition~~

Inari Medical, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

Revenue Recognition

The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers. Under ASC 606, revenue is recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that are within the scope of ASC 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation.

The Company sells its products primarily to hospitals in the United States utilizing the Company’s direct sales force. The Company recognizes revenue for arrangements where the Company has satisfied its performance obligation of shipping or delivering the product. For sales where the Company’s sales representative hand-deliver products directly to the hospitals, control of the products transfers to the customers upon such hand delivery. For sales where products are shipped, control of the products transfers either upon shipment or delivery of the products to the customer, depending on the shipping terms and conditions. Revenue from product sales is comprised of product revenue, net of product returns, administrative fees and sales rebates.

Performance Obligation—The Company has revenue arrangements that consist of a single performance obligation, the shipping or delivery of the Company’s products. The satisfaction of this performance obligation occurs with the transfer of control of the Company’s product to its customers, either upon shipment or delivery of the product.

Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring goods. The amount of revenue recognized is based on the transaction price, which represents the invoiced amount, net of administrative fees and sales rebates, where applicable. The Company provides a standard 30-day unconditional right of return period. The Company establishes estimated provisions for returns at the time of sale based on historical experience. Historically, the actual product returns have been immaterial to the Company’s consolidated financial statements.

As of ~~June~~September 30, 2022 and December 31, 2021, the Company recorded $~~764,000~~987,000 and $448,000, respectively, of unbilled receivables, which are included in accounts receivable, net, in the accompanying consolidated balance sheets.

Revenue for ClotTriever and FlowTriever products as a percentage of total revenue was derived as follow:


	Three Months Ended June 30,						Six Months Ended June 30,						Three Months Ended September 30,						Nine Months Ended September 30,
	2022			2021			2022			2021			2022			2021			2022			2021

ClotTriever		33	%		33	%		32	%		34	%		31	%		30	%		32	%		33	%
FlowTriever		67	%		67	%		68	%		66	%		69	%		70	%		68	%		67	%

The Company offers payment terms to its customers of less than three months and these terms do not include a significant financing component. The Company excludes taxes assessed by governmental authorities on revenue-producing transactions from the measurement of the transaction price.

The Company offers its standard warranty to all customers. The Company does not sell any warranties on a standalone basis. The Company’s warranty provides that its products are free of material defects and conform to specifications, and includes an offer to repair, replace or refund the purchase price of defective products. This assurance does not constitute a service and is not considered a separate performance obligation. The Company estimates warranty liabilities at the time of revenue recognition and records it as a charge to cost of goods sold.

Costs associated with product sales include commissions and are recorded in selling, general and administrative ("SG&A") expenses. The Company applies the practical expedient and recognizes commissions as an expense when incurred because the amortization period is less than one year.

Other Investments

In March 2022, the Company made investments in certain privately held companies, with no readily determinable fair value. The Company measures these investments at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investments. The Company will monitor the information that becomes available from time to time and adjust the carrying values of these investments if there are identified events or changes in circumstances that have a significant adverse effect on the fair values. As of ~~June~~September 30, 2022, total other investments of $5.7 million was included in deposits and other assets on the condensed consolidated balance sheets with no impairment identified.

3. Fair Value Measurements

The following tables summarize the Company’s financial assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy as of ~~June~~September 30, 2022 and December 31, 2021 (in thousands):


	June 30, 2022								September 30, 2022
	Level 1		Level 2		Level 3		Aggregate Fair Value		Level 1		Level 2		Level 3		Aggregate Fair Value
Financial Assets
Cash and cash equivalents:
Money market mutual funds	$	11,041	$	0	$	0	$	11,041	$	21,283	$	—	$	—	$	21,283
U.S. Treasury securities		14,977		0		0		14,977		3,979		—		—		3,979
Corporate debt securities and commercial paper		0		5,992		0		5,992		—		15,973		—		15,973
Total included in cash and cash equivalents		26,018		5,992		0		32,010		25,262		15,973		—		41,235
Investments:
U.S. Treasury securities		185,491		0		0		185,491		178,462		—		—		178,462
U.S. Government agencies		0		16,004		0		16,004		—		26,184		—		26,184
Corporate debt securities and commercial paper		0		49,277		0		49,277		—		31,059		—		31,059
Total included in short-term investments		185,491		65,281		0		250,772		178,462		57,243		—		235,705
Total assets	$	211,509	$	71,273	$	0	$	282,782	$	203,724	$	73,216	$	—	$	276,940

	December 31, 2021								December 31, 2021
	Level 1		Level 2		Level 3		Aggregate Fair Value		Level 1		Level 2		Level 3		Aggregate Fair Value
Financial Assets
Cash and cash equivalents:
Money market mutual funds	$	48,595	$	0	$	0	$	48,595	$	48,595	$	—	$	—	$	48,595
Total included in cash and cash equivalents		48,595		0		0		48,595		48,595		—		—		48,595
Investments:
U.S. Treasury securities		44,322		0		0		44,322		44,322		—		—		44,322
Corporate debt securities and commercial paper		0		39,026		0		39,026		—		39,026		—		39,026
Total included in short-term investments		44,322		39,026		0		83,348		44,322		39,026		—		83,348
U.S. Treasury securities included in long-term investments		3,983		0		0		3,983		3,983		—		—		3,983
Total assets	$	96,900	$	39,026	$	0	$	135,926	$	96,900	$	39,026	$	—	$	135,926

There were 0no transfers between Levels 1, 2 or 3 for the periods presented.

4. Cash Equivalents and Investments

The following is a summary of the Company’s cash equivalents and investments in debt securities as of ~~June~~September 30, 2022 and December 31, 2021 (in thousands):

~~Inari Medical, Inc.~~

~~Notes to Unaudited Condensed Consolidated Financial Statements~~


	June 30, 2022									September 30, 2022
	Amortized Cost Basis		Unrealized Gain		Unrealized Loss			Fair Value		Amortized Cost Basis		Unrealized Gain		Unrealized Loss			Fair Value
Financial Assets
Cash and cash equivalents:
Money market mutual funds	$	11,041	$	0	$	0		$	11,041	$	21,283	$	—	$	—		$	21,283
U.S. Treasury securities		14,968		9		0			14,977		3,979		—		—			3,979
Corporate debt securities and commercial paper		5,985		7		0			5,992		15,936		37		—			15,973
Total included in cash and cash equivalents		31,994		16		0			32,010		41,198		37		—			41,235
Investments:
U.S. Treasury securities		185,887		0		(396	)		185,491		178,353		363		(254	)		178,462
U.S. Government agencies		16,012		0		(8	)		16,004		26,139		45		—			26,184
Corporate debt securities and commercial paper		49,282		0		(5	)		49,277		31,002		84		(27	)		31,059
Total included in short-term investments		251,181		0		(409	)		250,772		235,494		492		(281	)		235,705
Total assets	$	283,175	$	16	$	(409	)	$	282,782	$	276,692	$	529	$	(281	)	$	276,940

	December 31, 2021									December 31, 2021
	Amortized Cost Basis		Unrealized Gain		Unrealized Loss			Fair Value		Amortized Cost Basis		Unrealized Gain		Unrealized Loss			Fair Value
Financial Assets
Cash and cash equivalents:
Money market mutual funds	$	48,595	$	0	$	0		$	48,595	$	48,595	$	—	$	—		$	48,595
Total included in cash and cash equivalents		48,595		0		0			48,595		48,595		—		—			48,595
Investments:
U.S. Treasury securities		44,349		0		(27	)		44,322		44,349		—		(27	)		44,322
Corporate debt securities and commercial paper		39,012		14		0			39,026		39,012		14		—			39,026
Total included in short-term investments		83,361		14		(27	)		83,348		83,361		14		(27	)		83,348
U.S. Treasury securities included in long-term investments		3,993		0		(10	)		3,983		3,993		—		(10	)		3,983
Total assets	$	135,949	$	14	$	(37	)	$	135,926	$	135,949	$	14	$	(37	)	$	135,926

7. Commitments and Contingencies

Operating Leases

The Company has operating leases for facilities and certain equipment. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheet. Lease expense for operating leases is recognized on a straight-line basis over the lease term. For lease agreements, other than long-term real estate leases, the Company combines lease and non-lease components.

In March 2019, the Company executed a five-year lease for a facility in Irvine, California, where substantially all operations of the Company ~~have~~had been located ~~since~~from September ~~2019. The~~2019 to September 2021. This five-year lease ~~expires~~was originally set to expire in September 2024 and ~~contains~~contained 2two optional extension periods of five years each. In addition to the minimum future lease commitments presented below, the lease requires the Company to pay property taxes, insurance, maintenance, and repair costs, which are considered variable lease payments and not included in the lease liability. ~~The lease includes a~~ ~~one-month~~ ~~rent holiday concession and escalation clauses for increased rent over the lease term.~~Concurrent with the execution of a new ten-year lease in October 2020 (see below), the Company entered into a termination agreement (as amended) that ~~releases~~released the Company from the ~~current facility~~obligations under the five-year lease ~~obligation 12 months following the commencement date of the new lease, with~~effective July 2022 and contained options to extend the lease term for up to three periods of an additional 30 days ~~each. As~~each, which the Company has exercised as of ~~June~~September 30, 2022. In October 2022, the ~~operating~~Company amended the lease ~~right-of-use asset~~agreement to cancel the termination agreement and ~~liability were $52,000~~ ~~and $59,000, respectively, with~~update the ~~remaining~~ lease ~~term of~~termination date to 1September 2024 ~~month.~~.

In October 2020, the Company entered into a ten-year lease for a facility located in Irvine, California (the “Oak Canyon lease”) with 2two option extension periods of five years each, which the Company has determined that ~~it's~~it is reasonably certain to exercise. The Oak Canyon lease requires the Company to make variable lease payments, which are not included in the lease liability due to the amounts not being fixed, for property taxes, insurance, maintenance, repair costs, and certain improvements deemed to be assets of the lessor. The Oak Canyon lease includes scheduled payment escalation clauses over the lease term. The Oak Canyon lease also requires the Company to maintain a letter of credit for the benefit of the landlord in the amount of $1.5 million, which is secured by the Company’s Credit Agreement. The Company has moved in and taken control of the facility and has determined the lease commencement date to be September 30, 2021. On the commencement date, the Company recorded approximately $42.2 million and $28.6 million of ~~right-of-use~~ROU asset and lease liability, respectively. The ~~right-of use-asset~~ROU asset includes approximately $13.5 million, net of $3.7 million tenant allowance, related to prepaid lease payments for the lessor’s owned leasehold improvements which were reclassified from assets in progress and deposits and other assets. The operating ~~right-of-use assets~~ROU asset also ~~include~~includes $~~5.8~~7.3 million of additional prepaid lease payments for the lessor's owned leasehold improvements paid subsequent to the commencement date. As of ~~June~~September 30, 2022, the operating lease ~~right-of-use assets~~ROU asset and lease ~~liabilities~~liability related to the Oak Canyon lease were $~~46.5~~47.6 million and $~~28.5~~28.4 million, respectively, with the remaining lease term of ~~229~~226 months.

The Company's wholly owned subsidiary, Inari Medical Europe GmbH, entered into a five-year commercial lease agreement for office space located in Basel, Switzerland (the "Basel lease"). The lease ~~will be effective~~commenced on July 1, 2022, with an option to extend for a period of five years, which the Company has determined that it is reasonably certain to ~~exercise.~~exercise and is, therefore, included in the calculation of the ROU asset and lease liability. The lease payment is also indexed to the national consumer price index, which may be adjusted once per calendar year. The Basel lease ~~will~~ also ~~require~~requires the Company to maintain a bank guarantee ~~deposit~~ for the benefit of the landlord in the amount of approximately $~~186,000~~0.2. million, which is secured by two letters of credit issued under the Company’s Credit Agreement. The Basel lease has a remaining lease term of 117 months as of September 30, 2022.

Inari Medical, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

As of ~~June~~September 30, 2022, the weighted average incremental borrowing rate used to measure operating lease liabilities was 6.1%. Cash paid for amounts included in the measurement of operating lease liabilities was $705,000 and $~~199,000~~186,000 for the three months ended ~~June~~September 30, 2022 and 2021 and $~~1,419,000~~2,030,000 and $~~398,000~~557,000 for the ~~six~~nine months ended ~~June~~September 30, 2022 and 2021, respectively.

Total lease cost for the three and ~~six~~nine months ended ~~June~~September 30, 2022, are as follows (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,				Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021		2022		2021		2022		2021

Operating lease cost	$	1,057	$	186	$	2,100	$	371	$	1,039	$	331	$	3,139	$	702
Short-term lease cost		30		23		45		34		147		69		192		142
Variable lease cost		157		81		296		123		181		116		477		200
Total lease costs	$	1,244	$	290	$	2,441	$	528	$	1,367	$	516	$	3,808	$	1,044

Future minimum lease payments under operating leases liabilities as of ~~June~~September 30, 2022 are as follows (in thousands):


Year ending December 31:	Amount			Amount
Remainder of 2022	$	1,124		$	609
2023		2,163			2,471
2024		2,234			2,550
2025		2,295			2,619
2026		2,361			2,693
Thereafter		39,536			41,478
Total lease payments		49,713			52,420
Less imputed interest		(21,052	)		(21,455	)
Total lease liabilities		28,661			30,965
Less: lease liabilities - current portion		(465	)		(588	)
Lease liabilities - noncurrent portion	$	28,196		$	30,377

The following are future minimum lease payments ~~owed~~ for the ~~Basel~~ lease amendment discussed above, which has not yet commenced and is not included in ROU assets and operating lease liabilities as of ~~June~~September 30, 2022 (in thousands):


Year ending December 31:	Amount		Amount
Remainder of 2022	$	90	$	145
2023		284		758
2024		293		584
2025		300
2026		308
Thereafter		1,797
Total lease payments	$	3,072	$	1,487

Indemnification

In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and may provide for general indemnifications. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future but have not yet been made. To date, the Company has not been subject to any claims or required to defend any action related to its indemnification obligations.

The Company’s amended and restated certificate of incorporation contains provisions limiting the liability of directors, and its amended and restated bylaws provide that the Company will indemnify each of its directors to the fullest extent permitted under Delaware law. The Company’s amended and restated certificate of incorporation and amended and restated bylaws also provide its board of directors with discretion to indemnify its officers and employees when determined appropriate by the board. In addition, the Company has entered and expects to continue to enter into agreements to indemnify its directors and executive officers.

~~Legal Proceedings~~

1213

Inari Medical, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

Legal Proceedings

From time to time, the Company may become involved in legal proceedings arising out of the ordinary course of its business. Management is currently not aware of any matters that will have a material adverse effect on the consolidated financial position, results of operations or cash flows of the Company.

Sublicense Agreement

In August 2019, the Company entered into a sublicense agreement of intellectual property rights related to the tubular braiding for the non-surgical removal of clots and treatment of embolism and thrombosis in human vasculature other than carotid arteries, coronary vasculature and cerebral vasculature. Under the sublicense agreement, the Company is required to pay an ongoing quarterly administration fee, which amounted to $29,000 for the three months ended ~~June~~September 30, 2022 and 2021 and $~~58,000~~87,000 for the ~~six~~nine months ended ~~June~~September 30, 2022 and 2021. Additionally, the Company is obligated to pay an ongoing royalty ranging from 1% to 1.5% of the net sales of products utilizing the licensed intellectual property, subject to a minimum royalty quarterly fee of $~~1,000~~1,500. The Company recorded royalty expense to cost of goods sold of $01,500 and $~~195,000~~201,000 for the three months ended ~~June~~September 30, 2022 and 2021, respectively, and $~~212,000~~215,000 and $~~385,000~~586,000 for the ~~six~~nine months ended ~~June~~September 30, 2022 and 2021, respectively.

Licensed Technology

In December 2021, the Company entered into an exclusive, perpetual, royalty free, technology license agreement (the “Licensed Technology”) for use in a particular research and development project that requires total payments of approximately $4.2 million payable in three installments due in 2022 and 2023. The Company accounted for the purchase as a research and development expense in December 2021 as it was determined to have no future alternative uses. As of ~~June~~September 30, 2022, the outstanding balance was approximately $~~2.5~~ ~~million, $~~1.2 million, of which was included in accrued expenses and other current liabilities ~~and the remaining $1.3~~ ~~million was included in other long-term liability~~ on the consolidated balance ~~sheets~~.sheets.

12. Equity Incentive Plans

In 2011, the Company adopted the 2011 Equity Incentive Plan (the “2011 Plan”) to permit the grant of share-based awards, such as stock grants and incentives and non-qualified stock options to employees, directors, consultants and advisors. The Board has the authority to determine to whom awards will be granted, the number of shares, the term and the exercise price.

In March 2020, the Company adopted the 2020 Incentive Award Plan (the “2020 Plan”), which became effective in connection with the IPO. As a result, the Company may not grant any additional awards under the 2011 Plan. The 2011 Plan will continue to govern outstanding equity awards granted thereunder. The Company has initially reserved 3,468,048 shares of common stock for the issuance of a variety of awards under the 2020 Plan, including stock options, stock appreciation rights, awards of restricted stock and awards of restricted stock units. In addition, the number of shares of common stock reserved for issuance under the 2020 Plan will automatically increase on the first day of January for a period of up to ten years, commencing on January 1, 2021, in an amount equal to 3% of the total number of shares of the Company’s capital stock outstanding on the last day of the preceding year, or a lesser number of shares determined by the Company’s board of directors. As of ~~June~~September 30, 2022, there were ~~5,753,764~~5,696,304 shares available for issuance under the 2020 Plan, including 1,509,404 additional shares reserved effective January 1, 2022.

2011 Equity Incentive Plan

Stock Options

A summary of stock option activities under the 2011 Plan for the ~~six~~nine months ended ~~June~~September 30, 2022 is as follows (intrinsic value in thousands):


	Number of Awards			Weighted Average Exercise Price		Weighted Average Fair Value		Weighted Average Remaining Contractual Life (in years)		Intrinsic Value		Number of Awards			Weighted Average Exercise Price		Weighted Average Fair Value		Weighted Average Remaining Contractual Life (in years)		Intrinsic Value
Outstanding, December 31, 2021		2,574,354		$	1.43	$	1.02		7.07	$	231,286		2,574,354		$	1.43	$	1.02		7.07	$	231,286
Exercised		(551,195	)	$	0.91	$	0.70			$	42,063		(718,297	)	$	0.85	$	0.07			$	54,856
Cancelled		(16,513	)	$	2.14	$	1.30			$	1,270		(17,495	)	$	2.34	$	1.41			$	1,342
Outstanding, June 30, 2022		2,006,646		$	1.56	$	1.10		6.62	$	133,292
Vested and exercisable at June 30, 2022		1,452,085		$	1.21	$	0.88		6.47	$	96,966
Vested and expected to vest at June 30, 2022		1,986,007		$	1.55	$	1.09		6.62	$	131,956
Outstanding, September 30, 2022													1,838,562		$	1.64	$	1.15		6.38	$	130,529
Vested and exercisable at September 30, 2022													1,449,196		$	1.32	$	0.96		6.26	$	103,352
Vested and expected to vest at September 30, 2022													1,826,633		$	1.63	$	1.14		6.38	$	129,708

Inari Medical, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

The aggregate intrinsic values of options outstanding, vested and exercisable, and vested and expected to vest were calculated as the difference between the exercise price of the options and the estimated fair value of the Company’s common stock.

Restricted Stock Units

In March 2019, the Company granted, under the 2011 Plan, restricted stock unit awards (“RSUs”) to certain employees that vest only upon the satisfaction of both a time-based service condition and a performance-based condition. The performance-based condition is a liquidity event requirement that was satisfied on the effective date of the IPO of the Company’s common stock. The RSUs are subject to a four-year cliff vesting and will vest in March 2023. If the RSUs vest, the actual number of RSUs that will vest will be dependent on the per share value of the Company’s common stock, which is a market-based condition, determined based on the average closing price of the Company’s common stock for the three-month period immediately preceding the satisfaction of the service condition.

There was 0no activity related to RSUs under the 2011 Plan during the three and ~~six~~nine months ended ~~June~~September 30, 2022. As of ~~June~~September 30, 2022 and December 31, 2021, the outstanding balance of ~~RSU~~RSUs under 2011 Plan was 2,712,674 with a weighted average fair value at the time of grant of $0.17. per RSU.

2020 Incentive Award Plan

Restricted Stock Units

RSUs are share awards that entitle the holder to receive freely tradable shares of the Company’s common stock upon vesting. The RSUs cannot be transferred and the awards are subject to forfeiture if the holder’s employment terminates prior to the release of the vesting restrictions. The RSUs generally vest over a four-year period with straight-line vesting and a 25% one-year cliff or over a three-year period in equal amounts on a quarterly basis, provided the employee remains continuously employed with the Company. The fair value of the RSUs is equal to the closing price of the Company’s common stock on the grant date.

RSU activities under the 2020 Plan is set forth below:

~~Inari Medical, Inc.~~

~~Notes to Unaudited Condensed Consolidated Financial Statements~~


	Number of Awards			Weighted Average Fair Value		Number of Awards			Weighted Average Fair Value
Outstanding, December 31, 2021		611,205		$	88.34		611,205		$	88.34
Granted		506,331			74.77		602,831			73.94
Vested		(123,745	)		84.15		(189,006	)		84.52
Cancelled		(26,334	)		83.21		(42,774	)		84.77
Outstanding, June 30, 2022		967,457		$	81.91
Outstanding, September 30, 2022							982,256		$	80.39

The total fair value of RSUs vested under both the 2011 Plan and 2020 Plan was $~~6.3~~4.5 million and $~~3.5~~11.4 million for the three months ended ~~June~~September 30, 2022 and 2021, and $~~10.8~~15.3 million and $~~3.7~~15.1 million for the ~~six~~nine months ended ~~June~~September 30, 2022 and 2021, respectively.

Stock-based Compensation Expense

Total compensation cost for all share-based payment arrangements recognized, including $~~956,000~~780,000 and $~~724,000~~546,000 for the three months ended ~~June~~September 30, 2022 and 2021 and $~~1.8~~2.5 million and $~~1.3~~1.9 million for the ~~six~~nine months ended ~~June~~September 30, 2022 and 2021, respectively, related to the Employee Stock Purchase Plan, was as follows (in thousands):


	Three Months Ended June 30,				Six Months Ended June 30,				Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021		2022		2021		2022		2021
Cost of goods sold	$	375	$	202	$	740	$	379	$	386	$	218	$	1,126	$	597
Research and development		1,113		619		2,092		1,021		1,051		580		3,143		1,601
Selling, general and administrative		5,676		3,783		10,887		7,040		5,919		11,701		16,806		18,741
	$	7,164	$	4,604	$	13,719	$	8,440	$	7,356	$	12,499	$	21,075	$	20,939

Inari Medical, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

Total compensation costs as of ~~June~~September 30, 2022 related to all non-vested awards to be recognized in future periods was $~~68.0~~67.0 million and is expected to be recognized over the remaining weighted average period of ~~3.0~~2.9 years.

Employee Stock Purchase Plan

In May 2020, the Company adopted the 2020 Employee Stock Purchase Plan (“ESPP”), which became effective on the date the ESPP was adopted by the Company’s board of directors. ~~The Company has initially reserved~~ ~~990,870~~ ~~shares of common stock for purchase under the ESPP.~~ Each offering to the employees to purchase stock under the ESPP will begin on each August 1 and February 1 and will end on the following January 31 and July 31, respectively. The first offering period began on August 1, 2020 ~~and ends on~~ ~~January 31, 2021~~. On each purchase date, which falls on the last date of each offering period, ESPP participants will purchase shares of common stock at a price per share equal to 85% of the lesser of (1) the fair market value per share of the common stock on the offering date or (2) the fair market value of the common stock on the purchase date. The occurrence and duration of offering periods under the ESPP are subject to the determinations of the Company’s Compensation Committee, in its sole discretion.

The fair value of the ESPP shares is estimated using the Black-Scholes option pricing model with the following assumptions:


	Six Months Ended June 30,		Nine Months Ended September 30,
	2022	2021	2022	2021
Expected term (in years)	0.5	0.5	0.5	0.5
Expected volatility	56.09%	51.91%	56.09%	51.91%
Dividend yield	0.00%	0.00%	0.00%	0.00%
Risk free interest rate	0.48%	0.08%	0.48%	0.08%

As of ~~June~~September 30, 2022, a total of ~~139,857~~218,564 shares of common stock, including ~~54,808~~78,707 shares purchased in ~~January~~July 2022, have been purchased under the ESPP, and a total of ~~1,846,664~~1,767,957 shares of common stock, including 503,135 additional shares effective January 1, 2022, are reserved for future purchases.

13. Income Taxes

The following table reflects the Company’s provision for income taxes for the periods indicated (in thousands):

~~Inari Medical, Inc.~~

~~Notes to Unaudited Condensed Consolidated Financial Statements~~


	Three Months Ended June 30,						Six Months Ended June 30,						Three Months Ended September 30,						Nine Months Ended September 30,
	2022			2021			2022			2021			2022			2021			2022			2021
(Loss) income before income taxes	$	(8,935	)	$	4,080		$	(12,064	)	$	11,747		$	(9,313	)	$	(2,743	)	$	(21,377	)	$	9,004
Provision for income taxes		1,252			12			1,252			210			840			61			2,092			271
Net (loss) income	$	(10,187	)	$	4,068		$	(13,316	)	$	11,537		$	(10,153	)	$	(2,804	)	$	(23,469	)	$	8,733
Provision for income taxes as a percentage of (loss) income before income taxes		14.0	%		0.3	%		10.4	%		1.8	%		9.0	%		2.2	%		9.8	%		3.0	%

The effective tax rate for all periods is driven by pre-tax income/(loss), business credits, equity compensation, state taxes, and the change in valuation allowance. The Company's income tax provision for interim reporting periods has historically been calculated by applying an estimate of the annual effective income tax rate for the full year to "ordinary" income (loss) for the interim reporting period, which is calculated as pre-tax income (loss) excluding unusual and infrequently occurring discrete items. For the ~~six~~nine months ended ~~June~~September 30, 2022, we calculated the income tax provision using a discrete effective income tax rate method as if the interim year to date period was an annual period. We determined that since normal changes in estimated "ordinary" income (loss) would result in disproportionate changes in the estimated annual effective income tax rate, the Company's historical method of calculating its income tax provision for interim reporting periods would not provide a reliable estimate for the ~~six~~nine months ended ~~June~~September 30, 2022.

For tax years beginning after December 31, 2021, certain research and development costs are required to be capitalized and amortized over a five year period under the Tax Cuts and Jobs Act, which was signed into law December 22, 2017. The Company has reviewed and incorporated this change, which will impact the expected U.S. federal and state tax expense and cash taxes to be paid for the tax year ending December 31, 2022.

Valuation Allowance

Inari Medical, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

ASC 740 requires that the tax benefit of net operating losses, or NOLs, temporary differences and credit carryforwards be recorded as an asset to the extent that management assesses that realization is “more likely than not.” Realization of the future tax benefits is dependent on the Company’s ability to generate sufficient taxable income within the carryback or carryforward periods. As of December 31, 2021, the Company maintained a full valuation allowance of $17.9 million against the Company's net deferred tax assets. As of ~~June~~September 30, 2022, the Company believes that the deferred tax assets are currently not considered more likely than not to be realized and, accordingly, has maintained a full valuation allowance against its deferred tax assets. The Company will continue to assess its position on the realizability of its deferred tax assets, until such time as sufficient positive evidence may become available to allow the Company to reach a conclusion that a significant portion of the valuation allowance will no longer be needed. Any release of the valuation allowance may result in a material benefit recognized in the quarter of release.

Uncertain Tax Positions

The Company has recorded uncertain tax positions related to its federal and California research and development credit carryforwards. ~~NaN~~No interest or penalties have been recorded related to the uncertain tax positions due to credit carryforwards that are available to offset the uncertain tax positions. It is not expected that there will be a significant change in the uncertain tax position in the next twelve months. The Company is subject to U.S. federal and state income tax as well as to income tax in various foreign jurisdictions. In the normal course of business, the Company is subject to examination by tax authorities. As of the date of the financial statements, there are no income tax examinations in progress. The statute of limitations for tax years ended after December 31, 2016 and December 31, 2017 are open for state and federal tax purposes, respectively.

15. Net Income (Loss) Per Share

The components of net income per share are as follows:


	Three Months Ended June 30,					Six Months Ended June 30,					Three Months Ended September 30,						Nine Months Ended September 30,
	2022			2021		2022			2021		2022			2021			2022			2021
Numerator:
Net (loss) income (in thousands)	$	(10,187	)	$	4,068	$	(13,316	)	$	11,537	$	(10,153	)	$	(2,804	)	$	(23,469	)	$	8,733
Denominator:
Weighted average number of common shares outstanding - basic		53,183,767			49,669,652		52,075,399			49,512,800		53,491,625			50,001,996			52,552,662			49,664,037
Common stock equivalents from outstanding common stock options		0			2,940,337		0			3,057,128		—			—			—			2,927,569
Common stock equivalents from unvested RSUs		0			2,947,918		0			3,054,465		—			—			—			2,917,867
Common stock equivalents from ESPP		0			3,233		0			6,924		—			—			—			847
Common stock equivalents from restricted stock		0			33,876		0			33,876		—			—			—			741
Weighted average number of common shares outstanding - diluted		53,183,767			55,595,016		52,075,399			55,665,193		53,491,625			50,001,996			52,552,662			55,511,061
Net (loss) income per share:
Basic	$	(0.19	)	$	0.08	$	(0.26	)	$	0.23	$	(0.19	)	$	(0.06	)	$	(0.45	)	$	0.18
Diluted	$	(0.19	)	$	0.07	$	(0.26	)	$	0.21	$	(0.19	)	$	(0.06	)	$	(0.45	)	$	0.16

The following outstanding potentially dilutive common stock equivalents have been excluded from the calculation of diluted net loss per share for the three and ~~six~~nine months ended ~~June~~September 30, 2022 and the three months ended September 30, 2021 due to their anti-dilutive effect:


	~~Three and Six Months Ended June 30, 2022~~
~~Common stock options~~		~~2,006,646~~
~~RSUs~~		~~3,680,131~~
~~ESPP~~		~~10,404~~
		~~5,697,181~~


	Three and Nine Months Ended September 30, 2022		Three Months Ended September 30, 2021
Common stock options		1,838,562		2,732,986
RSUs		3,694,930		2,778,176
Restricted stock subject to future vesting		—		741
		5,533,492		5,511,903

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q and our audited financial statements and related notes thereto for the year ended December 31, 2021, included in our Annual Report on Form ~~10-K.~~10-K for the year ended December 31, 2021. In addition to historical financial information, the following discussion contains forward-looking statements that are based upon current plans, expectations and beliefs that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including those set forth under ~~Part II,~~“Part I, Item ~~1A, “Risk~~1A. Risk Factors” in ~~this Quarterly~~our Annual Report on Form ~~10-Q.~~10-K for the year ended December 31, 2021.

We are a medical device company with a mission to treat and transform the lives of patients suffering from venous and other diseases. Our current product offerings consist of two minimally-invasive, novel catheter-based mechanical thrombectomy systems, which are purpose-built for the specific characteristic of the venous system and the treatment of the two distinct manifestations of venous thromboembolism, or VTE - deep vein thrombosis, or DVT, and pulmonary embolism, or PE. Our ClotTriever product is FDA-cleared for the treatment of DVT. Our FlowTriever product is the first thrombectomy system FDA-cleared for the treatment of PE and is also FDA-cleared for clot in transit in the right atrium.

We believe the best way to treat VTE and improve the quality of life of patients suffering from this disease is to safely and effectively remove the blood clot. With that in mind, we designed and purpose-built our ClotTriever and FlowTriever systems. The ClotTriever is a mechanical thrombectomy system designed to core, capture and remove large clots from large vessels and is used to treat DVT. The FlowTriever is a large bore catheter-based aspiration and mechanical thrombectomy system designed to remove large clots from large vessels to treat PE. Both systems are designed to eliminate the need for thrombolytic drugs.

We believe our mission-focused and highly-trained commercial organization provides a significant competitive advantage. Our most important relationships are between our sales representatives and our treating physicians, which include interventional cardiologists, interventional radiologists and vascular surgeons. We recruit sales representatives who have substantial and applicable medical device and/or sales experience. Our front-line sales representatives typically attend procedures, which puts us at the intersection of the patients, products and physicians. We have developed systems and processes to harness the information gained from these relationships and we leverage this information to rapidly iterate products, introduce and execute physician education and training programs and scale our sales organization. We market and sell our products to hospitals, which are reimbursed by various third-party payors.

In March 2022, we completed an underwritten public offering, or the Follow-On Offering, of 2,300,000 shares of common stock, at a price of $81.00 per share. We received net proceeds of approximately $174.4 million, after deducting underwriters’ discounts and commissions and offering costs.

As of ~~June~~September 30, 2022, we had cash, cash equivalents, and short-term investments of ~~$330.5~~$319.2 million, no long-term debt outstanding and an accumulated deficit of ~~$30.9~~$41.1 million.

For the three months ended ~~June~~September 30, 2022, the Company generated ~~$92.7~~$96.2 million in revenues with a gross margin of ~~88.8%~~88.5% and net loss of $10.2 million, as compared to revenues of ~~$63.5~~$72.9 million with a gross margin of ~~92.4%~~90.3% and net ~~income~~loss of ~~$4.1~~$2.8 million for the three months ended ~~June~~September 30, 2021.

For the ~~six~~nine months ended ~~June~~September 30, 2022, the Company generated ~~$179.5~~$275.7 million in revenues with a gross margin of ~~88.7%~~88.6% and net loss of ~~$13.3~~$23.5 million, as compared to revenues of ~~$120.9~~$193.8 million with a gross margin of ~~92.2%~~91.5% and net income of ~~$11.5~~$8.7 million for the ~~six~~nine months ended ~~June~~September 30, 2021.

The global healthcare system continues to face an unprecedented challenge as a result of the COVID-19 situation and its impact. COVID-19 ~~has had and~~ may continue to have an adverse impact on aspects of our business, including the demand for our products, operations, and ability to research and develop and bring new products and services to market.

In response to the impact of COVID-19, we implemented a variety of measures to help manage through the impact and position us to keep operations running efficiently. However, with hospitals facing staff or other resource constraints, to the extent individuals and hospital systems de-prioritize, delay or cancel deferrable medical procedures, our business, cash flows, financial condition and results of operations may continue to be negatively affected.

The actual and perceived impact of COVID-19 is still evolving and cannot be predicted. As a result, we cannot assure you that our recent procedure volumes are indicative of future results or that we will not experience additional negative impacts associated with COVID-19 or staffing shortages, which could be significant. We continue to focus our efforts on the health and safety of patients, healthcare providers and employees, while executing our mission of transforming lives of patients. While ~~we expect~~ the COVID-19 pandemic

~~pandemic~~ may continue to negatively impact our 2022 performance, we believe the long-term fundamentals remain strong and we will continue to effectively manage through these challenges.

We currently derive substantially all our revenue from the sale of our ClotTriever and FlowTriever systems directly to hospitals primarily in the United States. Our customers typically purchase an initial stocking order of our products and then reorder replenishment as procedures are performed. We expect our revenue to increase in absolute dollars as we expand our sales organization and sales territories, add customers, expand the base of physicians that are trained to use our products, expand awareness of our products with new and existing customers and as physicians perform more procedures using our products. Revenue for ClotTriever and FlowTriever systems as a percentage of total revenue is as follows:


	Three Months Ended June 30,						Six Months Ended June 30,						Three Months Ended September 30,						Nine Months Ended September 30,
	2022			2021			2022			2021			2022			2021			2022			2021

ClotTriever		33	%		33	%		32	%		34	%		31	%		30	%		32	%		33	%
FlowTriever		67	%		67	%		68	%		66	%		69	%		70	%		68	%		67	%

Other than the accounting policy changes discussed in "Note 2 - Summary of Significant Accounting Policies" to our condensed consolidated financial statements, which is included in "Part I, Item 1. Condensed Consolidated Financial Statements (Unaudited)", there have been no significant changes in our critical accounting policies during the ~~six~~nine months ended ~~June~~September 30, 2022, as compared to the critical accounting policies disclosed in Management's Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on February 23, 2022.

The following table sets forth the components of our unaudited condensed consolidated statements of operations in dollars and as percentage of revenue for the periods presented (dollars in thousands):


	Three Months Ended June 30,															Three Months Ended September 30,
	2022			%			2021			%			Change $			2022			%			2021			%			Change $
Revenue	$	92,744			100.0	%	$	63,453			100.0	%	$	29,291		$	96,204			100.0	%	$	72,916			100.0	%	$	23,288
Cost of goods sold		10,347			11.2	%		4,814			7.6	%		5,533			11,064			11.5	%		7,040			9.7	%		4,024
Gross profit		82,397			88.8	%		58,639			92.4	%		23,758			85,140			88.5	%		65,876			90.3	%		19,264
Operating expenses:
Research and development		18,569			20.0	%		11,630			18.3	%		6,939			19,105			19.9	%		12,499			17.1	%		6,606
Selling, general and administrative		73,156			78.9	%		42,897			67.6	%		30,259			75,833			78.8	%		56,104			76.9	%		19,729
Total operating expenses		91,725			98.9	%		54,527			85.9	%		37,198			94,938			98.7	%		68,603			94.0	%		26,335
Income (loss) from operations		(9,328	)		(10.1	%)		4,112			6.5	%		(13,440	)		(9,798	)		(10.2	%)		(2,727	)		(3.7	%)		(7,071	)
Other income (expense)
Interest income		214			0.2	%		35			0.1	%		179			618			0.6	%		27			0.0	%		591
Interest expense		(73	)		(0.1	%)		(74	)		(0.1	%)		1			(74	)		(0.1	%)		(73	)		(0.1	%)		(1	)
Other income (expense)		252			0.3	%		7			0.0	%		245			(59	)		(0.1	%)		30			0.0	%		(89	)
Total other expenses, net		393			0.4	%		(32	)		0.0	%		425			485			0.4	%		(16	)		(0.1	%)		501
Income (loss) before income taxes	$	(8,935	)		(9.7	%)	$	4,080			6.5	%	$	(13,015	)	$	(9,313	)		(9.8	%)	$	(2,743	)		(3.8	%)	$	(6,570	)

Revenue. Revenue increased ~~$29.3~~$23.3 million, or ~~46.2%~~31.9%, to ~~$92.7~~$96.2 million during the three months ended ~~June~~September 30, 2022, compared to ~~$63.5~~$72.9 million during the three months ended ~~June~~September 30, 2021. The increase in revenue was due primarily to an increase in the number of product offerings and the number of units sold as we expanded our sales territories, opened new accounts and achieved deeper penetration of our products into existing accounts.

Cost of Goods Sold. Cost of goods sold increased ~~$5.5~~$4.0 million, or ~~114.9%~~57.2%, to ~~$10.3~~$11.1 million during the three months ended ~~June~~September 30, 2022, compared to ~~$4.8~~$7.0 million during the three months ended ~~June~~September 30, 2021. This increase was primarily due to the increase in the number of products sold and additional manufacturing overhead costs incurred as we invested significantly in our new facility and operational infrastructure to support our growth.

Gross Margin. Gross margin for the three months ended ~~June~~September 30, 2022 decreased to ~~88.8%~~88.5%, compared to ~~92.4%~~90.3% for the three months ended ~~June~~September 30, 2021, primarily due to ~~a decrease in operating leverage due to~~ the ~~expanded footprint of our manufacturing capacity and~~costs associated with the addition of new products to our FlowTriever per procedure pricing model.

Research and Development Expenses. R&D expenses increased ~~$7.0~~$6.6 million, or ~~59.7%~~52.9%, to ~~$18.6~~$19.1 million during the three months ended ~~June~~September 30, 2022, compared to ~~$11.6~~$12.5 million during the three months ended ~~June~~September 30, 2021. The increase in R&D expenses was primarily due to increases of $5.1 million of personnel-related expenses, ~~$1.0~~$0.9 million in materials and supplies, and $0.5 million of clinical and regulatory expenses, in support of our growth drivers to develop new products and build the clinical evidence base.

Selling, General and Administrative Expenses. SG&A expenses increased ~~$30.3~~$19.7 million, or ~~70.5%~~35.2%, to ~~$73.2~~$75.8 million during the three months ended ~~June~~September 30, 2022, compared to ~~$42.9~~$56.1 million during the three months ended ~~June~~September 30, 2021. The increase in SG&A costs was primarily due to increases of ~~$19.4~~$12.5 million in personnel-related expenses as a result of increased headcount across our organization and increased commissions due to higher revenue, ~~$3.2 million in marketing expenses, $2.9~~$2.1 million in travel and related expenses, ~~$2.3~~$1.5 million in marketing expenses, $1.5 million in professional fees, and $1.1 million in facility related expenses, particularly related to our new facility.

Interest Income. Interest income increased by ~~$179,000 or 511.4% to $214,000~~$0.6 million during the three months ended ~~June~~September 30, 2022, compared to ~~$35,000 during~~ the three months ended ~~June~~September 30, 2021. The increase in interest income was primarily due to higher interest rate and higher average cash, cash equivalent and short-term investments balances during the three months ended ~~June~~September 30, 2022 compared to the three months ended ~~June~~September 30, 2021.

Interest Expense. Interest expense was ~~relatively~~ consistent with $74,000 during the three months ended September 30, 2022, compared to $73,000 during the three months ended ~~June 30, 2022, compared to $74,000 during the three months ended June~~September 30, 2021.

Other Income (Expense). Other ~~income~~expense of ~~$252,000~~$59,000 for the three months ended ~~June~~September 30, 2022 consisted primarily of foreign currency transaction ~~gains.~~losses.


	Six Months Ended June 30,															Nine Months Ended September 30,
	2022			%			2021			%			Change $			2022			%			2021			%			Change $
Revenue	$	179,496			100.0	%	$	120,850			100.0	%	$	58,646		$	275,700			100.0	%	$	193,766			100.0	%	$	81,934
Cost of goods sold		20,314			11.3	%		9,437			7.8	%		10,877			31,378			11.4	%		16,477			8.5	%		14,901
Gross profit		159,182			88.7	%		111,413			92.2	%		47,769			244,322			88.6	%		177,289			91.5	%		67,033
Operating expenses:
Research and development		34,704			19.3	%		19,793			16.4	%		14,911			53,809			19.5	%		32,292			16.7	%		21,517
Selling, general and administrative		136,888			76.3	%		79,795			66.0	%		57,093			212,721			77.2	%		135,899			70.1	%		76,822
Total operating expenses		171,592			95.6	%		99,588			82.4	%		72,004			266,530			96.7	%		168,191			86.8	%		98,339
Income from operations		(12,410	)		(6.9	%)		11,825			9.8	%		(24,235	)		(22,208	)		(8.1	%)		9,098			4.7	%		(31,306	)
Other income (expense)
Interest income		264			0.1	%		103			0.1	%		161			882			0.3	%		130			0.1	%		752
Interest expense		(146	)		(0.1	%)		(147	)		(0.1	%)		1			(220	)		(0.1	%)		(220	)		(0.1	%)		—
Other income (expense)		228			0.1	%		(34	)		0.0	%		262			169			0.1	%		(4	)		0.0	%		173
Total other expenses, net		346			0.1	%		(78	)		0.0	%		424			831			0.3	%		(94	)		0.0	%		925
Income (loss) before income taxes	$	(12,064	)		(6.8	%)	$	11,747			9.8	%	$	(23,811	)	$	(21,377	)		(7.8	%)	$	9,004			4.7	%	$	(30,381	)

Revenue. Revenue increased ~~$58.6~~$81.9 million, or ~~48.5%~~42.3%, to ~~$179.5~~$275.7 million during the ~~six~~nine months ended ~~June~~September 30, 2022, compared to ~~$120.9~~$193.8 million during the ~~six~~nine months ended ~~June~~September 30, 2021. The increase in revenue was due primarily to an increase in the number of product offerings and the number of units sold as we expanded our sales territories, opened new accounts and achieved deeper penetration of our products into existing accounts.

Cost of Goods Sold. Cost of goods sold increased ~~$10.9~~$14.9 million, or ~~115.3%~~90.4%, to ~~$20.3~~$31.4 million during the ~~six~~nine months ended ~~June~~September 30, 2022, compared to ~~$9.4~~$16.5 million during the ~~six~~nine months ended ~~June~~September 30, 2021. This increase was primarily due to the increase in the number of products sold and additional manufacturing overhead costs incurred as we invested significantly in our new facility and operational infrastructure to support our growth.

Gross Margin. Gross margin for the ~~six~~nine months ended ~~June~~September 30, 2022 decreased to ~~88.7%~~88.6%, compared to ~~92.2%~~91.5% for the ~~six~~nine months ended ~~June~~September 30, 2021, primarily due to ~~a decrease in operating leverage due to~~ the ~~expanded footprint of our manufacturing capacity and~~costs associated with the addition of new products to our FlowTriever per procedure pricing model.

Research and Development Expenses. R&D expenses increased ~~$14.9~~$21.5 million, or ~~75.3%~~66.6%, to ~~$34.7~~$53.8 million during the ~~six~~nine months ended ~~June~~September 30, 2022, compared to ~~$19.8~~$32.3 million during the ~~six~~nine months ended ~~June~~September 30, 2021. The increase in R&D expenses was

primarily due to increases of ~~$10.1~~$15.0 million of personnel-related expenses, ~~$2.8~~$3.7 million in materials and supplies, ~~$0.7~~$1.2 million of clinical and regulatory expenses, and ~~$0.7~~$0.9 million in software costs and depreciation expenses, in support of our growth drivers to develop new products and build the clinical evidence base.

Selling, General and Administrative Expenses. SG&A expenses increased ~~$57.1~~$76.8 million, or ~~71.5%~~56.5%, to ~~$136.9~~$212.7 million during the ~~six~~nine months ended ~~June~~September 30, 2022, compared to ~~$79.8~~$135.9 million during the ~~six~~nine months ended ~~June~~September 30, 2021. The increase in SG&A costs was primarily due to increases of ~~$38.6~~$51.3 million in personnel-related expenses as a result of increased headcount across our organization and increased commissions due to higher revenue, ~~$4.8~~$6.9 million in travel and related expenses, ~~$4.8~~$6.3 million in marketing expenses, ~~$4.0~~$5.4 million in professional fees, ~~and $2.3~~$3.4 million in facility related expenses, particularly related to our new ~~facility.~~facility, and $2.3 million in software costs and depreciation expenses.

Interest Income. Interest income increased by ~~$161,000~~$0.8 million or ~~156.3%~~578.5% to ~~$264,000~~$0.9 million during the ~~six~~nine months ended ~~June~~September 30, 2022, compared to ~~$103,000~~$0.1 million during the ~~six~~nine months ended ~~June~~September 30, 2021. The increase in interest income was primarily due to higher interest rate and higher average cash, cash equivalent and short-term investments balances during the ~~six~~nine months ended ~~June~~September 30, 2022 compared to the ~~six~~nine months ended ~~June~~September 30, 2021.

Interest Expense. Interest expense was ~~relatively~~ consistent with ~~$146,000~~$220,000 during the ~~six~~nine months ended ~~June~~September 30, 2022 ~~compared to $147,000 during~~and the ~~six~~nine months ended ~~June~~September 30, 2021.

Other income (Expenses) Other income of ~~$228,000~~$169,000 for the ~~six~~nine months ended ~~June~~September 30, 2022 consisted primarily of foreign currency transaction gains.

To date, our primary sources of capital have been the net proceeds we received through private placements of preferred stock, debt financing agreements, the sale of common stock in our IPO and Follow-On Offering, and revenue from the sale of our products. On May 27, 2020, we completed our IPO ~~including the underwriters full exercise of their over-allotment option, selling~~and sold 9,432,949 shares of our common stock at $19.00 per share. Upon completion of our IPO, we received net proceeds of approximately $163.0 million, after deducting underwriting discounts and commissions and offering expenses. In March 2022, we completed a Follow-On Offering ~~by issuing~~and sold 2,300,000 shares of our common stock at ~~an offering price of~~ $81.00 per share, for net proceeds ~~to us~~ of approximately $174.4 million, after deducting underwriting discounts and commissions and offering expenses. ~~As of June 30, 2022, we had cash and cash equivalents of $79.7 million, short-term investments of $250.8 million and an accumulated deficit of $30.9 million.~~ In September 2020, we entered into a revolving Credit Agreement with Bank of America which provides for loans up to a maximum of ~~$30~~$30.0 million. As of ~~June~~September 30, 2022, we had cash and cash equivalents of $83.5 million, short-term investments of $235.7 million and an accumulated deficit of $41.1 million. As of September 30, 2022, we had no principal outstanding under the Credit Agreement and the amount available to borrow was approximately ~~$28.2~~$28.0 million.

Based on our current planned operations, we expect that our cash and cash equivalents, short-term investments and available borrowings, along with cash flow from operations, will ~~enable~~be adequate us to fund our operating expenses for at least the next 12 ~~months from the date hereof.~~months.

If our available cash balances and ~~anticipated~~ cash flow from operations are insufficient to satisfy our liquidity requirements, ~~including because of lower demand for our products as a result of the risks described in this Quarterly Report,~~ we may seek to sell additional common or preferred equity or convertible debt securities, enter into an additional credit facility or another form of third-party funding or seek other debt financing. The sale of equity and convertible debt securities may result in dilution to our stockholders and, in the case of preferred equity securities or convertible debt, those securities could provide for rights, preferences or privileges senior to those of our common stock. The terms of debt securities issued or borrowings pursuant to a credit agreement could impose significant restrictions on our operations. If we raise funds through collaborations and licensing arrangements, we might be required to relinquish significant rights ~~to our platform technologies or products~~ or grant licenses on terms that are not favorable to us. Additional capital may not be available on reasonable terms, or at all.

The following table summarizes our cash flows for each of the periods indicated (in thousands):


	Six Months Ended June 30,						Nine Months Ended September 30,
	2022			2021			2022			2021
Net cash provided by (used in):
Operating activities	$	(12,161	)	$	16,068		$	(25,227	)	$	10,479
Investing activities		(175,371	)		(40,937	)		(161,969	)		(48,365	)
Financing activities		174,947			1,700			178,827			4,693
Effect of foreign exchange rate on cash and cash equivalents		(443	)		(126	)		(855	)		(266	)
Net increase (decrease) in cash and cash equivalents	$	(13,028	)	$	(23,295	)
Net decrease in cash and cash equivalents							$	(9,224	)	$	(33,459	)

Net cash used in operating activities for the ~~six~~nine months ended ~~June~~September 30, 2022 was ~~$12.2~~$25.2 million, consisting primarily of net loss of ~~$13.3~~$23.5 million and a decrease in net operating assets of ~~$16.2~~$28.5 million, offset by non-cash charges of ~~$17.3~~$26.8 million. The decrease in net operating assets was primarily due to decreases in accounts payable and accrued liabilities of ~~$2.2~~$1.0 million due to timing of payments and growth of our operations, lease prepayments for lessor's owned leasehold improvements of ~~$3.0~~$4.5 million and a decrease in operating lease liabilities of ~~$0.5~~$0.6 million, coupled with increases in ~~inventories of $5.7 million and~~ accounts receivable of ~~$7.0~~$12.2 million, ~~offset by a decrease in~~inventories of $8.7 million, and prepaid and other assets of ~~$1.0~~$1.5 million. The non-cash charges primarily consisted of ~~$13.7~~$21.1 million in stock-based compensation expense, ~~$2.3~~$3.4 million in depreciation, and ~~$1.2~~$1.8 million in amortization of the right-of-use assets.

Net cash provided by operating activities for the ~~six~~nine months ended ~~June~~September 30, 2021 was ~~$16.1~~$10.5 million, consisting primarily of net income of ~~$11.5~~$8.7 million and non-cash charges of ~~$10.1~~$23.7 million, offset by an increase in net operating assets of ~~$5.6~~$21.9 million. The increase in net operating assets was primarily due to increases in accounts receivable of ~~$3.5~~$10.9 million and inventories of ~~$7.5~~$8.9 million to support the growth of our operations, an increase in prepaid and other assets of ~~$11.3~~$4.5 million primarily from ~~deposits related to Oak Canyon and~~ prepaid insurance, which were partially offset by increases in accounts payable of ~~$7.3~~$2.0 million and accrued liabilities of ~~$9.8~~$12.9 million due to timing of payments and growth of our operations, lease prepayments for lessor's owned leasehold improvements of $12.0 million and a decrease in operating lease liabilities of ~~$0.4~~$0.6 million. The non-cash charges primarily consisted of ~~$8.4~~$20.9 million in stock-based compensation ~~$1.3~~expense, $2.1 million in depreciation, ~~$0.4~~and $0.5 million in amortization of the right-of-use assets.

Net cash used in investing activities for the ~~six~~nine months ended ~~June~~September 30, 2022 was ~~$175.4~~$162.0 million, consisting of ~~$230.8~~$332.1 million purchases of short-term investments, $5.7 million purchases of other investments, and ~~$5.9~~$8.2 million purchases of property and equipment, offset by maturities of short-term investments of ~~$67.0~~$184.0 million.

Net cash used in investing activities for the ~~six~~nine months ended ~~June~~September 30, 2021 was ~~$40.9~~$48.4 million, consisting of ~~$84.7~~$105.4 million purchases of ~~short-term~~marketable securities coupled with ~~$6.2~~$10.9 million purchases of property and equipment, offset by ~~the maturity~~maturities of short-term ~~investment~~investments of ~~$50.0~~$68.0 million.

Net cash provided by financing activities in the ~~six~~nine months ended ~~June~~September 30, 2022 was ~~$174.9~~$178.8 million, consisting of $174.4 million net proceeds from the issuance of common stock in the ~~public offering,~~Follow-On Offering, net of issuance costs of $11.9 million, ~~$3.4~~$8.4 million proceeds from the issuance of common stock under our employee stock purchase plan and $0.5 million of proceeds from exercise of stock options, offset by $3.4 million of tax payments related to vested RSUs.

~~Net cash provided by financing activities in the six months ended June 30, 2021 was $1.7 million, consisting of proceeds of $1.9 million in~~ proceeds from the issuance of common stock under our employee stock purchase plan and $0.6 million of proceeds from exercise of stock options, offset by ~~$0.8~~$4.6 million of tax payments related to vested RSUs.

Net cash provided by financing activities in the nine months ended September 30, 2021 was $4.7 million, consisting of proceeds of $5.6 million in proceeds from the issuance of common stock under our employee stock purchase plan and $0.7 million of proceeds from exercise of stock options, offset by $1.6 million of tax payments related to vested RSUs.

We do not have any off-balance sheet arrangements, as defined by applicable regulations of the U.S. Securities and Exchange Commission, that are reasonably likely to have a current or future material effect on our financial condition, results of operations, liquidity, capital expenditures or capital resources.

There have been no material changes ~~outside the ordinary course of business~~ to ~~the Company’s contractual obligations~~our quantitative and qualitative disclosures about market risk from those disclosed in ~~“Management’s Discussion~~“Part II, Item 7. Quantitative and ~~Analysis of Financial Condition and Results of Operations”~~Qualitative Disclosures about Market Risk” included in our Annual Report on Form 10-K for the year ended December 31, ~~2021, filed with the SEC on February 23, 2022.~~2021.

There have been no material changes to our quantitative and qualitative disclosures about market risk as compared to the quantitative and qualitative disclosures about market risk described in our Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on February 23, 2022 under “Part II, Item 7. Quantitative and Qualitative Disclosures about Market Risk.

Our management, with the participation of our Principal Executive Officer and our Principal Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act of 1934, as amended, or the Exchange Act), as of ~~June~~September 30, 2022. Based on such evaluation, our Principal Executive Office and Principal Financial Officer concluded that, as of ~~June~~September 30, 2022, these disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed by us in the reports that we file or submit under the Exchange Act, is ~~recorded,~~

recorded, processed, summarized and reported, with the time period specified in the SEC 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 the Act is accumulated and communicated to our management.

During the three months ended ~~June~~September 30, 2022, there were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act), that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

In designing and evaluating our disclosure controls and procedures, management recognizes that any control and procedure, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. 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.

For a discussion of our potential risks and uncertainties, see the information in Part I, "Part I, Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2021. As of the date of this Report, there have been no material changes to the risk factors disclosed in our Annual Report on Form 10-K for the year ended December 31, 2021.

† The certifications attached as Exhibit 32.1 and 32.2 that accompany this Quarterly Report on Form 10-Q are deemed furnished and not filed with the U.S. Securities and Exchange Commission and are not to be incorporated by reference into any filing of Inari Medical, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Quarterly Report on Form 10-Q, irrespective of any general incorporation language contained in such filing.

Pursuant to the requirements 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.


Delaware	45-2902923
( State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

6001 Oak Canyon, Suite 100 Irvine, California	92618
(Address of principal executive offices)	(Zip Code)



		Page
PART I.	FINANCIAL INFORMATION
Item 1.	Condensed Consolidated Financial Statements (Unaudited)	3
	Condensed Consolidated Balance Sheets	3
	Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)	4
	Condensed Consolidated Statements of Stockholders’ Equity	5
	Condensed Consolidated Statements of Cash Flows	67
	Notes to Unaudited Condensed Consolidated Financial Statements	78
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	1920
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	2324
Item 4.	Controls and Procedures	2324
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	2526
Item 1A.	Risk Factors	2526
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	2526
Item 3.	Defaults Upon Senior Securities	2526
Item 4.	Mine Safety Disclosures	2526
Item 5.	Other Information	2526
Item 6.	Exhibits	2627
Signatures		2728


	June 30, 2022		December 31, 2021		September 30, 2022		December 31, 2021
Raw materials	$	8,695	$	5,763	$	11,700	$	5,763
Work-in-process		1,507		1,490		2,691		1,490
Finished goods		16,472		13,800		15,279		13,800
	$	26,674	$	21,053	$	29,670	$	21,053


	June 30, 2022			December 31, 2021			September 30, 2022			December 31, 2021
Manufacturing equipment	$	9,300		$	7,408		$	12,146		$	7,408
Leasehold improvements		4,900			4,712			4,932			4,712
Assets in progress		4,519			3,124			3,446			3,124
Furniture and fixtures		3,719			3,044			3,998			3,044
Computer hardware		4,450			2,864			4,592			2,864
Computer software		100			100			100			100
Total property and equipment, gross		26,988			21,252			29,214			21,252
Accumulated depreciation		(6,912	)		(4,781	)		(8,023	)		(4,781	)
Total property and equipment, net	$	20,076		$	16,471		$	21,191		$	16,471


			Incorporated by reference
Exhibit Number	Description	Form	File Number	Exhibit	Filing Date
3.1	Amended and Restated Certificate of Incorporation	8-K	001-39293	3.1	5/28/2020
3.2	Amended and Restated Bylaws	8-K	001-39293	3.2	5/28/2020
10.1	Third Amendment to Loan, Guaranty and Security Agreement, dated July 21, 2022
31.1	Certification of Principal Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification of Principal Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1†	Certifications of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2†	Certifications of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	Inline XBRL Instance Document - The instance document does not appear in the interactive data file because its EBRL tags are embedded within the inline XBRL document.
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	Cover Page with Interactive Data File (formatted as Inline XBRL with applicable taxonomy extension information contained in Exhibits 101).


☒	QUARTERLY 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


	June 30, 2022			December 31, 2021
Deferred financing costs	$	430		$	430
Accumulated amortization		(263	)		(191	)
Unamortized deferred financing costs	$	167		$	239


	Inari Medical, Inc.

Date: ~~August 3,~~November 2, 2022	By:	/s/ William Hoffman
		William Hoffman
		Chief Executive Officer and President (Principal Executive Officer)

Date: ~~August 3,~~November 2, 2022	By:	/s/ Mitchell Hill
		Mitchell Hill
		Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company