Cover
Cover - shares | 9 Months Ended | |
Dec. 31, 2023 | Jan. 31, 2024 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Fiscal Period Focus | Q3 | |
Document Period End Date | Dec. 31, 2023 | |
Document Fiscal Year Focus | 2024 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Registrant Name | 23ANDME HOLDING CO | |
Entity Central Index Key | 0001804591 | |
Entity File Number | 001-39587 | |
Entity Tax Identification Number | 87-1240344 | |
Entity Incorporation, State or Country Code | DE | |
Current Fiscal Year End Date | --03-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Shell Company | false | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Address, Address Line One | 349 Oyster Point Boulevard | |
Entity Address, City or Town | South San Francisco, | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94080 | |
Local Phone Number | 938-6300 | |
City Area Code | 650 | |
Title of 12(b) Security | Class A common stock, $0.0001 par value per share | |
Trading Symbol | ME | |
Security Exchange Name | NASDAQ | |
Class A Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 315,436,358 | |
Class B Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 167,480,278 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2023 | Mar. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 242,418 | $ 386,849 |
Restricted cash | 1,399 | 1,399 |
Accounts receivable, net | 18,154 | 1,897 |
Inventories | 15,666 | 10,247 |
Deferred cost of revenue | 12,222 | 5,376 |
Prepaid expenses and other current assets | 20,100 | 19,224 |
Total current assets | 309,959 | 424,992 |
Property and equipment, net | 30,270 | 38,608 |
Operating lease right-of-use assets | 50,738 | 56,078 |
Restricted cash, noncurrent | 6,974 | 6,974 |
Internal-use software, net | 19,827 | 15,661 |
Intangible assets, net | 35,234 | 45,520 |
Goodwill | 152,944 | 351,744 |
Other assets | 2,265 | 3,021 |
Total assets | 608,211 | 942,598 |
Current liabilities: | ||
Accounts payable (includes related party amounts of $7,064 and $3,186, respectively) | 13,166 | 12,924 |
Accrued expenses and other current liabilities (includes related party amounts of $8,780 and $8,738, respectively) | 42,124 | 66,430 |
Deferred revenue (includes related party amounts of $5,000 and $11,753, respectively) | 80,468 | 62,521 |
Operating lease liabilities | 8,381 | 7,541 |
Total current liabilities | 144,139 | 149,416 |
Deferred revenue, noncurrent (includes related party amounts of $15,000 and nil, respectively) | 15,000 | 0 |
Operating lease liabilities, noncurrent | 70,441 | 77,763 |
Other liabilities | 1,443 | 1,480 |
Total liabilities | 231,023 | 228,659 |
Commitments and contingencies (Note 11) | ||
Stockholders’ equity | ||
Preferred stock - par value $0.0001, 10,000,000 shares authorized as of December 31, 2023 and March 31, 2023; zero shares issued and outstanding as of December 31, 2023 and March 31, 2023 | 0 | 0 |
Common stock, par value $0.0001 - Class A shares, 1,140,000,000 shares authorized, 315,073,368 and 293,020,474 shares issued and outstanding as of December 31, 2023 and March 31, 2023, respectively; Class B shares, 350,000,000 shares authorized, 167,480,278 and 168,179,488 shares issued and outstanding as of December 31, 2023 and March 31, 2023, respectively | 48 | 46 |
Additional paid-in capital | 2,341,394 | 2,220,897 |
Accumulated other comprehensive loss | 0 | (620) |
Accumulated deficit | (1,964,254) | (1,506,384) |
Total stockholders’ equity | 377,188 | 713,939 |
Total liabilities and stockholders’ equity | $ 608,211 | $ 942,598 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2023 | Mar. 31, 2023 |
Accounts payable, related party | $ 13,166 | $ 12,924 |
Accrued expenses and other current liabilities, related party | 42,124 | 66,430 |
Deferred revenue, current, related party | 80,468 | 62,521 |
Deferred revenue, noncurrent related party | $ 15,000 | $ 0 |
Preferred stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Class A Common Stock | ||
Common stock, shares authorized (in shares) | 1,140,000,000 | 1,140,000,000 |
Common stock, shares issued (in shares) | 315,073,368 | 293,020,474 |
Common stock, shares outstanding (in shares) | 315,073,368 | 293,020,474 |
Class B Common Stock | ||
Common stock, shares authorized (in shares) | 350,000,000 | 350,000,000 |
Common stock, shares issued (in shares) | 167,480,278 | 168,179,488 |
Common stock, shares outstanding (in shares) | 167,480,278 | 168,179,488 |
Related Party | ||
Accounts payable, related party | $ 7,064 | $ 3,186 |
Accrued expenses and other current liabilities, related party | 8,780 | 8,738 |
Deferred revenue, current, related party | 5,000 | 11,753 |
Deferred revenue, noncurrent related party | $ 15,000 | $ 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Income Statement [Abstract] | ||||
Revenue (includes related party revenue of nil and $13,068 for the three months ended December 31, 2023 and 2022, respectively, and $11,753 and $36,258 for the nine months ended December 31, 2023 and 2022, respectively) | $ 44,747,000 | $ 66,940,000 | $ 155,610,000 | $ 207,112,000 |
Cost of revenue (includes related party cost of nil and $231 for the three months ended December 31, 2023 and 2022, respectively, and $295 and $(279) for the nine months ended December 31, 2023 and 2022, respectively) | 24,811,000 | 36,189,000 | 83,265,000 | 112,598,000 |
Gross profit | 19,936,000 | 30,751,000 | 72,345,000 | 94,514,000 |
Operating expenses: | ||||
Research and development (includes related party expenses of $2,781 and $3,251 for the three months ended December 31, 2023 and 2022, respectively, and $10,989 and $9,517 for the nine months ended December 31, 2023 and 2022, respectively) | 41,720,000 | 57,270,000 | 158,637,000 | 161,877,000 |
Sales and marketing | 27,683,000 | 39,879,000 | 68,669,000 | 98,148,000 |
General and administrative | 31,446,000 | 30,702,000 | 107,476,000 | 89,226,000 |
Restructuring and other charges | 1,497,000 | 0 | 8,368,000 | 0 |
Goodwill impairment | 198,800,000 | 0 | 198,800,000 | 0 |
Total operating expenses | 301,146,000 | 127,851,000 | 541,950,000 | 349,251,000 |
Loss from operations | (281,210,000) | (97,100,000) | (469,605,000) | (254,737,000) |
Other income (expense): | ||||
Interest income, net | 3,230,000 | 3,671,000 | 11,289,000 | 5,307,000 |
Other income (expense), net | 23,000 | 855,000 | 501,000 | (267,000) |
Loss before income taxes | (277,957,000) | (92,574,000) | (457,815,000) | (249,697,000) |
Provision for (benefit from) income taxes | 19,000 | (613,000) | 55,000 | (2,139,000) |
Net loss | (277,976,000) | (91,961,000) | (457,870,000) | (247,558,000) |
Other comprehensive income (loss), net of tax | 0 | (1,943,000) | 620,000 | (490,000) |
Total comprehensive loss | $ (277,976,000) | $ (93,904,000) | $ (457,250,000) | $ (248,048,000) |
Net loss per share of Class A and Class B common stock attributable to common stockholders: | ||||
Net loss per share attributable to common stockholders, basic (usd per share) | $ (0.58) | $ (0.20) | $ (0.97) | $ (0.55) |
Net loss per share attributable to common stockholders, diluted (usd per share) | $ (0.58) | $ (0.20) | $ (0.97) | $ (0.55) |
Weighted-average shares used to compute net loss per share: | ||||
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (shares) | 480,809,546 | 453,407,202 | 472,683,220 | 449,949,829 |
Weighted-average shares used in computing net loss per share attributable to common stockholders, diluted (shares) | 480,809,546 | 453,407,202 | 472,683,220 | 449,949,829 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations and Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Revenue, related party | $ 44,747 | $ 66,940 | $ 155,610 | $ 207,112 |
Cost of revenue, related party | 24,811 | 36,189 | 83,265 | 112,598 |
Research and development, related party expenses | 41,720 | 57,270 | 158,637 | 161,877 |
Related Party | ||||
Revenue, related party | 0 | 13,068 | 11,753 | 36,258 |
Cost of revenue, related party | 0 | 231 | 295 | (279) |
Research and development, related party expenses | $ 2,781 | $ 3,251 | $ 10,989 | $ 9,517 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Total | 2022 Annual Incentive Plan | Common Stock | Common Stock A&R Plan | Common Stock 2022 Annual Incentive Plan | Additional Paid-In Capital | Additional Paid-In Capital A&R Plan | Additional Paid-In Capital 2022 Annual Incentive Plan | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit |
Beginning Balance at Mar. 31, 2022 | $ 915,656 | $ 45 | $ 2,110,160 | $ 179 | $ (1,194,728) | |||||
Beginning Balance, Shares (in shares) at Mar. 31, 2022 | 448,812,321 | |||||||||
Issuance of common stock upon exercise of stock options | 1,533 | 1,533 | ||||||||
Issuance of common stock upon exercise of stock options (in shares) | 1,065,784 | |||||||||
Issuance of common stock upon release of restricted stock units (in shares) | 1,461,448 | |||||||||
Net share settlements for stock-based minimum tax withholdings (in shares) | (14,036) | |||||||||
Stock-based compensation expense | 25,915 | 25,915 | ||||||||
Other comprehensive income (loss) | 624 | 624 | ||||||||
Net loss | (89,532) | (89,532) | ||||||||
Ending Balance at Jun. 30, 2022 | 854,196 | $ 45 | 2,137,608 | 803 | (1,284,260) | |||||
Ending Balance, Shares (in shares) at Jun. 30, 2022 | 451,325,517 | |||||||||
Beginning Balance at Mar. 31, 2022 | $ 915,656 | $ 45 | 2,110,160 | 179 | (1,194,728) | |||||
Beginning Balance, Shares (in shares) at Mar. 31, 2022 | 448,812,321 | |||||||||
Issuance of common stock under employee stock purchase plan (in shares) | 1,130,337 | |||||||||
Other comprehensive income (loss) | $ (490) | |||||||||
Net loss | (247,558) | |||||||||
Ending Balance at Dec. 31, 2022 | 750,992 | $ 45 | 2,193,544 | (311) | (1,442,286) | |||||
Ending Balance, Shares (in shares) at Dec. 31, 2022 | 457,161,483 | |||||||||
Beginning Balance at Jun. 30, 2022 | 854,196 | $ 45 | 2,137,608 | 803 | (1,284,260) | |||||
Beginning Balance, Shares (in shares) at Jun. 30, 2022 | 451,325,517 | |||||||||
Issuance of common stock upon exercise of stock options | 2,498 | 2,498 | ||||||||
Issuance of common stock upon exercise of stock options (in shares) | 1,430,629 | |||||||||
Issuance of common stock upon release of restricted stock units (in shares) | 1,580,591 | |||||||||
Net share settlements for stock-based minimum tax withholdings | (86) | (86) | ||||||||
Net share settlements for stock-based minimum tax withholdings (in shares) | (14,038) | |||||||||
Issuance of common stock under employee stock purchase plan (in shares) | 1,130,337 | |||||||||
Issuance of common stock under employee stock purchase plan | 3,238 | 3,238 | ||||||||
Stock-based compensation expense | 24,710 | 24,710 | ||||||||
Other comprehensive income (loss) | 829 | 829 | ||||||||
Net loss | (66,065) | (66,065) | ||||||||
Ending Balance at Sep. 30, 2022 | 819,320 | $ 45 | 2,167,968 | 1,632 | (1,350,325) | |||||
Ending Balance, Shares (in shares) at Sep. 30, 2022 | 455,453,036 | |||||||||
Issuance of common stock upon exercise of stock options | 49 | 49 | ||||||||
Issuance of common stock upon exercise of stock options (in shares) | 96,443 | |||||||||
Issuance of common stock upon release of restricted stock units (in shares) | 1,631,315 | |||||||||
Net share settlements for stock-based minimum tax withholdings | $ (58) | (58) | ||||||||
Net share settlements for stock-based minimum tax withholdings (in shares) | (19,311) | |||||||||
Issuance of common stock under employee stock purchase plan (in shares) | 0 | |||||||||
Stock-based compensation expense | $ 25,585 | 25,585 | ||||||||
Other comprehensive income (loss) | (1,943) | (1,943) | ||||||||
Net loss | (91,961) | (91,961) | ||||||||
Ending Balance at Dec. 31, 2022 | 750,992 | $ 45 | 2,193,544 | (311) | (1,442,286) | |||||
Ending Balance, Shares (in shares) at Dec. 31, 2022 | 457,161,483 | |||||||||
Beginning Balance at Mar. 31, 2023 | 713,939 | $ 46 | 2,220,897 | (620) | (1,506,384) | |||||
Beginning Balance, Shares (in shares) at Mar. 31, 2023 | 461,199,962 | |||||||||
Issuance of common stock upon exercise of stock options | 85 | 85 | ||||||||
Issuance of common stock upon exercise of stock options (in shares) | 180,718 | |||||||||
issuance of common stock upon release of restricted stock units | $ 18,630 | $ 1 | $ 18,629 | |||||||
Issuance of common stock upon release of restricted stock units (in shares) | 1,812,802 | 8,961,053 | ||||||||
Net share settlements for stock-based minimum tax withholdings | (121) | (121) | ||||||||
Net share settlements for stock-based minimum tax withholdings (in shares) | (58,985) | |||||||||
Stock-based compensation expense | 47,915 | 47,915 | ||||||||
Other comprehensive income (loss) | (334) | (334) | ||||||||
Net loss | (104,624) | (104,624) | ||||||||
Ending Balance at Jun. 30, 2023 | 675,490 | $ 47 | 2,287,405 | (954) | (1,611,008) | |||||
Ending Balance, Shares (in shares) at Jun. 30, 2023 | 472,095,550 | |||||||||
Beginning Balance at Mar. 31, 2023 | $ 713,939 | $ 46 | 2,220,897 | (620) | (1,506,384) | |||||
Beginning Balance, Shares (in shares) at Mar. 31, 2023 | 461,199,962 | |||||||||
Issuance of common stock upon exercise of stock options (in shares) | 1,517,517 | |||||||||
Issuance of common stock under employee stock purchase plan (in shares) | 1,509,536 | |||||||||
Other comprehensive income (loss) | $ 620 | |||||||||
Net loss | (457,870) | |||||||||
Ending Balance at Dec. 31, 2023 | 377,188 | $ 48 | 2,341,394 | 0 | (1,964,254) | |||||
Ending Balance, Shares (in shares) at Dec. 31, 2023 | 482,553,646 | |||||||||
Beginning Balance at Jun. 30, 2023 | 675,490 | $ 47 | 2,287,405 | (954) | (1,611,008) | |||||
Beginning Balance, Shares (in shares) at Jun. 30, 2023 | 472,095,550 | |||||||||
Issuance of common stock upon exercise of stock options | 388 | 388 | ||||||||
Issuance of common stock upon exercise of stock options (in shares) | 828,561 | |||||||||
issuance of common stock upon release of restricted stock units | $ 102 | $ 1 | $ (1) | $ 102 | ||||||
Issuance of common stock upon release of restricted stock units (in shares) | 4,358,378 | 57,996 | ||||||||
Net share settlements for stock-based minimum tax withholdings | (22) | (22) | ||||||||
Net share settlements for stock-based minimum tax withholdings (in shares) | (19,022) | |||||||||
Issuance of common stock under employee stock purchase plan (in shares) | 1,509,536 | |||||||||
Issuance of common stock under employee stock purchase plan | 1,411 | 1,411 | ||||||||
Stock-based compensation expense | 22,198 | 22,198 | ||||||||
Other comprehensive income (loss) | 954 | 954 | ||||||||
Net loss | (75,270) | (75,270) | ||||||||
Ending Balance at Sep. 30, 2023 | 625,251 | $ 48 | 2,311,481 | 0 | (1,686,278) | |||||
Ending Balance, Shares (in shares) at Sep. 30, 2023 | 478,830,999 | |||||||||
Issuance of common stock upon exercise of stock options | 217 | 217 | ||||||||
Issuance of common stock upon exercise of stock options (in shares) | 508,238 | |||||||||
Issuance of common stock upon release of restricted stock units (in shares) | 3,230,939 | |||||||||
Net share settlements for stock-based minimum tax withholdings | $ (15) | (15) | ||||||||
Net share settlements for stock-based minimum tax withholdings (in shares) | (16,530) | |||||||||
Issuance of common stock under employee stock purchase plan (in shares) | 0 | |||||||||
Stock-based compensation expense | $ 29,711 | 29,711 | ||||||||
Other comprehensive income (loss) | 0 | |||||||||
Net loss | (277,976) | (277,976) | ||||||||
Ending Balance at Dec. 31, 2023 | $ 377,188 | $ 48 | $ 2,341,394 | $ 0 | $ (1,964,254) | |||||
Ending Balance, Shares (in shares) at Dec. 31, 2023 | 482,553,646 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (457,870,000) | $ (247,558,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 19,171,000 | 24,918,000 |
Amortization and impairment of internal-use software | 4,374,000 | 3,214,000 |
Stock-based compensation expense | 101,198,000 | 93,768,000 |
(Gain) loss on disposal of property and equipment | (5,000) | 0 |
Loss on disposition of Lemonaid Health Limited | 2,026,000 | 0 |
Impairment of long-lived assets | 0 | 10,126,000 |
Goodwill impairment | 198,800,000 | 0 |
Other operating activities | (504,000) | (1,000) |
Changes in operating assets and liabilities: | ||
Accounts receivable, net (includes related party amounts of $19 and $(3,636) for the nine months ended December 31, 2023 and 2022, respectively) | (16,257,000) | (23,428,000) |
Inventories | (5,420,000) | (1,172,000) |
Deferred cost of revenue | (6,846,000) | (6,636,000) |
Prepaid expenses and other current assets | (4,490,000) | 3,772,000 |
Operating lease right-of-use assets | 5,341,000 | 5,570,000 |
Other assets | 755,000 | (711,000) |
Accounts payable (includes related party amounts of $3,879 and $(12,567) for the nine months ended December 31, 2023 and 2022, respectively) | 669,000 | (23,305,000) |
Accrued expenses and other current liabilities (includes related party amounts of $42 and $4,090 for the nine months ended December 31, 2023 and 2022, respectively) | (5,906,000) | 4,265,000 |
Deferred revenue (includes related party amounts of $8,247 and $13,762 for the nine months ended December 31, 2023 and 2022, respectively) | 32,948,000 | 45,996,000 |
Operating lease liabilities | (6,483,000) | (6,708,000) |
Other liabilities | (36,000) | (2,539,000) |
Net cash used in operating activities | (138,535,000) | (120,429,000) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (850,000) | (2,854,000) |
Proceeds from sale of property and equipment | 6,000 | 0 |
Capitalized internal-use software costs | (6,636,000) | (5,163,000) |
Net cash used in investing activities | (7,480,000) | (8,017,000) |
Cash flows from financing activities: | ||
Proceeds from exercise of stock options | 687,000 | 3,933,000 |
Proceeds from issuance of common stock under employee stock purchase plan | 1,411,000 | 3,238,000 |
Payments of deferred offering costs | (356,000) | 0 |
Payments for taxes related to net share settlement of equity awards | (158,000) | 0 |
Net cash provided by financing activities | 1,584,000 | 7,171,000 |
Effect of exchange rates on cash and cash equivalents | 0 | 694,000 |
Net decrease in cash, cash equivalents and restricted cash | (144,431,000) | (120,581,000) |
Cash, cash equivalents and restricted cash—beginning of period | 395,222,000 | 561,755,000 |
Cash, cash equivalents and restricted cash—end of period | 250,791,000 | 441,174,000 |
Supplemental disclosures of non-cash investing and financing activities: | ||
Purchases of property and equipment included in accounts payable and accrued expenses | 213,000 | 472,000 |
Stock-based compensation capitalized for internal-use software costs | 2,927,000 | 2,239,000 |
Reconciliation of cash, cash equivalents, and restricted cash within the condensed consolidated balance sheets to the amounts shown in the condensed consolidated statements of cash flows above: | ||
Cash and cash equivalents | 242,418,000 | 432,801,000 |
Restricted cash, current | 1,399,000 | 1,399,000 |
Restricted cash, noncurrent | 6,974,000 | 6,974,000 |
Total cash and restricted cash | $ 250,791,000 | $ 441,174,000 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Accounts receivable, net related party | $ (16,257) | $ (23,428) |
Accounts payable, related party | 669 | (23,305) |
Accrued expenses and other current liabilities, related party | (5,906) | 4,265 |
Deferred revenue, related party | 32,948 | 45,996 |
Related Party | ||
Accounts receivable, net related party | 19 | (3,636) |
Accounts payable, related party | 3,879 | (12,567) |
Accrued expenses and other current liabilities, related party | 42 | 4,090 |
Deferred revenue, related party | $ 8,247 | $ 13,762 |
Organization and Description of
Organization and Description of Business | 9 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business 23andMe Holding Co. (the “Company” or “23andMe”) is dedicated to helping people access, understand, and benefit from the human genome. The Company is building the leading direct-to-consumer precision medicine platform that powers its genetics-driven therapeutics and research business. The Company is dedicated to empowering customers to live healthier lives by providing consumers direct access to their genetic information and digital access to affordable, personalized healthcare through the Lemonaid Health, Inc. (“Lemonaid Health”) platform. The Company pioneered direct-to-consumer genetic testing, giving consumers unique, personalized information about their genetic health risks, ancestry, and traits. It was the first company to obtain Food and Drug Administration (“FDA”) authorization for a direct-to-consumer genetic test, and it is the only company to have FDA authorization, clearance, or an exemption from premarket notification for all of the carrier status, genetic health risk, cancer predisposition, and pharmacogenetics reports that the Company offers to customers. Through the Lemonaid Health telehealth platform, the Company connects patients to licensed healthcare professionals to provide affordable and direct online access to medical care, from consultation through treatment, for a number of common conditions, using evidence-based guidelines and up-to-date clinical protocols. When medications are prescribed by Lemonaid Health’s affiliated healthcare professionals, patients can use Lemonaid Health’s online pharmacy for fulfillment. Patients also can access telehealth consultations for certain 23andMe genetic reports through Lemonaid Health. 23andMe, Inc., the Company’s accounting predecessor, was incorporated in Delaware in 2006. The Company is headquartered in South San Francisco, California. The Company’s predecessor, VG Acquisition Corp. (“VGAC”), was a blank check company originally incorporated in 2020 as a Cayman Islands exempted company. On June 16, 2021 (the “Closing Date”), VGAC and Chrome Merger Sub, Inc., a Delaware corporation and wholly owned direct subsidiary of VGAC (“Merger Sub”), consummated a merger with 23andMe, Inc. (the “Merger”), whereby Merger Sub merged with and into 23andMe, Inc., with 23andMe, Inc. being the surviving corporation and a wholly owned subsidiary of the Company. In connection with the Merger, VGAC changed its jurisdiction of incorporation from the Cayman Islands to the State of Delaware and changed its name to 23andMe Holding Co. (the “Domestication” and, together with the Merger, the “Business Combination”). The Company has evaluated how it is organized and managed and has identified two reporting segments: (1) Consumer and Research Services, and (2) Therapeutics. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation and Principle of Consolidation The Company’s unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of the Company and its wholly owned subsidiaries, and variable interest entities in which it holds a controlling financial interest. All intercompany accounts and transactions have been eliminated in consolidation. For the three and nine months ended December 31, 2023 and 2022, the Company’s operations were primarily in the United States. The Company had immaterial operations in the United Kingdom (“U.K.”) prior to the disposition of its U.K. subsidiary on August 1, 2023. There have been no material changes to the Company’s significant accounting policies during the nine months ended December 31, 2023, as compared to the audited consolidated financial statements in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2023. Unaudited Interim Condensed Consolidated Financial Information The accompanying interim condensed consolidated financial statements as of December 31, 2023 and for the three and nine months ended December 31, 2023 and 2022 and accompanying notes, are unaudited. These unaudited interim condensed consolidated financial statements (the “condensed consolidated financial statements”) have been prepared in accordance with GAAP applicable to interim financial statements. These financial statements are presented in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) and do not include all disclosures normally required in annual consolidated financial statements prepared in accordance with GAAP. As such, the information included herein should be read in conjunction with the consolidated financial statements and accompanying notes as of and for the fiscal year ended March 31, 2023 (the “audited consolidated financial statements”) that were included in the Company’s Annual Report on Form 10-K filed with the SEC on May 25, 2023. In management’s opinion, the unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements, which include only normal recurring adjustments, necessary for a fair statement of the Company’s financial position as of December 31, 2023 and its condensed consolidated results of operations and cash flows for the nine months ended December 31, 2023 and 2022. The results of operations for the three and nine months ended December 31, 2023 are not necessarily indicative of the results expected for the year ending March 31, 2024 or any other future interim or annual periods. Fiscal Year The Company’s fiscal year ends on March 31. References to fiscal 2024 refer to the fiscal year ending March 31, 2024 and references to fiscal 2023 and fiscal 2022 refer to the fiscal years ended March 31, 2023 and March 31, 2022, respectively. Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities and the related disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period and the accompanying notes. Significant items subject to such estimates and assumptions include, but are not limited to the determination of standalone selling price for various performance obligations; the estimated expected benefit period for the rate and recognition pattern of breakage revenue for purchases where a saliva collection kit (“Kit”) is never returned for processing; the capitalization and estimated useful life of internal use software; the useful life of long-lived assets; fair value of intangible assets acquired in business combinations; the fair value of reporting units relative to the carrying amount of goodwill; the incremental borrowing rate for operating leases; stock-based compensation including the determination of the fair value of stock options, annual incentive bonuses payable in the form of restricted stock units (“RSUs”), as well as the Company’s common stock prior to the Closing Date of the Merger; and the valuation of deferred tax assets and uncertain tax positions. The Company bases these estimates on historical and anticipated results, trends, and various other assumptions that it believes are reasonable under the circumstances, including assumptions as to future events. Actual results could differ from these estimates, and such differences could be material to the condensed consolidated financial statements. The Company is not aware of any specific event or circumstance that would require revisions to estimates, updates to judgments, or adjustments to the carrying value of assets or liabilities. These estimates may change, as new events occur and additional information is obtained, and will be recognized in the condensed consolidated financial statements as soon as they become known. Concentration of Supplier Risk Certain of the raw materials, components, and equipment associated with the deoxyribonucleic acid (“DNA”) microarrays and Kits used by the Company in the delivery of its services are available only from third-party suppliers. The Company also relies on a third-party laboratory service for the processing of its customer samples. Shortages and slowdowns could occur in these essential materials, components, equipment, and laboratory services due to an interruption of supply or increased demand in the industry. If the Company were unable to procure certain materials, components, equipment, or laboratory services at acceptable prices, it would be required to reduce its laboratory operations, which could have a material adverse effect on its results of operations. A single supplier accounted for 100% of the Company’s total purchases of microarrays and a separate single supplier accounted for 100% of the Company’s total purchases of Kits for the three and nine months ended December 31, 2023 and 2022. One laboratory service provider accounted for 100% of the Company’s processing of customer samples for the three and nine months ended December 31, 2023 and 2022. Concentration of Credit Risk Financial instruments that potentially subject the Company to a concentration of credit risk include cash, cash equivalents, and accounts receivable. The Company maintains a majority of its cash and cash equivalents with a single high-quality financial institution, the composition and maturities of which are regularly monitored by the Company. The Company’s revenue and accounts receivable are derived primarily from the United States. See Note 3, “ Revenue, ” for additional information regarding geographical disaggregation of revenue. The Company grants credit to its customers in the normal course of business, performs credit evaluations of its significant customers on an as-needed basis, and does not require collateral. Concentrations of credit risk are limited as the Company’s trade receivables are primarily related to third parties, which collect its credit card receivables, and large multinational corporations. The Company regularly monitors the aging of accounts receivable balances. Significant customer information is as follows: December 31, March 31, Percentage of accounts receivable: Customer C (1) 86 % 69 % Customer F * 27 % * less than 10% (1) Customer C is a reseller. Three Months Ended December 31, Nine Months Ended December 31, 2023 2022 2023 2022 Percentage of revenue: Customer C (1) 19 % 22 % 20 % 20 % Customer B — 20 % 8 % 18 % (1) Customer C is a reseller. Restructuring The Company defines restructuring expenses to include costs directly associated with exit or disposal activities, such as severance payments, benefits continuation, and non-cash stock-compensation charges associated with the modification of certain stock awards. In general, the Company records involuntary employee-related exit and disposal costs when it communicates to employees that they are entitled to receive such benefits and the amount can be reasonably estimated. Goodwill Goodwill represents the excess purchase price of acquired businesses over the fair values attributed to underlying net tangible assets and identifiable intangible assets. The Company tests goodwill each fiscal year on January 1st for impairment at the Consumer and Research Services reporting unit level. Goodwill is also tested for impairment whenever an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. Performance of the qualitative impairment assessment requires judgment in identifying and considering the significance of relevant events and circumstances, including external factors such as macroeconomic and industry conditions and the legal and regulatory environment, as well as entity-specific factors, such as actual and planned financial performance or sustained market declines, that could impact the fair value of the Consumer and Research Services reporting unit. If, after assessing the totality of these qualitative factors, the Company determines that it is not more likely than not that the fair value of the reporting unit is less than its carrying amount, then no additional assessment is deemed necessary. Otherwise, the Company will perform a quantitative impairment test in which the fair value of the reporting unit is compared with its carrying amount, and an impairment charge will be recorded for the amount by which the carrying amount exceeds the reporting unit’s fair value, if any. For results of the Company's goodwill impairment analysis performed as of December 31, 2023, see Note 8, “ Balance Sheet Components — Goodwill .” Contingencies Liabilities for loss contingencies arising from claims, disputes, legal proceedings, fines and penalties, and other sources are recorded when it is probable that a liability has been or will be incurred and the amount of the liability can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred. Recoveries of such legal costs from insurance policies are recognized when realization becomes probable and estimable. Liquidity The Company’s operations have been financed primarily through the sales of equity securities and revenue from sales of PGS, telehealth, and research services. During fiscal 2022, the Company received gross proceeds of $309.7 million from the Merger and $250.0 million from the PIPE investment consummated in connection with the Merger. The Company expects to continue to incur operating losses and negative cash flows from operations for the foreseeable future due to the investments it intends to continue to make in research and development to capitalize on market opportunities and drive long-term growth, as well as operating expenses incurred within general and administrative, and sales and marketing. The Company may require additional financing to fund operations to meet its business plan. The Company’s ability to obtain additional financing depends on a number of factors, including, but not limited to, the market price of the Company’s Class A common stock, the availability and cost of additional equity capital, the Company’s ability to retain the listing of its Class A common stock on The Nasdaq Stock Market, and the general economic and industry conditions affecting the availability and cost of capital. On November 10, 2023, the Company received a deficiency letter (the “Nasdaq Letter”) from the Nasdaq Listing Qualifications Department, notifying the Company that it is not in compliance with Nasdaq Listing Rule 5450(a)(1), which requires the Company to maintain a minimum bid price of at least $1 per share for continued listing on The Nasdaq Global Select Market (the “Minimum Bid Requirement”). The Company’s failure to comply with the Minimum Bid Requirement was based on its Class A common stock per share price being below the $1 threshold for a period of 30 consecutive trading days. Pursuant to the Nasdaq Letter, the Company has 180 calendar days from the date of the Nasdaq Letter to regain compliance, and may be eligible for up to an additional 180 days in accordance with applicable Nasdaq rules. If the Company does not regain compliance with the Minimum Bid Price Requirement by the end of the compliance period (or the second compliance period, if applicable), its common stock will become subject to delisting. The Company intends to monitor the closing bid price of its common stock during the compliance period(s) and may, if appropriate, consider available options to regain compliance with the Minimum Bid Price Requirement, including initiating a reverse stock split. However, there can be no assurance that the Company will be able to regain compliance with the Minimum Bid Price Requirement or will otherwise be in compliance with other Nasdaq Listing Rules. Neither the Nasdaq Letter nor the Company’s noncompliance with the Minimum Bid Requirement have an immediate effect on the listing or trading of the Company’s Class A common stock, which will continue to trade on The Nasdaq Stock Market under the symbol “ME.” As of December 31, 2023, the Company had cash and cash equivalents of $242.4 million. Based on current cash resources and the implementation of the previously-disclosed reductions in force in June and August 2023, the Company believes its cash and cash equivalents will be sufficient to fund estimated operating expenses and capital expenditure requirements for at least 12 months from the date of the issuance of these condensed consolidated financial statements. Management considers that there are no conditions or events in the aggregate that raise substantial doubt about the Company’s ability to continue as a going concern for a period of at least one year from the date the condensed consolidated financial statements are issued. Recently Issued Accounting Pronouncements In November 2023, the Financial Accounting Standard Board (“FASB”) issued Accounting Standard Updated (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires disclosure of incremental segment information on an annual and interim basis. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, and requires retrospective application to all prior periods presented in the financial statements. Early adoption is permitted. We are currently evaluating the impacts of the new standard. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which expands disclosures in an entity’s income tax rate reconciliation table and income taxes paid information. This ASU is effective for fiscal years beginning after December 15, 2024 and may be adopted on a |
Revenue
Revenue | 9 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Disaggregation of Revenue The following table presents revenue by category: Three Months Ended December 31, Nine Months Ended December 31, 2023 2022 2023 2022 Amount % of Revenue Amount % of Revenue Amount % of Revenue Amount % of Revenue (in thousands, except percentages) Point in Time (1) PGS $ 29,241 65 % $ 37,499 56 % $ 95,202 61 % $ 117,300 57 % Telehealth 5,894 13 % 8,592 13 % 21,051 14 % 27,124 13 % Consumer services 35,135 78 % 46,091 69 % 116,253 75 % 144,424 70 % Research services 1,506 3 % — — 3,859 2 % — — Total $ 36,641 81 % $ 46,091 69 % $ 120,112 77 % $ 144,424 70 % Over Time (1) PGS $ 5,835 13 % $ 5,100 7 % $ 16,505 11 % $ 14,316 7 % Telehealth 1,928 4 % 2,451 4 % 6,350 4 % 7,471 3 % Consumer services 7,763 17 % 7,551 11 % 22,855 15 % 21,787 10 % Research services 343 1 % 13,298 20 % 12,643 8 % 40,901 20 % Total $ 8,106 18 % $ 20,849 31 % $ 35,498 23 % $ 62,688 30 % Revenue by Category (1) PGS $ 35,076 78 % $ 42,599 64 % $ 111,707 72 % $ 131,616 63 % Telehealth 7,822 18 % 11,043 16 % 27,401 17 % 34,595 17 % Consumer services 42,898 96 % 53,642 80 % 139,108 89 % 166,211 80 % Research services 1,849 4 % 13,298 20 % 16,502 11 % 40,901 20 % Total $ 44,747 100 % $ 66,940 100 % $ 155,610 100 % $ 207,112 100 % (1) There was no Therapeutics revenue for the three and nine months ended December 31, 2023 and 2022. The following table summarizes revenue by region based on the shipping address of customers: Three Months Ended December 31, Nine Months Ended December 31, 2023 2022 2023 2022 Amount % of Revenue Amount % of Revenue Amount % of Revenue Amount % of Revenue (in thousands, except percentages) United States $ 39,217 88 % $ 46,770 70 % $ 124,728 80 % $ 147,425 71 % United Kingdom 2,139 5 % 16,194 24 % 20,657 13 % 47,198 23 % Canada 2,382 5 % 2,866 4 % 7,110 5 % 8,744 4 % Other regions 1,009 2 % 1,110 2 % 3,115 2 % 3,745 2 % Total $ 44,747 100 % $ 66,940 100 % $ 155,610 100 % $ 207,112 100 % Breakage Revenue The Company sells through multiple channels, including direct-to-consumer via the Company’s website and through online retailers. If the customer does not return the Kit for processing, services cannot be completed by the Company, potentially resulting in unexercised rights (“breakage”) revenue. The Company recognized breakage revenue from unreturned Kits of $4.4 million and $6.8 million for the three months ended December 31, 2023 and 2022, respectively, and $13.4 million and $17.8 million for the nine months ended December 31, 2023 and 2022, respectively. Contract Balances Accounts receivable are recorded when the right to consideration becomes unconditional. Contract assets include amounts associated with contractual rights related to consideration for performance obligations and are included in prepaid expenses and other current assets on the condensed consolidated balance sheets. The amount of contract assets was immaterial as of December 31, 2023 and March 31, 2023. Contract liabilities consist of deferred revenue. As of December 31, 2023 and March 31, 2023, deferred revenue for consumer services was $74.7 million and $48.6 million, respectively. Of the $48.6 million of deferred revenue for consumer services as of March 31, 2023, the Company recognized $5.3 million and $36.8 million as revenue during the three and nine months ended December 31, 2023, respectively. As of December 31, 2023 and March 31, 2023, deferred revenue for research services was $20.7 million and $14.0 million, respectively. As of December 31, 2023 and March 31, 2023, deferred revenue for research services included $20.0 million and $11.8 million, respectively, of related party deferred revenue. Of the $14.0 million of deferred revenue for research services as of March 31, 2023, the Company recognized $0.1 million and $13.7 million as revenue during the three and nine months ended December 31, 2023, respectively, which included related party revenue amounts of nil and $11.8 million for the three and nine months ended December 31, 2023, respectively. Remaining Performance Obligations The transaction price allocated to remaining performance obligations represents contracted revenue that has not yet been recognized, which includes deferred revenue and amounts that are expected to be billed and recognized as revenue in future periods. The Company has utilized the practical expedient available under Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”) to not disclose the value of unsatisfied performance obligations for PGS and telehealth as those contracts have an expected length of one year or less. As of December 31, 2023, the aggregate amount of the transaction price allocated to remaining performance obligations for research services was $21.6 million. The Company expects to recognize revenue of approximately 28% of this amount over the next 12 months and the remainder thereafter. During the three and nine months ended December 31, 2023 and 2022, the Company did not recognize any revenue for performance obligations satisfied in prior periods. |
Collaborations
Collaborations | 9 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Collaborations | Collaborations GlaxoSmithKline Agreement and Subsequent Amendments In July 2018, the Company and an affiliate of GlaxoSmithKline (“GSK”) entered into a four-year exclusive drug discovery and development collaboration agreement, amended in 2019 and 2021, respectively (collectively the “original GSK Agreement”) for collaboration on identification and development of therapeutic agents with a unilateral option for GSK to extend the term for an additional year. In January 2022, GSK elected to exercise the option to extend the exclusive target discovery term for an additional year to July 2023. In October 2022, the Company received a one-time payment of $50.0 million from GSK in consideration of the exercise of the option pursuant to the original GSK Agreement. The exclusive drug discovery period under the original GSK Agreement expired on July 23, 2023. The Company has concluded that GSK is considered a customer. Therefore, the Company applied the guidance in ASC 606 to account for and present consideration received from GSK related to research services provided by the Company. The Company’s activities under the original GSK Agreement, which included reporting, drug target discovery, and joint steering committee participation, represented one combined performance obligation to deliver research services. The Company recognized research services revenue related to the original GSK Agreement as the respective performance obligations were satisfied using an input method to measure progress. In addition, the original GSK Agreement, provided GSK the right to include certain identified pre-existing Company programs in the collaboration at GSK’s election, each of which was considered distinct from the research services. Prior to the expiration of the original GSK Agreement, drug targets were identified for inclusion in the collaboration during the performance of research services. Cost sharing related to the performance of research services was recorded when incurred within cost of revenue in the Consumer and Research Services segment. For the drug targets that had been identified for inclusion in the original collaboration, the Company and GSK continue to equally share in the costs of further research, development, and commercialization of identified targets under the GSK Agreement, subject to certain rights of either party to opt-out of funding at certain predetermined development milestones. These cost-sharing charges for the program costs incurred subsequent to the identification of drug targets have been included in research and development expense on the condensed consolidated statements of operations and comprehensive loss during the period incurred. The Company may also share in the net profits or losses of products that are commercialized pursuant to the collaboration or receive royalties on products which are successfully commercialized. In October 2023, the Company entered into an amendment to the original GSK Agreement (the “2023 GSK Amendment”) to provide GSK with a non-exclusive license to certain new, de-identified, aggregated data included in the Company’s database (the “New Data”), as well as access to certain Company research services with respect to such New Data in return for a $20.0 million data access fee, which the Company received during the three months ended December 31, 2023. The license to the New Data will expire one year from the date GSK provides the Company with a notice that GSK is ready to use the New Data (notice is anticipated no later than September 30, 2024 and had not yet been received as of December 31, 2023), unless the parties enter into a separate extension agreement. Pursuant to the 2023 GSK Amendment, the Company opted-out of cost-sharing and other research and development obligations with respect to three programs initiated by GSK and the Company under the original GSK Agreement. The Company will retain rights to receive low to mid-single digit royalties on net sales of products developed in these three programs. The Company recognized research services revenue related to the original GSK Agreement of nil and $13.1 million during the three months ended December 31, 2023 and 2022, respectively, and $11.8 million and $36.3 million during the nine months ended December 31, 2023 and 2022, respectively. The Company did not recognize research services revenue related to the 2023 GSK Amendment during the three or nine months ended December 31, 2023. As of December 31, 2023, the Company had deferred revenue of $20.0 million, related to the 2023 GSK Amendment. As of March 31, 2023, the Company had deferred revenue related to the original GSK Agreement of $11.8 million. Cost-sharing amounts incurred prior to the identification of targets included in cost of revenue were immaterial for the three months ended December 31, 2022 and each of the nine months ended December 31, 2023 and 2022. There were no cost-sharing amounts incurred prior to the identification of targets included in cost of revenue for the three months ended December 31, 2023. Cost-sharing amounts incurred subsequent to the identification of targets, included in research and development expenses, were $2.8 million and $3.3 million during the three months ended December 31, 2023 and 2022, respectively, and $11.0 million and $9.5 million during the nine months ended December 31, 2023 and 2022, respectively. As of December 31, 2023 and March 31, 2023, the Company had $15.8 million and $11.9 million, respectively, related to balances of amounts payable to GSK for reimbursement of shared costs included within accounts payable and accrued expenses and other current liabilities on the condensed consolidated balance sheets. GSK’s affiliate, Glaxo Group Limited, held shares of the Company’s Class B common stock representing approximately 19.9% and 20.1% of the Company’s combined voting power as of December 31, 2023 and March 31, 2023, respectively; therefore, GSK is considered as a related party to the Company. |
Segment Information
Segment Information | 9 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company currently operates in two reporting segments: (1) Consumer and Research Services, and (2) Therapeutics. The Consumer and Research Services segment consists of revenue and expenses from PGS and telehealth, as well as research services revenue and expenses from certain collaboration agreements (including the GSK Agreement). The Therapeutics segment consists of revenues from the out-licensing of intellectual property associated with identified drug targets and expenses related to therapeutic product candidates under clinical development. Substantially all of the Company’s revenues are derived from the Consumer and Research Services segment. See Note 3, “ Revenue — Revenue Recognition, ” for additional information regarding revenue. There are no inter-segment sales. Certain department expenses such as Finance, Legal, Regulatory and Supplier Quality, Corporate Communications, Corporate Development, and CEO Office are not reported as part of the reporting segments as reviewed by the CODM (as defined below). These amounts are included in Unallocated Corporate in the reconciliations below. The chief operating decision-maker (“CODM”) is the Chief Executive Officer (“CEO”). The CODM evaluates the performance of each segment based on Adjusted EBITDA. Adjusted EBITDA is a non-GAAP financial measure that is defined as net income (loss) before net interest income (expense), net other income (expense), income tax expenses (benefit), depreciation and amortization, impairment charges, stock-based compensation expense, and other items that are considered unusual or not representative of underlying trends of our business, including but not limited to: changes in fair value of warrant liabilities and litigation settlements, gains or losses on dispositions of subsidiaries, transaction-related costs, and cyber security incident expenses, net of probable insurance recoveries, if applicable for the periods presented. Adjusted EBITDA is a key measure used by the Company’s management and Board of Directors to understand and evaluate the Company’s operating performance and trends, to prepare and approve the annual budget, and to develop short-term and long-term operating plans. The Company’s revenue and Adjusted EBITDA by segment is as follows: Three Months Ended December 31, Nine Months Ended December 31, 2023 2022 2023 2022 (in thousands) Segment Revenue: (1) Consumer and Research Services $ 44,747 $ 66,940 $ 155,610 $ 207,112 Total revenue $ 44,747 $ 66,940 $ 155,610 $ 207,112 Segment Adjusted EBITDA: Consumer and Research Services Adjusted EBITDA $ (20,620) $ (8,313) $ (32,895) $ (22,986) Therapeutics Adjusted EBITDA (16,528) (21,471) (73,890) (58,599) Unallocated Corporate (2) (10,587) (13,488) (35,803) (41,057) Total Adjusted EBITDA $ (47,735) $ (43,272) $ (142,588) $ (122,642) Reconciliation of net loss to Adjusted EBITDA: Net loss $ (277,976) $ (91,961) $ (457,870) $ (247,558) Adjustments: Interest income, net (3,230) (3,671) (11,289) (5,307) Other (income) expense, net (23) (855) (501) 267 Provision for (benefit from) income taxes 19 (613) 55 (2,139) Depreciation and amortization 4,921 5,257 13,873 15,512 Amortization of acquired intangible assets 2,397 4,265 9,673 12,847 Impairment of acquired intangible assets — 9,968 — 9,968 Stock-based compensation expense 26,357 34,338 101,198 93,768 Loss on disposition of Lemonaid Health Limited and transaction-related costs (3) — — 2,375 — Litigation settlement cost — — 98 — Goodwill impairment (4) 198,800 — 198,800 — Cyber security incident expenses, net of probable insurance recoveries (5) 1,000 — 1,000 — Total Adjusted EBITDA $ (47,735) $ (43,272) $ (142,588) $ (122,642) (1) There was no Therapeutics revenue for the three and nine months ended December 31, 2023 and 2022. (2) Certain department expenses such as Finance, Legal, Regulatory and Supplier Quality, Corporate Communications, Corporate Development, and CEO Office are not reported as part of the reporting segments as reviewed by the CODM. These amounts are included in Unallocated Corporate. (3) Refer to Note 17, “ Disposition of Subsidiary ” for additional information. (4) Refer to Note 8, “ Goodwill ” for additional information. (5) Refer to Note 11, “ Cyber Security Incident ” for additional information. Customers accounting for 10% or more of segment revenues were as follows: Three Months Ended December 31, Nine Months Ended December 31, 2023 2022 2023 2022 (in thousands) Consumer and Research Services Segment Revenue: Customer C (1) (2) $ 8,681 19 % $ 14,680 22 % $ 31,432 20 % $ 41,365 20 % Customer B (3) — — $ 13,068 20 % $ 11,753 8 % $ 36,258 18 % (1) Customer C is a reseller. (2) Customer C revenues are primarily in the United States. (3) Customer B revenues are in the U.K. Revenue by geographical region can be found in the revenue recognition disclosures in Note 3, “ Revenue. ” Substantially all of the Company’s property and equipment, net of depreciation and amortization, was located in the United States during the periods presented. The reporting segments do not present total assets as they are not reviewed by the CODM when evaluating their performance. |
Variable Interest Entities
Variable Interest Entities | 9 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entities | Variable Interest Entities In providing telehealth services that include professional medical consultations, the Company maintains relationships with various affiliated professional medical corporations (“PMCs”). Additionally, with respect to its telehealth services involving the sale of prescription products, the Company maintains relationships with affiliated pharmacies (collectively, the “Affiliated Pharmacies”) to fill prescriptions that are ordered by the Company’s patients. The Company determined that the PMCs and Affiliated Pharmacies are variable interest entities (“VIEs”) due to the respective equity holders having nominal capital at risk, and the Company having a variable interest in each of the PMCs and Affiliated Pharmacies. The Company consolidated the PMCs and Affiliated Pharmacies under the VIE model since the Company has the power to direct activities that most significantly impact the VIEs’ economic performance and the right to receive benefits or the obligation to absorb losses that could potentially be significant to the VIEs. Under the VIE model, the Company presents the results of operations and the financial position of the VIEs as part of the condensed consolidated financial statements of the Company. Furthermore, as a direct result of the financial support the Company provides to the VIEs (e.g., loans), the interests held by holders lack economic substance and do not provide them with the ability to participate in the residual profits or losses generated by the VIEs. Therefore, all income and expenses recognized by the VIEs are allocated to the Company’s stockholders. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Recurring Fair Value Measurements The fair value of cash, restricted cash, accounts receivable, accounts payable, and accrued liabilities are stated at their carrying value, which approximates fair value due to the short time to the expected receipt or payment date as of December 31, 2023 and March 31, 2023. The following table presents information about the Company’s financial instruments that are measured at fair value on a recurring basis as of December 31, 2023 and March 31, 2023: December 31, 2023 March 31, 2023 Fair Value Level 1 Level 2 Level 3 Fair Value Level 1 Level 2 Level 3 (in thousands) Financial Assets: Money market funds $ 237,000 $ 237,000 $ — $ — $ 372,000 $ 372,000 $ — $ — Total financial assets $ 237,000 $ 237,000 $ — $ — $ 372,000 $ 372,000 $ — $ — Cash equivalents consist primarily of money market funds and are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices in active markets. The Company had no transfers between levels of the fair value hierarchy of its assets and liabilities measured at fair value during the nine months ended December 31, 2023 and the fiscal year ended March 31, 2023. Nonrecurring Fair Value Measurements Identifiable assets and liabilities acquired or assumed are measured separately at their fair values as of the acquisition date. Certain of the Company’s assets, including intangible assets and goodwill, are measured at fair value on a nonrecurring basis. During fiscal 2023, the Company recorded a $10.0 million impairment charge to write down the value of the U.K. partnership acquired intangible asset to its estimated fair value. During the three and nine months ended December 31, 2023, the Company recorded a $198.8 million impairment charge to write down the value of its goodwill to its estimated fair value. See Note 8, “Balance Sheet Components — Goodwill.” |
Balance Sheet Components
Balance Sheet Components | 9 Months Ended |
Dec. 31, 2023 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Components | Balance Sheet Components Prepaid Expense and Other Current Assets Prepaid expense and other current assets consisted of the following: December 31, 2023 March 31, 2023 (in thousands) Prepaid expenses $ 11,454 $ 13,244 Other receivables 5,867 3,003 Other current assets 2,779 2,977 Prepaid expenses and other current assets $ 20,100 $ 19,224 Property and Equipment, Net Property and equipment, net consisted of the following: December 31, 2023 March 31, 2023 (in thousands) Computer and software $ 9,580 $ 10,376 Laboratory equipment and software 52,803 52,785 Furniture and office equipment 8,963 8,946 Leasehold improvements 41,061 40,964 Capitalized asset retirement obligations 853 853 Property and equipment, gross 113,260 113,924 Less: accumulated depreciation and amortization (82,990) (75,316) Property and equipment, net $ 30,270 $ 38,608 Depreciation and amortization expense was $2.9 million and $3.7 million for the three months ended December 31, 2023 and 2022, respectively, and $8.9 million and $11.5 million for the nine months ended December 31, 2023 and 2022, respectively. There were no impairments to property and equipment for the three and nine months ended December 31, 2023, and an immaterial impairment to property and equipment for the three and nine months ended December 31, 2022. Internal-Use Software, Net Internal-use software, net consisted of the following: December 31, 2023 March 31, 2023 (in thousands) Capitalized internal-use software $ 33,349 $ 25,180 Less: accumulated amortization (13,522) (9,519) Internal-use software, net $ 19,827 $ 15,661 The Company capitalized $2.7 million and $3.5 million in internal-use software during the three months ended December 31, 2023 and 2022, respectively, and $9.6 million and $7.8 million in internal-use software during the nine months ended December 31, 2023 and 2022, respectively. In addition, the Company wrote off $1.1 million of internal-use software in the three months ended September 30, 2023 related to the disposition of Lemonaid Health Limited; refer to Note 17, “ Disposition of Subsidiary ” for additional information. During the three and nine months ended December 31, 2023, the Company wrote off an immaterial impairment charge related to internal-use software that will not be utilized in the future. Impairment to internal-use software was nil and $0.5 million during the three and nine months ended December 31, 2022, respectively. Amortization and impairment of internal-use software was $1.9 million and $1.1 million for the three months ended December 31, 2023 and 2022, respectively, and $4.4 million and $3.6 million for the nine months ended December 31, 2023 and 2022, respectively. Intangible Assets, Net Intangible assets, net consisted of the following: December 31, 2023 Weighted Average Remaining Useful Life (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in thousands, except years) Customer relationships 0.0 $ 14,900 $ (14,900) $ — Partnerships 7.8 9,000 (1,950) 7,050 Trademark 2.8 11,000 (4,767) 6,233 Developed technology 4.8 24,100 (7,460) 16,640 Non-compete agreements 2.8 2,800 (1,213) 1,587 Patents 4.8 5,500 (1,776) 3,724 Total intangible assets $ 67,300 $ (32,066) $ 35,234 March 31, 2023 Weighted Average Remaining Useful Life (Years) Gross Carrying Amount Accumulated Amortization Cumulative Impairment Charge Cumulative Currency Translation Net Carrying Amount (in thousands, except years) Customer relationships 0.6 $ 14,900 $ (10,554) $ — $ — $ 4,346 Partnerships 8.6 23,200 (4,385) (9,968) (1,122) 7,725 Trademark 3.6 11,000 (3,117) — — 7,883 Developed technology 5.6 24,100 (4,877) — — 19,223 Non-compete agreements 3.6 2,800 (793) — — 2,007 Patents 5.5 5,500 (1,164) — — 4,336 Total intangible assets $ 81,500 $ (24,890) $ (9,968) $ (1,122) $ 45,520 Amortization expense for intangible assets was $2.6 million and $4.5 million for the three months ended December 31, 2023 and 2022, respectively, and $10.3 million and $13.4 million for the nine months ended December 31, 2023 and 2022, respectively. During the third quarter of fiscal 2023, due to decreased revenue associated with a delayed product launch and margin forecasts for the U.K. partnership business, the Company performed an interim quantitative impairment test for the U.K. partnership asset group as of December 31, 2022. The fair value of the asset group was calculated using a discounted cash flow and was determined to be lower than its carrying value. As a result, the Company recorded a $10.0 million impairment charge to write down the value of the partnership intangible asset to its estimated fair value. The charge was recorded within sales and marketing expenses in its Consumer and Research Services segment in the condensed consolidated statements of operations and comprehensive loss during the third quarter of fiscal 2023. There was no impairment to intangible assets during the three and nine months ended December 31, 2023. Estimated future amortization expense of the identified intangible assets as of December 31, 2023 was as follows: Estimated Amortization (in thousands) Fiscal years ending March 31, Remainder of 2024 (Remaining three months) $ 1,980 2025 7,919 2026 7,919 2027 6,769 2028 5,006 Thereafter 5,641 Total estimated future amortization expense $ 35,234 Goodwill The following table presents the changes in the carrying amount of goodwill for the Consumer and Research Services reporting unit. Amount (in thousands) As of March 31, 2023 $ 351,744 Less: Impairment (198,800) As of December 31, 2023 $ 152,944 As a result of a sustained decline in market capitalization, based on the Company’s publicly quoted share price, lower than expected financial performance and macroeconomic conditions that existed during the three months ended December 31, 2023, the Company performed an impairment assessment of goodwill acquired as part of the Lemonaid Health acquisition. The Company utilized the income approach (discounted cash flow method) corroborated by the market approach (guideline public company method), which are Level 3 non-recurring fair value measurements. The Company recognized a non-cash, pre-tax goodwill impairment charge of $198.8 million during the three and nine months ended December 31, 2023, which was included in goodwill impairment in the unaudited condensed consolidated statements of operations and comprehensive loss in the Consumer and Research Services segment. There was no impairment to goodwill for the three and nine months ended December 31, 2022. Accrued Expense and Other Current Liabilities Accrued expense and other current liabilities consisted of the following: December 31, 2023 March 31, 2023 (in thousands) Accrued payables $ 13,090 $ 17,030 Accrued compensation and benefits 4,601 5,898 Accrued vacation 7,310 8,839 Accrued bonus 5,740 21,600 Accrued clinical expenses 10,172 11,707 Accrued taxes and other 1,211 1,356 Total accrued expenses and other current liabilities $ 42,124 $ 66,430 |
Restructuring
Restructuring | 9 Months Ended |
Dec. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Restructuring In June 2023, the Company approved a reduction in force intended to restructure and strategically align its workforce with the Company’s strategy and to reduce the Company’s operating costs, primarily in the Consumer and Research Services segment. In August 2023, the Company approved a reduction in force primarily intended to restructure and strategically align the Therapeutics workforce. As a result, during the three and nine months ended December 31, 2023, the Company recorded restructuring charges of $1.5 million and $8.4 million, respectively, within restructuring and other charges in the condensed consolidated statements of operations, of which $0.5 million and $6.7 million, respectively, was related to cash severance payments and benefits continuation. The following table shows the total amount incurred and accrued related to one-time employee termination benefits: One-Time Employee Termination Benefits (in thousands) Accrued restructuring costs included in accrued expenses and other current liabilities as of March 31, 2023 $ — Restructuring charges incurred during the period 8,368 Amounts paid during the period (8,237) Accrued restructuring costs included in accrued expenses and other current liabilities as of December 31, 2023 $ 131 The Company does not expect to incur any further material expenses in connection with the reduction in force events that occurred in June and August 2023. |
Leases
Leases | 9 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Leases | Leases The Company has entered into operating leases for its corporate offices, lab facilities, and storage spaces, with remaining contractual periods ranging from 2.0 years to 7.6 years. For the Company’s facility in Sunnyvale, California, there is an option to extend the lease for a period of 7 years. The Company is not reasonably certain that it will exercise this option and therefore it is not included in its right-of-use (“ROU”) assets and lease liabilities as of December 31, 2023. The Company did not have any finance leases for all the periods presented. For the three months ended December 31, 2023 and 2022, the Company recorded operating lease costs of $3.4 million and $3.3 million, respectively, and variable operating lease costs of $1.5 million and $1.4 million, respectively. For each of the nine months ended December 31, 2023 and 2022, the Company recorded operating lease costs of $10.1 million, and variable operating lease costs of $4.0 million. As of December 31, 2023, the future minimum lease payments included in the measurement of the Company’s operating lease liabilities were as follows: December 31, (in thousands) Fiscal years ending March 31, Remainder of 2024 (Remaining three months) $ 2,560 2025 15,474 2026 15,946 2027 15,472 2028 11,666 Thereafter 41,430 Total future operating lease payments 102,548 Less: imputed interest (23,726) Total operating lease liabilities $ 78,822 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Non-cancelable Purchase Obligations In the normal course of business, the Company enters into agreements containing non-cancelable purchase commitments for goods or services with various parties. As of December 31, 2023, the Company had a total of $22.2 million in outstanding non-cancelable purchase obligations with a term of 12 months or longer. Legal Matters The Company is subject to certain routine legal and regulatory proceedings, as well as demands and claims that arise in the normal course of business. Certain conditions may exist as of the date that the consolidated financial statements are issued, which may result in a loss to the Company, but will only be recorded when one or more future events occur or fail to occur. The Company’s management assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against and by the Company or unasserted claims that may result in such proceedings, the Company’s management evaluates the perceived merits of any legal proceedings or unasserted claims, as well as the perceived merits of the amount of relief sought or expected to be sought. Cyber Security Incident On October 10, 2023, the Company reported that certain profile information, was accessed from individual 23andMe.com accounts without the account users’ authorization (the “incident”). The Company incurred $2.7 million in one-time expenses related to the incident, offset by $1.7 million of probable insurance recoveries, during the three months ended December 31, 2023, primarily consisting of technology consulting services, legal fees, and expenses of other third-party advisors. As of the filing date of this Form 10-Q, as a result of the incident, multiple class action claims have been filed against the Company in federal and state court in California, as well as in other U.S. and international jurisdictions, which the Company is defending. These cases are at an early stage, and the Company cannot predict the outcome. The Company is also assessing its response to notices filed by consumers under the California Consumer Privacy Act and to inquiries from various governmental officials and agencies. The full scope of the costs and related impacts of this incident and related litigation, including, without limitation, the availability of its cyber and other insurance policies to offset some of these costs, cannot be estimated at this time. While the Company believes the investigation into these matters is complete, the Company may become aware of new or different information or information that differs from that contained in this Form 10-Q. Indemnification |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Common Stock The Company has authorized Class A common stock and Class B common stock. The rights of the holders of Class A common stock and Class B common stock are identical, except with respect to voting and conversion rights. Holders of Class A common stock are entitled to one vote per share and holders of Class B common stock are entitled to ten votes per share. Each share of Class B common stock is convertible into one share of Class A common stock any time at the option of the holder and is automatically converted into one share of Class A common stock upon transfer (except for certain permitted transfers). Once converted into Class A common stock, the Class B common stock will not be reissued. Earn-Out Shares As of December 31, 2023 and March 31, 2023, the Class A common stock included 3,814,125 shares held by VGAC founders (“Earn-Out Shares”) that are subject to a lock-up of seven years from the Closing Date. The lock-up has an early release effective (i) with respect to 50% of the Earn-Out Shares, upon the closing price of the Company’s Class A common stock equaling or exceeding $12.50 per share for any 20 trading days within any 30-trading-day period, and (ii) with respect to the other 50% of the Earn-Out Shares, upon the closing price of the Company’s Class A common stock equaling or exceeding $15.00 per share for any 20 trading days within any 30-trading-day period; provided that the transfer restrictions applicable to the Earn-Out Shares will terminate on the date following the closing date on which the Company completes a liquidation, merger, amalgamation, capital stock exchange, reorganization, or other similar transaction that results in all of the Company’s public stockholders having the right to exchange their shares of Class A common stock for cash, securities, or other property (a “Liquidation Event”), if such Liquidation Event occurs prior to the date that the stock price thresholds referenced in (i) and (ii) are met. As of December 31, 2023, the Company did not meet any earn out thresholds. The Earn-Out Shares are issued and outstanding Class A common shares that cannot be forfeited, and as such meet the criteria for equity classification in accordance with ASC 505, Equity . Reserve for Issuance The Company has the following shares of Class A common stock reserved for future issuance, on an as-if-converted basis: December 31, March 31, Outstanding stock options 73,646,882 68,050,752 Outstanding restricted stock units 41,347,332 26,562,566 Remaining shares available for future issuance under Amended and Restated 2021 Incentive Equity Plan 90,697,138 55,922,182 Remaining shares available for future issuance under Employee Stock Purchase Plan 11,839,766 13,349,302 Total shares of common stock reserved 217,531,118 163,884,802 At-the-Market (“ATM”) Offering On February 6, 2023, the Company entered into a sales agreement with Cowen and Company, LLC (“Cowen”), as sales agent, pursuant to which the Company may sell shares of its Class A common stock for an aggregate up to $150.0 million under at-the-market offering program (the “ATM program”). The Company will pay Cowen a commission of 3.0% of the gross proceeds for our Class A common stock sold through the ATM program. As of December 31, 2023, the Company had not made any sales under the ATM program. |
Equity Incentive Plans and Stoc
Equity Incentive Plans and Stock-Based Compensation | 9 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Equity Incentive Plans and Stock-Based Compensation | Equity Incentive Plans and Stock-Based Compensation Incentive Equity Plans In 2006, 23andMe, Inc. established its 2006 Equity Incentive Plan, as amended (the “2006 Plan”), which provided for the grant of stock options and restricted stock to its employees, directors, officers, and consultants. The 2006 Plan allowed for time-based or performance-based vesting for the awards. The 2006 Plan was amended and restated at various times since its adoption. On June 10, 2021, the shareholders of VGAC approved the 23andMe Holding Co. 2021 Incentive Equity Plan (the “2021 Plan”) and reserved 136,000,000 authorized shares of the Company’s Class A common stock for issuance thereunder. In addition, all equity awards of 23andMe, Inc. that were issued under the 2006 Plan were converted into comparable equity awards that are settled or exercisable for shares of the Company’s Class A common stock. As a result, each 23andMe, Inc. stock option was converted into an option to purchase shares of the Company’s Class A common stock based on an exchange ratio of 2.293698169. As of the effective date of the 2021 Plan, no further stock awards have been or will be granted under the 2006 Plan. On September 6, 2023 (the “Effective Date”), the Company’s stockholders approved the 23andMe Holding Co. Amended and Restated 2021 Incentive Equity Plan (the “A&R Plan”). The terms of the A&R Plan replace the existing terms of the 2021 Plan. The A&R Plan was adopted to, among other things, (i) increase the number of shares authorized for issuance by 75,000,000 shares of Class A common stock of the Company, (ii) increase the percentage of shares that may automatically be added on an annual basis to the number of authorized shares from 3% to 5%, (iii) increase the individual annual compensation limit for non-employee directors from $300,000 to $400,000 and to provide that the limit applies on a fiscal-year basis, (iv) revise what constitutes a change of control of the Company, (v) add additional performance measures, and (vi) implement certain other modifications and clarifications as set forth in the A&R Plan. The maximum aggregate number of shares of Class A common stock that may be issued under the A&R Plan with respect to awards granted on or after the Effective Date is the sum of (i) 75,000,000 shares of Class A common stock, (ii) any shares of Class A common stock that remain available for awards under the 2021 Plan as of the Effective Date, and (iii) any shares of Class A common stock subject to outstanding awards under the 2021 Plan as of the Effective Date that are payable in shares and that expire, are forfeited, or are otherwise terminated without having been exercised, vested, or settled in full, or are paid in cash, as applicable, on or after the Effective Date, subject to adjustment as described in the A&R Plan. As of December 31, 2023, 205,691,352 shares of the Company’s Class A common stock remained available for future issuance under the A&R Plan. Options under the A&R Plan have a contractual life of up to ten years. The exercise price of a stock option shall not be less than 100% of the estimated fair value of the shares on the date of grant, as determined by the Board of Directors. For Incentive Stock Options (“ISO”) as defined in the Internal Revenue Code of 1986, as amended (the “Code”), the exercise price of an ISO granted to a 10% stockholder shall not be less than 110% of the estimated fair value of the underlying stock on the date of grant as determined by the Board of Directors. The Company’s options generally vest over three Under the A&R Plan, RSUs may be granted to employees, non-employee directors and consultants. The RSUs generally vest ratably over a period ranging from one In February 2022, the Compensation Committee of the Company’s Board of Directors adopted a RSU conversion and deferral program for non-employee directors. The purpose of the program is to provide non-employee directors with the option to convert all or a portion of their cash compensation into a RSU award under the A&R Plan and the opportunity to defer settlement of all or a portion of their RSU awards. As of December 31, 2023, four non-employee directors have elected to convert all of their cash compensation into RSU awards, and two non-employee directors have elected to defer settlement of their RSU awards under the program. On June 9, 2022, the Compensation Committee of the Company’s Board of Directors adopted the 2022 AIP, pursuant to which, beginning in fiscal 2023, which began on April 1, 2022, employees and certain service providers of 23andMe, Inc. and its affiliates were eligible to receive annual incentive bonuses in the form of cash or RSUs issued by the Company under the A&R Plan, based upon the Company’s achievement of certain pre-established financial, operational, and strategic performance metrics. On June 5 and July 14, 2023, the fiscal 2023 annual incentive bonuses were paid in the form of RSUs based upon the Company’s achievement of certain pre-established financial, operational, and strategic performance metrics and as determined by the Compensation Committee of the Company’s Board of Directors. The number of RSUs granted was determined by dividing the dollar amount of the 2022 AIP annual incentive bonuses for fiscal 2023 by the trailing average closing price of the Company’s Class A common stock for the 20 days preceding the date of payment, resulting in the grant of 9,019,049 shares underlying fully-vested RSUs. The Company accounts for the RSUs issued under the 2022 AIP (the “2022 AIP RSUs”) as liability awards, and adjusts the liability and corresponding expenses at the end of each quarter until the date of settlement, considering the probability that the performance conditions will be satisfied. The Company recorded stock-based compensation expense of $(2.5) million and $10.0 million related to the 2022 AIP RSUs for the three months ended December 31, 2023 and 2022, respectively, and $4.3 million and $19.8 million related to the 2022 AIP RSUs for the nine months ended December 31, 2023 and 2022, respectively. As of December 31, 2023 and March 31, 2023, the liability of the 2022 AIP RSUs was $5.3 million and $18.9 million, respectively, which was included in other current liabilities on the condensed consolidated balance sheet. Stock Option Activity Stock option activity and activity regarding shares available for grant under the A&R Plan are as follows: Options Outstanding Outstanding Weighted-Average Weighted-Average Aggregate (in thousands, except share, years, and per share data) Balance as of March 31, 2023 68,050,752 $ 4.20 6.0 $ 10,621 Granted 13,097,016 $ 1.25 Exercised (1,517,517) $ 0.45 Canceled/forfeited/expired (5,983,369) $ 5.02 Balance as of December 31, 2023 73,646,882 $ 3.69 5.6 $ 1,555 Vested and exercisable as of December 31, 2023 51,938,674 $ 4.14 4.4 $ 1,555 The weighted average grant date fair value per share of options granted was $0.87 and $2.42 for the nine months ended December 31, 2023 and 2022, respectively. The total intrinsic value of vested options exercised for the nine months ended December 31, 2023 and 2022 was $1.2 million and $4.4 million, respectively. As of December 31, 2023, unrecognized stock-based compensation expense related to unvested stock options was $37.7 million, which is expected to be recognized over a weighted-average period of 2.4 years. Due to a valuation allowance on deferred tax assets, the Company did not recognize any tax expense or benefit from stock option exercises for the three and nine months ended December 31, 2023 and 2022. The Company estimated the fair value of options granted using the Black-Scholes option-pricing model. The fair value of stock options is being amortized on a straight-line basis over the requisite service period of the awards. The weighted average Black-Scholes assumptions used to value stock options at the grant dates are as follows: Three Months Ended December 31, Nine Months Ended December 31, 2023 2022 2023 2022 Min Max Min Max Min Max Min Max Expected term (years) — — 6.0 6.0 5.8 6.0 6.0 6.8 Expected volatility — — 79 % 79 % 78 % 79 % 76 % 81 % Risk-free interest rate — — 4.2 % 4.2 % 3.6 % 4.4 % 2.8 % 4.2 % Expected dividend yield — — — — — — — — There were no stock options granted during the three months ended December 31, 2023. Restricted Stock Units The following table summarizes the RSU activity under the equity incentive plans and related information: Unvested RSUs Weighted-Average Balance as of March 31, 2023 26,562,566 $ 4.73 Granted 42,910,981 $ 1.82 Vested (18,421,168) $ 3.09 Canceled/forfeited (9,708,287) $ 3.65 Balance as of December 31, 2023 41,344,092 $ 2.69 As of December 31, 2023, unrecognized stock-based compensation expense related to outstanding unvested RSUs was $102.9 million, which is expected to be recognized over a weighted-average period of 2.6 years. Stock Subject to Vesting In November 2021, in connection with the Lemonaid Acquisition, the Company granted 3,747,027 shares of Class A common stock with an aggregate grant date fair value of $43.9 million to two recipients, each of whom was a former stockholder and officer of Lemonaid Health (each, a “Former Lemonaid Officer”) and each of whom, following the closing of the Lemonaid Acquisition, joined the Company’s management team. The shares were scheduled to vest over a four-year period in quarterly installments beginning on February 1, 2022, subject to the respective recipient’s continued employment with the Company. In connection with the Lemonaid Acquisition, each of these recipients entered into a relinquishment agreement that provides that during the four-year period that commenced on November 1, 2021 (the “Protection Period”), the Company will not (i) terminate the recipient’s employment without cause, (ii) materially reduce the recipient’s base salary or the benefits to which similarly-situated executive employees of the Company or the Company’s subsidiaries are entitled, other than a broad-based reduction to the same extent that applies to such similarly-situated executive employees, or (iii) relocate the recipient’s principal place of employment to a location outside of a 50-mile radius of their current principal place of employment. If any such event occurs during the Protection Period or in the event of recipient’s death or disability, then the unvested portion(s) of these awards will immediately vest. On June 30, 2023, the employment of one of the Former Lemonaid Officers terminated, which resulted in $22.0 million of stock-based compensation expense related to these awards to be recognized within general and administrative expenses. On November 1, 2023, the employment of the other Former Lemonaid Officer terminated, which resulted in $3.1 million of stock-based compensation expense related to these awards to be recognized within general and administrative expenses. The Company recognized total stock-based compensation expense related to these awards of $3.3 million and $2.8 million for the three months ended December 31, 2023 and 2022, respectively, and $28.4 million and $8.2 million for the nine months ended December 31, 2023 and 2022, respectively, within general and administrative expenses. As of December 31, 2023, there was no remaining unamortized stock-based compensation expense associated with these awards. Employee Stock Purchase Plan On June 10, 2021, the shareholders of VGAC approved the 23andMe Holding Co. Employee Stock Purchase Plan (“ESPP”). A total of 11,420,000 shares of the Company’s Class A common stock were initially reserved for issuance under the ESPP. Pursuant to the terms of the ESPP, the number of shares of the Company’s Class A common stock reserved for issuance will automatically increase on January 1 of each calendar year, beginning on January 1, 2023, by the lesser of (i) an amount equal to one percent (1.0%) of the total number of shares of Class A and Class B common stock outstanding as of the last day of the immediately preceding December 31st, (ii) 5,000,000 shares, or (iii) a lesser number of shares as determined by the Board of Directors in its discretion. As of December 31, 2023, 4,151,849 shares of the Company’s Class A common stock have been issued and 11,839,766 shares remained available for future issuance under the ESPP. The ESPP provides for concurrent 12-month offerings with successive six-month purchase intervals commencing on March 1 and September 1 of each year and purchase dates occurring on the last day of each such purchase interval (i.e., August 31 and February 28). The ESPP contains a rollover provision whereby if the price of the Company’s Class A common stock on the first day of a new offering period is less than the price on the first day of any preceding offering period, all participants in a preceding offering period with a higher first day price will be automatically withdrawn from such preceding offering period and re-enrolled in the new offering period. The rollover feature, when triggered, will be accounted for as a modification to the preceding offering period, resulting in incremental expense to be recognized over the new offering period. The Company estimated the fair value of ESPP granted using the Black-Scholes option-pricing model. The fair value of ESPP is being amortized on a straight-line basis over the requisite service period, which is the withholding period. The weighted average Black-Scholes assumptions used to value ESPP at the grant dates are as follows: Nine Months Ended December 31, 2023 2022 Min Max Min Max Expected term (years) 0.5 1.0 0.5 1.0 Expected volatility 67 % 73 % 98 % 109 % Risk-free interest rate 5.4 % 5.5 % 3.3 % 3.5 % Expected dividend yield — — — — During the three months ended December 31, 2023 and 2022, no shares were issued under the ESPP. During the nine months ended December 31, 2023 and 2022, 1,509,536 and 1,130,337 shares, respectively, were issued under the ESPP. Stock-Based Compensation Total stock-based compensation expense, including stock-based compensation expense related to awards classified as liabilities, was included in costs and expenses as follows: Three Months Ended December 31, Nine Months Ended December 31, 2023 2022 2023 2022 (in thousands) Cost of revenue $ 1,024 $ 3,200 $ 4,993 $ 8,940 Research and development 6,250 15,188 28,880 39,267 Sales and marketing 1,095 2,444 4,829 7,336 General and administrative (1) 17,007 13,506 60,873 38,225 Restructuring and other charges 981 — 1,623 — Total stock-based compensation expense $ 26,357 $ 34,338 $ 101,198 $ 93,768 (1) Includes $10.8 million and $32.8 million of stock-based compensation charges related to the termination of two Former Lemonaid Officers during the three and nine months ended December 31, 2023, respectively. |
Net Loss Per Share Attributable
Net Loss Per Share Attributable to Common Stockholders | 9 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share Attributable to Common Stockholders | Net Loss Per Share Attributable to Common Stockholders The net loss attributable to common stockholders is allocated on a proportionate basis, and the resulting net loss per share is identical for Class A common stock and Class B common stock under the two-class method. No dividends were declared or paid for the three and nine months ended December 31, 2023 and 2022. The Company’s stock options, RSUs, restricted stock awards subject to vesting, and estimated shares to be issued under the ESPP are considered to be potential common stock equivalents but have been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is anti-dilutive. Net loss attributable to common stockholders was equivalent to net loss for all periods presented. The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders for the periods presented: Three Months Ended December 31, Nine Months Ended December 31, 2023 2022 2023 2022 Class A Class B Class A Class B Class A Class B Class A Class B (in thousands, except share and per share data) Numerator: Net loss attributable to common stockholders $ (181,143) $ (96,833) $ (57,490) $ (34,471) $ (295,367) $ (162,503) $ (144,000) $ (103,558) Denominator: Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 313,320,274 167,489,272 283,449,950 169,957,252 304,922,409 167,760,811 261,728,144 188,221,685 Net loss per share attributable to common stockholders: Net loss per share attributable to common stockholders, basic and diluted $ (0.58) $ (0.58) $ (0.20) $ (0.20) $ (0.97) $ (0.97) $ (0.55) $ (0.55) The potential shares of Class A common stock outstanding that were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been anti-dilutive were as follows: Three and Nine Months Ended December 31, 2023 2022 Outstanding stock options 73,646,882 69,089,621 Unvested restricted stock units 41,347,332 27,745,454 Shares subject to vesting — 2,810,271 ESPP 5,670,804 3,713,166 Liability RSU awards — 724,506 Total 120,665,018 104,083,018 There were no potential shares of Class B common stock that were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented. |
Retirement Benefit Plans
Retirement Benefit Plans | 9 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
Retirement Benefit Plans | 15. Retirement Benefit Plans The Company has established a 401(k) retirement plan that allows participating employees in the U.S. to contribute as defined by the plan and is subject to limitations under Section 401(k) of the Code. The Company matches the greater of 100% of the first 2% or 100% of the first $2,300 (subject to annual compensation and contribution limits) of employee contributions. The Company recognized matching contributions cost of $0.7 million and $0.8 million for the three months ended December 31, 2023 and 2022, respectively, and $2.1 million and $1.9 million for the nine months ended December 31, 2023 and 2022, respectively. |
Income Taxes
Income Taxes | 9 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 16. Income Taxes The Company computes the provision for income taxes by applying the estimated annual effective tax rate to year-to-date income from recurring operations and adjusts the provision for discrete tax items recorded in the period. The Company’s annual estimated effective tax rate differs from the U.S. federal statutory rate primarily as a result of a valuation allowance against its deferred tax assets. An immaterial tax provision and a tax benefit of $0.6 million was recognized for the three months ended December 31, 2023 and 2022, respectively, and an immaterial tax provision and a tax benefit of $2.1 million was recognized for the nine months ended December 31, 2023 and 2022, respectively. The provision tax expense and benefit from income taxes is reflected on the condensed consolidated statements of operations and comprehensive loss for the periods. The Company continues to maintain a full valuation allowance on the remaining net deferred tax assets of the U.S. entities as it is more likely than not that the Company will not realize the deferred tax assets. Utilization of net operating loss carryforwards may be subject to future annual limitations provided by Section 382 of the Code and similar state provisions. The Company files income tax returns in the U.S. federal jurisdiction, various states, and the U.K. The Company is not currently under examination by income tax authorities in federal, state, or other jurisdictions. All tax returns will remain open for examination by the federal and state authorities for three and four years, respectively, from the date of utilization of any net operating loss or credits. |
Disposition of Subsidiary
Disposition of Subsidiary | 9 Months Ended |
Dec. 31, 2023 | |
Disposition of Subsidiary Abstract | |
Disposition of Subsidiary | Disposition of Subsidiary Disposition of Lemonaid Health Limited On August 1, 2023, the Company completed the sale of Lemonaid Health Limited, its wholly-owned, indirect U.K. subsidiary. Lemonaid Health Limited was not a significant subsidiary, and the disposition of Lemonaid Health Limited did not constitute a strategic shift that would have a major effect on the Company’s operations or financial results. As a result, the results of operations for Lemonaid Health Limited were not reported as discontinued operations under the guidance of ASC 205 “ Presentation of Financial Statements |
Subsequent Event
Subsequent Event | 9 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event In January 2024, the Company entered into a research services agreement (the “TWF Agreement”) and related statement of work (the “initial SOW”) with the Troper Wojcicki Foundation (“TWF”) with the goal of expanding scientific knowledge in the field of lung cancer using the Company’s phenotype and genotype data to build large scale research cohorts. Susan Wojcicki is a director and officer of TWF, and a sibling of the Company's CEO, Anne Wojcicki, and therefore we have determined that TWF is a related party. The TWF Agreement has a term of five years through December 21, 2028. The fees under the initial SOW are $5.4 million, payable in installments over the term of the TWF Agreement, with certain payments being subject to specified milestones being achieved. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Dec. 31, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Pay vs Performance Disclosure | ||||||||
Net loss | $ (277,976) | $ (75,270) | $ (104,624) | $ (91,961) | $ (66,065) | $ (89,532) | $ (457,870) | $ (247,558) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principle of Consolidation | Basis of Presentation and Principle of Consolidation The Company’s unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of the Company and its wholly owned subsidiaries, and variable interest entities in which it holds a controlling financial interest. All intercompany accounts and transactions have been eliminated in consolidation. For the three and nine months ended December 31, 2023 and 2022, the Company’s operations were primarily in the United States. The Company had immaterial operations in the United Kingdom (“U.K.”) prior to the disposition of its U.K. subsidiary on August 1, 2023. There have been no material changes to the Company’s significant accounting policies during the nine months ended December 31, 2023, as compared to the audited consolidated financial statements in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2023. |
Unaudited Interim Condensed Consolidated Financial Information | Unaudited Interim Condensed Consolidated Financial Information The accompanying interim condensed consolidated financial statements as of December 31, 2023 and for the three and nine months ended December 31, 2023 and 2022 and accompanying notes, are unaudited. These unaudited interim condensed consolidated financial statements (the “condensed consolidated financial statements”) have been prepared in |
Fiscal Year | Fiscal Year The Company’s fiscal year ends on March 31. References to fiscal 2024 refer to the fiscal year ending March 31, 2024 and references to fiscal 2023 and fiscal 2022 refer to the fiscal years ended March 31, 2023 and March 31, 2022, respectively. |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities and the related disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period and the accompanying notes. Significant items subject to such estimates and assumptions include, but are not limited to the determination of standalone selling price for various performance obligations; the estimated expected benefit period for the rate and recognition pattern of breakage revenue for purchases where a saliva collection kit (“Kit”) is never returned for processing; the capitalization and estimated useful life of internal use software; the useful life of long-lived assets; fair value of intangible assets acquired in business combinations; the fair value of reporting units relative to the carrying amount of goodwill; the incremental borrowing rate for operating leases; stock-based compensation including the determination of the fair value of stock options, annual incentive bonuses payable in the form of restricted stock units (“RSUs”), as well as the Company’s common stock prior to the Closing Date of the Merger; and the valuation of deferred tax assets and uncertain tax positions. The Company bases these estimates on historical and anticipated results, trends, and various other assumptions that it believes are reasonable under the circumstances, including assumptions as to future events. Actual results could differ from these estimates, and such differences could be material to the condensed consolidated financial statements. |
Concentration of Supplier Risk | Concentration of Supplier Risk Certain of the raw materials, components, and equipment associated with the deoxyribonucleic acid (“DNA”) microarrays and Kits used by the Company in the delivery of its services are available only from third-party suppliers. The Company also relies on a third-party laboratory service for the processing of its customer samples. Shortages and slowdowns could occur in these essential materials, components, equipment, and laboratory services due to an interruption of supply or increased demand in the industry. If the Company were unable to procure certain materials, components, equipment, or laboratory services at acceptable prices, it would be required to reduce its laboratory operations, which could have a material adverse effect on its results of operations. A single supplier accounted for 100% of the Company’s total purchases of microarrays and a separate single supplier accounted for 100% of the Company’s total purchases of Kits for the three and nine months ended December 31, 2023 and 2022. One laboratory service provider accounted for 100% of the Company’s processing of customer samples for the three and nine months ended December 31, 2023 and 2022. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to a concentration of credit risk include cash, cash equivalents, and accounts receivable. The Company maintains a majority of its cash and cash equivalents with a single high-quality financial institution, the composition and maturities of which are regularly monitored by the Company. The Company’s revenue and accounts receivable are derived primarily from the United States. See Note 3, “ Revenue, |
Restructuring | Restructuring The Company defines restructuring expenses to include costs directly associated with exit or disposal activities, such as severance payments, benefits continuation, and non-cash stock-compensation charges associated with the modification of certain stock awards. In general, the Company records involuntary employee-related exit and disposal costs when it communicates to employees that they are entitled to receive such benefits and the amount can be reasonably estimated. |
Goodwill | Goodwill Goodwill represents the excess purchase price of acquired businesses over the fair values attributed to underlying net tangible assets and identifiable intangible assets. The Company tests goodwill each fiscal year on January 1st for impairment at the Consumer and Research Services reporting unit level. Goodwill is also tested for impairment whenever an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. Performance of the qualitative impairment assessment requires judgment in identifying and considering the significance of relevant events and circumstances, including external factors such as macroeconomic and industry conditions and the legal and regulatory environment, as well as entity-specific factors, such as actual and planned financial performance or sustained market declines, that could impact the fair value of the Consumer and Research Services reporting unit. If, after assessing the totality of these qualitative factors, the Company determines that it is not more likely than not that the fair value of the reporting unit is less than its carrying amount, then no additional assessment is deemed necessary. Otherwise, the Company will perform a quantitative impairment test in which the fair value of the reporting unit is compared with its carrying amount, and an impairment charge will be recorded for the amount by which the carrying amount exceeds the reporting unit’s fair value, if any. For results of the Company's goodwill impairment analysis performed as of December 31, 2023, see Note 8, “ Balance Sheet Components — Goodwill .” |
Contingencies | Contingencies Liabilities for loss contingencies arising from claims, disputes, legal proceedings, fines and penalties, and other sources are recorded when it is probable that a liability has been or will be incurred and the amount of the liability can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred. Recoveries of such legal costs from insurance policies are recognized when realization becomes probable and estimable. |
Liquidity | Liquidity The Company’s operations have been financed primarily through the sales of equity securities and revenue from sales of PGS, telehealth, and research services. During fiscal 2022, the Company received gross proceeds of $309.7 million from the Merger and $250.0 million from the PIPE investment consummated in connection with the Merger. The Company expects to continue to incur operating losses and negative cash flows from operations for the foreseeable future due to the investments it intends to continue to make in research and development to capitalize on market opportunities and drive long-term growth, as well as operating expenses incurred within general and administrative, and sales and marketing. The Company may require additional financing to fund operations to meet its business plan. The Company’s ability to obtain additional financing depends on a number of factors, including, but not limited to, the market price of the Company’s Class A common stock, the availability and cost of additional equity capital, the Company’s ability to retain the listing of its Class A common stock on The Nasdaq Stock Market, and the general economic and industry conditions affecting the availability and cost of capital. On November 10, 2023, the Company received a deficiency letter (the “Nasdaq Letter”) from the Nasdaq Listing Qualifications Department, notifying the Company that it is not in compliance with Nasdaq Listing Rule 5450(a)(1), which requires the Company to maintain a minimum bid price of at least $1 per share for continued listing on The Nasdaq Global Select Market (the “Minimum Bid Requirement”). The Company’s failure to comply with the Minimum Bid Requirement was based on its Class A common stock per share price being below the $1 threshold for a period of 30 consecutive trading days. Pursuant to the Nasdaq Letter, the Company has 180 calendar days from the date of the Nasdaq Letter to regain compliance, and may be eligible for up to an additional 180 days in accordance with applicable Nasdaq rules. If the Company does not regain compliance with the Minimum Bid Price Requirement by the end of the compliance period (or the second compliance period, if applicable), its common stock will become subject to delisting. The Company intends to monitor the closing bid price of its common stock during the compliance period(s) and may, if appropriate, consider available options to regain compliance with the Minimum Bid Price Requirement, including initiating a reverse stock split. However, there can be no assurance that the Company will be able to regain compliance with the Minimum Bid Price Requirement or will otherwise be in compliance with other Nasdaq Listing Rules. Neither the Nasdaq Letter nor the Company’s noncompliance with the Minimum Bid Requirement have an immediate effect on the listing or trading of the Company’s Class A common stock, which will continue to trade on The Nasdaq Stock Market under the symbol “ME.” As of December 31, 2023, the Company had cash and cash equivalents of $242.4 million. Based on current cash resources and the implementation of the previously-disclosed reductions in force in June and August 2023, the Company believes its cash and cash equivalents will be sufficient to fund estimated operating expenses and capital expenditure requirements for at least 12 months from the date of the issuance of these condensed consolidated financial statements. Management considers that there are no conditions or events in the aggregate that raise substantial doubt about the Company’s ability to continue as a going concern for a period of at least one year from the date the condensed consolidated financial statements are issued. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In November 2023, the Financial Accounting Standard Board (“FASB”) issued Accounting Standard Updated (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires disclosure of incremental segment information on an annual and interim basis. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, and requires retrospective application to all prior periods presented in the financial statements. Early adoption is permitted. We are currently evaluating the impacts of the new standard. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which expands disclosures in an entity’s income tax rate reconciliation table and income taxes paid information. This ASU is effective for fiscal years beginning after December 15, 2024 and may be adopted on a |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Schedules of Significant Customer Information | Significant customer information is as follows: December 31, March 31, Percentage of accounts receivable: Customer C (1) 86 % 69 % Customer F * 27 % * less than 10% (1) Customer C is a reseller. Three Months Ended December 31, Nine Months Ended December 31, 2023 2022 2023 2022 Percentage of revenue: Customer C (1) 19 % 22 % 20 % 20 % Customer B — 20 % 8 % 18 % (1) Customer C is a reseller. |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Revenue By Category | The following table presents revenue by category: Three Months Ended December 31, Nine Months Ended December 31, 2023 2022 2023 2022 Amount % of Revenue Amount % of Revenue Amount % of Revenue Amount % of Revenue (in thousands, except percentages) Point in Time (1) PGS $ 29,241 65 % $ 37,499 56 % $ 95,202 61 % $ 117,300 57 % Telehealth 5,894 13 % 8,592 13 % 21,051 14 % 27,124 13 % Consumer services 35,135 78 % 46,091 69 % 116,253 75 % 144,424 70 % Research services 1,506 3 % — — 3,859 2 % — — Total $ 36,641 81 % $ 46,091 69 % $ 120,112 77 % $ 144,424 70 % Over Time (1) PGS $ 5,835 13 % $ 5,100 7 % $ 16,505 11 % $ 14,316 7 % Telehealth 1,928 4 % 2,451 4 % 6,350 4 % 7,471 3 % Consumer services 7,763 17 % 7,551 11 % 22,855 15 % 21,787 10 % Research services 343 1 % 13,298 20 % 12,643 8 % 40,901 20 % Total $ 8,106 18 % $ 20,849 31 % $ 35,498 23 % $ 62,688 30 % Revenue by Category (1) PGS $ 35,076 78 % $ 42,599 64 % $ 111,707 72 % $ 131,616 63 % Telehealth 7,822 18 % 11,043 16 % 27,401 17 % 34,595 17 % Consumer services 42,898 96 % 53,642 80 % 139,108 89 % 166,211 80 % Research services 1,849 4 % 13,298 20 % 16,502 11 % 40,901 20 % Total $ 44,747 100 % $ 66,940 100 % $ 155,610 100 % $ 207,112 100 % (1) |
Summary of Revenue by Region based on the Shipping Address of Customers | The following table summarizes revenue by region based on the shipping address of customers: Three Months Ended December 31, Nine Months Ended December 31, 2023 2022 2023 2022 Amount % of Revenue Amount % of Revenue Amount % of Revenue Amount % of Revenue (in thousands, except percentages) United States $ 39,217 88 % $ 46,770 70 % $ 124,728 80 % $ 147,425 71 % United Kingdom 2,139 5 % 16,194 24 % 20,657 13 % 47,198 23 % Canada 2,382 5 % 2,866 4 % 7,110 5 % 8,744 4 % Other regions 1,009 2 % 1,110 2 % 3,115 2 % 3,745 2 % Total $ 44,747 100 % $ 66,940 100 % $ 155,610 100 % $ 207,112 100 % |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Company Revenue and Adjusted EBITDA by Segment | The Company’s revenue and Adjusted EBITDA by segment is as follows: Three Months Ended December 31, Nine Months Ended December 31, 2023 2022 2023 2022 (in thousands) Segment Revenue: (1) Consumer and Research Services $ 44,747 $ 66,940 $ 155,610 $ 207,112 Total revenue $ 44,747 $ 66,940 $ 155,610 $ 207,112 Segment Adjusted EBITDA: Consumer and Research Services Adjusted EBITDA $ (20,620) $ (8,313) $ (32,895) $ (22,986) Therapeutics Adjusted EBITDA (16,528) (21,471) (73,890) (58,599) Unallocated Corporate (2) (10,587) (13,488) (35,803) (41,057) Total Adjusted EBITDA $ (47,735) $ (43,272) $ (142,588) $ (122,642) Reconciliation of net loss to Adjusted EBITDA: Net loss $ (277,976) $ (91,961) $ (457,870) $ (247,558) Adjustments: Interest income, net (3,230) (3,671) (11,289) (5,307) Other (income) expense, net (23) (855) (501) 267 Provision for (benefit from) income taxes 19 (613) 55 (2,139) Depreciation and amortization 4,921 5,257 13,873 15,512 Amortization of acquired intangible assets 2,397 4,265 9,673 12,847 Impairment of acquired intangible assets — 9,968 — 9,968 Stock-based compensation expense 26,357 34,338 101,198 93,768 Loss on disposition of Lemonaid Health Limited and transaction-related costs (3) — — 2,375 — Litigation settlement cost — — 98 — Goodwill impairment (4) 198,800 — 198,800 — Cyber security incident expenses, net of probable insurance recoveries (5) 1,000 — 1,000 — Total Adjusted EBITDA $ (47,735) $ (43,272) $ (142,588) $ (122,642) (1) There was no Therapeutics revenue for the three and nine months ended December 31, 2023 and 2022. (2) Certain department expenses such as Finance, Legal, Regulatory and Supplier Quality, Corporate Communications, Corporate Development, and CEO Office are not reported as part of the reporting segments as reviewed by the CODM. These amounts are included in Unallocated Corporate. (3) Refer to Note 17, “ Disposition of Subsidiary ” for additional information. (4) Refer to Note 8, “ Goodwill ” for additional information. (5) Refer to Note 11, “ Cyber Security Incident ” for additional information. |
Summary of Customers Accounting for 10% or More of Segment Revenues | Customers accounting for 10% or more of segment revenues were as follows: Three Months Ended December 31, Nine Months Ended December 31, 2023 2022 2023 2022 (in thousands) Consumer and Research Services Segment Revenue: Customer C (1) (2) $ 8,681 19 % $ 14,680 22 % $ 31,432 20 % $ 41,365 20 % Customer B (3) — — $ 13,068 20 % $ 11,753 8 % $ 36,258 18 % (1) Customer C is a reseller. (2) Customer C revenues are primarily in the United States. (3) Customer B revenues are in the U.K. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Instruments Measured at Fair Value on Recurring Basis | The following table presents information about the Company’s financial instruments that are measured at fair value on a recurring basis as of December 31, 2023 and March 31, 2023: December 31, 2023 March 31, 2023 Fair Value Level 1 Level 2 Level 3 Fair Value Level 1 Level 2 Level 3 (in thousands) Financial Assets: Money market funds $ 237,000 $ 237,000 $ — $ — $ 372,000 $ 372,000 $ — $ — Total financial assets $ 237,000 $ 237,000 $ — $ — $ 372,000 $ 372,000 $ — $ — |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Balance Sheet Related Disclosures [Abstract] | |
Prepaid Expense and Other Current Assets | Prepaid Expense and Other Current Assets Prepaid expense and other current assets consisted of the following: December 31, 2023 March 31, 2023 (in thousands) Prepaid expenses $ 11,454 $ 13,244 Other receivables 5,867 3,003 Other current assets 2,779 2,977 Prepaid expenses and other current assets $ 20,100 $ 19,224 |
Property and Equipment, Net | Property and equipment, net consisted of the following: December 31, 2023 March 31, 2023 (in thousands) Computer and software $ 9,580 $ 10,376 Laboratory equipment and software 52,803 52,785 Furniture and office equipment 8,963 8,946 Leasehold improvements 41,061 40,964 Capitalized asset retirement obligations 853 853 Property and equipment, gross 113,260 113,924 Less: accumulated depreciation and amortization (82,990) (75,316) Property and equipment, net $ 30,270 $ 38,608 |
Internal Use Software | Internal-use software, net consisted of the following: December 31, 2023 March 31, 2023 (in thousands) Capitalized internal-use software $ 33,349 $ 25,180 Less: accumulated amortization (13,522) (9,519) Internal-use software, net $ 19,827 $ 15,661 |
Intangible Assets, Net | Intangible assets, net consisted of the following: December 31, 2023 Weighted Average Remaining Useful Life (Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in thousands, except years) Customer relationships 0.0 $ 14,900 $ (14,900) $ — Partnerships 7.8 9,000 (1,950) 7,050 Trademark 2.8 11,000 (4,767) 6,233 Developed technology 4.8 24,100 (7,460) 16,640 Non-compete agreements 2.8 2,800 (1,213) 1,587 Patents 4.8 5,500 (1,776) 3,724 Total intangible assets $ 67,300 $ (32,066) $ 35,234 March 31, 2023 Weighted Average Remaining Useful Life (Years) Gross Carrying Amount Accumulated Amortization Cumulative Impairment Charge Cumulative Currency Translation Net Carrying Amount (in thousands, except years) Customer relationships 0.6 $ 14,900 $ (10,554) $ — $ — $ 4,346 Partnerships 8.6 23,200 (4,385) (9,968) (1,122) 7,725 Trademark 3.6 11,000 (3,117) — — 7,883 Developed technology 5.6 24,100 (4,877) — — 19,223 Non-compete agreements 3.6 2,800 (793) — — 2,007 Patents 5.5 5,500 (1,164) — — 4,336 Total intangible assets $ 81,500 $ (24,890) $ (9,968) $ (1,122) $ 45,520 |
Future Amortization of Intangible Assets | Estimated future amortization expense of the identified intangible assets as of December 31, 2023 was as follows: Estimated Amortization (in thousands) Fiscal years ending March 31, Remainder of 2024 (Remaining three months) $ 1,980 2025 7,919 2026 7,919 2027 6,769 2028 5,006 Thereafter 5,641 Total estimated future amortization expense $ 35,234 |
Changes in Carrying Amount of Goodwill | The following table presents the changes in the carrying amount of goodwill for the Consumer and Research Services reporting unit. Amount (in thousands) As of March 31, 2023 $ 351,744 Less: Impairment (198,800) As of December 31, 2023 $ 152,944 |
Accrued Expense and Other Current Liabilities | Accrued expense and other current liabilities consisted of the following: December 31, 2023 March 31, 2023 (in thousands) Accrued payables $ 13,090 $ 17,030 Accrued compensation and benefits 4,601 5,898 Accrued vacation 7,310 8,839 Accrued bonus 5,740 21,600 Accrued clinical expenses 10,172 11,707 Accrued taxes and other 1,211 1,356 Total accrued expenses and other current liabilities $ 42,124 $ 66,430 |
Restructuring (Tables)
Restructuring (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring and Related Costs | The following table shows the total amount incurred and accrued related to one-time employee termination benefits: One-Time Employee Termination Benefits (in thousands) Accrued restructuring costs included in accrued expenses and other current liabilities as of March 31, 2023 $ — Restructuring charges incurred during the period 8,368 Amounts paid during the period (8,237) Accrued restructuring costs included in accrued expenses and other current liabilities as of December 31, 2023 $ 131 The Company does not expect to incur any further material expenses in connection with the reduction in force events that occurred in June and August 2023. |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Schedule of Future Minimum Lease Payments Related to Company's Operating Lease Liability | As of December 31, 2023, the future minimum lease payments included in the measurement of the Company’s operating lease liabilities were as follows: December 31, (in thousands) Fiscal years ending March 31, Remainder of 2024 (Remaining three months) $ 2,560 2025 15,474 2026 15,946 2027 15,472 2028 11,666 Thereafter 41,430 Total future operating lease payments 102,548 Less: imputed interest (23,726) Total operating lease liabilities $ 78,822 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Schedule of Common Stock Reserved for Issuance | The Company has the following shares of Class A common stock reserved for future issuance, on an as-if-converted basis: December 31, March 31, Outstanding stock options 73,646,882 68,050,752 Outstanding restricted stock units 41,347,332 26,562,566 Remaining shares available for future issuance under Amended and Restated 2021 Incentive Equity Plan 90,697,138 55,922,182 Remaining shares available for future issuance under Employee Stock Purchase Plan 11,839,766 13,349,302 Total shares of common stock reserved 217,531,118 163,884,802 |
Equity Incentive Plans and St_2
Equity Incentive Plans and Stock-Based Compensation (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Summary of Stock Option Activity and Activity Regarding Shares Available for Grant | Stock option activity and activity regarding shares available for grant under the A&R Plan are as follows: Options Outstanding Outstanding Weighted-Average Weighted-Average Aggregate (in thousands, except share, years, and per share data) Balance as of March 31, 2023 68,050,752 $ 4.20 6.0 $ 10,621 Granted 13,097,016 $ 1.25 Exercised (1,517,517) $ 0.45 Canceled/forfeited/expired (5,983,369) $ 5.02 Balance as of December 31, 2023 73,646,882 $ 3.69 5.6 $ 1,555 Vested and exercisable as of December 31, 2023 51,938,674 $ 4.14 4.4 $ 1,555 |
Schedule of Assumptions Used in the Black-Scholes Option-Pricing Model | The Company estimated the fair value of options granted using the Black-Scholes option-pricing model. The fair value of stock options is being amortized on a straight-line basis over the requisite service period of the awards. The weighted average Black-Scholes assumptions used to value stock options at the grant dates are as follows: Three Months Ended December 31, Nine Months Ended December 31, 2023 2022 2023 2022 Min Max Min Max Min Max Min Max Expected term (years) — — 6.0 6.0 5.8 6.0 6.0 6.8 Expected volatility — — 79 % 79 % 78 % 79 % 76 % 81 % Risk-free interest rate — — 4.2 % 4.2 % 3.6 % 4.4 % 2.8 % 4.2 % Expected dividend yield — — — — — — — — There were no stock options granted during the three months ended December 31, 2023. Nine Months Ended December 31, 2023 2022 Min Max Min Max Expected term (years) 0.5 1.0 0.5 1.0 Expected volatility 67 % 73 % 98 % 109 % Risk-free interest rate 5.4 % 5.5 % 3.3 % 3.5 % Expected dividend yield — — — — |
Summary of Restricted Stock Awards Activity under the Equity Incentive Plan | The following table summarizes the RSU activity under the equity incentive plans and related information: Unvested RSUs Weighted-Average Balance as of March 31, 2023 26,562,566 $ 4.73 Granted 42,910,981 $ 1.82 Vested (18,421,168) $ 3.09 Canceled/forfeited (9,708,287) $ 3.65 Balance as of December 31, 2023 41,344,092 $ 2.69 |
Schedule of Share Based Compensation Costs | Total stock-based compensation expense, including stock-based compensation expense related to awards classified as liabilities, was included in costs and expenses as follows: Three Months Ended December 31, Nine Months Ended December 31, 2023 2022 2023 2022 (in thousands) Cost of revenue $ 1,024 $ 3,200 $ 4,993 $ 8,940 Research and development 6,250 15,188 28,880 39,267 Sales and marketing 1,095 2,444 4,829 7,336 General and administrative (1) 17,007 13,506 60,873 38,225 Restructuring and other charges 981 — 1,623 — Total stock-based compensation expense $ 26,357 $ 34,338 $ 101,198 $ 93,768 (1) Includes $10.8 million and $32.8 million of stock-based compensation charges related to the termination of two Former Lemonaid Officers during the three and nine months ended December 31, 2023, respectively. |
Net Loss Per Share Attributab_2
Net Loss Per Share Attributable to Common Stockholders (Tables) | 9 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders for the periods presented: Three Months Ended December 31, Nine Months Ended December 31, 2023 2022 2023 2022 Class A Class B Class A Class B Class A Class B Class A Class B (in thousands, except share and per share data) Numerator: Net loss attributable to common stockholders $ (181,143) $ (96,833) $ (57,490) $ (34,471) $ (295,367) $ (162,503) $ (144,000) $ (103,558) Denominator: Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 313,320,274 167,489,272 283,449,950 169,957,252 304,922,409 167,760,811 261,728,144 188,221,685 Net loss per share attributable to common stockholders: Net loss per share attributable to common stockholders, basic and diluted $ (0.58) $ (0.58) $ (0.20) $ (0.20) $ (0.97) $ (0.97) $ (0.55) $ (0.55) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The potential shares of Class A common stock outstanding that were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been anti-dilutive were as follows: Three and Nine Months Ended December 31, 2023 2022 Outstanding stock options 73,646,882 69,089,621 Unvested restricted stock units 41,347,332 27,745,454 Shares subject to vesting — 2,810,271 ESPP 5,670,804 3,713,166 Liability RSU awards — 724,506 Total 120,665,018 104,083,018 |
Organization and Description _2
Organization and Description of Business (Details) | 9 Months Ended |
Dec. 31, 2023 reportableSegment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of reporting segments | 2 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2023 | |
Concentration Risk [Line Items] | |||||
Proceeds from Merger | $ 309,700 | ||||
Proceeds from PIPE investment | 250,000 | ||||
Cash and cash equivalents | $ 242,418 | $ 242,418 | $ 386,849 | ||
Supplier Concentration Risk | Cost of Goods and Service, Product and Service Benchmark | Microarrays | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 100% | 100% | 100% | 100% | |
Supplier Concentration Risk | Cost of Goods and Service, Product and Service Benchmark | K I T S | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 100% | 100% | 100% | 100% | |
Supplier Concentration Risk | Cost of Goods and Service, Product and Service Benchmark | Laboratory Services | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 100% | 100% | 100% | 100% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Significant Customer Information (Details) - Customer Concentration Risk | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2023 | |
Customer C | Accounts Receivable | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 86% | 69% | |||
Customer C | Revenue | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 19% | 22% | 20% | 20% | |
Customer F | Accounts Receivable | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 27% | ||||
Customer B | Revenue | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 0% | 20% | 8% | 18% |
Revenue - Summary of Revenue by
Revenue - Summary of Revenue by Category (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 44,747 | $ 66,940 | $ 155,610 | $ 207,112 |
PGS | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 35,076 | 42,599 | 111,707 | 131,616 |
PGS | Point in Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 29,241 | 37,499 | 95,202 | 117,300 |
PGS | Over Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 5,835 | 5,100 | 16,505 | 14,316 |
Telehealth | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 7,822 | 11,043 | 27,401 | 34,595 |
Telehealth | Point in Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 5,894 | 8,592 | 21,051 | 27,124 |
Telehealth | Over Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1,928 | 2,451 | 6,350 | 7,471 |
Consumer services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 42,898 | 53,642 | 139,108 | 166,211 |
Consumer services | Point in Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 35,135 | 46,091 | 116,253 | 144,424 |
Consumer services | Over Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 7,763 | 7,551 | 22,855 | 21,787 |
Research services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1,849 | 13,298 | 16,502 | 40,901 |
Research services | Point in Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1,506 | 0 | 3,859 | 0 |
Research services | Over Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 343 | 13,298 | 12,643 | 40,901 |
Service | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 44,747 | 66,940 | 155,610 | 207,112 |
Service | Point in Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 36,641 | 46,091 | 120,112 | 144,424 |
Service | Over Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 8,106 | 20,849 | 35,498 | 62,688 |
Therapeutics | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 0 | $ 0 | $ 0 | $ 0 |
Product Concentration Risk | Revenue | PGS | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 78% | 64% | 72% | 63% |
Product Concentration Risk | Revenue | PGS | Point in Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 65% | 56% | 61% | 57% |
Product Concentration Risk | Revenue | PGS | Over Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 13% | 7% | 11% | 7% |
Product Concentration Risk | Revenue | Telehealth | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 18% | 16% | 17% | 17% |
Product Concentration Risk | Revenue | Telehealth | Point in Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 13% | 13% | 14% | 13% |
Product Concentration Risk | Revenue | Telehealth | Over Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 4% | 4% | 4% | 3% |
Product Concentration Risk | Revenue | Consumer services | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 96% | 80% | 89% | 80% |
Product Concentration Risk | Revenue | Consumer services | Point in Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 78% | 69% | 75% | 70% |
Product Concentration Risk | Revenue | Consumer services | Over Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 17% | 11% | 15% | 10% |
Product Concentration Risk | Revenue | Research services | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 4% | 20% | 11% | 20% |
Product Concentration Risk | Revenue | Research services | Point in Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 3% | 0% | 2% | 0% |
Product Concentration Risk | Revenue | Research services | Over Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 1% | 20% | 8% | 20% |
Product Concentration Risk | Revenue | Service | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 100% | 100% | 100% | 100% |
Product Concentration Risk | Revenue | Service | Point in Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 81% | 69% | 77% | 70% |
Product Concentration Risk | Revenue | Service | Over Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 18% | 31% | 23% | 30% |
Revenue - Summary of Revenue _2
Revenue - Summary of Revenue by Region Based on the Shipping Address of Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 44,747 | $ 66,940 | $ 155,610 | $ 207,112 |
Service | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 44,747 | $ 66,940 | $ 155,610 | $ 207,112 |
Revenue | Geographic Concentration Risk | Service | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 100% | 100% | 100% | 100% |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 39,217 | $ 46,770 | $ 124,728 | $ 147,425 |
United States | Revenue | Geographic Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 88% | 70% | 80% | 71% |
United Kingdom | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 2,139 | $ 16,194 | $ 20,657 | $ 47,198 |
United Kingdom | Revenue | Geographic Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 5% | 24% | 13% | 23% |
Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 2,382 | $ 2,866 | $ 7,110 | $ 8,744 |
Canada | Revenue | Geographic Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 5% | 4% | 5% | 4% |
Other regions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 1,009 | $ 1,110 | $ 3,115 | $ 3,745 |
Other regions | Revenue | Geographic Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 2% | 2% | 2% | 2% |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2023 | |
Disaggregation of Revenue [Line Items] | |||||
Revenue recognized from unreturned kits | $ 4.4 | $ 6.8 | $ 13.4 | $ 17.8 | |
Remaining performance obligations | $ 21.6 | $ 21.6 | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue to be recognized, percentage | 28% | 28% | |||
Remaining performance obligation, expected timing of satisfaction, period | 12 months | 12 months | |||
Consumer services | |||||
Disaggregation of Revenue [Line Items] | |||||
Deferred revenue for customer services | $ 74.7 | $ 74.7 | $ 48.6 | ||
Revenue recognized | 5.3 | 36.8 | |||
Research services | |||||
Disaggregation of Revenue [Line Items] | |||||
Deferred revenue for customer services | 20.7 | 20.7 | 14 | ||
Revenue recognized | 0.1 | 13.7 | |||
Research services | Related Party | |||||
Disaggregation of Revenue [Line Items] | |||||
Deferred revenue for customer services | $ 20 | 20 | $ 11.8 | ||
Revenue recognized | $ 11.8 |
Collaborations (Detail)
Collaborations (Detail) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||||
Jul. 18, 2018 | Oct. 31, 2023 program | Oct. 31, 2022 USD ($) | Dec. 31, 2023 USD ($) | Jun. 30, 2023 | Dec. 31, 2022 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Mar. 31, 2023 USD ($) | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Revenue | $ 44,747,000 | $ 66,940,000 | $ 155,610,000 | $ 207,112,000 | |||||
Deferred revenue, current | 80,468,000 | 80,468,000 | $ 62,521,000 | ||||||
G S K | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Collaboration agreement, period | 4 years | ||||||||
Aggregate cash consideration for collaboration arrangement | $ 50,000,000 | ||||||||
Revenue | 13,100,000 | 11,800,000 | 36,300,000 | ||||||
Deferred revenue, current | 11,800,000 | ||||||||
Research and development expense | 2,800,000 | $ 3,300,000 | 11,000,000 | $ 9,500,000 | |||||
Accounts payable, accrued expenses and other current liabilities | 15,800,000 | $ 15,800,000 | $ 11,900,000 | ||||||
Voting interest percentage | 20.10% | 19.90% | |||||||
G S K 2023 Amendment | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Deferred revenue | 20,000,000 | $ 20,000,000 | |||||||
License for data access, expiration period | 1 year | ||||||||
Programs, opted-out of cost sharing and other research and development | program | 3 | ||||||||
Revenue | $ 0 | $ 0 |
Segment Information - Additiona
Segment Information - Additional Information (Details) | 9 Months Ended |
Dec. 31, 2023 reportableSegment | |
Segment Reporting [Abstract] | |
Number of reporting segments | 2 |
Segment Information - Schedule
Segment Information - Schedule of Company Revenue and Adjusted EBITDA by Segment (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||||
Dec. 31, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Segment Revenue | ||||||||
Revenues | $ 44,747,000 | $ 66,940,000 | $ 155,610,000 | $ 207,112,000 | ||||
Segment Adjusted EBITDA | ||||||||
Total Adjusted EBITDA | (47,735,000) | (43,272,000) | (142,588,000) | (122,642,000) | ||||
Net loss | (277,976,000) | $ (75,270,000) | $ (104,624,000) | (91,961,000) | $ (66,065,000) | $ (89,532,000) | (457,870,000) | (247,558,000) |
Adjustments | ||||||||
Interest income, net | (3,230,000) | (3,671,000) | (11,289,000) | (5,307,000) | ||||
Other (income) expense, net | (23,000) | (855,000) | (501,000) | 267,000 | ||||
Provision for (benefit from) income taxes | 19,000 | (613,000) | 55,000 | (2,139,000) | ||||
Depreciation and amortization | 4,921,000 | 5,257,000 | 13,873,000 | 15,512,000 | ||||
Amortization of acquired intangible assets | 2,397,000 | 4,265,000 | 9,673,000 | 12,847,000 | ||||
Impairment of acquired intangible assets | 0 | 9,968,000 | 0 | 9,968,000 | ||||
Stock-based compensation expense | 26,357,000 | 34,338,000 | 101,198,000 | 93,768,000 | ||||
Loss on disposition of Lemonaid Health Limited and transaction-related costs | 0 | 0 | 2,375,000 | 0 | ||||
Litigation settlement cost | 0 | 0 | 98,000 | 0 | ||||
Goodwill impairment | 198,800,000 | 0 | 198,800,000 | 0 | ||||
Cyber security incident expenses, net of probable insurance recoveries | 1,000,000 | 0 | 1,000,000 | 0 | ||||
Total Adjusted EBITDA | (47,735,000) | (43,272,000) | (142,588,000) | (122,642,000) | ||||
Corporate, Non-Segment | ||||||||
Segment Adjusted EBITDA | ||||||||
Total Adjusted EBITDA | (10,587,000) | (13,488,000) | (35,803,000) | (41,057,000) | ||||
Consumer and Research Services | ||||||||
Segment Revenue | ||||||||
Revenues | 44,747,000 | 66,940,000 | 155,610,000 | 207,112,000 | ||||
Consumer and Research Services | Operating Segments | ||||||||
Segment Adjusted EBITDA | ||||||||
Total Adjusted EBITDA | (20,620,000) | (8,313,000) | (32,895,000) | (22,986,000) | ||||
Therapeutics | ||||||||
Segment Revenue | ||||||||
Revenues | 0 | 0 | 0 | 0 | ||||
Therapeutics | Operating Segments | ||||||||
Segment Adjusted EBITDA | ||||||||
Total Adjusted EBITDA | $ (16,528,000) | $ (21,471,000) | $ (73,890,000) | $ (58,599,000) |
Segment Information - Schedul_2
Segment Information - Schedule of Customer Accounting of Segment Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Segment Reporting Information [Line Items] | ||||
Recognized revenue | $ 44,747 | $ 66,940 | $ 155,610 | $ 207,112 |
Customer C | Consumer and Research Services | Revenue | Customer Concentration Risk | ||||
Segment Reporting Information [Line Items] | ||||
Recognized revenue | $ 8,681 | $ 14,680 | $ 31,432 | $ 41,365 |
Concentration risk percentage | 19% | 22% | 20% | 20% |
Customer B | Consumer and Research Services | Revenue | Customer Concentration Risk | ||||
Segment Reporting Information [Line Items] | ||||
Recognized revenue | $ 0 | $ 13,068 | $ 11,753 | $ 36,258 |
Concentration risk percentage | 0% | 20% | 8% | 18% |
Variable Interest Entities - Ad
Variable Interest Entities - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Dec. 31, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Recognized revenue | $ 44,747 | $ 66,940 | $ 155,610 | $ 207,112 | ||||
Net loss | (277,976) | $ (75,270) | $ (104,624) | (91,961) | $ (66,065) | $ (89,532) | (457,870) | (247,558) |
VIE | ||||||||
Recognized revenue | 7,800 | 10,000 | 25,300 | 31,100 | ||||
Net loss | $ 3,200 | $ 3,800 | $ 9,100 | $ 5,900 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value of Financial Instruments Measured on Recurring Basis (Details) - Fair Value Recurring - USD ($) $ in Thousands | Dec. 31, 2023 | Mar. 31, 2023 |
Fair Value Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total financial assets | $ 237,000 | $ 372,000 |
Level 1 | ||
Fair Value Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total financial assets | 237,000 | 372,000 |
Level 2 | ||
Fair Value Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total financial assets | 0 | 0 |
Level 3 | ||
Fair Value Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total financial assets | 0 | 0 |
Money market funds | ||
Fair Value Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total financial assets | 237,000 | 372,000 |
Money market funds | Level 1 | ||
Fair Value Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total financial assets | 237,000 | 372,000 |
Money market funds | Level 2 | ||
Fair Value Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total financial assets | 0 | 0 |
Money market funds | Level 3 | ||
Fair Value Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total financial assets | $ 0 | $ 0 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2023 | |
Fair Value Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Fair value transfers between levels | $ 0 | $ 0 | |||
Goodwill impairment | $ 198,800,000 | $ 0 | 198,800,000 | $ 0 | |
Fair Value Nonrecurring | |||||
Fair Value Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Impairment charges | $ 10,000,000 |
Balance Sheet Components - Prep
Balance Sheet Components - Prepaid Expense and Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Mar. 31, 2023 |
Balance Sheet Related Disclosures [Abstract] | ||
Prepaid expenses | $ 11,454 | $ 13,244 |
Other receivables | 5,867 | 3,003 |
Other current assets | 2,779 | 2,977 |
Prepaid expenses and other current assets | $ 20,100 | $ 19,224 |
Balance Sheet Components - Prop
Balance Sheet Components - Property and Equipment, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Mar. 31, 2023 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 113,260 | $ 113,924 |
Less: accumulated depreciation and amortization | (82,990) | (75,316) |
Less: accumulated depreciation and amortization | 30,270 | 38,608 |
Computer and software | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 9,580 | 10,376 |
Laboratory equipment and software | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 52,803 | 52,785 |
Furniture and office equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 8,963 | 8,946 |
Leasehold improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 41,061 | 40,964 |
Capitalized asset retirement obligations | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 853 | $ 853 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2023 | Sep. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Property Plant And Equipment [Line Items] | |||||
Depreciation and amortization | $ 2,900,000 | $ 3,700,000 | $ 8,900,000 | $ 11,500,000 | |
Impairment to property and equipment | 0 | 0 | |||
Capitalized computer software | 2,700,000 | 3,500,000 | 9,600,000 | 7,800,000 | |
Capitalized computer software, impairment | 500,000 | ||||
Amortization and impairment of internal-use software | 1,900,000 | 4,374,000 | 3,214,000 | ||
Amortization and impairment of internal use software and stock based compensation | 1,100,000 | 3,600,000 | |||
Amortization expense for intangible assets | 2,600,000 | 4,500,000 | 10,300,000 | 13,400,000 | |
Impairment of intangible assets | 0 | 9,968,000 | 0 | 9,968,000 | |
Goodwill impairment | 198,800,000 | $ 0 | $ 198,800,000 | $ 0 | |
Partnerships | |||||
Property Plant And Equipment [Line Items] | |||||
Impairment charge for U.K partnership asset | $ 10,000,000 | ||||
Lemonaid Health Limited | |||||
Property Plant And Equipment [Line Items] | |||||
Internal-use software write-off | $ 1,100,000 |
Balance Sheet Components - Summ
Balance Sheet Components - Summary of Intangible Assets, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Mar. 31, 2023 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 67,300 | $ 81,500 |
Accumulated Amortization | (32,066) | (24,890) |
Cumulative Impairment Charge | (9,968) | |
Cumulative Currency Translation | (1,122) | |
Total estimated future amortization expense | $ 35,234 | $ 45,520 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful lives | 0 years | 7 months 6 days |
Gross Carrying Amount | $ 14,900 | $ 14,900 |
Accumulated Amortization | (14,900) | (10,554) |
Cumulative Impairment Charge | 0 | |
Cumulative Currency Translation | 0 | |
Total estimated future amortization expense | $ 0 | $ 4,346 |
Partnerships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful lives | 7 years 9 months 18 days | 8 years 7 months 6 days |
Gross Carrying Amount | $ 9,000 | $ 23,200 |
Accumulated Amortization | (1,950) | (4,385) |
Cumulative Impairment Charge | (9,968) | |
Cumulative Currency Translation | (1,122) | |
Total estimated future amortization expense | $ 7,050 | $ 7,725 |
Trademark | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful lives | 2 years 9 months 18 days | 3 years 7 months 6 days |
Gross Carrying Amount | $ 11,000 | $ 11,000 |
Accumulated Amortization | (4,767) | (3,117) |
Cumulative Impairment Charge | 0 | |
Cumulative Currency Translation | 0 | |
Total estimated future amortization expense | $ 6,233 | $ 7,883 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful lives | 4 years 9 months 18 days | 5 years 7 months 6 days |
Gross Carrying Amount | $ 24,100 | $ 24,100 |
Accumulated Amortization | (7,460) | (4,877) |
Cumulative Impairment Charge | 0 | |
Cumulative Currency Translation | 0 | |
Total estimated future amortization expense | $ 16,640 | $ 19,223 |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful lives | 2 years 9 months 18 days | 3 years 7 months 6 days |
Gross Carrying Amount | $ 2,800 | $ 2,800 |
Accumulated Amortization | (1,213) | (793) |
Cumulative Impairment Charge | 0 | |
Cumulative Currency Translation | 0 | |
Total estimated future amortization expense | $ 1,587 | $ 2,007 |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful lives | 4 years 9 months 18 days | 5 years 6 months |
Gross Carrying Amount | $ 5,500 | $ 5,500 |
Accumulated Amortization | (1,776) | (1,164) |
Cumulative Impairment Charge | 0 | |
Cumulative Currency Translation | 0 | |
Total estimated future amortization expense | $ 3,724 | $ 4,336 |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule of Internal Use Software, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Mar. 31, 2023 |
Balance Sheet Related Disclosures [Abstract] | ||
Capitalized internal-use software | $ 33,349 | $ 25,180 |
Less: accumulated amortization | (13,522) | (9,519) |
Internal-use software, net | $ 19,827 | $ 15,661 |
Balance Sheet Components - Su_2
Balance Sheet Components - Summary of Future Amortization of Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Mar. 31, 2023 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Remainder of 2024 (Remaining three months) | $ 1,980 | |
2025 | 7,919 | |
2026 | 7,919 | |
2027 | 6,769 | |
2028 | 5,006 | |
Thereafter | 5,641 | |
Total estimated future amortization expense | $ 35,234 | $ 45,520 |
Balance Sheet Components - Chan
Balance Sheet Components - Change in Carrying Amount of Goodwill (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Goodwill [Roll Forward] | ||||
Goodwill, Beginning Balance | $ 351,744,000 | |||
Less: Impairment | $ (198,800,000) | $ 0 | (198,800,000) | $ 0 |
Goodwill, Ending Balance | $ 152,944,000 | $ 152,944,000 |
Balance Sheet Components - Sc_2
Balance Sheet Components - Schedule of Accrued Expense and Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Mar. 31, 2023 |
Balance Sheet Related Disclosures [Abstract] | ||
Accrued payables | $ 13,090 | $ 17,030 |
Accrued compensation and benefits | 4,601 | 5,898 |
Accrued vacation | 7,310 | 8,839 |
Accrued bonus | 5,740 | 21,600 |
Accrued clinical expenses | 10,172 | 11,707 |
Accrued taxes and other | 1,211 | 1,356 |
Total accrued expenses and other current liabilities | $ 42,124 | $ 66,430 |
Restructuring - Additional Info
Restructuring - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | $ 1,497 | $ 0 | $ 8,368 | $ 0 |
Employee Severance | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring and other charges | $ 500 | $ 6,700 |
Restructuring - Schedule of Res
Restructuring - Schedule of Restructuring and Related Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Restructuring Reserve [Roll Forward] | ||||
Accrued restructuring costs included in accrued expenses and other current liabilities as of March 31, 2023 | $ 0 | |||
Restructuring charges incurred during the period | $ 1,497 | $ 0 | 8,368 | $ 0 |
Amounts paid during the period | (8,237) | |||
Accrued restructuring costs included in accrued expenses and other current liabilities as of December 31, 2023 | $ 131 | $ 131 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Lessee Lease Description [Line Items] | ||||
Lease, option to extend, term | 7 years | 7 years | ||
Operating lease cost | $ 3.4 | $ 3.3 | $ 10.1 | $ 10.1 |
Variable lease cost | $ 1.5 | $ 1.4 | $ 4 | $ 4 |
Minimum | ||||
Lessee Lease Description [Line Items] | ||||
Operating lease, remaining contractual periods | 2 years | 2 years | ||
Maximum | ||||
Lessee Lease Description [Line Items] | ||||
Operating lease, remaining contractual periods | 7 years 7 months 6 days | 7 years 7 months 6 days |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payments Related to Company's Operating Lease Liability (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Leases [Abstract] | |
Remainder of 2024 (Remaining three months) | $ 2,560 |
2025 | 15,474 |
2026 | 15,946 |
2027 | 15,472 |
2028 | 11,666 |
Thereafter | 41,430 |
Total future operating lease payments | 102,548 |
Less: imputed interest | (23,726) |
Total operating lease liabilities | $ 78,822 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Purchase obligations | $ 22,200 | $ 22,200 | ||
Loss Contingencies [Line Items] | ||||
Expense related to cyber security incident | 1,000 | $ 0 | $ 1,000 | $ 0 |
Cyber Security Breach | ||||
Loss Contingencies [Line Items] | ||||
Expense related to cyber security incident | 2,700 | |||
Probable insurance recoveries | $ 1,700 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) $ / shares in Units, $ in Millions | 9 Months Ended | 12 Months Ended | |
Feb. 06, 2023 USD ($) | Dec. 31, 2023 Vote $ / shares shares | Mar. 31, 2023 shares | |
Class of Stock [Line Items] | |||
Stock split description | Each share of Class B common stock is convertible into one share of Class A common stock any time at the option of the holder and is automatically converted into one share of Class A common stock upon transfer | ||
Proceeds from sales agent commission percentage | 3% | ||
VG Acquisition Sponsor LLC | |||
Class of Stock [Line Items] | |||
Lockup period for shares | 7 years | 7 years | |
Earn-out shares, percentage | 50% | ||
Class A Common Stock | |||
Class of Stock [Line Items] | |||
Number of votes | Vote | 1 | ||
Class A Common Stock | VG Acquisition Sponsor LLC | |||
Class of Stock [Line Items] | |||
Earnout shares (in shares) | shares | 3,814,125 | 3,814,125 | |
Trading days | 20 days | ||
Earn-out shares, percentage | 50% | ||
Number of trading days after commencing | 30 days | ||
Class B Common Stock | |||
Class of Stock [Line Items] | |||
Number of votes | Vote | 10 | ||
Maximum | VG Acquisition Sponsor LLC | |||
Class of Stock [Line Items] | |||
Share price thresholds release from lock up (in usd per share) | $ / shares | $ 15 | ||
Maximum | Cowen and Company LLC | Sales Agreement | |||
Class of Stock [Line Items] | |||
Aggregate principal amount | $ | $ 150 | ||
Minimum | Class A Common Stock | VG Acquisition Sponsor LLC | |||
Class of Stock [Line Items] | |||
Share price thresholds release from lock up (in usd per share) | $ / shares | $ 12.50 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Common Stock Reserved for Issuance (Detail) - shares | Dec. 31, 2023 | Mar. 31, 2023 |
Class of Stock [Line Items] | ||
Outstanding stock options (in shares) | 73,646,882 | 68,050,752 |
Total shares of common stock reserved (in shares) | 217,531,118 | 163,884,802 |
2021 Incentive Equity Plan | ||
Class of Stock [Line Items] | ||
Remaining shares available for future issuance under Amended and Restated 2021 Incentive Equity Plan (in shares) | 90,697,138 | 55,922,182 |
Employee Stock Purchase Plan | ||
Class of Stock [Line Items] | ||
Remaining shares available for future issuance under Employee Stock Purchase Plan (in shares) | 11,839,766 | 13,349,302 |
Unvested restricted stock units | ||
Class of Stock [Line Items] | ||
Outstanding restricted stock units (in shares) | 41,347,332 | 26,562,566 |
Equity Incentive Plans and St_3
Equity Incentive Plans and Stock-Based Compensation - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||
Nov. 01, 2023 USD ($) | Sep. 06, 2023 USD ($) shares | Sep. 05, 2023 USD ($) | Jun. 30, 2023 USD ($) officer | Jun. 10, 2021 shares | Nov. 30, 2021 USD ($) stockholder shares | Dec. 31, 2023 USD ($) non-employeeDirector shares | Dec. 31, 2022 USD ($) shares | Dec. 31, 2023 USD ($) non-employeeDirector $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | Mar. 31, 2023 USD ($) shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Shares reserved for future issuance (in shares) | 217,531,118 | 217,531,118 | 163,884,802 | ||||||||
Granted (in shares) | 0 | 13,097,016 | |||||||||
Stock-based compensation expense | $ | $ 26,357,000 | $ 34,338,000 | $ 101,198,000 | $ 93,768,000 | |||||||
Weighted-average grant date fair values of options granted (in usd per share) | $ / shares | $ 0.87 | $ 2.42 | |||||||||
Intrinsic value of vested options exercised | $ | $ 1,200,000 | $ 4,400,000 | |||||||||
Unrecognized stock-based compensation cost | $ | $ 37,700,000 | $ 37,700,000 | |||||||||
Weighted average period over which unrecognized compensation is expected to be recognized | 2 years 4 months 24 days | ||||||||||
Issuance of common stock under employee stock purchase plan (in shares) | 0 | 0 | 1,509,536 | 1,130,337 | |||||||
Former Lemonaid Officer | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Stock-based compensation expense | $ | $ 10,800,000 | $ 32,800,000 | |||||||||
Lemonaid Health, Inc. | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Vesting period | 4 years | ||||||||||
Unrecognized stock-based compensation cost | $ | 0 | 0 | |||||||||
Common stock granted subject to vest (in shares) | 3,747,027 | ||||||||||
Common stock granted subject to vest, Weighted average grant date fair value | $ | $ 43,900,000 | ||||||||||
Former stockholders who were granted shares | stockholder | 2 | ||||||||||
Former officers terminated | officer | 1 | ||||||||||
General and administrative | Lemonaid Health, Inc. | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Stock-based compensation expense | $ | $ 2,800,000 | 28,400,000 | $ 8,200,000 | ||||||||
General and administrative | Lemonaid Health, Inc. | Relinquishment Triggering Event | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Stock-based compensation expense | $ | $ 3,300,000 | ||||||||||
General and administrative | Lemonaid Health, Inc. | Former Lemonaid Officer | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Stock-based compensation expense | $ | $ 22,000,000 | 3,100,000 | |||||||||
Outstanding stock options | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Tax benefit recognized from stock option exercises | $ | 0 | 0 | $ 0 | 0 | |||||||
Unvested restricted stock units | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Issuance of common stock upon release of restricted stock units (in shares) | 42,910,981 | ||||||||||
Weighted average period over which unrecognized compensation is expected to be recognized | 2 years 7 months 6 days | ||||||||||
Unrecognized stock-based compensation cost | $ | $ 102,900,000 | $ 102,900,000 | |||||||||
Minimum | Outstanding stock options | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Vesting period | 3 years | ||||||||||
Maximum | Outstanding stock options | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Vesting period | 4 years | ||||||||||
2006 Equity Incentive Plan | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Granted (in shares) | 0 | ||||||||||
A&R Plan | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Share-based compensation terms of award | Options under the A&R Plan have a contractual life of up to ten years. The exercise price of a stock option shall not be less than 100% of the estimated fair value of the shares on the date of grant, as determined by the Board of Directors. | ||||||||||
Exercise price of stock options as a percentage of fair value of shares | 100% | ||||||||||
Non-employee directors, electing to convert cash compensation to RSUs | non-employeeDirector | 4 | 4 | |||||||||
Non-employee directors, electing to defer settlement of RSUs | non-employeeDirector | 2 | 2 | |||||||||
A&R Plan | Lemonaid Health, Inc. | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Issuance shares of increase annual percentage | 5% | 3% | |||||||||
A&R Plan | Outstanding stock options | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Share-based payment award, expiration period | 10 years | ||||||||||
Number of shares of common stock received for each option exercised | 1 | ||||||||||
A&R Plan | Minimum | Unvested restricted stock units | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Vesting period | 1 year | ||||||||||
A&R Plan | Maximum | Unvested restricted stock units | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Vesting period | 4 years | ||||||||||
ESPP | Outstanding stock options | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Common stock issued and outstanding, percentage | 1% | ||||||||||
Potential annual increase in shares reserved for future issuance (in shares) | 5,000,000 | ||||||||||
2022 AIP | Unvested restricted stock units | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Issuance of common stock upon release of restricted stock units (in shares) | 9,019,049 | ||||||||||
Stock-based compensation expense | $ | $ (2,500,000) | $ 10,000,000 | $ 4,300,000 | $ 19,800,000 | |||||||
Other current liabilities for awards | $ | $ 5,300,000 | $ 5,300,000 | $ 18,900,000 | ||||||||
Class A Common Stock | 2021 Incentive Equity Plan | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Shares reserved for future issuance (in shares) | 136,000,000 | ||||||||||
Exchange ratio of common stock | 2.293698169 | ||||||||||
Class A Common Stock | A&R Plan | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Additional shares authorized (in shares) | 75,000,000 | ||||||||||
Class A Common Stock | A&R Plan | Lemonaid Health, Inc. | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Shares reserved for future issuance (in shares) | 205,691,352 | 205,691,352 | |||||||||
Class A Common Stock | A&R Plan | Lemonaid Health, Inc. | Non-Employee Directors | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Annual compensation limit | $ | $ 400,000 | $ 300,000 | |||||||||
Class A Common Stock | A&R Plan | Maximum | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Additional shares authorized (in shares) | 75,000,000 | ||||||||||
Class A Common Stock | ESPP | Outstanding stock options | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||||||
Shares reserved for future issuance (in shares) | 11,420,000 | ||||||||||
Number of shares issued (in shares) | 4,151,849 | ||||||||||
Shares remaining available for future issuance (in shares) | 11,839,766 | 11,839,766 |
Equity Incentive Plans and St_4
Equity Incentive Plans and Stock-Based Compensation - Summary of the Activity Under the Stock Plan (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Dec. 31, 2023 | Dec. 31, 2023 | Mar. 31, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding [Roll Forward] | |||
Balance, Beginning of period (in shares) | 68,050,752 | ||
Granted (in shares) | 0 | 13,097,016 | |
Exercised (in shares) | (1,517,517) | ||
Cancelled/forfeited/expired (in shares) | (5,983,369) | ||
Balance, End of period (in shares) | 73,646,882 | 73,646,882 | 68,050,752 |
Vested and exercisable as of End of period (in shares) | 51,938,674 | 51,938,674 | |
Weighted-Average Exercise Price | |||
Balance, Beginning of period (in usd per share) | $ 4.20 | ||
Granted (in usd per share) | 1.25 | ||
Exercised (in usd per share) | 0.45 | ||
Cancelled/Forfeited/Expired (in usd per share) | 5.02 | ||
Balance, End of period (in usd per share) | $ 3.69 | 3.69 | $ 4.20 |
Vested and exercisable as of End of period (in usd per share) | $ 4.14 | $ 4.14 | |
Weighted-Average Remaining Contractual Life (Years) | |||
Balance, Beginning of period | 5 years 7 months 6 days | 6 years | |
Balance, End of period | 5 years 7 months 6 days | 6 years | |
Vested and Exercisable as of End of period | 4 years 4 months 24 days | ||
Aggregate Intrinsic Value | |||
Balance, Beginning of period | $ 1,555 | $ 1,555 | $ 10,621 |
Balance, End of period | 1,555 | 1,555 | $ 10,621 |
Vested and exercisable as of End of period | $ 1,555 | $ 1,555 |
Equity Incentive Plans and St_5
Equity Incentive Plans and Stock-Based Compensation - Summary of the Value Stock Options (Details) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Minimum | ESPP | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Expected term (years) | 6 months | 6 months | ||
Expected volatility | 67% | 98% | ||
Risk-free interest rate | 5.40% | 3.30% | ||
Expected dividend yield | 0% | 0% | ||
Minimum | Outstanding stock options | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Expected term (years) | 6 years | 5 years 9 months 18 days | 6 years | |
Expected volatility | 0% | 79% | 78% | 76% |
Risk-free interest rate | 0% | 4.20% | 3.60% | 2.80% |
Expected dividend yield | 0% | 0% | 0% | 0% |
Maximum | ESPP | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Expected term (years) | 1 year | 1 year | ||
Expected volatility | 73% | 109% | ||
Risk-free interest rate | 5.50% | 3.50% | ||
Expected dividend yield | 0% | 0% | ||
Maximum | Outstanding stock options | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Expected term (years) | 6 years | 6 years | 6 years 9 months 18 days | |
Expected volatility | 0% | 79% | 79% | 81% |
Risk-free interest rate | 0% | 4.20% | 4.40% | 4.20% |
Expected dividend yield | 0% | 0% | 0% | 0% |
Equity Incentive Plans and St_6
Equity Incentive Plans and Stock-Based Compensation - Summary of the Restricted Stock Units (Details) - Unvested restricted stock units | 9 Months Ended |
Dec. 31, 2023 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Unvested RSUs, Beginning balance (in shares) | shares | 26,562,566 |
Granted (in shares) | shares | 42,910,981 |
Vested (in shares) | shares | (18,421,168) |
Cancelled/forfeited (in shares) | shares | (9,708,287) |
Unvested RSUs Ending balance (in shares) | shares | 41,344,092 |
Weighted-Average Grant Date Fair Value Per Share | |
Beginning balance (in usd per share) | $ / shares | $ 4.73 |
Granted (in usd per share) | $ / shares | 1.82 |
Vested (in usd per share) | $ / shares | 3.09 |
Cancelled/forfeited (in usd per share) | $ / shares | 3.65 |
Ending balance (in usd per share) | $ / shares | $ 2.69 |
Equity Incentive Plans and St_7
Equity Incentive Plans and Stock-Based Compensation - Summary of the Stock-Based Compensation (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2023 USD ($) formerEmployee | Dec. 31, 2022 USD ($) | |
Employee Service Share-Based Compensation Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 26,357 | $ 34,338 | $ 101,198 | $ 93,768 |
Former Lemonaid Officer | ||||
Employee Service Share-Based Compensation Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 10,800 | $ 32,800 | ||
Former employees | formerEmployee | 2 | |||
Secondary Sale Transaction | Cost of revenue | ||||
Employee Service Share-Based Compensation Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 1,024 | 3,200 | $ 4,993 | 8,940 |
Secondary Sale Transaction | Research and development | ||||
Employee Service Share-Based Compensation Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 6,250 | 15,188 | 28,880 | 39,267 |
Secondary Sale Transaction | Sales and marketing | ||||
Employee Service Share-Based Compensation Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 1,095 | 2,444 | 4,829 | 7,336 |
Secondary Sale Transaction | General and administrative | ||||
Employee Service Share-Based Compensation Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 17,007 | 13,506 | 60,873 | 38,225 |
Secondary Sale Transaction | Restructuring and other charges | ||||
Employee Service Share-Based Compensation Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 981 | $ 0 | $ 1,623 | $ 0 |
Net Loss Per Share Attributab_3
Net Loss Per Share Attributable to Common Stockholders - Additional Information (Detail) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Earnings Per Share [Abstract] | ||||
Dividends paid in shares | $ 0 | $ 0 | $ 0 | $ 0 |
Net Loss Per Share Attributab_4
Net Loss Per Share Attributable to Common Stockholders - Schedule of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Dec. 31, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Numerator: | ||||||||
Net loss attributable to common stockholders | $ (277,976) | $ (75,270) | $ (104,624) | $ (91,961) | $ (66,065) | $ (89,532) | $ (457,870) | $ (247,558) |
Denominator: | ||||||||
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (shares) | 480,809,546 | 453,407,202 | 472,683,220 | 449,949,829 | ||||
Weighted-average shares used in computing net loss per share attributable to common stockholders, diluted (shares) | 480,809,546 | 453,407,202 | 472,683,220 | 449,949,829 | ||||
Net loss per share of Class A and Class B common stock attributable to common stockholders: | ||||||||
Net loss per share attributable to common stockholders, basic (usd per share) | $ (0.58) | $ (0.20) | $ (0.97) | $ (0.55) | ||||
Net loss per share attributable to common stockholders, diluted (usd per share) | $ (0.58) | $ (0.20) | $ (0.97) | $ (0.55) | ||||
Class A Common Stock | ||||||||
Numerator: | ||||||||
Net loss attributable to common stockholders | $ (181,143) | $ (57,490) | $ (295,367) | $ (144,000) | ||||
Denominator: | ||||||||
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (shares) | 313,320,274 | 283,449,950 | 304,922,409 | 261,728,144 | ||||
Weighted-average shares used in computing net loss per share attributable to common stockholders, diluted (shares) | 313,320,274 | 283,449,950 | 304,922,409 | 261,728,144 | ||||
Net loss per share of Class A and Class B common stock attributable to common stockholders: | ||||||||
Net loss per share attributable to common stockholders, basic (usd per share) | $ (0.58) | $ (0.20) | $ (0.97) | $ (0.55) | ||||
Net loss per share attributable to common stockholders, diluted (usd per share) | $ (0.58) | $ (0.20) | $ (0.97) | $ (0.55) | ||||
Class B Common Stock | ||||||||
Numerator: | ||||||||
Net loss attributable to common stockholders | $ (96,833) | $ (34,471) | $ (162,503) | $ (103,558) | ||||
Denominator: | ||||||||
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (shares) | 167,489,272 | 169,957,252 | 167,760,811 | 188,221,685 | ||||
Weighted-average shares used in computing net loss per share attributable to common stockholders, diluted (shares) | 167,489,272 | 169,957,252 | 167,760,811 | 188,221,685 | ||||
Net loss per share of Class A and Class B common stock attributable to common stockholders: | ||||||||
Net loss per share attributable to common stockholders, basic (usd per share) | $ (0.58) | $ (0.20) | $ (0.97) | $ (0.55) | ||||
Net loss per share attributable to common stockholders, diluted (usd per share) | $ (0.58) | $ (0.20) | $ (0.97) | $ (0.55) |
Net Loss Per Share Attributab_5
Net Loss Per Share Attributable to Common Stockholders - Common Stock Equivalents Excluded from Calculation of Diluted Net Loss Per Share (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Liability RSU awards | ||||
Earnings Per Share Basic [Line Items] | ||||
Antidilutive securities excluded from computation of diluted net loss per share (in shares) | 0 | 724,506 | 0 | 724,506 |
Class A Common Stock | ||||
Earnings Per Share Basic [Line Items] | ||||
Antidilutive securities excluded from computation of diluted net loss per share (in shares) | 120,665,018 | 104,083,018 | 120,665,018 | 104,083,018 |
Class A Common Stock | ESPP | ||||
Earnings Per Share Basic [Line Items] | ||||
Antidilutive securities excluded from computation of diluted net loss per share (in shares) | 5,670,804 | 3,713,166 | 5,670,804 | 3,713,166 |
Class A Common Stock | Outstanding stock options | ||||
Earnings Per Share Basic [Line Items] | ||||
Antidilutive securities excluded from computation of diluted net loss per share (in shares) | 73,646,882 | 69,089,621 | 73,646,882 | 69,089,621 |
Class A Common Stock | Unvested restricted stock units | ||||
Earnings Per Share Basic [Line Items] | ||||
Antidilutive securities excluded from computation of diluted net loss per share (in shares) | 41,347,332 | 27,745,454 | 41,347,332 | 27,745,454 |
Class A Common Stock | Shares subject to vesting | ||||
Earnings Per Share Basic [Line Items] | ||||
Antidilutive securities excluded from computation of diluted net loss per share (in shares) | 0 | 2,810,271 | 0 | 2,810,271 |
Retirement Benefit Plans - Addi
Retirement Benefit Plans - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Retirement Benefits [Abstract] | ||||
Annual compensation and contribution limits | The Company matches the greater of 100% of the first 2% or 100% of the first $2,300 (subject to annual compensation and contribution limits) of employee contributions. | |||
Employer matching contribution, percent of match | 100% | |||
Employer matching contribution, percent of employees' gross pay | 2% | |||
Employer matching contribution | $ 2,300 | |||
Contributions cost | $ 700 | $ 800 | $ 2,100 | $ 1,900 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Income tax benefit | $ 19 | $ (613) | $ 55 | $ (2,139) |
Disposition of Subsidiary - Add
Disposition of Subsidiary - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Loss on disposal | $ 0 | $ 0 | $ 2,375 | $ 0 |
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Lemonaid Health Limited | ||||
Loss on disposal | $ 2,400 |
Subsequent Event (Details)
Subsequent Event (Details) - Subsequent Event [Member] - Troper Wojcicki Foundation - Related Party $ in Millions | 1 Months Ended |
Jan. 31, 2024 USD ($) | |
Subsequent Event [Line Items] | |
Research services agreement, period | 5 years |
Research services agreement, data access fee | $ 5.4 |