Vicarious Surgical (RBOT) POS AM 31 Mar 22 Prospectus update (post-effective amendment) Financial data

Document And Entity Information

Document And Entity Information	12 Months Ended
	Dec. 31, 2021
Document Information Line Items
Entity Registrant Name	Vicarious Surgical Inc.
Document Type	POS AM
Amendment Flag	true
Amendment Description	On October 15, 2021, the registrant filed a Registration Statement on Form S-1 (File No. 333-260281) (the “Registration Statement”), which was subsequently declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on October 22, 2021. This Post-Effective Amendment No. 1 to Form S-1 (“Post-Effective Amendment No. 1”) is being filed (i) to update the Registration Statement to include information contained in the registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021 and certain other information in such Registration Statement and (ii) to include updated information regarding the selling stockholders named in the prospectus, including a reduction in the number of shares of Class A common stock being offered by the selling securityholders named in the Registration Statement (the “Selling Securityholders”) to 105,683,415 shares of Class A common stock to reflect sales or other dispositions of such securities by the Selling Securityholders since the filing of the initial Registration Statement, and a reduction in the number of shares of Class A common stock issuable upon the exercise of warrants included in the units issued by the Company in its initial public offering, each of which is exercisable for one share of Class A common stock, in accordance with its terms (the “Public Warrants”) to 17,248,621 shares of Class A common stock to reflect exercises of Public Warrants since the filing of the initial Registration Statement.No additional securities are being registered under this Post-Effective Amendment No. 1 and all applicable registration and filing fees were paid at the time of the original filing of the Registration Statement.
Entity Central Index Key	0001812173
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Incorporation, State or Country Code	DE

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Current assets:
Cash and cash equivalents	$ 173,507	$ 16,867
Prepaid expenses and other current assets	4,867	258
Total current assets	178,374	17,125
Restricted cash	1,055	118
Property and equipment, net	2,250	445
Other long-term assets		100
Total assets	181,679	17,788
Current liabilities:
Accounts payable	1,500	373
Accrued expenses	4,098	394
Current portion of equipment loans	47	47
Current portion of term loan	600
Total current liabilities	6,245	814
Deferred rent	1,631	58
Equipment loans, net of current portion	16	63
Term loan, net of current portion and issuance costs	675
Warrant liabilities	90,021
Total liabilities	98,588	935
Commitments and Contingencies (Note 8)
Legacy convertible preferred stock (Note 10)
Stockholders’ Equity:
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; no shares issued or outstanding at December 31, 2021 and 2020
Class A Common stock, $0.0001 par value; 300,000,000 and 200,000,000 shares authorized at December 31, 2021 and 2020, respectively; 99,979,207 and 67,640,740 issued and outstanding at December 31, 2021 and 2020, respectively	12	7
Class B Common stock, $0.0001 par value; 22,000,000 and 20,000,000 shares authorized at December 31, 2021 and 2020, respectively; 19,789,860 and 19,572,257 shares issued and outstanding at December 31, 2021 and 2020		2
Additional paid-in capital	149,877	48,435
Accumulated deficit	(66,798)	(31,591)
Total stockholders’ equity	83,091	16,853
Total liabilities and stockholders’ equity	$ 181,679	$ 17,788

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parentheticals) - $ / shares	Dec. 31, 2021	Dec. 31, 2020
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Class A Common Stock
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	300,000,000	200,000,000
Common stock, shares issued	99,979,207	67,640,740
Common stock, shares outstanding	99,979,207	67,640,740
Class B Common Stock
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	22,000,000	20,000,000
Common stock, shares issued	19,789,860	19,572,257
Common stock, shares outstanding	19,789,860	19,572,257

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Operating expenses:
Research and development	$ 22,059	$ 9,796
Sales and marketing	2,961	861
General and administrative	13,203	2,328
Total operating expenses	38,223	12,985
Loss from operations	(38,223)	(12,985)
Other income (expense):
Change in fair value of warrant liabilities	3,085
Interest income	20	113
Interest expense	(89)	(3)
Loss before income taxes	(35,207)	(12,875)
Provision for income taxes
Net loss	$ (35,207)	$ (12,875)
Net loss per share of Class A and Class B common stock, basic and diluted (in Dollars per share)	$ (0.36)	$ (0.16)

Consolidated Statements of Conv

Consolidated Statements of Convertible Preferred Stock, Common Stock and Stockholders’ Equity/(Deficit) - USD ($) $ in Thousands	Class A & BCommon Stock	Convertible Preferred Stock	Additional Paid-In Capital	Accumulated Deficit	Total
Balance, at Dec. 31, 2019	$ 2	$ 33,150	$ 1,196	$ (18,716)	$ (17,518)
Balance, (in Shares) at Dec. 31, 2019	17,613,962	52,885,027
Retroactive application of recapitalization (Note 1)	$ 5	$ (33,150)	33,145		33,150
Retroactive application of recapitalization (Note 1) (in Shares)	52,885,027	(52,885,027)
Adjusted balance, beginning of period	$ 7		34,341	(18,716)	15,632
Adjusted balance, beginning of period (in Shares)	70,498,989
Series A-3 financing, net issuance cost of $95	$ 1		13,519		13,520
Series A-3 financing, net issuance cost of $95 (in Shares)	13,665,901
Exercise of common stock options			43		43
Exercise of common stock options (in Shares)	436,950
Stock-based compensation			448		448
Vesting of restricted stock	$ 1		(1)
Vesting of restricted stock (in Shares)	2,611,157
Issuance of common stock warrants			85		85
Net loss				(12,875)	(12,875)
Balance, at Dec. 31, 2020	$ 9		48,435	(31,591)	16,853
Balance, (in Shares) at Dec. 31, 2020	87,212,997
Reverse recapitalization, net of transaction costs (Note 1)	$ 3		97,311		97,314
Reverse recapitalization, net of transaction costs (Note 1) (in Shares)	30,579,972
Cashless exercise of warrants
Cashless exercise of warrants (in Shares)	146,577
Exercise of common stock options			421		421
Exercise of common stock options (in Shares)	1,558,908
Exercise of public warrants			16		16
Exercise of public warrants (in Shares)	1,370
Stock-based compensation			3,694		3,694
Vesting of restricted stock
Vesting of restricted stock (in Shares)	269,243
Net loss				(35,207)	(35,207)
Balance, at Dec. 31, 2021	$ 12		$ 149,877	$ (66,798)	$ 83,091
Balance, (in Shares) at Dec. 31, 2021	119,769,067

Consolidated Statements of Co_2

Consolidated Statements of Convertible Preferred Stock, Common Stock and Stockholders’ Equity/(Deficit) (Parentheticals) $ in Thousands	12 Months Ended
	Dec. 31, 2020USD ($)
Statement of Stockholders' Equity [Abstract]
Series A-3 financing, net issuance cost	$ 95

Consolidated Statements of Cash

Consolidated Statements of Cash Flows $ in Thousands	12 Months Ended
	Dec. 31, 2021USD ($)	Dec. 31, 2020USD ($)
Cash flows from operating activities:
Net loss	$ (35,207)	$ (12,875)
Adjustments to reconcile net loss to net cash used in operating
Depreciation	316	157
Loss on disposal of fixed assets	8
Stock-based compensation	3,694	448
Amortization of debt issuance costs	21
Change in fair value of warrant liabilities	(3,085)
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	(4,609)	(3)
Accounts payable	1,127	170
Accrued expenses	3,704	80
Deferred rent	733
Other noncurrent assets		(15)
Net cash used in operating activities	(33,298)	(12,038)
Cash flows from investing activities:
Purchases of property and equipment	(1,289)	(120)
Proceeds from short term investments		13,324
Net cash provided by/(used in) investing activities	(1,289)	13,204
Cash flows from financing activities:
Repayment of equipment loans	(47)	(48)
Proceeds from issuance of common stock, net of issuance costs		13,520
Proceeds from term loan	1,500
Repayment of term loan	(150)
Proceeds from reverse recapitalization, net of issuance costs	190,424
Proceeds from exercise of public warrants	16
Proceeds from exercise of stock options	421	43
Net cash provided by financing activities	192,164	13,515
Change in cash, cash equivalents and restricted cash	157,577	14,681
Cash, cash equivalents and restricted cash, beginning of year	16,985	2,304
Cash, cash equivalents and restricted cash, end of year	174,562	16,985
Reconciliation of restricted cash:
Cash and cash equivalents	173,507	16,867
Restricted cash	1,055	118
Reconciliation of restricted cash total	174,562	16,985
Supplemental cash flow information:
Interest paid	36	3
Non-cash investing and financing activities:
Leasehold improvements funded by the landlord	840
Warrants assumed in acquisition	93,110
Issuance of warrants recorded as deferred financing costs		$ 85

Nature of Business and Basis of

Nature of Business and Basis of Presentation	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
NATURE OF BUSINESS AND BASIS OF PRESENTATION	1. NATURE OF BUSINESS AND BASIS OF PRESENTATION Nature of Business Vicarious Surgical Inc. (“Vicarious” or the “Company”) was incorporated in the state of Delaware on May 1, 2014, and is headquartered in Waltham, Massachusetts. The Company is currently developing its virtual reality surgical system using proprietary human -like The accompanying financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“US GAAP”). Any reference in these notes to applicable guidance is meant to refer to the authoritative US GAAP. Unless otherwise indicated or the context otherwise requires, references in this Annual Report on Form 10 -K On April 15, 2021, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with D8 Holdings Corp (“D8”) to effect a business combination between D8 and the Company with the Company surviving the merger as a wholly owned subsidiary of D8 (the “Business Combination”). On September 17, 2021 the Merger Agreement was effected, and each share of Vicarious Surgical Inc. stock was exchanged for 3.29831 Legacy Vicarious Surgical was deemed to be the accounting acquirer in the Business Combination. The determination was primarily based on Legacy Vicarious Surgical’s stockholders having a majority of the voting power in the combined Company, Legacy Vicarious Surgical having the ability to appoint a majority of the Board of Directors of the Company, Legacy Vicarious Surgical’s existing management team comprising the senior management of the combined Company, Legacy Vicarious Surgical comprising the ongoing operations of the combined Company and the combined Company assuming Vicarious Surgical’s name. Accordingly, for accounting purposes, the Business Combination was treated as the equivalent of Legacy Vicarious Surgical issuing stock for the net assets of D8, accompanied by a recapitalization. The net assets of D8 are stated at historical cost, with no goodwill or other intangible assets recorded. While D8 was the legal acquirer in the Business Combination, because Legacy Vicarious Surgical was deemed the accounting acquirer, the historical financial statements of Legacy Vicarious Surgical became the historical financial statements of the combined Company upon the consummation of the Business Combination. As a result, the financial statements included in this report reflect (i) the historical operating results of Legacy Vicarious Surgical prior to the Business Combination; (ii) the combined results of D8 and Legacy Vicarious Surgical following the close of the Business Combination; (iii) the assets and liabilities of Legacy Vicarious Surgical at their historical cost; and (iv) the Legacy Vicarious Surgical’s equity structure for all periods presented, as affected by the recapitalization presentation. In accordance with guidance applicable to these circumstances, the equity structure has been restated in all comparable periods up to September established in the Business Combination. Legacy Vicarious Surgical’s convertible preferred stock previously classified as mezzanine was retroactively adjusted, converted into common stock and reclassified to permanent as a result of the reverse recapitalization. Basis of Presentation The consolidated financial statements of the Company are prepared in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the regulations of the U.S Securities and Exchange Commission (“SEC”). Any reference in these notes to applicable guidance is meant to refer to GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) promulgated by the Financial Accounting Standards Board (“FASB”). Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly -owned

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accompanying financial statements reflect the application of certain significant accounting policies as described in this note and elsewhere in the accompanying consolidated financial statements and notes. Use of Estimates The preparation of financial statements in conformity with US GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting periods presented. Estimates are used for, but are not limited to, the Company’s ability to continue as a going concern, depreciation of property and equipment, fair value of financial instruments, and contingencies. Actual results may differ from those estimates. The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. Management has evaluated whether there are conditions and events that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date the financial statements are issued. Since its inception, the Company has incurred net losses and negative cash flows from operations. Fair Value of Financial Instruments US GAAP requires disclosure of fair value information about financial instruments, whether or not recognized in the balance sheet, for which it is practicable to estimate that value. US GAAP provides a fair value hierarchy that prioritizes the inputs for the valuation techniques. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements) and minimizes the use of unobservable inputs. The most observable inputs are used, when available. The three levels of the fair value hierarchy are described as follows: Level 1 Level 2 Level 3 The carrying values of prepaid expenses, accounts payable, and accrued expenses approximate their fair values due to the short -term The fair value of Public Warrants, was determined from their trading value on public markets. The fair value of Private Warrants was calculated using the Black -Scholes Cash and Cash Equivalents Cash and cash equivalents consist of checking accounts and money market funds. The Company considers all highly liquid investments with an original maturity of 90 days or less at the date of purchase to be cash equivalents. Restricted Cash The Company has an agreement to maintain a cash balance of $1,055 and $118 at December 31, 2021 and 2020, respectively as collateral for letters of credit related to the Company’s leases. The balance is classified as long -term Short-Term Investments All of the Company’s investments, which consist of certificates of deposit, are classified as available for sale and are carried at fair value. There were no unrealized gains for the years ended December 31, 2021 and 2020. The Company held no other investments as of December 31, 2021 and 2020. Concentrations of Credit Risk and Off-Balance-Sheet Risk The Company has no significant off -balance-sheet -credit Warrant Liabilities The Company does not use derivative instruments to hedge its exposures to cash flow, market or foreign currency risks. Management evaluates all of the Company’s financial instruments, including issued Warrants to purchase its Class A common stock, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815 -15 -assessed As part of the Business Combination, the Company assumed 17,249,991 Public Warrants that are exercisable to purchase shares of Class A common stock to investors as well as 10,400,000 Private Placement Warrants. All of the Company’s outstanding Warrants are recognized as derivative liabilities in accordance with ASC 815 -40 -measurement -Scholes Property and Equipment Property and equipment are recorded at cost. Expenditures for repairs and maintenance are expensed as incurred. When assets are retired or disposed of, the assets and related accumulated depreciation are eliminated from the accounts, and any resulting gain or loss is included in the determination of net loss. Depreciation is calculated using the straight -line Impairment of Long-Lived Assets The Company continually evaluates whether events or circumstances have occurred that indicate that the estimated remaining useful life of its long -lived Guarantees and Indemnifications As permitted under Delaware law, the Company indemnifies its officers, directors, consultants and employees for certain events or occurrences that happen by reason of the relationship with, or position held at, the Company. Through December 31, 2021, the Company had not experienced any losses related to these indemnification obligations, and no claims were outstanding. The Company does not expect significant claims related to these indemnification obligations and, consequently, concluded that the fair value of these obligations is negligible, and no related liabilities have been established. Research and Development Research and development costs are expensed in the period incurred. Research and development costs include payroll and personnel expenses, consulting costs, software and webservices, legal, raw materials and allocated overhead such as depreciation and amortization, rent and utilities. Advance payments for goods and services to be used in future research and development activities are recorded as prepaid expenses and are expensed over the service period as the services are provided or when the goods are consumed. Stock-Based Compensation The Company accounts for all stock -based -based The fair value of the Company’s stock options and warrants on the date of grant is determined by a Black -Scholes -party Company’s capital stock, including convertible preferred stock, the effect of the rights and preferences of the preferred shareholders, and the prospects of a liquidity event, among others, as the Company’s common stock is was not actively traded. Since becoming a publicly traded company, the Company uses its publicly traded stock price as the fair value of its common stock. Income Taxes The Company accounts for income taxes under the asset and liability method pursuant to ASC 740, Accounting for Income Taxes The Company recognizes deferred tax assets to the extent that management believes that these assets are more likely than not to be realized in the future. In making such a determination, management considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax -planning The Company provides reserves for potential payments of taxes to various tax authorities related to uncertain tax positions. Amounts recognized are based on a determination of whether a tax benefit taken by the Company in its tax filings or positions is “more likely than not” to be sustained on audit. The amount recognized is equal to the largest amount that is more than 50% likely to be sustained. Interest and penalties associated with uncertain tax positions are recorded as a component of income tax expense. Net Loss Per share Basic net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted average number of common shares outstanding for the period. Diluted net loss attributable to common stockholders is computed by adjusting net loss attributable to common stockholders to reallocate undistributed earnings based on the potential impact of dilutive securities. Diluted loss per share attributable to common stockholders is computed by dividing the diluted net loss attributable to common stockholders by the weighted average number of common shares outstanding for the period, including potential dilutive common stock. For purpose of this calculation, outstanding stock options, stock warrants and convertible preferred stock are considered potential dilutive common stock and are excluded from the computation of net loss per share as their effect is anti -dilutive Accordingly, in periods in which the Company reports a net loss, such losses are not allocated to such participating securities. In periods in which the Company reports a net loss attributable to common stockholders, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders, since dilutive common shares are not assumed to be outstanding if their effect is anti -dilutive Comprehensive Loss There were no differences between net loss and comprehensive loss presented in the statements of operations for 2021 and 2020. Segments Operating segments are identified as components of an enterprise about which separate discrete financial information is made available for evaluation by the chief operating decision maker (“CODM”) in making decisions regarding resource allocation and assessing performance. The CODM is the Company’s chief executive officer. The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions. The Company’s singular concentration is focused on the development of its virtual reality surgical system. Emerging Growth Company Status The Company is an “emerging growth company,” (“EGC”) as defined in the Jumpstart Our Business Startups Act, (the “JOBS Act”), and may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not EGCs. The Company may take advantage of these exemptions until it is no longer an EGC under Section 107 of the JOBS Act and has elected to use the extended transition period for complying with new or revised accounting standards. As a result of this election, the Company’s financial statements may not be comparable to companies that comply with public company Financial Accounting Standards Board (“FASB”) standards’ effective dates. The Company may take advantage of these exemptions up until the last day of the fiscal year following the fifth anniversary of an offering or such earlier time that it is no longer an EGC. Recently Issued Accounting Standards In February 2016, the FASB issued Accounting Standards Updates (“ASU”) No. 2016 -02 Leases (Topic 842) -02 In June 2016, the FASB issued ASU No. 2016 -13 Financial Instruments -Credit Losses: Measurement of Credit Losses on Financial Instruments (Topic 326) -13 -13 -04 Codification Improvements to Topic 326, Financial Instruments -Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments -13 In December 2019, the FASB issued ASU No. 2019 -12 Simplifying the Accounting for Income Taxes -12 -period -12

Acquisition

Acquisition	12 Months Ended
	Dec. 31, 2021
Business Combinations [Abstract]
ACQUISITION	3. ACQUISITION On September 17, 2021, the Company and D8 consummated the Business Combination with Legacy Vicarious Surgical surviving the merger as a wholly -owned Upon the closing of the Business Combination, D8’s certificate of incorporation was amended and restated to, among other things, increase the total number of authorized shares of all classes of capital stock to 143,931,076 shares, of which 124,141,216 were designated as Class A common stock and 19,789,860 were designated as Class B common stock both having a par value of $0.0001 per share. In connection with the execution of the definitive agreement for the Business Combination, D8 entered into separate subscription agreements (each a “Subscription Agreement”) with a number of investors (each a “Subscriber”), pursuant to which the Subscribers agreed to purchase, and D8 agreed to sell to the Subscribers, an aggregate of 14,200,000 shares of the Company’s common stock, for a purchase price of $10.00 per share and an aggregate purchase price of $142,000, in a private placement pursuant to the Subscription Agreements (the “PIPE” financing). The PIPE financing closed simultaneously with the consummation of the Business Combination. The Business Combination is accounted for as a reverse recapitalization in accordance with US GAAP. Under this method of accounting, D8 was treated as the “acquired” company for financial accounting purposes. See Note 1, “Nature of Business and Basis of Presentation” for further details. Accordingly, for accounting purposes, the Business Combination was treated as the equivalent of Vicarious Surgical issuing stock for the net assets of D8, accompanied by a recapitalization. The net assets of D8 are stated at historical cost, with no goodwill or other intangible assets recorded. The following table reconciles the elements of the Business Combination to the statement of cash flows and the statement of changes in equity for the year ended December 31, 2021. Recapitalization Cash – D8’s trust and cash (net of redemptions) $ 77,993 Cash – PIPE Financing 142,000 Less: Transaction costs and advisory fees (29,569 ) Net proceeds from reverse recapitalization 190,424 Less: Warrant liabilities assumed (93,110 ) Net assets and liabilities assumed in reverse recapitalization $ 97,314 The number of shares of common stock issued immediately following the consummation of the Business Combination was as follows: Number of Common stock, outstanding prior to the Business Combination 34,500,000 Less: Redemption of D8 shares (26,745,028 ) D8 Public Shares 7,754,972 D8 Sponsor Shares 8,625,000 Shares issued in PIPE financing 14,200,000 Business combination and PIPE financing shares 30,579,972 Legacy Vicarious Surgical shares (1) 88,042,340 Total shares of common stock immediately after Business Combination 118,622,312 (1) The number of Legacy Vicarious Surgical shares was determined from the shares of Legacy Vicarious Surgical shares outstanding immediately prior to the closing of the Business Combination converted at the Exchange Ratio of 3.29831. All fractional shares were rounded down.

Property and Equipment, Net

Property and Equipment, Net	12 Months Ended
	Dec. 31, 2021
Property and Equipment, Net [Abstract]
PROPERTY AND EQUIPMENT, NET	4. PROPERTY AND EQUIPMENT, NET Property and equipment, net consist of the following: Estimated December 31, 2021 2020 Machinery and equipment 3 to 5 years $ 957 $ 535 Furniture and fixed assets 3 to 7 years 186 103 Computer hardware and software 3 years 259 67 Leasehold improvements Lesser of lease term or asset life 1,432 24 Total property and equipment 2,834 729 Less accumulated depreciation (584 ) (284 ) Property and equipment, net $ 2,250 $ 445 During 2021, the Company received $840 related to leasehold improvements funded by its landlord. These leasehold improvements are being depreciated over the shorter of the lesser of the lease term or each asset’s life. The $840 amount paid to vendors by the landlord has been included in deferred rent and leasehold improvements and is being amortized as a reduction to rent expense on a straight -line During 2021, in connection with a lease termination, the Company disposed of $24 of fixed assets with accumulated depreciation of $16 incurring an $8 loss on the disposal which was included in general and administrative expense. Depreciation expense for the years ended December 31, 2021 and 2020 was $316 and $157, respectively. Machinery with a gross value of $232 was acquired for cash of $47 and equipment loans of $185 in 2019. This machinery had accumulated amortization of $155 and $97 at December 31, 2021 and 2020, respectively.

Fair Value Measurements

Fair Value Measurements	12 Months Ended
	Dec. 31, 2021
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENTS	5. FAIR VALUE MEASUREMENTS The following fair value hierarchy table presents information about the Company’s financial assets measured at fair value on a recurring basis and indicates the fair value hierarchy of the inputs the Company utilized to determine such fair value: December 31, 2021 Quoted Prices Significant Significant Total Assets: Money market funds $ 171,196 $ — $ — $ 171,196 Total assets $ 171,196 $ — $ — $ 171,196 Liabilities: Warrant liabilities – public warrants $ 37,085 $ — $ — $ 37,085 Warrant liabilities – private warrants — $ — 52,936 52,936 Total liabilities $ 37,085 $ — $ 52,936 $ 90,021 December 31, 2020 Quoted Prices Significant Significant Total Assets: Money market funds $ 15,768 $ — $ — $ 15,768 Total assets $ 15,768 $ — $ — $ 15,768 Money market funds are classified as cash and cash equivalents and short term investments, respectively. The fair value of the Public Warrants was determined from their value trading on the public markets. The fair value of Private Warrants was calculated using the Black -Scholes For the year ended December 31, 2021, the Company recognized a gain to the statement of operations resulting from a decrease in the fair value of liabilities of approximately $3.1 million presented as change in fair value of warrant liabilities on the accompanying statement of operations. The Company estimates the volatility of its warrants based on implied volatility from the Company’s publicly traded Warrants and from historical volatility of select peer companies’ common stock that matches the expected remaining life of the Warrants. The risk -free -coupon The following table provides quantitative information regarding Level 3 fair value measurement inputs at their measurement: Private Warrants As of As of As of Volatility 62.5 % 62.5 % 60.0 % Stock price $ 11.57 $ 14.96 $ 10.62 Expected life 5.0 years 5.0 years 4.7 years Risk-free rate 0.90 % 1.00 % 1.2 % Dividend yield 0.00 % 0.00 % 0.00 % The following table shows the change in number and value of the Warrants since September 17, 2021, the date they were assumed: Public Private Total Shares Value Shares Value Shares Value September 17, 2021 17,249,991 $ 29,670 10,400,000 $ 63,440 27,649,991 $ 93,110 Exercised (1,370 ) (4 ) — — (1,370 ) (4 ) Change in value — $ 7,419 — $ (10,504 ) — $ (3,085 ) December 31, 2021 17,248,621 $ 37,085 10,400,000 $ 52,936 27,648,621 $ 90,021

Accrued Expenses

Accrued Expenses	12 Months Ended
	Dec. 31, 2021
Accrued Expenses and Other Current Liabilities [Abstract]
ACCRUED EXPENSES	6. ACCRUED EXPENSES The following table summarizes the Company’s components of accrued expenses (in thousands): Year Ended 2021 2020 Compensation and benefits related $ 3,233 $ 291 Professional services and other 865 103 Total accrued expenses $ 4,098 $ 394

Debt

Debt	12 Months Ended
	Dec. 31, 2021
Debt Disclosure [Abstract]
DEBT	7. DEBT Term Loan In October 2020, the Company entered into a term loan that provides the Company with borrowings up to $3.5 million that becomes due on April 1, 2024. The loan consists of two tranches; a $1.5 million tranche which became available to the Company upon the close of the loan agreement in October 2020 and was available to the Company to draw through March 31, 2021. The second tranche of $2.0 million becomes available to the Company through September 30, 2021, upon the Company’s successful achievement of a milestone related to the development of the Company’s surgical robot. Although the milestone was achieved, the Company chose not to draw down the $2.0 million tranche. The term loan is interest -only -only -four The loan has no financial covenants but does contain monthly reporting requirements and gives the lender a first priority lien on all Company assets. No amounts were outstanding as of December 31, 2020. In March of 2021, the Company borrowed the first tranche of $1.5 million. As of December 31, 2021, $1.4 million was outstanding on the term loan. Deferred Financing Costs In connection with the term loan, the Company incurred $0.1 million in expenses, inclusive of the warrant expense, which are included in other long -term Common Stock Warrant In connection with the term loan, the Company issued the lender a warrant to purchase 254,794 shares of common stock at $0.41 per share. The common stock warrant was exercisable for 10 years from the date of issuance, was structured to survive a merger or acquisition (except all -cash are included in other long -term Equipment Loans In March 2019, the Company entered into two equipment loans with a vendor for the purchase of manufacturing machinery. The equipment loans had an aggregate principal balance of $185 at inception, with forty -eight The following table represents the future payments required under the noncancellable equipment agreements and includes interest of $4: Years Ended December 31, 2022 $ 50 2023 17 Total future equipment payments $ 67

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	8. COMMITMENTS and CONTINGENCIES The Company leases its office facility under noncancelable operating lease agreements expiring in March of 2032. Rent expense for the years ended December 31, 2021 and 2020 was $1,447 and $447, respectively. On January 25, 2021, the Company entered into a twelve -year In November of 2021, the landlord of the Company’s lease for its previous corporate headquarters, terminated the agreement and the Company and the landlord were disputing amounts due to the parties, if any, in accordance with the terms of the lease agreement. Subsequent to year end, the Company and landlord have agreed to settle their dispute for a payment to the landlord of $118. The Company has recorded this settlement by accruing $118 to general and administrative expense as of December 31, 2021. As the lease has been terminated, the minimum lease payments that would have been due under the agreement have been excluded from the future minimum lease payments table presented below. The following table presents the future minimum lease payments required under the Company’s noncancellable operating leases at December 31, 2021: Years Ended December 31, 2022 $ 1,644 2023 2,162 2024 2,286 2025 2,358 2026 2,430 Thereafter 13,936 Total future minimum lease payments $ 24,816 Legal Proceedings — From time to time, the Company may face legal claims or actions in the normal course of business. At each reporting date, the Company evaluates whether a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. The Company expenses as incurred the costs related to its legal proceedings.

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2021
Income Tax Disclosure [Abstract]
INCOME TAXES	9. INCOME TAXES The Company’s entire pretax loss for the years ended December 31, 2021 and 2020 was from its U.S. domestic operations. The Company recorded a tax loss for the years ended December 31, 2021 and 2020. Therefore, the Company recorded no current or deferred income tax expense or benefit for the years ended December 31, 2021 and 2020. A reconciliation of the Company’s statutory income tax rate to the Company’s effective income tax rate is as follows: Year Ended 2021 2020 Income at US Statutory Rate 21 % 21 % State taxes, net of Federal benefit 8 % 6 % Permanent differences 0 % (1 )% Change in fair value of warrants 2 % — % Transaction costs 5 % — % Stock-based compensation (1 )% — % Tax credits 4 % 4 % Change in valuation allowance (39 )% (30 )% 0 % 0 % The Company’s deferred tax assets and (liabilities) are as follows: Year Ended 2021 2020 Deferred Tax Assets: Net operating loss carryforwards $ 18,269 $ 7,602 Tax credits 2,727 1,244 Stock based compensation 657 23 Accruals and reserves 1,065 23 Depreciation and amortization 56 104 Total deferred tax assets before valuation allowance 22,774 8,996 Valuation allowance (22,774 ) (8,996 ) Net deferred tax assets $ — $ — As of December 31, 2021 and 2020 the Company is in a net deferred tax asset position. The deferred tax assets consist principally of net operating loss carryforwards and research and development tax credits. The future realization of the tax benefits from existing temporary differences and tax attributes, ultimately depends on the existence of sufficient taxable income. In assessing the realization of the deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. Management considers the scheduled reversal of projected future taxable income, and tax planning strategies in making this assessment. After consideration of all available evidence, both positive and negative, the Company has determined that it was more likely than not that the Company would not recognize the benefits of its federal and state net deferred tax assets. Accordingly, the Company has a full valuation allowance against the deferred tax assets as of December 31, 2021 and 2020. The change in the valuation allowance for the years ended December 31, 2021 and 2020 was an increase of $13.8 million and $3.9 million, respectively. The Company has incurred losses since inception that would generally be available to reduce future taxable income. As of December 31, 2021, the Company had U.S. federal net operating loss carryforwards of $67.3 million which includes $2.8 million that expire at various dates from 2034 through 2037, and $64.5 million that have an unlimited carryforward period. As of December 31, 2021, the Company had state net operating loss carryforwards of $65.2 million which includes $65.0 million that expire at various dates from 2035 through 2041, and $0.2 million that have an unlimited carryforward period. As of December 31, 2021, the Company had U.S. federal and state research and development tax credits of $1.6 million and $1.4 million respectively. The future realization of the Company’s net operating loss carryforwards and other tax attributes may also be limited by the change in ownership rules under Code Section 382. Under Section 382 of the Code, if a corporation undergoes an “ownership change” (as defined in Section 382 of the Code), the corporation’s ability to utilize its net operating loss carryforwards and other tax attributes to offset income may be limited. The Company has not completed a study to assess whether an ownership change has occurred or whether there have been multiple ownership changes. The Company files income tax returns in the U.S. federal jurisdiction and in any state and local jurisdiction in which it operates. The Company is subject to tax examination by various taxing authorities. The Company is not currently under examination and is not aware of any issues under review that could result in significant payments, accruals or material deviation from its tax positions. To the extent the Company has tax attribute carryforwards, the tax years in which the attribute was generated may still be adjusted upon examination by the Internal Revenue Service and state and local tax authorities to the extent utilized in a future period. As of December 31, 2021, the tax years from 2018 to present remain open to examination by relevant taxing jurisdictions to which the Company is subject. However, to the extent the Company utilizes net operating losses from years prior to 2018, the statute remains open to the extent of the net operating losses or other credits that are utilized. The calculation and assessment of the Company’s tax exposures generally involve the uncertainties in the application of complex tax laws and regulations for federal, state and local jurisdictions. A tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation, on the basis of the technical merits. As of December 31, 2021, the Company has not recorded any liabilities related to uncertain tax positions in its financial statements. Similarly, the Company has not accrued any interest and penalties related to uncertain tax positions as of December 31, 2021. The Company recognizes accrued interest and penalties, if any, related to uncertain tax positions in tax expense in its financial statements.

Stockholders' Equity

Stockholders' Equity	12 Months Ended
	Dec. 31, 2021
Stockholders' Equity Note [Abstract]
STOCKHOLDERS’ EQUITY	10. STOCKHOLDERS’ EQUITY Authorized Shares At December 31, 2021, the Company’s authorized shares consisted of 300,000,000 shares of Class A common stock, $0.0001 par value; and 22,000,000 shares of Class B common stock, $0.0001 par value; and 1,000,000 shares of preferred stock, par value of $0.0001 per share. Legacy Vicarious Surgical Preferred Stock In connection with the Business Combination, Legacy Vicarious Surgical’s Convertible Preferred Stock (“Legacy Convertible Preferred Stock”), previously classified as mezzanine was retroactively adjusted, converted into Common Stock, and reclassified to permanent equity as a result of the reverse recapitalization. As of December 31, 2021, there were no Legacy Convertible Preferred Stock authorized, issued or outstanding. The following table summarizes details of Legacy Convertible Preferred Stock authorized, issued and outstanding immediately prior to the Business Combination: Prior to Business Combination Shares Legacy Convertible Preferred Stock Authorized Issued and Preferred Series A Legacy Convertible Preferred Stock, $0.0001 par value 16,740,853 16,740,853 $ 6,477 Series A1 Legacy Convertible Preferred Stock, $0.0001 par value 26,107,321 26,107,321 16,678 Series A2 Legacy Convertible Preferred Stock, $0.0001 par value 10,036,853 10,036,853 9,995 Series A3 Legacy Convertible Preferred Stock, $0.0001 par value 18,267,057 13,665,901 13,520 Total 71,152,084 66,550,928 $ 46,670 The following describes the rights and preferences of the Company’s Legacy Convertible Preferred Stock prior to the conversion in the Business Combination: Voting -converted Dividends Liquidation Conversion Redemption -up Common Stock Classes of Common Stock Class A common stock receive 1 vote per share. Subject to preferences that may be applicable to any outstanding preferred stock, the holders of shares of Class A common stock are entitled to receive ratably such dividends, if any, as may be declared from time to time by the board of directors out of funds legally available for such purposes. In the event of any voluntary or involuntary liquidation, dissolution or winding up of our affairs, the holders of Class A common stock are entitled to share ratably in all assets remaining after payment of our debts and other liabilities, subject to prior distribution rights of preferred stock or any class or series of stock having a preference over the Class A common stock, then outstanding, if any. Class B common stock receives 20 votes per share and converts into Class A at a one -to-one -assessable -to-one -to-one Restricted Stock Agreements -year -six As of January 30, 2021 the shares were fully vested and on September 17, 2021, in connection with the recapitalization the shares were converted to Class B common stock. In 2021, subsequent to the recapitalization, the Company issued 749,691 restricted stock units (“RSUs”) of Class A common stock to employees and members of the board of directors. The RSUs vest over a four -year Shares Weighted Balance of unvested shares – January 1, 2020 217,602 $ 0.05 Granted 749,692 $ 12.53 Vested (269,243 ) $ 2.42 Balance of unvested shares – December 31, 2021 698,051 $ 12.54 The total stock -based -based Preferred Stock Preferred stock shares authorized may be issued from time to time in one or more series, with each series terms, voting, dividend, conversion, redemption, liquidation and other rights to be determined by the Board of Directors at the time of issuance. Warrants In D8’s initial public offering, on July 17, 2020 it sold units at a price of $10.00 per unit, which consisted of one D8 Class A ordinary share, $0.0001 par value, and one -half -allotment As of December 31, 2021, the Company had 17,248,621 Public Warrants and 10,400,000 Private Placement Warrants outstanding. The Public Warrants became exercisable at $11.50 per share 30 days after the completion of the September 17, 2021 Business Combination. When the warrants became redeemable by the Company, the Company may exercise its redemption right even if it is unable to register or qualify the underlying securities for sale under all applicable state securities laws. The Company filed a registration statement with the SEC that was declared effective as of October 22, 2021 covering the shares of Class A common stock issuable upon exercise of the warrants and is maintaining a current prospectus relating to those shares of Class A common stock until the warrants expire, are exercised or redeemed, as specified in the warrant agreement. The warrants will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. If (x) the Company issues additional shares of Class A common stock or equity -linked Redemption of Warrants when the price per share of Class A common stock equals or exceeds $18.00. • • • • -trading Redemption of Warrants when the price per share of Class A common stock equals or exceeds $10.00 • • • provided • -trading The Private Placement Warrants are identical to the Public Warrants except that the Private Placement Warrants and the shares of Class A common stock issuable upon exercise of the Private Placement Warrants, so long as they are held by the Sponsor or its permitted transferees, (i) will not be redeemable by the Company, (ii) may not (including the shares of Class A common stock issuable upon exercise of these warrants), subject to certain limited exceptions, be transferred, assigned or sold by the holders until 30 days after the completion of the initial Business Combination, (iii) may be exercised by the holders on a cashless basis and (iv) will be entitled to registration rights. If the Private Placement Warrants are held by holders other than the Sponsor or its permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by the holders on the same basis as the Public Warrants.

Stock-Based Compensation

Stock-Based Compensation	12 Months Ended
	Dec. 31, 2021
Stock-Based Compensation [Abstract]
STOCK-BASED COMPENSATION	11. Stock-based Compensation 2014 Plan -based -year 2021 Plan -based -year The Company grants stock options to employees at exercise prices deemed by the Board of Directors to be equal to the fair value of the common stock at the time of grant. The fair value of the Company’s stock options and warrants on the date of grant is determined by a Black -Scholes -free -party -length During the years ended December 31, 2021 and 2020, the Company granted options to purchase 5,870,433 and 3,415,779 -Scholes -pricing 2021 2020 Risk-free interest rate 0.45% – 1.45% 0.26% – 0.53% Expected lives, in years 5.20 – 6.11 5.00 – 6.08 Dividend yield — — Expected volatility 69.66% – 71.02% 67.45% – 70.36% Fair value of Common Stock $1.90 – $13.05 $1.34 The risk -free -employee -average At December 31, 2021 and 2020, the total gross unrecognized stock -based -average Total stock -based -based 2021 2020 Research and development $ 975 $ 335 Sales and marketing 621 (6 ) General and administrative 2,098 119 Total $ 3,694 $ 448 The Company plans to generally issue previously unissued shares of common stock for the exercise of stock options. There were 4,506,133 shares available for award under the Plan at December 31, 2021. The option activity of the Plan for the year ended December 31, 2021, is as follows: Options Exercise Weighted Outstanding at January 1, 2021 8,890,535 $ 0.31 7.89 Granted 5,870,433 5.82 9.41 Exercised (1,558,908 ) 0.28 7.05 Cancelled, forfeited, or expired (1,192,292 ) 1.14 — Outstanding at December 31, 2021 12,009,768 $ 2.92 7.76 Options vested December 31, 2021 4,280,515 $ 0.50 5.28 Options vested and expected to vest at December 31, 2021 12,009,768 $ 2.92 7.76 The weighted -average Common Stock Reserved for Future Issuance As of December 31, 2021 and 2020, the Company has reserved the following shares of Class A Common Stock for future issuance (in thousands): Year Ended 2021 2020 Common Stock options outstanding 12,010 8,891 Shares available for issuance under the Plan 4,506 5,699 Bank warrants — 254 Public warrants 17,249 17,250 Private warrants 10,400 10,400 Total shares of authorized Common Stock reserved for future issuance 44,165 42,494

Employee Retirement Plan

Employee Retirement Plan	12 Months Ended
	Dec. 31, 2021
Retirement Benefits [Abstract]
EMPLOYEE RETIREMENT PLAN	12. EMPLOYEE RETIREMENT PLAN The Company maintains the Vicarious Surgical Inc. 401(k) plan, under Section 401(k) of the Internal Revenue Code, covering all eligible employees. Employees of the Company may participate in the 401(k) Plan after three months of service and must be 21 years of age. The Company offers a company -funded

Net Loss Per Share

Net Loss Per Share	12 Months Ended
	Dec. 31, 2021
Earnings Per Share [Abstract]
NET LOSS PER SHARE	13. Net Loss Per Share The Company computes basic loss per share using net loss attributable to Vicarious Surgical Inc. common shareholders and the weighted -average -based For the Year Ended 2021 2020 Numerator for basic and diluted net loss per share: Net loss $ (35,207 ) $ (12,875 ) Denominator for basic and diluted net loss per share: Weighted average shares 96,690,716 78,736,661 Net loss per Class A and Class B common stock – basic and diluted $ (0.36 ) $ (0.16 ) For the years ended December 31, 2021 and 2020 the effect of dilutive securities, including non -vested

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2021
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	14. SUBSEQUENT EVENTS Management has evaluated subsequent events occurring through the date that these financial statements were issued and determined that no subsequent events other than that disclosed above or in the notes to these financial statements have occurred that would require recognition or disclosure in these financial statements.

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with US GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting periods presented. Estimates are used for, but are not limited to, the Company’s ability to continue as a going concern, depreciation of property and equipment, fair value of financial instruments, and contingencies. Actual results may differ from those estimates. The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. Management has evaluated whether there are conditions and events that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date the financial statements are issued. Since its inception, the Company has incurred net losses and negative cash flows from operations.
Cash and Cash Equivalents	Cash and Cash Equivalents Cash and cash equivalents consist of checking accounts and money market funds. The Company considers all highly liquid investments with an original maturity of 90 days or less at the date of purchase to be cash equivalents.
Restricted Cash	Restricted Cash The Company has an agreement to maintain a cash balance of $1,055 and $118 at December 31, 2021 and 2020, respectively as collateral for letters of credit related to the Company’s leases. The balance is classified as long -term
Short-Term Investments	Short-Term Investments All of the Company’s investments, which consist of certificates of deposit, are classified as available for sale and are carried at fair value. There were no unrealized gains for the years ended December 31, 2021 and 2020. The Company held no other investments as of December 31, 2021 and 2020.
Concentrations of Credit Risk and Off-Balance-Sheet Risk	Concentrations of Credit Risk and Off-Balance-Sheet Risk The Company has no significant off -balance-sheet -credit
Warrant Liabilities	Warrant Liabilities The Company does not use derivative instruments to hedge its exposures to cash flow, market or foreign currency risks. Management evaluates all of the Company’s financial instruments, including issued Warrants to purchase its Class A common stock, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815 -15 -assessed As part of the Business Combination, the Company assumed 17,249,991 Public Warrants that are exercisable to purchase shares of Class A common stock to investors as well as 10,400,000 Private Placement Warrants. All of the Company’s outstanding Warrants are recognized as derivative liabilities in accordance with ASC 815 -40 -measurement -Scholes
Property and Equipment	Property and Equipment Property and equipment are recorded at cost. Expenditures for repairs and maintenance are expensed as incurred. When assets are retired or disposed of, the assets and related accumulated depreciation are eliminated from the accounts, and any resulting gain or loss is included in the determination of net loss. Depreciation is calculated using the straight -line
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets The Company continually evaluates whether events or circumstances have occurred that indicate that the estimated remaining useful life of its long -lived
Guarantees and Indemnifications	Guarantees and Indemnifications As permitted under Delaware law, the Company indemnifies its officers, directors, consultants and employees for certain events or occurrences that happen by reason of the relationship with, or position held at, the Company. Through December 31, 2021, the Company had not experienced any losses related to these indemnification obligations, and no claims were outstanding. The Company does not expect significant claims related to these indemnification obligations and, consequently, concluded that the fair value of these obligations is negligible, and no related liabilities have been established.
Research and Development	Research and Development Research and development costs are expensed in the period incurred. Research and development costs include payroll and personnel expenses, consulting costs, software and webservices, legal, raw materials and allocated overhead such as depreciation and amortization, rent and utilities. Advance payments for goods and services to be used in future research and development activities are recorded as prepaid expenses and are expensed over the service period as the services are provided or when the goods are consumed.
Stock-Based Compensation	Stock-Based Compensation The Company accounts for all stock -based -based The fair value of the Company’s stock options and warrants on the date of grant is determined by a Black -Scholes -party Company’s capital stock, including convertible preferred stock, the effect of the rights and preferences of the preferred shareholders, and the prospects of a liquidity event, among others, as the Company’s common stock is was not actively traded. Since becoming a publicly traded company, the Company uses its publicly traded stock price as the fair value of its common stock.
Income Taxes	Income Taxes The Company accounts for income taxes under the asset and liability method pursuant to ASC 740, Accounting for Income Taxes The Company recognizes deferred tax assets to the extent that management believes that these assets are more likely than not to be realized in the future. In making such a determination, management considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax -planning The Company provides reserves for potential payments of taxes to various tax authorities related to uncertain tax positions. Amounts recognized are based on a determination of whether a tax benefit taken by the Company in its tax filings or positions is “more likely than not” to be sustained on audit. The amount recognized is equal to the largest amount that is more than 50% likely to be sustained. Interest and penalties associated with uncertain tax positions are recorded as a component of income tax expense.
Net Loss Per Share	Net Loss Per share Basic net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted average number of common shares outstanding for the period. Diluted net loss attributable to common stockholders is computed by adjusting net loss attributable to common stockholders to reallocate undistributed earnings based on the potential impact of dilutive securities. Diluted loss per share attributable to common stockholders is computed by dividing the diluted net loss attributable to common stockholders by the weighted average number of common shares outstanding for the period, including potential dilutive common stock. For purpose of this calculation, outstanding stock options, stock warrants and convertible preferred stock are considered potential dilutive common stock and are excluded from the computation of net loss per share as their effect is anti -dilutive Accordingly, in periods in which the Company reports a net loss, such losses are not allocated to such participating securities. In periods in which the Company reports a net loss attributable to common stockholders, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders, since dilutive common shares are not assumed to be outstanding if their effect is anti -dilutive
Comprehensive Loss	Comprehensive Loss There were no differences between net loss and comprehensive loss presented in the statements of operations for 2021 and 2020.
Segments	Segments Operating segments are identified as components of an enterprise about which separate discrete financial information is made available for evaluation by the chief operating decision maker (“CODM”) in making decisions regarding resource allocation and assessing performance. The CODM is the Company’s chief executive officer. The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions. The Company’s singular concentration is focused on the development of its virtual reality surgical system.
Emerging Growth Company Status	Emerging Growth Company Status The Company is an “emerging growth company,” (“EGC”) as defined in the Jumpstart Our Business Startups Act, (the “JOBS Act”), and may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not EGCs. The Company may take advantage of these exemptions until it is no longer an EGC under Section 107 of the JOBS Act and has elected to use the extended transition period for complying with new or revised accounting standards. As a result of this election, the Company’s financial statements may not be comparable to companies that comply with public company Financial Accounting Standards Board (“FASB”) standards’ effective dates. The Company may take advantage of these exemptions up until the last day of the fiscal year following the fifth anniversary of an offering or such earlier time that it is no longer an EGC.
Recently Issued Accounting Standards	Recently Issued Accounting Standards In February 2016, the FASB issued Accounting Standards Updates (“ASU”) No. 2016 -02 Leases (Topic 842) -02 In June 2016, the FASB issued ASU No. 2016 -13 Financial Instruments -Credit Losses: Measurement of Credit Losses on Financial Instruments (Topic 326) -13 -13 -04 Codification Improvements to Topic 326, Financial Instruments -Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments -13 In December 2019, the FASB issued ASU No. 2019 -12 Simplifying the Accounting for Income Taxes -12 -period -12
Fair Value of Financial Instruments	Fair Value of Financial Instruments US GAAP requires disclosure of fair value information about financial instruments, whether or not recognized in the balance sheet, for which it is practicable to estimate that value. US GAAP provides a fair value hierarchy that prioritizes the inputs for the valuation techniques. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements) and minimizes the use of unobservable inputs. The most observable inputs are used, when available. The three levels of the fair value hierarchy are described as follows: Level 1 Level 2 Level 3 The carrying values of prepaid expenses, accounts payable, and accrued expenses approximate their fair values due to the short -term The fair value of Public Warrants, was determined from their trading value on public markets. The fair value of Private Warrants was calculated using the Black -Scholes

Acquisition (Tables)

Acquisition (Tables)	12 Months Ended
	Dec. 31, 2021
Business Combinations [Abstract]
Schedule of business combination to the statement of cash flow and changes in equity	Recapitalization Cash – D8’s trust and cash (net of redemptions) $ 77,993 Cash – PIPE Financing 142,000 Less: Transaction costs and advisory fees (29,569 ) Net proceeds from reverse recapitalization 190,424 Less: Warrant liabilities assumed (93,110 ) Net assets and liabilities assumed in reverse recapitalization $ 97,314
Schedule of the number of shares of common stock issued	Number of Common stock, outstanding prior to the Business Combination 34,500,000 Less: Redemption of D8 shares (26,745,028 ) D8 Public Shares 7,754,972 D8 Sponsor Shares 8,625,000 Shares issued in PIPE financing 14,200,000 Business combination and PIPE financing shares 30,579,972 Legacy Vicarious Surgical shares (1) 88,042,340 Total shares of common stock immediately after Business Combination 118,622,312

Property and Equipment, Net (Ta

Property and Equipment, Net (Tables)	12 Months Ended
	Dec. 31, 2021
Property and Equipment, Net Table [Abstract]
Schedule of property and equipment, net	Estimated December 31, 2021 2020 Machinery and equipment 3 to 5 years $ 957 $ 535 Furniture and fixed assets 3 to 7 years 186 103 Computer hardware and software 3 years 259 67 Leasehold improvements Lesser of lease term or asset life 1,432 24 Total property and equipment 2,834 729 Less accumulated depreciation (584 ) (284 ) Property and equipment, net $ 2,250 $ 445

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	12 Months Ended
	Dec. 31, 2021
Fair Value Disclosures [Abstract]
Schedule of quantitative financial assets measured at fair value on a recurring basis	December 31, 2021 Quoted Prices Significant Significant Total Assets: Money market funds $ 171,196 $ — $ — $ 171,196 Total assets $ 171,196 $ — $ — $ 171,196 Liabilities: Warrant liabilities – public warrants $ 37,085 $ — $ — $ 37,085 Warrant liabilities – private warrants — $ — 52,936 52,936 Total liabilities $ 37,085 $ — $ 52,936 $ 90,021 December 31, 2020 Quoted Prices Significant Significant Total Assets: Money market funds $ 15,768 $ — $ — $ 15,768 Total assets $ 15,768 $ — $ — $ 15,768
Schedule of quantitative information regarding Level 3 fair value measurements	Private Warrants As of As of As of Volatility 62.5 % 62.5 % 60.0 % Stock price $ 11.57 $ 14.96 $ 10.62 Expected life 5.0 years 5.0 years 4.7 years Risk-free rate 0.90 % 1.00 % 1.2 % Dividend yield 0.00 % 0.00 % 0.00 %
Schedule of change in number and value of warrants	Public Private Total Shares Value Shares Value Shares Value September 17, 2021 17,249,991 $ 29,670 10,400,000 $ 63,440 27,649,991 $ 93,110 Exercised (1,370 ) (4 ) — — (1,370 ) (4 ) Change in value — $ 7,419 — $ (10,504 ) — $ (3,085 ) December 31, 2021 17,248,621 $ 37,085 10,400,000 $ 52,936 27,648,621 $ 90,021

Accrued Expenses (Tables)

Accrued Expenses (Tables)	12 Months Ended
	Dec. 31, 2021
Accrued Expense and Other Current Liabilities [Abstract]
Schedule of accrued expenses	Year Ended 2021 2020 Compensation and benefits related $ 3,233 $ 291 Professional services and other 865 103 Total accrued expenses $ 4,098 $ 394

Debt (Tables)

Debt (Tables)	12 Months Ended
	Dec. 31, 2021
Debt Disclosure [Abstract]
Schedule of the future payments required under the noncancellable equipment	Years Ended December 31, 2022 $ 50 2023 17 Total future equipment payments $ 67

Commitments and Contingencies (

Commitments and Contingencies (Tables)	12 Months Ended
	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Schedule of future minimum lease payments	Years Ended December 31, 2022 $ 1,644 2023 2,162 2024 2,286 2025 2,358 2026 2,430 Thereafter 13,936 Total future minimum lease payments $ 24,816

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Schedule of company’s statutory income tax rate to the company’s effective income tax rate	Year Ended 2021 2020 Income at US Statutory Rate 21 % 21 % State taxes, net of Federal benefit 8 % 6 % Permanent differences 0 % (1 )% Change in fair value of warrants 2 % — % Transaction costs 5 % — % Stock-based compensation (1 )% — % Tax credits 4 % 4 % Change in valuation allowance (39 )% (30 )% 0 % 0 %
Schedule of company’s deferred tax assets and liabilities	Year Ended 2021 2020 Deferred Tax Assets: Net operating loss carryforwards $ 18,269 $ 7,602 Tax credits 2,727 1,244 Stock based compensation 657 23 Accruals and reserves 1,065 23 Depreciation and amortization 56 104 Total deferred tax assets before valuation allowance 22,774 8,996 Valuation allowance (22,774 ) (8,996 ) Net deferred tax assets $ — $ —

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	12 Months Ended
	Dec. 31, 2021
Stockholders' Equity Note [Abstract]
Schedule of convertible preferred stock authorized, issued and outstanding	Prior to Business Combination Shares Legacy Convertible Preferred Stock Authorized Issued and Preferred Series A Legacy Convertible Preferred Stock, $0.0001 par value 16,740,853 16,740,853 $ 6,477 Series A1 Legacy Convertible Preferred Stock, $0.0001 par value 26,107,321 26,107,321 16,678 Series A2 Legacy Convertible Preferred Stock, $0.0001 par value 10,036,853 10,036,853 9,995 Series A3 Legacy Convertible Preferred Stock, $0.0001 par value 18,267,057 13,665,901 13,520 Total 71,152,084 66,550,928 $ 46,670
Schedule of activity for common stock subject to vesting	Shares Weighted Balance of unvested shares – January 1, 2020 217,602 $ 0.05 Granted 749,692 $ 12.53 Vested (269,243 ) $ 2.42 Balance of unvested shares – December 31, 2021 698,051 $ 12.54

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	12 Months Ended
	Dec. 31, 2021
Stock-Based Compensation Tables [Abstract]
Schedule of stock based compensation black-Scholes option-pricing model	2021 2020 Risk-free interest rate 0.45% – 1.45% 0.26% – 0.53% Expected lives, in years 5.20 – 6.11 5.00 – 6.08 Dividend yield — — Expected volatility 69.66% – 71.02% 67.45% – 70.36% Fair value of Common Stock $1.90 – $13.05 $1.34
Schedule of stock-based awards granted	2021 2020 Research and development $ 975 $ 335 Sales and marketing 621 (6 ) General and administrative 2,098 119 Total $ 3,694 $ 448
Schedule of option activity of the Plan	Options Exercise Weighted Outstanding at January 1, 2021 8,890,535 $ 0.31 7.89 Granted 5,870,433 5.82 9.41 Exercised (1,558,908 ) 0.28 7.05 Cancelled, forfeited, or expired (1,192,292 ) 1.14 — Outstanding at December 31, 2021 12,009,768 $ 2.92 7.76 Options vested December 31, 2021 4,280,515 $ 0.50 5.28 Options vested and expected to vest at December 31, 2021 12,009,768 $ 2.92 7.76
Schedule of shares of class A common stock	Year Ended 2021 2020 Common Stock options outstanding 12,010 8,891 Shares available for issuance under the Plan 4,506 5,699 Bank warrants — 254 Public warrants 17,249 17,250 Private warrants 10,400 10,400 Total shares of authorized Common Stock reserved for future issuance 44,165 42,494

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	12 Months Ended
	Dec. 31, 2021
Earnings Per Share [Abstract]
Schedule of computes basic loss per share	For the Year Ended 2021 2020 Numerator for basic and diluted net loss per share: Net loss $ (35,207 ) $ (12,875 ) Denominator for basic and diluted net loss per share: Weighted average shares 96,690,716 78,736,661 Net loss per Class A and Class B common stock – basic and diluted $ (0.36 ) $ (0.16 )

Nature of Business and Basis _2

Nature of Business and Basis of Presentation (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Apr. 15, 2021	Dec. 31, 2021
Nature of Business and Basis of Presentation (Details) [Line Items]
Cash		$ 190,424
Transaction costs		$ 29,569
Business Combination [Member]
Nature of Business and Basis of Presentation (Details) [Line Items]
Business combination agreement, description	On April 15, 2021, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with D8 Holdings Corp (“D8”) to effect a business combination between D8 and the Company with the Company surviving the merger as a wholly owned subsidiary of D8 (the “Business Combination”). On September 17, 2021 the Merger Agreement was effected, and each share of Vicarious Surgical Inc. stock was exchanged for 3.29831 shares of D8 common stock. The Company received total proceeds of $77,993 after redemptions. In connection with the Business Combination, D8 entered into subscription agreements with subscribers who agreed to purchase an aggregate of 14,200,000 shares of Class A common stock for a purchase price of $142,000 (the “PIPE”), all of which were issued on the effective date.
Business combination acquire, description		In accordance with guidance applicable to these circumstances, the equity structure has been restated in all comparable periods up to September 17, 2021, to reflect the number of shares of the Company’s common stock, $0.0001 par value per share, issued to Legacy Vicarious Surgical’s stockholders in connection with the Business Combination. As such, the shares and corresponding capital amounts and earnings per share related to Legacy Vicarious Surgical’s outstanding convertible preferred stock and Legacy Vicarious Surgical’s common stock prior to the Business Combination have been retroactively restated as shares reflecting the exchange ratio of 3.29831

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Summary of Significant Accounting Policies (Details) [Line Items]
Going concern	1 year
Cash balance	$ 1,055	$ 118
Private placement warrants (in Shares)	10,400,000
Disposed of fixed assets	$ 24
Accumulated depreciation	16
Loss on disposal	$ 8
Percentage of recognized amount	50.00%
Public Warrants [Member]
Summary of Significant Accounting Policies (Details) [Line Items]
Public warrants (in Shares)	17,249,991

Acquisition (Details)

Acquisition (Details) - USD ($)	1 Months Ended	12 Months Ended
	Sep. 17, 2021	Dec. 31, 2021	Dec. 31, 2020
Acquisition (Details) [Line Items]
Exchange ratio of shares converted into common stock	3.29831	3.29831
Increased total number of authorized shares of all classes of capital stock	143,931,076
Common stock, par value (in Dollars per share)	$ 0.0001
Aggregate shares of common stock	14,200,000
Aggregate purchase price (in Dollars)	$ 142,000
Business Acquisition [Member]
Acquisition (Details) [Line Items]
Aggregate purchase price (in Dollars per share)	$ 10
Class A Common Stock [Member]
Acquisition (Details) [Line Items]
Designated shares of common stock	124,141,216
Common stock, par value (in Dollars per share)		$ 0.0001	$ 0.0001
Class B Common Stock [Member]
Acquisition (Details) [Line Items]
Designated shares of common stock	19,789,860
Common stock, par value (in Dollars per share)		$ 0.0001	$ 0.0001

Acquisition (Details) - Schedul

Acquisition (Details) - Schedule of business combination to the statement of cash flow and changes in equity $ in Thousands	12 Months Ended
	Dec. 31, 2021USD ($)
Schedule of business combination to the statement of cash flow and changes in equity [Abstract]
Cash - D8’s trust and cash (net of redemptions)	$ 77,993
Cash - PIPE Financing	142,000
Less: Transaction costs and advisory fees	(29,569)
Net proceeds from reverse recapitalization	190,424
Less: Warrant liabilities assumed	(93,110)
Net assets and liabilities assumed in reverse recapitalization	$ 97,314

Acquisition (Details) - Sched_2

Acquisition (Details) - Schedule of number of shares of common stock issued	12 Months Ended
	Dec. 31, 2021USD ($)shares
Schedule of number of shares of common stock issued [Abstract]
Common stock, outstanding prior to the Business Combination	34,500,000
Less: Redemption of D8 shares (in Dollars) | $	$ (26,745,028)
D8 Public Shares	7,754,972
D8 Sponsor Shares	8,625,000
Shares issued in PIPE financing	14,200,000
Business combination and PIPE financing shares	30,579,972
Legacy Vicarious Surgical shares	88,042,340	[1]
Total shares of common stock immediately after Business Combination	118,622,312
[1]	The number of Legacy Vicarious Surgical shares was determined from the shares of Legacy Vicarious Surgical shares outstanding immediately prior to the closing of the business combination converted at the Exchange Ratio of 3.29831. All fractional shares were rounded down.

Property and Equipment, Net (De

Property and Equipment, Net (Details) - USD ($) $ in Thousands	8 Months Ended	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Property, Plant and Equipment [Abstract]
Leasehold improvements		$ 840
Amount paid to vendors		840
Disposed of fixed assets		24
Accumulated depreciation		16
Loss on the disposal		8
Depreciation expense	$ 157	316	$ 157
Machinery gross value				$ 232
Cash				47
Equipment loans				$ 185
Accumulated amortization		$ 155	$ 97

Property and Equipment, Net (_2

Property and Equipment, Net (Details) - Schedule of property and equipment, net - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 729	$ 2,834
Less accumulated depreciation	(284)	(584)
Property and equipment, net	445	2,250
Machinery and equipment [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment	535	957
Furniture and fixed assets [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 103	186
Computer hardware and software [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, estimated useful lives	3 years
Total property and equipment	$ 67	259
Leasehold improvements [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 24	$ 1,432
Property and equipment, estimated useful lives, description	Lesser of lease term or asset life
Minimum [Member] | Machinery and equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, estimated useful lives	3 years
Minimum [Member] | Furniture and fixed assets [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, estimated useful lives	3 years
Maximum [Member] | Machinery and equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, estimated useful lives	5 years
Maximum [Member] | Furniture and fixed assets [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, estimated useful lives	7 years

Fair Value Measurements (Detail

Fair Value Measurements (Details) $ in Millions	12 Months Ended
	Dec. 31, 2021USD ($)
Fair Value Disclosures [Abstract]
Fair value of liabilities	$ 3.1

Fair Value Measurements (Deta_2

Fair Value Measurements (Details) - Schedule of quantitative financial assets measured at fair value on a recurring basis - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Assets:
Money market funds	$ 171,196	$ 15,768
Total assets	171,196	15,768
Liabilities:
Warrant liabilities - public warrants	37,085
Warrant liabilities - private warrants	52,936
Total liabilities	90,021
Quoted Prices in Active Markets for Identical Items (Level 1) [Member]
Assets:
Money market funds	171,196	15,768
Total assets	171,196	15,768
Liabilities:
Warrant liabilities - public warrants	37,085
Warrant liabilities - private warrants
Total liabilities	37,085
Significant Other Observable Inputs (Level 2) [Member]
Assets:
Money market funds
Total assets
Liabilities:
Warrant liabilities - public warrants
Warrant liabilities - private warrants
Total liabilities
Significant Unobservable Inputs (Level 3) [Member]
Assets:
Money market funds
Total assets
Liabilities:
Warrant liabilities - public warrants
Warrant liabilities - private warrants	52,936
Total liabilities	$ 52,936

Fair Value Measurements (Deta_3

Fair Value Measurements (Details) - Schedule of quantitative information regarding Level 3 fair value measurements - $ / shares	Sep. 17, 2021	Sep. 30, 2021	Dec. 31, 2021
Schedule of quantitative information regarding Level 3 fair value measurements [Abstract]
Volatility	62.50%	62.50%	60.00%
Stock price (in Dollars per share)	$ 11.57	$ 14.96	$ 10.62
Expected life	5 years	5 years	4 years 8 months 12 days
Risk-free rate	0.90%	1.00%	1.20%
Dividend yield	0.00%	0.00%	0.00%

Fair Value Measurements (Deta_4

Fair Value Measurements (Details) - Schedule of change in number and value of warrants	3 Months Ended
	Dec. 31, 2021USD ($)shares
Fair Value Measurements (Details) - Schedule of change in number and value of warrants [Line Items]
Shares at beginning | shares	27,649,991
Value at beginning | $	$ 93,110
Exercised | shares	(1,370)
Exercised | $	$ (4)
Change in value | shares
Change in value | $	$ (3,085)
Shares at ending | shares	27,648,621
Value at ending | $	$ 90,021
Public [Member]
Fair Value Measurements (Details) - Schedule of change in number and value of warrants [Line Items]
Shares at beginning | shares	17,249,991
Value at beginning | $	$ 29,670
Exercised | shares	(1,370)
Exercised | $	$ (4)
Change in value | shares
Change in value | $	$ 7,419
Shares at ending | shares	17,248,621
Value at ending | $	$ 37,085
Private [Member]
Fair Value Measurements (Details) - Schedule of change in number and value of warrants [Line Items]
Shares at beginning | shares	10,400,000
Value at beginning | $	$ 63,440
Exercised | shares
Exercised | $
Change in value | shares
Change in value | $	$ (10,504)
Shares at ending | shares	10,400,000
Value at ending | $	$ 52,936

Accrued Expenses (Details) - Sc

Accrued Expenses (Details) - Schedule of accrued expenses - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Schedule of accrued expenses [Abstract]
Compensation and benefits related	$ 3,233	$ 291
Professional services and other	865	103
Total accrued expenses	$ 4,098	$ 394

Debt (Details)

Debt (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended		12 Months Ended
	Mar. 31, 2021	Oct. 31, 2020	Dec. 31, 2021	Dec. 31, 2020
Debt Disclosure [Abstract]
Company borrowing		$ 3,500
Tranche, description			The loan consists of two tranches; a $1.5 million tranche which became available to the Company upon the close of the loan agreement in October 2020 and was available to the Company to draw through March 31, 2021. The second tranche of $2.0 million becomes available to the Company through September 30, 2021, upon the Company’s successful achievement of a milestone related to the development of the Company’s surgical robot. Although the milestone was achieved, the Company chose not to draw down the $2.0 million tranche.
Term loan, description			The term loan is interest-only through September 30, 2021, at which time the Company made the first of 30 equal monthly payments of principal plus interest. Upon receipt of the second tranche, the interest-only window will be extended by six months to March 30, 2022, then followed by twenty-four equal monthly payments of principal plus interest. The term loan bears interest at a floating rate equal to the Prime Rate, but not less than a minimum rate of 3.25%. In addition, the final payment made at the earlier of the maturity of the loan or its termination is to include a deferred interest payment of 7.5% of the amount borrowed, resulting in a minimum annual rate of 5.98% to be paid to the lender. In the event the Company chooses to repay the term loan prior to the first anniversary of the term loan closing, a prepayment fee of 3% of the outstanding principal balance will apply. The prepayment fee is reduced to 2% if paid after the first anniversary date but before the second anniversary date and then is 1% thereafter. The prepayment fee does not apply if the Company and the bank agree to refinance the loan prior to maturity
Outstanding term loan	$ 1,500		$ 1,400
Incurred expenses				$ 100
Warrant to purchase shares (in Shares)			254,794
Common stock price per share (in Dollars per share)			$ 0.41
Exercise of warrant term			10 years
Fair value of common stock warrant per share (in Shares)			0.33
Total deferred financing costs				$ 85
Net insurance shares of common stock (in Shares)			146,577
Equipment loans, description			The equipment loans had an aggregate principal balance of $185 at inception, with forty-eight equal monthly payments of principal and interest due beginning ninety days after taking possession of the machinery. The equipment loans are collateralized by the underlying machinery. As of December 31, 2021 and 2020, the aggregate outstanding principal balance of the equipment loans was $16 and $63, respectively, net of current portion of $47.

Debt (Details) - Schedule of th

Debt (Details) - Schedule of the future payments required under the noncancellable equipment $ in Thousands	Dec. 31, 2021USD ($)
Schedule of the future payments required under the noncancellable equipment [Abstract]
2022	$ 50
2023	17
Total future equipment payments	$ 67

Commitments and Contingencies_2

Commitments and Contingencies (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Nov. 30, 2021	Dec. 31, 2021	Jan. 25, 2021
Commitments and Contingencies (Details) [Line Items]
Rental payments due			$ 9,700
Payment to landlord	$ 118
General and administrative expense		$ 118
Minimum [Member]
Commitments and Contingencies (Details) [Line Items]
Rental payments due		9,700
Maximum [Member]
Commitments and Contingencies (Details) [Line Items]
Rental payments due		$ 25,000

Commitments and Contingencies_3

Commitments and Contingencies (Details) - Schedule of future minimum lease payments $ in Thousands	Dec. 31, 2021USD ($)
Schedule of future minimum lease payments [Abstract]
2022	$ 1,644
2023	2,162
2024	2,286
2025	2,358
2026	2,430
Thereafter	13,936
Total future minimum lease payments	$ 24,816

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Income Taxes (Details) [Line Items]
Valuation allowance	$ 13.8	$ 3.9
Net operating loss carryforwards	2.8
Net operating loss unlimited carryforwards	64.5
State net operating loss carryforwards	65
State net operating loss unlimited carryforward	0.2
Research and development tax credits	1.4
Foreign Tax Authority [Member]
Income Taxes (Details) [Line Items]
Net operating loss carryforwards	67.3
Research and development tax credits	1.6
State [Member]
Income Taxes (Details) [Line Items]
State net operating loss carryforwards	$ 65.2

Income Taxes (Details) - Schedu

Income Taxes (Details) - Schedule of company’s statutory income tax rate to the company’s effective income tax rate	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Schedule of company’s statutory income tax rate to the company’s effective income tax rate [Abstract]
Income at US Statutory Rate	21.00%	21.00%
State taxes, net of Federal benefit	8.00%	6.00%
Permanent differences	0.00%	(1.00%)
Change in fair value of warrants	2.00%
Transaction costs	5.00%
Stock-based compensation	(1.00%)
Tax credits	4.00%	4.00%
Change in valuation allowance	(39.00%)	(30.00%)
Total	0.00%	0.00%

Income Taxes (Details) - Sche_2

Income Taxes (Details) - Schedule of company’s deferred tax assets and liabilities - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Deferred Tax Assets:
Net operating loss carryforwards	$ 18,269	$ 7,602
Tax credits	2,727	1,244
Stock based compensation	657	23
Accruals and reserves	1,065	23
Depreciation and amortization	56	104
Total deferred tax assets before valuation allowance	22,774	8,996
Valuation allowance	(22,774)	(8,996)
Net deferred tax assets

Stockholders' Equity (Details)

Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Millions	Jul. 24, 2020	Jul. 17, 2020	Sep. 17, 2021	Dec. 31, 2021	Dec. 31, 2020
Stockholders' Equity (Details) [Line Items]
Common stock, par value			$ 0.0001
Preferred stock, shares authorized (in Shares)				1,000,000	1,000,000
Preferred stock, par value				$ 0.0001	$ 0.0001
Common stock gross proceeds (in Dollars)				$ 40
Preferred stock share holders percentage				50.00%
Restricted stock agreement, description				In 2014, the Company issued 19,789,860 shares of Legacy Class A common stock to the initial founders of the Company at par that contained a repurchase right by the Company at the lesser of the original purchase price of $0.0001 per share or the then current fair value of the share, which lapsed over a four-year period. In 2016 and 2018 these shares were amended with respect to the lapse of the repurchase rights, such that beginning as of January 2018 60% percent of the shares were vested and the remaining shares vest over a thirty-six month period.
Recognized over a weighted average period				3 years 3 months 18 days
Price per share				$ 0.41
Exercisable to purchase price per share		$ 11.5
Additional shares (in Shares)	900,000
Private placement warrants outstanding (in Shares)				10,400,000
Exercisable price per share			$ 11.5
Warrant description				Redemption of Warrants when the price per share of Class A common stock equals or exceeds $18.00. The Company may call the Public Warrants for redemption:•        in whole and not in part;•        at a price of $0.01 per warrant;•        upon a minimum of 30 days’ prior written notice of redemption; and•        if, and only if, the last reported sale price of Class A common stock equals or exceeds $18.00 per share (as adjusted) for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders.
Business Acquisition [Member]
Stockholders' Equity (Details) [Line Items]
Business Combination Description				If (x) the Company issues additional shares of Class A common stock or equity-linked securities for capital raising purposes in connection with the closing of its initial Business Combination at an issue price or effective issue price of less than $9.20 per share of Class A common stock (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors and, in the case of any such issuance to the initial shareholders or their affiliates, without taking into account any Founder Shares held by the initial shareholders or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the initial Business Combination on the date of the consummation of our initial Business Combination (net of redemptions), and (z) the volume weighted average trading price of Class A common stock during the 10 trading day period starting on the trading day prior to the day on which the Company consummates the initial Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the Warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, and the $18.00 per share redemption trigger prices described below under “Redemption of Warrants when the price per share of Class A common stock equals or exceeds $18.00” will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price, and the $10.00 per share redemption trigger price described below under “Redemption of Warrants when the price per share of Class A common stock equals or exceeds $10.00” will be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price.
Restricted Stock Units (RSUs) [Member]
Stockholders' Equity (Details) [Line Items]
Issued shares (in Shares)				749,691
Stock-based compensation (in Dollars)				$ 0.8
Total unrecognized stock-based compensation expense (in Dollars)				8.4
Granted aggregate intrinsic value (in Dollars)				6.4
Vested aggregate intrinsic value (in Dollars)				0.5
Outstanding aggregate intrinsic value (in Dollars)				$ 6
IPO [Member]
Stockholders' Equity (Details) [Line Items]
Common stock, par value		0.0001
Price per share		10
Private Placement [Member]
Stockholders' Equity (Details) [Line Items]
Price per share		$ 1
Private placement warrants (in Shares)		8,000,000
Additional shares (in Shares)	1,500,000
Public warrants (in Shares)				17,248,621
Class A Common Stock [Member]
Stockholders' Equity (Details) [Line Items]
Common stock, shares authorized (in Shares)				300,000,000
Common stock, par value				$ 0.0001	0.0001
Warrant description				Redemption of Warrants when the price per share of Class A common stock equals or exceeds $10.00. The Company may call the Public Warrants for redemption:•        in whole and not in part;•        at a price of $0.10 per warrant;•        upon a minimum of 30 days’ prior written notice of redemption; provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares based on the redemption date and the “fair market value” of the Company’s Class A common stock; and
Class A Common Stock [Member] | Warrant [Member]
Stockholders' Equity (Details) [Line Items]
Price per share		$ 11.5
Class B Common Stock [Member]
Stockholders' Equity (Details) [Line Items]
Common stock, shares authorized (in Shares)				22,000,000
Common stock, par value				$ 0.0001	$ 0.0001
Series A Preferred Stock [Member]
Stockholders' Equity (Details) [Line Items]
Preferred Stock price per share				0.3926
Preferred stock conversion price per share				0.3926
Series A1 Preferred Stock [Member]
Stockholders' Equity (Details) [Line Items]
Preferred Stock price per share				0.642
Preferred stock conversion price per share				0.642
Series A2 Preferred Stock [Member]
Stockholders' Equity (Details) [Line Items]
Preferred Stock price per share				0.9963
Preferred stock conversion price per share				0.9963
Series A3 Preferred Stock [Member]
Stockholders' Equity (Details) [Line Items]
Preferred Stock price per share				0.9963
Preferred stock conversion price per share				$ 0.9963

Stockholders' Equity (Details)

Stockholders' Equity (Details) - Schedule of convertible preferred stock authorized, issued and outstanding	Dec. 31, 2021USD ($)shares
Condensed Balance Sheet Statements, Captions [Line Items]
Prior to Business Combination, Authorized	71,152,084
Prior to Business Combination, Issued	66,550,928
Prior to Business Combination, Outstanding	66,550,928
Prior to Business Combination, Preferred Stock (in Dollars) | $	$ 46,670
Series A Legacy Convertible Preferred Stock [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Prior to Business Combination, Authorized	16,740,853
Prior to Business Combination, Issued	16,740,853
Prior to Business Combination, Outstanding	16,740,853
Prior to Business Combination, Preferred Stock (in Dollars) | $	$ 6,477
Series A1 Legacy Convertible Preferred Stock [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Prior to Business Combination, Authorized	26,107,321
Prior to Business Combination, Issued	26,107,321
Prior to Business Combination, Outstanding	26,107,321
Prior to Business Combination, Preferred Stock (in Dollars) | $	$ 16,678
Series A2 Legacy Convertible Preferred Stock [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Prior to Business Combination, Authorized	10,036,853
Prior to Business Combination, Issued	10,036,853
Prior to Business Combination, Outstanding	10,036,853
Prior to Business Combination, Preferred Stock (in Dollars) | $	$ 9,995
Series A3 Legacy Convertible Preferred Stock [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Prior to Business Combination, Authorized	18,267,057
Prior to Business Combination, Issued	13,665,901
Prior to Business Combination, Outstanding	13,665,901
Prior to Business Combination, Preferred Stock (in Dollars) | $	$ 13,520

Stockholders' Equity (Details_2

Stockholders' Equity (Details) - Schedule of activity for common stock subject to vesting	12 Months Ended
	Dec. 31, 2021$ / sharesshares
Schedule of activity for common stock subject to vesting [Abstract]
Beginning Balance of Unvested Shares, Shares Subject to Vesting (in Shares) | shares	217,602
Beginning Balance of Unvested Shares, Weighted Average Grant Date Fair Value	$ 0.05
Granted, Shares Subject to Vesting,	749,692
Granted, Weighted Average Grant Date Fair Value	$ 12.53
Vested, Shares Subject to Vesting, (in Shares) | shares	(269,243)
Vested, Weighted Average Grant Date Fair Value	$ 2.42
Ending Balance of Unvested Shares, Shares Subject to Vesting (in Shares) | shares	698,051
Ending Balance of Unvested Shares, Weighted Average Grant Date Fair Value	$ 12.54

Stock-Based Compensation (Detai

Stock-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Stock-Based Compensation (Details) [Line Items]
Nonemployees expire	10 years
Granted options to purchase (in Shares)	5,870,433	3,415,779
Employees and consultants fair value	$ 21,300	$ 800
Stock-based compensation expense	$ 18,800	$ 1,100
Weighted average period	3 years 3 days	3 years 2 months 4 days
Shares granted plan (in Shares)	4,506,133
Weighted average grant-date fair value of stock options granted (in Dollars per share)	$ 3.62	$ 0.25
Aggregate intrinsic value of options exercised	$ 13,000	$ 33
Aggregate intrinsic value of options exercisable	34,700	800
Aggregate intrinsic value of options outstanding	$ 76,400	$ 900
2014 Plan [Member]
Stock-Based Compensation (Details) [Line Items]
Stock-based compensation options and restricted stock vest	25.00%
Grant rate	6.25%
Nonemployees expire	10 years
Two Thousand Twenty One Plan [Member]
Stock-Based Compensation (Details) [Line Items]
Stock-based compensation options and restricted stock vest	25.00%
Grant rate	6.25%
Class A Common Stock [Member] | 2014 Plan [Member]
Stock-Based Compensation (Details) [Line Items]
Share based compensation award (in Shares)	19,914,315
Class B Common Stock [Member] | Two Thousand Twenty One Plan [Member]
Stock-Based Compensation (Details) [Line Items]
Share based compensation award (in Shares)	18,384,074

Stock-Based Compensation (Det_2

Stock-Based Compensation (Details) - Schedule of stock based compensation black-Scholes option-pricing model - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Stock-Based Compensation (Details) - Schedule of stock based compensation black-Scholes option-pricing model [Line Items]
Dividend yield
Fair value of Common Stock (in Dollars)		$ 1.34
Minimum [Member]
Stock-Based Compensation (Details) - Schedule of stock based compensation black-Scholes option-pricing model [Line Items]
Expected volatility	69.66%	67.45%
Fair value of Common Stock (in Dollars)	$ 1.9
Maximum [Member]
Stock-Based Compensation (Details) - Schedule of stock based compensation black-Scholes option-pricing model [Line Items]
Expected volatility	71.02%	70.36%
Fair value of Common Stock (in Dollars)	$ 13.05

Stock-Based Compensation (Det_3

Stock-Based Compensation (Details) - Schedule of stock-based awards granted - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Schedule of stock-based awards granted [Abstract]
Research and development	$ 975	$ 335
Sales and marketing	621	(6)
General and administrative	2,098	119
Total	$ 3,694	$ 448

Stock-Based Compensation (Det_4

Stock-Based Compensation (Details) - Schedule of option activity of the Plan	12 Months Ended
	Dec. 31, 2021$ / sharesshares
Schedule of option activity of the Plan [Abstract]
Beginning balance, Options | shares	8,890,535
Beginning balance, Exercise Price | $ / shares	$ 0.31
Beginning balance, Remaining Contractual Life	7 years 10 months 20 days
Granted Options | shares	5,870,433
Granted Exercise Price | $ / shares	$ 5.82
Granted Remaining Contractual Life	9 years 4 months 28 days
Exercised Options | shares	(1,558,908)
Exercised Exercise Price | $ / shares	$ 0.28
Exercised Remaining Contractual Life	7 years 18 days
Repurchased, cancelled, forfeited, or expired Options | shares	(1,192,292)
Repurchased, cancelled, forfeited, or expired Exercise Price | $ / shares	$ 1.14
Repurchased, cancelled, forfeited, or expired Remaining Contractual Life
Ending Balance, Options | shares	12,009,768
Ending Balance, Exercise Price | $ / shares	$ 2.92
Ending Balance, Remaining Contractual Life	7 years 9 months 3 days
Options vested, Options | shares	4,280,515
Options vested, Exercise Price | $ / shares	$ 0.5
Options vested, Weighted Average Remaining Contractual Life	5 years 3 months 10 days
Options vested and expected to vest, Options | shares	12,009,768
Options vested and expected to vest, Exercise Price | $ / shares	$ 2.92
Options vested and expected to vest, Weighted Average Remaining Contractual Life	7 years 9 months 3 days

Stock-Based Compensation (Det_5

Stock-Based Compensation (Details) - Schedule of shares of class A common stock - shares	Dec. 31, 2021	Dec. 31, 2020
Stock-Based Compensation (Details) - Schedule of shares of class A common stock [Line Items]
Total shares of authorized Common Stock reserved for future issuance	44,165	42,494
Common Stock options outstanding [Member]
Stock-Based Compensation (Details) - Schedule of shares of class A common stock [Line Items]
Total shares of authorized Common Stock reserved for future issuance	12,010	8,891
Shares available for issuance under the Plan [Member]
Stock-Based Compensation (Details) - Schedule of shares of class A common stock [Line Items]
Total shares of authorized Common Stock reserved for future issuance	4,506	5,699
Bank warrants [Member]
Stock-Based Compensation (Details) - Schedule of shares of class A common stock [Line Items]
Total shares of authorized Common Stock reserved for future issuance		254
Public warrants [Member]
Stock-Based Compensation (Details) - Schedule of shares of class A common stock [Line Items]
Total shares of authorized Common Stock reserved for future issuance	17,249	17,250
Private warrants [Member]
Stock-Based Compensation (Details) - Schedule of shares of class A common stock [Line Items]
Total shares of authorized Common Stock reserved for future issuance	10,400	10,400

Employee Retirement Plan (Detai

Employee Retirement Plan (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Retirement Benefits [Abstract]
Funded matching contribution	$ 424	$ 223

Net Loss Per Share (Details)

Net Loss Per Share (Details) - shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Earnings Per Share [Abstract]
Dilutive securities	39,658,398	52,456,129

Net Loss Per Share (Details) -

Net Loss Per Share (Details) - Schedule of computes basic loss per share - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Numerator for basic and diluted net loss per share:
Net loss	$ (35,207)	$ (12,875)
Denominator for basic and diluted net loss per share:
Weighted average shares	96,690,716	78,736,661
Net loss per share of Class A and Class B common stock - basic and diluted	$ (0.36)	$ (0.16)