Pay vs Performance Disclosure - USD ($) | 12 Months Ended |
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Pay vs Performance Disclosure | | | |
Pay vs Performance Disclosure, Table | The following table sets out information regarding fiscal years ended December 31, 2023, December 31, 2022 and December 31, 2021 in satisfaction of Item 402(v) of Regulation S-K, which requires disclosure regarding executive “compensation actually paid” or “CAP” (as calculated in accordance with SEC rules) and certain Company performance. Year Summary CAP to Summary Compensation Table Total for PEO 2 (Glenn Sandgren) CAP to Average Average Value of Net Loss (1) (2) (1) (2) (3) (4) (5) (6) 2023 $2,394,178 $2,394,178 — — $1,529,864 $4,966,247 $24.07 * 2022 $2,402,173 $2,402,173 — — $2,424,466 $712,106 $6.68 $(90,791,000) 2021 $625,228 $625,228 $964,343 $820,233 $405,734 $405,734 $150.96 $(95,683,000) | | |
Company Selected Measure Name | net loss | | |
Named Executive Officers, Footnote | The dollar amounts reported in this column are the amounts of total compensation reported for our Principal Executive Officer (“PEO”) for each corresponding year in the “Total” column of the Summary Compensation Table, which for 2023 and 2022 , includes our current PEO Paul Prager (PEO 1), and for 2021, includes our current PEO Paul Prager (PEO 1) and former PEO Glenn Sandgren (PEO 2). The dollar amounts reported in this column represent the average of the amounts reported for the Company’s non-PEO named executive officers (“Non-PEO NEOs”) as a group in the “Total” column of the Summary Compensation Table in each applicable year. For purposes of calculating the average amounts in each applicable year, the names of each of the Non-PEO NEOs included are as follows: (a) for 2023: Patrick Fleury and Kerri Langlais; (b) for 2022: Patrick Fleury and Kenneth Deane; and (c) for 2021: Nazar Khan, Kerri Langlais, Claude Piguet and Kenneth Hegman. | | |
Adjustment To PEO Compensation, Footnote | The dollar amounts reported in this column represent the amount of “compensation actually paid” to our PEO for the applicable fiscal year, as computed in accordance with Item 402(v) of Regulation S-K, which for 2023 and 2022 , includes our current PEO Paul Prager , and for 2021, includes our current PEO Paul Prager and former PEO Glenn Sandgren (PEO 2). The dollar amounts do not reflect the actual amount of compensation earned by or paid to such executives during the applicable year. No adjustments were made to Mr. Prager ’s compensation reported in the “Total” column of the Summary Compensation Table as no equity compensation was granted to or outstanding for Mr. Prager during 2023 , 2022 and 2021 . No adjustments were made to Mr. Sandgren’s compensation reported in the “Total” column of the Summary Compensation Table for the fair value at year-end of his outstanding and unvested equity awards granted in 2021 as such awards were canceled and settled/exercised in connection with the Company’s completion of its business combination, including the related mergers, with IKONICS on December 13, 2021 and, as a result, such values were already included in Mr. Sandgren’s compensation reported in the “All Other Compensation” and “Total” columns of the Summary Compensation Table for the fiscal year 2021 as disclosed in the Company’s 2022 proxy statement. | | |
Non-PEO NEO Average Total Compensation Amount | $ 1,529,864 | $ 2,424,466 | $ 405,734 |
Non-PEO NEO Average Compensation Actually Paid Amount | $ 4,966,247 | 712,106 | 405,734 |
Adjustment to Non-PEO NEO Compensation Footnote | The dollar amounts reported in this column represent the average amount of “compensation actually paid” to the Non-PEO NEOs as a group in the applicable year as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual average amount of compensation earned by or paid to the Non-PEO NEOs as a group during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the adjustments in the table below were made to the average total compensation for the Non-PEO NEOs as a group for 2023 to determine the compensation actually paid. The fair value at fiscal year-end of the outstanding and unvested performance-based PSUs has not been determined as of the date of this preliminary proxy statement. For purposes of the chart below, we used the original grant date fair value and will update the fair value at fiscal year-end in the definitive proxy statement. Non-PEO NEOs Fiscal Year 2023 Average Total from Summary Compensation Table $ 1,529,864 (-) Grant Date Fair Value of Option Awards and Stock Awards Granted in Fiscal Year (724,880) (+) Fair Value at Fiscal Year-End of Outstanding and Unvested Option Awards and Stock Awards Granted in Fiscal Year 1,027,813 (+) Fair Value at Vesting Date of Option Awards and Stock Awards Granted and Vested in Fiscal Year 2,370,000 (+) Change in Fair Value of Outstanding and Unvested Option Awards and Stock Awards Granted in Prior Fiscal Years 650,400 (+) Change in Fair Value as of Vesting Date of Option Awards and Stock Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year 113,050 Average Compensation Actually Paid $ 4,966,247 | | |
Total Shareholder Return Amount | $ 24.07 | 6.68 | 150.96 |
Net Income (Loss) | | (90,791,000) | (95,683,000) |
Additional 402(v) Disclosure | Cumulative Total Shareholder Return (“TSR”) is calculated by dividing the difference between the Company’s share price at the end and the beginning of the measurement period by the Company’s share price at the beginning of the measurement period. The Company did not declare dividends for the fiscal years ended December 31, 2023 and 2022 and the period from February 8, 2021 (date of inception) to December 31, 2021. Dollar amounts reported in this column represent the amount of net loss reflected in the Company’s audited consolidated financial statements for the fiscal years ended December 31, 2022 and the period from February 8, 2021 (date of inception) to December 31, 2021. The amount of net loss for the fiscal year ended December 31, 2023 has not been determined as of the date of this preliminary proxy statement. We will update the amount of net loss for the fiscal year ended December 31, 2023 in the definitive proxy statement. | | |
Paul Prager [Member] | | | |
Pay vs Performance Disclosure | | | |
PEO Total Compensation Amount | $ 2,394,178 | 2,402,173 | 625,228 |
PEO Actually Paid Compensation Amount | $ 2,394,178 | $ 2,402,173 | 625,228 |
PEO Name | Paul Prager | Paul Prager | |
Glenn Sandgren [Member] | | | |
Pay vs Performance Disclosure | | | |
PEO Total Compensation Amount | $ 0 | $ 0 | 964,343 |
PEO Actually Paid Compensation Amount | 0 | $ 0 | $ 820,233 |
PEO Name | | | Glenn Sandgren |
Non-PEO NEO | Adjustment, Grant Date Fair Value of Option Awards and Stock Awards Granted in Fiscal Year [Member] | | | |
Pay vs Performance Disclosure | | | |
Adjustment to Compensation, Amount | (724,880) | | |
Non-PEO NEO | Adjustment, Fair Value at Fiscal Year-End of Outstanding and Unvested Option Awards and Stock Awards Granted in Fiscal Year [Member] | | | |
Pay vs Performance Disclosure | | | |
Adjustment to Compensation, Amount | 1,027,813 | | |
Non-PEO NEO | Adjustment, Fair Value at Vesting Date of Option Awards and Stock Awards Granted and Vested in Fiscal Year [Member] | | | |
Pay vs Performance Disclosure | | | |
Adjustment to Compensation, Amount | 2,370,000 | | |
Non-PEO NEO | Change in Fair Value of Outstanding and Unvested Option Awards and Stock Awards Granted in Prior Fiscal Years [Member] | | | |
Pay vs Performance Disclosure | | | |
Adjustment to Compensation, Amount | 650,400 | | |
Non-PEO NEO | Change in Fair Value as of Vesting Date of Option Awards and Stock Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year [Member] | | | |
Pay vs Performance Disclosure | | | |
Adjustment to Compensation, Amount | $ 113,050 | | |