Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2024 | Apr. 21, 2024 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Interactive Data Current | Yes | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2024 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Entity Information [Line Items] | ||
Entity Registrant Name | VICARIOUS SURGICAL INC. | |
Entity Central Index Key | 0001812173 | |
Entity File Number | 001-39384 | |
Entity Tax Identification Number | 87-2678169 | |
Entity Incorporation, State or Country Code | DE | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Contact Personnel [Line Items] | ||
Entity Address, Address Line One | 78 Fourth Avenue | |
Entity Address, City or Town | Waltham | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02451 | |
Entity Phone Fax Numbers [Line Items] | ||
City Area Code | 617 | |
Local Phone Number | 868-1700 | |
Class A common stock, $0.0001 par value per share | ||
Entity Listings [Line Items] | ||
Title of 12(b) Security | Class A common stock, $0.0001 par value per share | |
Trading Symbol | RBOT | |
Security Exchange Name | NYSE | |
Warrants to purchase one share of Class A common stock, each at an exercise price of $11.50 per share | ||
Entity Listings [Line Items] | ||
Title of 12(b) Security | Warrants to purchase one share of Class A common stock, each at an exercise price of $11.50 per share | |
Trading Symbol | RBOT WS | |
Security Exchange Name | NYSE | |
Class A Common Stock | ||
Entity Listings [Line Items] | ||
Entity Common Stock, Shares Outstanding | 127,595,800 | |
Class B Common Stock | ||
Entity Listings [Line Items] | ||
Entity Common Stock, Shares Outstanding | 19,619,760 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 38,222 | $ 52,822 |
Short-term investments | 45,904 | 45,355 |
Prepaid expenses and other current assets | 2,985 | 2,776 |
Total current assets | 87,111 | 100,953 |
Restricted cash | 936 | 936 |
Property and equipment, net | 5,891 | 6,402 |
Right-of-use assets | 11,243 | 11,459 |
Other long-term assets | 105 | 114 |
Total assets | 105,286 | 119,864 |
Current liabilities: | ||
Accounts payable | 1,272 | 1,258 |
Accrued expenses | 2,716 | 4,975 |
Lease liabilities, current portion | 1,088 | 1,047 |
Total current liabilities | 5,076 | 7,280 |
Lease liabilities, net of current portion | 13,503 | 13,785 |
Warrant liabilities | 2,697 | 830 |
Total liabilities | 21,276 | 21,895 |
Commitments and Contingencies (Note 7) | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; no shares issued or outstanding at March 31, 2024 and December 31, 2023 | ||
Additional paid-in capital | 233,747 | 230,654 |
Accumulated other comprehensive income | (41) | 10 |
Accumulated deficit | (149,713) | (132,712) |
Total stockholders’ equity | 84,010 | 97,969 |
Total liabilities and stockholders’ equity | 105,286 | 119,864 |
Class A Common Stock | ||
Stockholders’ equity: | ||
Common stock, value | 15 | 15 |
Class B Common Stock | ||
Stockholders’ equity: | ||
Common stock, value | $ 2 | $ 2 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - $ / shares | Mar. 31, 2024 | Dec. 31, 2023 |
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 | 300,000,000 |
Common stock, shares issued | 156,375,723 | 155,885,004 |
Common stock, shares outstanding | 156,375,723 | 155,885,004 |
Class B Common Stock | ||
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 22,000,000 | 22,000,000 |
Common stock, shares issued | 19,619,760 | 19,619,760 |
Common stock, shares outstanding | 19,619,760 | 19,619,760 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Operating expenses: | ||
Research and development | $ 9,968 | $ 13,356 |
Sales and marketing | 1,141 | 1,960 |
General and administrative | 5,000 | 6,999 |
Total operating expenses | 16,109 | 22,315 |
Loss from operations | (16,109) | (22,315) |
Other income (expense): | ||
Change in fair value of warrant liabilities | (1,867) | (6,079) |
Interest and other income | 975 | 1,473 |
Interest expense | (1) | |
Loss before income taxes | (17,001) | (26,922) |
Provision for income taxes | ||
Net loss | $ (17,001) | $ (26,922) |
Net loss per share of Class A and Class B common stock, basic (in Dollars per share) | $ (0.1) | $ (0.21) |
Other comprehensive income/(loss): | ||
Net unrealized gain/(loss) on investments | $ (51) | $ 65 |
Other comprehensive gain/(loss) | (51) | 65 |
Comprehensive net loss | $ (17,052) | $ (26,857) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations (Unaudited) (Parentheticals) - $ / shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Statement [Abstract] | ||
Net loss per share of Class A and Class B common stock, diluted | $ (0.10) | $ (0.21) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Common Stock and Stockholders’ Equity/(Deficit) (Unaudited) - USD ($) $ in Thousands | Common Stock Class A & B | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income | Total |
Balance at Dec. 31, 2022 | $ 13 | $ 172,674 | $ (61,641) | $ 111,046 | |
Balance (in Shares) at Dec. 31, 2022 | 125,879,005 | ||||
Exercise of common stock options | 85 | 85 | |||
Exercise of common stock options (in Shares) | 324,407 | ||||
Vesting of restricted stock (in Shares) | 274,951 | ||||
Stock-based compensation | 3,254 | 3,254 | |||
Proceeds from short swing rule | 200 | 200 | |||
Net loss | (26,922) | (26,922) | |||
Other comprehensive income | 65 | 65 | |||
Balance at Mar. 31, 2023 | $ 13 | 176,213 | (88,563) | 65 | 87,728 |
Balance (in Shares) at Mar. 31, 2023 | 126,478,363 | ||||
Balance at Dec. 31, 2023 | $ 17 | 230,654 | (132,712) | 10 | 97,969 |
Balance (in Shares) at Dec. 31, 2023 | 175,504,764 | ||||
Exercise of common stock options | 2 | 2 | |||
Exercise of common stock options (in Shares) | 25,700 | ||||
Vesting of restricted stock (in Shares) | 465,019 | ||||
Stock-based compensation | 3,091 | 3,091 | |||
Net loss | (17,001) | (17,001) | |||
Other comprehensive income | (51) | (51) | |||
Balance at Mar. 31, 2024 | $ 17 | $ 233,747 | $ (149,713) | $ (41) | $ 84,010 |
Balance (in Shares) at Mar. 31, 2024 | 175,995,483 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash flows from operating activities: | ||
Net loss | $ (17,001) | $ (26,922) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 521 | 441 |
Stock-based compensation | 3,091 | 3,254 |
Non-cash lease expense | 216 | 196 |
Change in fair value of warrant liabilities | 1,867 | 6,079 |
Change in accrued interest and net accretion of discounts on short-term investments | (466) | (169) |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | (209) | 623 |
Accounts payable | 14 | 170 |
Accrued expenses | (2,259) | (1,979) |
Lease liabilities | (241) | (150) |
Other noncurrent assets | 9 | (113) |
Net cash used in operating activities | (14,458) | (18,570) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (10) | (306) |
Purchases of available-for-sale investments | (19,493) | (43,522) |
Proceeds from sales and maturities of available-for-sale investments | 19,359 | |
Net cash used in investing activities | (144) | (43,828) |
Cash flows from financing activities: | ||
Repayment of equipment loans | (12) | |
Proceeds from short swing rule | 200 | |
Proceeds from exercise of stock options | 2 | 85 |
Net cash provided by financing activities | 2 | 273 |
Change in cash, cash equivalents and restricted cash | (14,600) | (62,125) |
Cash, cash equivalents and restricted cash, beginning of period | 53,758 | 117,144 |
Cash, cash equivalents and restricted cash, end of period | 39,158 | 55,019 |
Reconciliation of restricted cash: | ||
Cash and cash equivalents | 38,222 | 54,083 |
Restricted cash | 936 | 936 |
Reconciliation of restricted cash total | 39,158 | 55,019 |
Supplemental cash flow information: | ||
Interest paid | 1 | |
Non-cash investing and financing activities: | ||
Accruals for property, plant and equipment purchased during the period | $ 10 |
Nature of Business and Basis of
Nature of Business and Basis of Presentation | 3 Months Ended |
Mar. 31, 2024 | |
Nature of Business and Basis of Presentation [Abstract] | |
NATURE OF BUSINESS AND BASIS OF PRESENTATION | 1. NATURE OF BUSINESS AND BASIS OF PRESENTATION Nature of Business Vicarious Surgical Inc. (including its subsidiaries, “Vicarious” or the “Company”) (formerly D8 Holdings Corp. (“D8”)) was incorporated in the Cayman Islands on May 6, 2020. The Company’s legal name became Vicarious Surgical Inc. following a business combination between the Company and Vicarious Surgical Inc., a Delaware corporation, on September 17, 2021 (the “Business Combination”). The Company is headquartered in Waltham, Massachusetts. The Company is currently developing its differentiated surgical robotic system using proprietary de-coupled actuators to transport surgeons inside the patient to perform minimally invasive surgical procedures. The Company has not yet generated any revenue from operations. Management believes that the Company’s current cash, cash equivalents and short-term investments balance of $84,126 will be sufficient to support our operations beyond the next twelve months from the date of issuance of these financial statements. However, we do not anticipate that the current cash, cash equivalents and marketable securities as of March 31, 2024 will be sufficient for us to fund our development through commercialization, and we will need to raise additional capital to complete the development and commercialization of our product. We may satisfy our future cash needs through the sale of equity securities, debt financings, corporate collaborations or other agreements, working capital lines of credit, grant funding, interest income earned on invested cash balances or a combination of one or more of these sources. The accompanying condensed consolidated 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. Basis of Presentation The accompanying condensed consolidated financial statements are unaudited and have been prepared in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the condensed consolidated financial statements prepared in accordance with US GAAP may have been condensed or omitted pursuant to such rules and regulations. Accordingly, these condensed consolidated financial statements should be read in conjunction with the audited financial statements and accompanying notes for the years ended December 31, 2023 and 2022. The condensed consolidated balance sheet as of December 31, 2023, included herein, was derived from the audited consolidated financial statements of the Company. The condensed consolidated financial statements, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, necessary to present fairly our financial position as of March 31, 2024, our results of operations, and stockholders’ deficit for the three months ended March 31, 2024 and 2023, and our cash flows for the three-month periods ended March 31, 2024 and 2023. The operating results for the three-month period ended March 31, 2024 is not necessarily indicative of the results to be expected for the year ending December 31, 2024 or for any interim period or for any other future year. Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Subsequent Events The Company has evaluated subsequent events through the filing of this Form 10-Q and determined that there have been no events that have occurred that would require adjustments to our disclosures in the condensed consolidated financial statements. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2024 | |
Summary of Significant Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accompanying condensed consolidated financial statements reflect the application of certain significant accounting policies as described in this note and elsewhere in the accompanying condensed 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, fair value of financial instruments, and contingencies. Actual results may differ from those estimates. 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. The framework 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 Cash and Cash Equivalents Cash and cash equivalents consist of checking accounts, money market funds, U.S. treasury securities and U.S. government agency securities. 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 $936 at March 31, 2024 and December 31, 2023 as collateral for a letter of credit related to the Company’s lease. The balance is classified as long-term on the Company’s balance sheets as the lease period ends in March 2032. Short-Term Investments All of the Company’s investments, which consist of U.S. treasury securities and U.S. government agency securities, are classified as available-for-sale and are carried at fair value. There were unrealized losses of $51 for the three-month period ended March 31, 2024. There were unrealized gains of $65 for the three-month period ended March 31, 2023. Concentrations of Credit Risk and Off-Balance-Sheet Risk The Company has no significant off-balance-sheet risk, such as foreign exchange contracts, option contracts, or other foreign hedging arrangements. Financial instruments that potentially expose the Company to concentrations of credit risk consist mainly of cash and cash equivalents. The Company maintains its cash and cash equivalents principally with accredited financial institutions of high-credit standing. Periodically, there may be times when the deposits exceed the FDIC insurance limits. 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. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period. As part of the Business Combination, the Company assumed 17,249,991 Public Warrants and 10,400,000 Private Placement Warrants, each exercisable to purchase shares of Class A common stock. All of the Company’s outstanding warrants are recognized as derivative liabilities in accordance with ASC 815-40. Accordingly, the Company recognizes the warrants as liabilities at fair value and adjusts the warrant liability to fair value at each reporting period. The liabilities are subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the statement of operations. The fair value of Public Warrants was determined from their trading value on public markets. The fair value of Private Placement Warrants was calculated using the Black-Scholes option pricing model. 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 method over the estimated useful lives of the related 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 assets may warrant revision or that the carrying value of these assets may be impaired. The Company does not believe that any events have occurred through March 31, 2024, that would indicate its long-lived assets are impaired. 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 March 31, 2024, 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 web services, 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 compensation, including stock options, restricted stock units (“RSUs”), performance-based RSUs (“PSUs”), warrants and other forms of equity issued as compensation for services, at fair value and recognizes stock-based compensation expense for those equity awards, net of actual forfeitures, over the requisite service period, which is generally the vesting period of the respective award. The fair value of the Company’s stock options on the date of grant is determined by a Black-Scholes option pricing model utilizing key assumptions such as stock price, expected volatility and expected term. The Company’s estimates of these assumptions are primarily based on the fair value of the Company’s stock, historical data, peer company data and judgment regarding future trends. The Company uses its publicly traded stock price as the fair value of its common stock. The fair value of RSUs and PSUs are based on the closing stock price on the grant date. 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 strategies, and results of recent operations. 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 Income/(Loss) Per Share Basic net income/(loss) per share attributable to common stockholders is computed by dividing the net income/(loss) attributable to common stockholders by the weighted average number of common shares outstanding for the period. Diluted net income/(loss) per share attributable to common stockholders is computed by dividing the net income/(loss) attributable to common stockholders by the weighted average number of common shares outstanding for the period, including potential dilutive common stock. For the purpose of this calculation, outstanding stock options, restricted stock units, performance-based RSUs and stock warrants 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 when their effect is anti-dilutive. 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 differentiated, human-like surgical robotic system. Emerging Growth Company Status The Company is an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act (the “JOBS Act”). Pursuant to the JOBS Act, an emerging growth company is provided the option to adopt new or revised accounting standards that may be issued by Financial Accounting Standards Board (“FASB”) or the SEC either (i) within the same periods as those otherwise applicable to non-emerging growth companies or (ii) within the same time periods as private companies. We intend to take advantage of the exemption for complying with new or revised accounting standards within the same time periods as private companies so long as we qualify as an emerging growth company. Accordingly, the information contained herein may be different than the information you receive from other public companies. Recently Issued Accounting Standards In December 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures In December 2023, the FASB also issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures |
Short-Term Investments
Short-Term Investments | 3 Months Ended |
Mar. 31, 2024 | |
Short-Term Investments [Abstract] | |
SHORT-TERM INVESTMENTS | 3. Short-term investments Short-term investments consist of U.S. treasury and U.S. government agency securities and are classified as available-for-sale. Available-for-sale investments are reported at fair value, with unrealized gains or losses reported in accumulated other comprehensive income. The fair values of our available-for-sale cash and cash equivalents securities are Level 1 measurements, based on quoted prices from active markets for identical assets. The fair values of our available-for-sale short-term investments securities are Level 2 measurements, based on quoted prices from inactive markets for identical assets. The amortized cost, gross unrealized holding gains, gross unrealized holding losses and fair value of our marketable securities by type of security were as follows: March 31, 2024 Amortized Cost Gross Gross Fair Value Assets: U.S. treasury and U.S. government securities 45,945 4 (45 ) 45,904 Total assets $ 45,945 $ 4 $ (45 ) $ 45,904 December 31, 2023 Amortized Cost Gross Gross Fair Value Assets: U.S. treasury and U.S. government securities 45,345 36 (26 ) 45,355 Total assets $ 45,345 $ 36 $ (26 ) $ 45,355 The aggregate fair value of available-for-sale debt securities in an unrealized loss position as of March 31, 2024 was $38,320. We did not have any investments in a continuous unrealized loss position for more than twelve months as of March 31, 2024. As of March 31, 2024, we believe that the cost basis of our available-for-sale debt securities is recoverable. No allowance for credit losses was recorded as of March 31, 2024. |
Property and Equipment, Net
Property and Equipment, Net | 3 Months Ended |
Mar. 31, 2024 | |
Property and Equipment, Net [Abstract] | |
PROPERTY AND EQUIPMENT, NET | 4. PROPERTY AND EQUIPMENT, NET Property and equipment, net consist of the following: Estimated March 31, December 31, Useful Lives 2024 2023 Machinery and equipment 3 to 5 years $ 3,155 $ 3,162 Furniture and fixed assets 3 to 7 years 1,158 1,173 Computer hardware and software 3 years 1,348 1,328 Leasehold improvements Lesser of lease term or asset life 4,300 4,288 Total property and equipment 9,961 9,951 Less accumulated depreciation (4,070 ) (3,549 ) Property and equipment, net $ 5,891 $ 6,402 Depreciation expense for the three months ended March 31, 2024 and 2023 was $521 and $441, respectively. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Measurements [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: March 31, 2024 Quoted Prices in Active Significant Markets for Other Significant (Level 1) (Level 2) (Level 3) Total Assets: Money market funds $ 31,830 $ — $ — $ 31,830 U.S. treasury securities — 45,904 45,904 Total assets $ 31,830 $ 45,904 $ — $ 77,734 Liabilities: Warrant liabilities - public warrants $ 1,553 $ — $ — $ 1,553 Warrant liabilities - private warrants — — 1,144 1,144 Total liabilities $ 1,553 $ — $ 1,144 $ 2,697 December 31, 2023 Quoted Prices in Active Significant Markets for Other Significant (Level 1) (Level 2) (Level 3) Total Assets: Money market funds $ 31,489 $ — $ — $ 31,489 U.S. treasury securities — 45,355 45,355 Total assets $ 31,489 $ 45,355 $ — $ 76,844 Liabilities: Warrant liabilities - public warrants $ 518 $ — $ — $ 518 Warrant liabilities - private warrants — — 312 312 Total liabilities $ 518 $ — $ 312 $ 830 Money market funds are classified as cash and cash equivalents. U.S. treasury securities are classified as cash equivalents when the date from initial purchase to maturity is less than 90 days. The remaining investments are classified as short-term investments. The carrying values of prepaid expenses, right of use assets, accounts payable, and accrued expenses approximate their fair values due to the short-term nature of the instruments. The fair values of our short-term investments are Level 2 measurements as the US government securities are not the most recent offerings and are therefore not traded in an active market. The fair value of the Public Warrants was determined from their trading value on public markets. The fair value of the Private Placement Warrants was calculated using the Black-Scholes option pricing model. The assumptions used in the model were the Company’s stock price, exercise price, expected term, volatility, interest rate, and dividend yield. For the three months ended March 31, 2024, the Company recognized a loss to the statement of operations resulting from an increase in the fair value of liabilities of $1,867 presented as change in fair value of warrant liabilities on the accompanying statement of operations. For the three months ended March 31, 2023, the Company recognized a loss to the statement of operations resulting from an increase in the fair value of liabilities of $6,079 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 Public Warrants and from historical volatility of select peer companies’ common stock that matches the expected remaining life of the warrants. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve on the grant date for a maturity similar to the expected remaining life of the warrants. The expected life of the warrants is assumed to be equivalent to their remaining contractual term. The dividend rate is based on the historical rate, which the Company anticipates remaining at zero. The following table provides quantitative information regarding the inputs used in determining the fair value of the Company’s Level 3 liabilities: Private Placement Warrants As of As of Volatility 167.5 % 110.0 % Stock price $ 0.30 $ 0.37 Expected life of options 2.5 years 2.7 years Risk-free rate 4.5 % 4.1 % Dividend yield 0.00 % 0.00 % The following table shows the change in number and value of the warrants since December 31, 2023: Public Private Total Shares Value Shares Value Shares Value December 31, 2023 17,248,601 $ 518 10,400,000 $ 312 27,648,601 $ 830 Change in value — $ 1,035 — $ 832 — $ 1,867 March 31, 2024 17,248,601 $ 1,553 10,400,000 $ 1,144 27,648,601 $ 2,697 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 3 Months Ended |
Mar. 31, 2024 | |
Accrued Expenses and Other Current Liabilities [Abstract] | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | 6. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES The following table summarizes the Company’s components of accrued expenses and other current liabilities: As of March December 31, Compensation and benefits related $ 1,993 $ 4,063 Professional services and other 723 912 Accrued expenses $ 2,716 $ 4,975 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 7. COMMITMENTS AND CONTINGENCIES 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. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
LEASES | 8. LEASES The Company leases its office facility under a noncancelable operating lease agreement that expires in March 2032. Lease expense was $534 for the three months ended March 31, 2024 and 2023. A summary of the components of lease costs for the Company under ASC 842 for the three months ended March 31, 2024 and March 31, 2023, respectively were as follows: March 31, Lease costs 2024 2023 Operating lease costs $ 534 $ 534 Variable lease costs $ 103 $ 114 Total lease costs $ 637 $ 648 Supplemental disclosure of cash flow information related to leases for the three months ended March 31, 2024 and 2023 was as follows: March 31, 2024 2023 Cash paid for amounts included in the measurement of operating lease liabilities (operating cash flows) $ 558 $ 488 The weighted-average remaining lease term and discount rate were as follows: March 31, 2024 2023 Weighted-average remaining lease term (in years) 8.0 9.0 Weighted-average discount rate 8.74 % 8.74 % The following table presents the maturity of the Company’s operating lease liabilities as of March 31, 2024: Years Ended December 31, 2024, excluding the three months ended March 31, 2024 $ 1,728 2025 2,358 2026 2,430 2027 2,502 2028 2,574 Thereafter 8,856 Total future minimum lease payments $ 20,448 Less imputed interest (5,856 ) Carrying value of lease liabilities $ 14,592 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2024 | |
Income Taxes [Abstract] | |
INCOME TAXES | 9. INCOME TAXES For the three-month period ended March 31, 2024 and the year ended December 31, 2023, the Company did not record a tax provision as the Company did not earn any taxable income in either period and maintains a full valuation allowance against its net deferred tax assets. |
Stockholders_ Equity and Stock-
Stockholders’ Equity and Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2024 | |
Stockholders’ Equity and Stock-Based Compensation [Abstract] | |
STOCKHOLDERS’ EQUITY AND STOCK-BASED COMPENSATION | 10. STOCKHOLDERS’ EQUITY AND STOCK-BASED COMPENSATION Authorized Shares At March 31, 2024, 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. 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. As of March 31, 2024, there were no Warrants The Company’s outstanding warrants include Public Warrants, which were issued as one-half of a redeemable Public Warrant per unit issued in D8’s initial public offering on July 17, 2020, and Private Placement Warrants sold in a private placement to D8’s sponsor (the “Sponsor”) in connection with the closing of the initial public offering and in connection with the conversion of D8 working capital loans. Each warrant is exercisable to purchase one share of Class A common stock at $11.50 per share. As of March 31, 2024, the Company had 17,248,601 Public Warrants and 10,400,000 Private Placement Warrants outstanding. The Public Warrants became exercisable at $11.50 per share 30 days after the Closing. If and when the warrants become 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 closing of the Business Combination or earlier upon redemption or liquidation. Redemption of warrants when the price per share of Class A common stock equals or exceeds $18.00. ● 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. Redemption of warrants when the price per share of Class A common stock equals or exceeds $10.00 ● 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 ● if, and only if, the last reported sale price of Class A common stock shares equals or exceeds $10.00 per share (as adjusted) for any 20 trading days within a 30-trading day period ending three trading days before the Company sends the notice of redemption to the warrant holders. The Private Placement Warrants are identical to the Public Warrants underlying the units sold in D8’s initial public offering, 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) are not redeemable by the Company, (ii) could 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) are 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. Common Stock Classes of Common Stock Class A common stock receives one 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 conversion rate per share. Holders of Class B common stock will share ratably together with each holder of Class A common stock, if and when any dividend is declared by the board of directors. Holders of Class B common stock have the right to convert shares of their Class B common stock into fully paid and non-assessable shares of Class A common stock, on a one-to-one basis, at the option of the holder at any time. Upon the occurrence of certain events, holders of Class B common stock automatically convert into Class A common stock, on a one-to-one basis. In the event of any voluntary or involuntary liquidation, dissolution or winding up of our affairs, the holders of Class B 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 B common stock, then outstanding, if any. Stock Based Compensation 2021 Plan The 2021 Plan provides for the granting of incentive and nonqualified stock options, restricted stock, and other stock-based awards to employees, officers, directors, consultants, and advisors of the Company. Under the 2021 Plan, incentive and nonqualified stock options may be granted at not less than 100% of the fair market value of the Company’s common stock on the date of grant. If an incentive stock option is granted to an individual who owns more than 10% of the combined voting power of all classes of the Company’s capital stock, the exercise price may not be less than 110% of the fair market value of the Company’s common stock on the date of grant and the term of the option may not be longer than five years . The 2021 Plan authorizes the Company to issue up to 31,944,891 shares of common stock (either Class A or Class B) pursuant to awards granted under the 2021 Plan. The Board of Directors administers the 2021 Plan and determines the specific terms of the awards. The contractual term of options granted under the 2021 Plan is not more than 10 years. The 2021 Plan will expire on April 13, 2031 or an earlier date approved by a vote of the Company’s stockholders or Board of Directors . The Company issues RSUs of Class A common stock to certain employees and members of the board of directors. The RSUs vest over a four-year period. Performance-based RSUs are issued in the form of performance share units (“PSUs”). PSUs include threshold, target, and maximum achievement levels based on the achievement of specific performance measures. PSUs are subject to forfeiture if applicable performance measures are not attained. The expense is recognized over the vesting period, based on the best available estimate of the number of share units expected to vest. Estimates are subsequently revised if there is any indication that the number of share units expected to vest differs from previous estimates. Any cumulative adjustment prior to vesting is recognized in the current period. In July 2023, 2,510,422 PSUs were granted and an additional 2,510,422 PSUs could have been earned if certain performance measures are overachieved. The activity for common stock subject to vesting is as follows: Shares Weighted Balance of unvested shares - January 1, 2024 5,639,533 $ 3.01 Granted 45,998 $ 0.30 Vested (465,019 ) $ 3.38 Forfeited (823,934 ) $ 1.99 Balance of unvested shares - March 31, 2024 4,396,578 $ 3.13 The total stock-based compensation related to the RSUs and PSUs during the three months ended March 31, 2024, was $1,564. As of March 31, 2024, the total unrecognized stock-based compensation expense related to unvested RSUs and PSUs aggregated $10,776 and is expected to be recognized over a weighted average period of 2.2 years. The aggregate intrinsic value of the RSUs granted and vested during the three months ended March 31, 2024 was $14 and $171, respectively. The aggregate intrinsic value of RSUs outstanding at March 31, 2024 was $1,326. 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. For options with a service condition, the fair value of the Company’s stock options and warrants on the date of grant is determined by a Black-Scholes pricing model utilizing key assumptions such as common stock price, risk-free interest rate, dividend yield, expected volatility and expected life. The Company’s estimates of these assumptions are primarily based on the fair value of the Company’s stock, historical data, peer company data and judgement regarding future trends. The Company uses its publicly traded stock price as the fair value of its common stock. During the three months ended March 31, 2024 and March 31, 2023, the Company granted options to purchase 1,205,000 and 481,764 shares, respectively, of Class A common stock, to employees and consultants with a fair value of $370 and $882 respectively, calculated using the Black-Scholes option-pricing model with the following assumptions: Three Months Three Months March 31, March 31, 2024 2023 Risk-free interest rate 4.27 % 3.53% - 4.17 % Expected term, in years 6.08 6.07 - 6.08 Dividend yield — % — % Expected volatility 92.78 % 76.18% - 76.22 % The risk-free interest rate assumption is based upon observed interest rates appropriate for the term of the related stock options. The expected life of employee and non-employee stock options was calculated using the average of the contractual term of the option and the weighted-average vesting period of the option, as the Company does not have sufficient history to use an alternative method to calculate an expected life for employees. The Company does not pay a dividend and is not expected to pay a dividend in the foreseeable future. Expected volatility for the Company’s common stock was determined based on a combination of an average of the historical volatility of a peer group of similar public companies and the Company’s own stock. As of March 31, 2024, there was $11,549 of total gross unrecognized stock-based compensation expense related to unvested stock options. The costs remaining as of March 31, 2024 are expected to be recognized over a weighted-average period of 2.21 years. Total stock-based compensation expense related to all of the Company’s stock-based awards granted is reported in the statements of operations as follows: For the Three Months Ended 2024 2023 Research and development $ 635 $ 861 Sales and marketing 344 293 General and administrative 2,112 2,100 Total $ 3,091 $ 3,254 The Company plans to generally issue previously unissued shares of common stock for the exercise of stock options. There were 7,514,991 shares available for future equity grants under the 2021 Plan at March 31, 2024. The option activity of the 2021 Plan for the three months ended March 31, 2024, is as follows: Options Weighted Weighted Outstanding at January 1, 2024 12,265,338 $ 3.37 7.57 Granted 1,205,000 0.40 Exercised (25,700 ) 0.07 Forfeited, expired, or cancelled (713,829 ) 3.50 Options vested and expected to vest at March 31, 2024 12,730,809 $ 3.09 7.78 The weighted average grant date fair value of options granted during the three months ended March 31, 2024 and 2023 was $0.31 and $1.83, respectively. The aggregate intrinsic value of options exercised during the three months ended March 31, 2024 and March 31, 2023 was $9 and $757, respectively. The aggregate intrinsic value of options outstanding at March 31, 2024 was $50. Common Stock Reserved for Future Issuance As of March 31, 2024 and December 31, 2023, the Company has reserved the following shares of Class A common stock for future issuance (in thousands): As of March 31, December 31, 2024 2023 Common stock options outstanding 12,731 12,265 Restricted stock units outstanding 4,397 5,640 Shares available for issuance under the 2021 Plan 7,515 7,228 Public warrants 17,249 17,249 Private warrants 10,400 10,400 Total shares of authorized Common Stock reserved for future issuance 52,292 52,782 |
Employee Retirement Plan
Employee Retirement Plan | 3 Months Ended |
Mar. 31, 2024 | |
Employee Retirement Plan [Abstract] | |
EMPLOYEE RETIREMENT PLAN | 11. EMPLOYEE RETIREMENT PLAN The Company maintains the Vicarious Surgical Inc. 401(k) plan, under Section 401(k) of the Internal Revenue Code of 1986, as amended, covering all eligible employees. Employees of the Company may participate in the 401(k) plan after one month of service and must be 18 years of age or older. The Company offers company-funded matching contributions which totaled $230 and $358 for the three-month periods ended March 31, 2024 and 2023, respectively. |
Net Income_(Loss) Per Share
Net Income/(Loss) Per Share | 3 Months Ended |
Mar. 31, 2024 | |
Net Income/(Loss) Per Share [Abstract] | |
NET INCOME/(LOSS) PER SHARE | 12. Net Income/(Loss) Per Share The Company computes basic income/(loss) per share using net income/(loss) attributable to Vicarious Surgical Inc. common stockholders and the weighted-average number of common shares outstanding during each period. Diluted loss per share includes shares issuable upon exercise of outstanding stock options and stock-based awards where the conversion of such instruments would be dilutive. For the 2024 2023 Numerator for basic and diluted net loss per share: Net loss $ (17,001 ) $ (26,922 ) Denominator for basic and diluted net loss per share: Weighted average shares 175,709,479 126,130,189 Net loss per share of Class A and Class B common stock – basic and diluted $ (0.10 ) $ (0.21 ) For the three months ended March 31, 2024, 44,775,988 shares of the Company’s common stock were excluded from the calculation of diluted earnings per share because the exercise prices of the stock options and warrants were greater than or equal to the average price of the common shares and were therefore anti-dilutive. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure | ||
Net Income (Loss) | $ (17,001) | $ (26,922) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Summary of Significant 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, fair value of financial instruments, and contingencies. Actual results may differ from those estimates. |
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. The framework 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 |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of checking accounts, money market funds, U.S. treasury securities and U.S. government agency securities. 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 $936 at March 31, 2024 and December 31, 2023 as collateral for a letter of credit related to the Company’s lease. The balance is classified as long-term on the Company’s balance sheets as the lease period ends in March 2032. |
Short-Term Investments | Short-Term Investments All of the Company’s investments, which consist of U.S. treasury securities and U.S. government agency securities, are classified as available-for-sale and are carried at fair value. There were unrealized losses of $51 for the three-month period ended March 31, 2024. There were unrealized gains of $65 for the three-month period ended March 31, 2023. |
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 risk, such as foreign exchange contracts, option contracts, or other foreign hedging arrangements. Financial instruments that potentially expose the Company to concentrations of credit risk consist mainly of cash and cash equivalents. The Company maintains its cash and cash equivalents principally with accredited financial institutions of high-credit standing. Periodically, there may be times when the deposits exceed the FDIC insurance limits. |
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. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period. As part of the Business Combination, the Company assumed 17,249,991 Public Warrants and 10,400,000 Private Placement Warrants, each exercisable to purchase shares of Class A common stock. All of the Company’s outstanding warrants are recognized as derivative liabilities in accordance with ASC 815-40. Accordingly, the Company recognizes the warrants as liabilities at fair value and adjusts the warrant liability to fair value at each reporting period. The liabilities are subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the statement of operations. The fair value of Public Warrants was determined from their trading value on public markets. The fair value of Private Placement Warrants was calculated using the Black-Scholes option pricing model. |
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 method over the estimated useful lives of the related assets. |
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 assets may warrant revision or that the carrying value of these assets may be impaired. The Company does not believe that any events have occurred through March 31, 2024, that would indicate its long-lived assets are impaired. |
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 March 31, 2024, 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 web services, 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 compensation, including stock options, restricted stock units (“RSUs”), performance-based RSUs (“PSUs”), warrants and other forms of equity issued as compensation for services, at fair value and recognizes stock-based compensation expense for those equity awards, net of actual forfeitures, over the requisite service period, which is generally the vesting period of the respective award. The fair value of the Company’s stock options on the date of grant is determined by a Black-Scholes option pricing model utilizing key assumptions such as stock price, expected volatility and expected term. The Company’s estimates of these assumptions are primarily based on the fair value of the Company’s stock, historical data, peer company data and judgment regarding future trends. The Company uses its publicly traded stock price as the fair value of its common stock. The fair value of RSUs and PSUs are based on the closing stock price on the grant date. |
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 strategies, and results of recent operations. 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 Income/(Loss) Per Share | Net Income/(Loss) Per Share Basic net income/(loss) per share attributable to common stockholders is computed by dividing the net income/(loss) attributable to common stockholders by the weighted average number of common shares outstanding for the period. Diluted net income/(loss) per share attributable to common stockholders is computed by dividing the net income/(loss) attributable to common stockholders by the weighted average number of common shares outstanding for the period, including potential dilutive common stock. For the purpose of this calculation, outstanding stock options, restricted stock units, performance-based RSUs and stock warrants 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 when their effect is anti-dilutive. |
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 differentiated, human-like surgical robotic system. |
Emerging Growth Company Status | Emerging Growth Company Status The Company is an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act (the “JOBS Act”). Pursuant to the JOBS Act, an emerging growth company is provided the option to adopt new or revised accounting standards that may be issued by Financial Accounting Standards Board (“FASB”) or the SEC either (i) within the same periods as those otherwise applicable to non-emerging growth companies or (ii) within the same time periods as private companies. We intend to take advantage of the exemption for complying with new or revised accounting standards within the same time periods as private companies so long as we qualify as an emerging growth company. Accordingly, the information contained herein may be different than the information you receive from other public companies. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In December 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures In December 2023, the FASB also issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures |
Short-Term Investments (Tables)
Short-Term Investments (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Short-Term Investments [Abstract] | |
Schedule of Marketable Securities | The amortized cost, gross unrealized holding gains, gross unrealized holding losses and fair value of our marketable securities by type of security were as follows: March 31, 2024 Amortized Cost Gross Gross Fair Value Assets: U.S. treasury and U.S. government securities 45,945 4 (45 ) 45,904 Total assets $ 45,945 $ 4 $ (45 ) $ 45,904 December 31, 2023 Amortized Cost Gross Gross Fair Value Assets: U.S. treasury and U.S. government securities 45,345 36 (26 ) 45,355 Total assets $ 45,345 $ 36 $ (26 ) $ 45,355 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Property and Equipment, Net [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net consist of the following: Estimated March 31, December 31, Useful Lives 2024 2023 Machinery and equipment 3 to 5 years $ 3,155 $ 3,162 Furniture and fixed assets 3 to 7 years 1,158 1,173 Computer hardware and software 3 years 1,348 1,328 Leasehold improvements Lesser of lease term or asset life 4,300 4,288 Total property and equipment 9,961 9,951 Less accumulated depreciation (4,070 ) (3,549 ) Property and equipment, net $ 5,891 $ 6,402 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Measurements [Abstract] | |
Schedule of Financial Assets Measured at Fair Value on a Recurring Basis and Indicates the Fair Value Hierarchy | 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: March 31, 2024 Quoted Prices in Active Significant Markets for Other Significant (Level 1) (Level 2) (Level 3) Total Assets: Money market funds $ 31,830 $ — $ — $ 31,830 U.S. treasury securities — 45,904 45,904 Total assets $ 31,830 $ 45,904 $ — $ 77,734 Liabilities: Warrant liabilities - public warrants $ 1,553 $ — $ — $ 1,553 Warrant liabilities - private warrants — — 1,144 1,144 Total liabilities $ 1,553 $ — $ 1,144 $ 2,697 December 31, 2023 Quoted Prices in Active Significant Markets for Other Significant (Level 1) (Level 2) (Level 3) Total Assets: Money market funds $ 31,489 $ — $ — $ 31,489 U.S. treasury securities — 45,355 45,355 Total assets $ 31,489 $ 45,355 $ — $ 76,844 Liabilities: Warrant liabilities - public warrants $ 518 $ — $ — $ 518 Warrant liabilities - private warrants — — 312 312 Total liabilities $ 518 $ — $ 312 $ 830 |
Schedule of Quantitative Information Regarding Fair Value of the Company’s Level 3 Liabilities | The following table provides quantitative information regarding the inputs used in determining the fair value of the Company’s Level 3 liabilities: Private Placement Warrants As of As of Volatility 167.5 % 110.0 % Stock price $ 0.30 $ 0.37 Expected life of options 2.5 years 2.7 years Risk-free rate 4.5 % 4.1 % Dividend yield 0.00 % 0.00 % |
Schedule of Change in Number and Value of the Warrants | The following table shows the change in number and value of the warrants since December 31, 2023: Public Private Total Shares Value Shares Value Shares Value December 31, 2023 17,248,601 $ 518 10,400,000 $ 312 27,648,601 $ 830 Change in value — $ 1,035 — $ 832 — $ 1,867 March 31, 2024 17,248,601 $ 1,553 10,400,000 $ 1,144 27,648,601 $ 2,697 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Accrued Expenses and Other Current Liabilities [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | The following table summarizes the Company’s components of accrued expenses and other current liabilities: As of March December 31, Compensation and benefits related $ 1,993 $ 4,063 Professional services and other 723 912 Accrued expenses $ 2,716 $ 4,975 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Schedule of Lease Costs | A summary of the components of lease costs for the Company under ASC 842 for the three months ended March 31, 2024 and March 31, 2023, respectively were as follows: March 31, Lease costs 2024 2023 Operating lease costs $ 534 $ 534 Variable lease costs $ 103 $ 114 Total lease costs $ 637 $ 648 |
Schedule of Cash Flow Information Related to Leases | Supplemental disclosure of cash flow information related to leases for the three months ended March 31, 2024 and 2023 was as follows: March 31, 2024 2023 Cash paid for amounts included in the measurement of operating lease liabilities (operating cash flows) $ 558 $ 488 |
Schedule of Weighted-Average Remaining Lease Term and Discount Rate | The weighted-average remaining lease term and discount rate were as follows: March 31, 2024 2023 Weighted-average remaining lease term (in years) 8.0 9.0 Weighted-average discount rate 8.74 % 8.74 % |
Schedule of Operating Lease Liabilities | The following table presents the maturity of the Company’s operating lease liabilities as of March 31, 2024: Years Ended December 31, 2024, excluding the three months ended March 31, 2024 $ 1,728 2025 2,358 2026 2,430 2027 2,502 2028 2,574 Thereafter 8,856 Total future minimum lease payments $ 20,448 Less imputed interest (5,856 ) Carrying value of lease liabilities $ 14,592 |
Stockholders_ Equity and Stoc_2
Stockholders’ Equity and Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Stockholders’ Equity and Stock-Based Compensation [Abstract] | |
Schedule of Activity for Common Stock Subject to Vesting | The activity for common stock subject to vesting is as follows: Shares Weighted Balance of unvested shares - January 1, 2024 5,639,533 $ 3.01 Granted 45,998 $ 0.30 Vested (465,019 ) $ 3.38 Forfeited (823,934 ) $ 1.99 Balance of unvested shares - March 31, 2024 4,396,578 $ 3.13 |
Schedule of Black-Scholes Option-Pricing Model Assumptions | During the three months ended March 31, 2024 and March 31, 2023, the Company granted options to purchase 1,205,000 and 481,764 shares, respectively, of Class A common stock, to employees and consultants with a fair value of $370 and $882 respectively, calculated using the Black-Scholes option-pricing model with the following assumptions: Three Months Three Months March 31, March 31, 2024 2023 Risk-free interest rate 4.27 % 3.53% - 4.17 % Expected term, in years 6.08 6.07 - 6.08 Dividend yield — % — % Expected volatility 92.78 % 76.18% - 76.22 % |
Schedule of Stock-Based Awards Granted is Reported in the Statements of Operations | Total stock-based compensation expense related to all of the Company’s stock-based awards granted is reported in the statements of operations as follows: For the Three Months Ended 2024 2023 Research and development $ 635 $ 861 Sales and marketing 344 293 General and administrative 2,112 2,100 Total $ 3,091 $ 3,254 |
Schedule of Option Activity | The option activity of the 2021 Plan for the three months ended March 31, 2024, is as follows: Options Weighted Weighted Outstanding at January 1, 2024 12,265,338 $ 3.37 7.57 Granted 1,205,000 0.40 Exercised (25,700 ) 0.07 Forfeited, expired, or cancelled (713,829 ) 3.50 Options vested and expected to vest at March 31, 2024 12,730,809 $ 3.09 7.78 |
Schedule of Class A Common Stock for Future Issuance | As of March 31, 2024 and December 31, 2023, the Company has reserved the following shares of Class A common stock for future issuance (in thousands): As of March 31, December 31, 2024 2023 Common stock options outstanding 12,731 12,265 Restricted stock units outstanding 4,397 5,640 Shares available for issuance under the 2021 Plan 7,515 7,228 Public warrants 17,249 17,249 Private warrants 10,400 10,400 Total shares of authorized Common Stock reserved for future issuance 52,292 52,782 |
Net Income_(Loss) Per Share (Ta
Net Income/(Loss) Per Share (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Net Income/(Loss) Per Share [Abstract] | |
Schedule of Net Income/(loss) Per Share | Diluted loss per share includes shares issuable upon exercise of outstanding stock options and stock-based awards where the conversion of such instruments would be dilutive. For the 2024 2023 Numerator for basic and diluted net loss per share: Net loss $ (17,001 ) $ (26,922 ) Denominator for basic and diluted net loss per share: Weighted average shares 175,709,479 126,130,189 Net loss per share of Class A and Class B common stock – basic and diluted $ (0.10 ) $ (0.21 ) |
Nature of Business and Basis _2
Nature of Business and Basis of Presentation (Details) $ in Thousands | Mar. 31, 2024 USD ($) |
Nature of Business and Basis of Presentation [Abstract] | |
Cash cash equivalents and short term investments | $ 84,126 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Summary of Significant Accounting Policies [Line Items] | |||
Cash balance | $ 936 | $ 936 | |
Unrealized gains | $ 51 | $ 65 | |
Effective income tax rate, percentage | 50% | ||
Public Warrants [Member] | Business Combination [Member] | |||
Summary of Significant Accounting Policies [Line Items] | |||
Public warrants (in Shares) | 17,249,991 | ||
Private Placement Warrants [Member] | Business Combination [Member] | |||
Summary of Significant Accounting Policies [Line Items] | |||
Public warrants (in Shares) | 10,400,000 |
Short-Term Investments (Details
Short-Term Investments (Details) $ in Thousands | Mar. 31, 2024 USD ($) |
Short-Term Debt [Member] | |
Short-Term Investments [Line Items] | |
Unrealized loss available-for-sale debt securities | $ 38,320 |
Short-Term Investments (Detai_2
Short-Term Investments (Details) - Schedule of Marketable Securities - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Assets: | ||
Amortized Cost | $ 45,945 | $ 45,345 |
Gross Unrealized Gains | 4 | 36 |
Gross Unrealized Losses | (45) | (26) |
Fair Value | 45,904 | 45,355 |
U.S. treasury and U.S. government securities [Member] | ||
Assets: | ||
Amortized Cost | 45,945 | 45,345 |
Gross Unrealized Gains | 4 | 36 |
Gross Unrealized Losses | (45) | (26) |
Fair Value | $ 45,904 | $ 45,355 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Property and Equipment, Net [Abstract] | ||
Depreciation | $ 521 | $ 441 |
Property and Equipment, Net (_2
Property and Equipment, Net (Details) - Schedule of Property and Equipment, Net - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Dec. 31, 2023 | |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 9,961 | $ 9,951 |
Less accumulated depreciation | (4,070) | (3,549) |
Property and equipment, net | 5,891 | 6,402 |
Machinery and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 3,155 | 3,162 |
Furniture and fixed assets [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 1,158 | 1,173 |
Computer hardware and software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, estimated useful life | 3 years | |
Total property and equipment | $ 1,348 | 1,328 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, estimated useful life | Lesser of lease term or asset life | |
Total property and equipment | $ 4,300 | $ 4,288 |
Minimum [Member] | Machinery and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, estimated useful life | 3 years | |
Minimum [Member] | Furniture and fixed assets [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, estimated useful life | 3 years | |
Maximum [Member] | Machinery and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, estimated useful life | 5 years | |
Maximum [Member] | Furniture and fixed assets [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, estimated useful life | 7 years |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Fair Value Measurements [Abstract] | ||
Change in fair value Iiabilities | $ 1,867 | $ 6,079 |
Fair Value Measurements (Deta_2
Fair Value Measurements (Details) - Schedule of Financial Assets Measured at Fair Value on a Recurring Basis and Indicates the Fair Value Hierarchy - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Assets: | ||
Total assets | $ 77,734 | $ 76,844 |
Liabilities: | ||
Total liabilities | 2,697 | 830 |
Quoted Prices in Active Markets for Identical Items (Level 1) [Member] | ||
Assets: | ||
Total assets | 31,830 | 31,489 |
Liabilities: | ||
Total liabilities | 1,553 | 518 |
Significant Other observable Inputs (Level 2) [Member] | ||
Assets: | ||
Total assets | 45,904 | 45,355 |
Liabilities: | ||
Total liabilities | ||
Significant Unobservable Inputs (Level 3) [Member] | ||
Assets: | ||
Total assets | ||
Liabilities: | ||
Total liabilities | 1,144 | 312 |
Warrant liabilities - public warrants [Member] | ||
Liabilities: | ||
Total liabilities | 1,553 | 518 |
Warrant liabilities - public warrants [Member] | Quoted Prices in Active Markets for Identical Items (Level 1) [Member] | ||
Liabilities: | ||
Total liabilities | 1,553 | 518 |
Warrant liabilities - public warrants [Member] | Significant Other observable Inputs (Level 2) [Member] | ||
Liabilities: | ||
Total liabilities | ||
Warrant liabilities - public warrants [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Liabilities: | ||
Total liabilities | ||
Warrant liabilities - private warrants [Member] | ||
Liabilities: | ||
Total liabilities | 1,144 | 312 |
Warrant liabilities - private warrants [Member] | Quoted Prices in Active Markets for Identical Items (Level 1) [Member] | ||
Liabilities: | ||
Total liabilities | ||
Warrant liabilities - private warrants [Member] | Significant Other observable Inputs (Level 2) [Member] | ||
Liabilities: | ||
Total liabilities | ||
Warrant liabilities - private warrants [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Liabilities: | ||
Total liabilities | 1,144 | 312 |
Money market funds [Member] | ||
Assets: | ||
Total assets | 31,830 | 31,489 |
Money market funds [Member] | Quoted Prices in Active Markets for Identical Items (Level 1) [Member] | ||
Assets: | ||
Total assets | 31,830 | 31,489 |
Money market funds [Member] | Significant Other observable Inputs (Level 2) [Member] | ||
Assets: | ||
Total assets | ||
Money market funds [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Assets: | ||
Total assets | ||
U.S. treasury securities [Member] | ||
Assets: | ||
Total assets | 45,904 | 45,355 |
U.S. treasury securities [Member] | Quoted Prices in Active Markets for Identical Items (Level 1) [Member] | ||
Assets: | ||
Total assets | ||
U.S. treasury securities [Member] | Significant Other observable Inputs (Level 2) [Member] | ||
Assets: | ||
Total assets | $ 45,904 | 45,355 |
U.S. treasury securities [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Assets: | ||
Total assets |
Fair Value Measurements (Deta_3
Fair Value Measurements (Details) - Schedule of Quantitative Information Regarding Fair Value of the Company’s Level 3 Liabilities - Private Placement Warrants [Member] - Level 3 [Member] | Mar. 31, 2024 | Dec. 31, 2023 |
Volatility [Member] | ||
Schedule of Quantitative Information Regarding Level3 Fair Value Measurements [Line Items] | ||
Fair value liabilities | 167.5 | 110 |
Stock price [Member[ | ||
Schedule of Quantitative Information Regarding Level3 Fair Value Measurements [Line Items] | ||
Fair value liabilities | 0.3 | 0.37 |
Expected life of options [Member[ | ||
Schedule of Quantitative Information Regarding Level3 Fair Value Measurements [Line Items] | ||
Fair value liabilities | 2.5 | 2.7 |
Risk-free rate [Member[ | ||
Schedule of Quantitative Information Regarding Level3 Fair Value Measurements [Line Items] | ||
Fair value liabilities | 4.5 | 4.1 |
Dividend yield [Member[ | ||
Schedule of Quantitative Information Regarding Level3 Fair Value Measurements [Line Items] | ||
Fair value liabilities | 0 | 0 |
Fair Value Measurements (Deta_4
Fair Value Measurements (Details) - Schedule of Change in Number and Value of the Warrants $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) shares | |
Schedule of Change in Number and Value of the Warrants [Line Items] | |
Opening balance, Shares | shares | 27,648,601 |
Opening balance, Value | $ | $ 830 |
Change in value, Shares | shares | |
Change in value, Value | $ | $ 1,867 |
Ending balance, Shares | shares | 27,648,601 |
Ending balance, Value | $ | $ 2,697 |
Public [Member] | |
Schedule of Change in Number and Value of the Warrants [Line Items] | |
Opening balance, Shares | shares | 17,248,601 |
Opening balance, Value | $ | $ 518 |
Change in value, Shares | shares | |
Change in value, Value | $ | $ 1,035 |
Ending balance, Shares | shares | 17,248,601 |
Ending balance, Value | $ | $ 1,553 |
Private [Member] | |
Schedule of Change in Number and Value of the Warrants [Line Items] | |
Opening balance, Shares | shares | 10,400,000 |
Opening balance, Value | $ | $ 312 |
Change in value, Shares | shares | |
Change in value, Value | $ | $ 832 |
Ending balance, Shares | shares | 10,400,000 |
Ending balance, Value | $ | $ 1,144 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - Schedule of Accrued Expenses and Other Current Liabilities - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Schedule of Accrued Expenses and Other Current Liabilities [Abstract] | ||
Compensation and benefits related | $ 1,993 | $ 4,063 |
Professional services and other | 723 | 912 |
Accrued expenses | $ 2,716 | $ 4,975 |
Leases (Details)
Leases (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Leases [Abstract] | ||
Lease expense | $ 534 | $ 534 |
Leases (Details) - Schedule of
Leases (Details) - Schedule of Lease Costs - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Schedule of Lease Costs [Abstract] | ||
Operating lease costs | $ 534 | $ 534 |
Variable lease costs | 103 | 114 |
Total lease costs | $ 637 | $ 648 |
Leases (Details) - Schedule o_2
Leases (Details) - Schedule of Cash Flow Information Related to Leases - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Schedule of Cash Flow Information Related to Leases [Abstract] | ||
Total cash paid for amounts included in the measurement of operating lease liabilities (operating cash flows) | $ 558 | $ 488 |
Leases (Details) - Schedule o_3
Leases (Details) - Schedule of Weighted-Average Remaining Lease Term and Discount Rate | Mar. 31, 2024 | Mar. 31, 2023 |
Schedule of Weighted-Average Remaining Lease Term and Discount Rate [Abstract] | ||
Weighted-average remaining lease term (in years) | 8 years | 9 years |
Weighted-average discount rate | 8.74% | 8.74% |
Leases (Details) - Schedule o_4
Leases (Details) - Schedule of Operating Lease Liabilities $ in Thousands | Mar. 31, 2024 USD ($) |
Schedule of Operating Lease Liabilities [Abstract] | |
2024, excluding the three months ended March 31, 2024 | $ 1,728 |
2025 | 2,358 |
2026 | 2,430 |
2027 | 2,502 |
2028 | 2,574 |
Thereafter | 8,856 |
Total future minimum lease payments | 20,448 |
Less imputed interest | (5,856) |
Carrying value of lease liabilities | $ 14,592 |
Stockholders_ Equity and Stoc_3
Stockholders’ Equity and Stock-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||||||
Dec. 31, 2023 | Jul. 31, 2023 | Jun. 01, 2023 | Jun. 01, 2022 | Mar. 31, 2024 | Mar. 31, 2023 | Jul. 17, 2020 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | |||||
Preferred stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | |||||
Preferred stock, shares outstanding | |||||||
Preferred stock, shares issued | |||||||
Warrants outstanding | 27,648,601 | 27,648,601 | |||||
Exercise price (in Dollars per share) | $ 11.5 | ||||||
Warrant expire term | 5 years | ||||||
Common stock equal or exceeds price per shares (in Dollars per share) | $ 10 | ||||||
Warrant redemption price per share (in Dollars per share) | $ 0.01 | ||||||
Common stock reserved for issuance | 52,782 | 52,292 | |||||
Fair market value | 100% | ||||||
Incentive stock option granted | 10% | ||||||
Exercise price percentage | 110% | ||||||
Granted shares | 2,510,422 | ||||||
Share based compensation (in Dollars) | $ 3,091 | $ 3,254 | |||||
Recognized over a weighted average period | 2 years 2 months 12 days | ||||||
Granted intrinsic value granted (in Dollars) | $ 14 | ||||||
Granted intrinsic value vested (in Dollars) | $ 171 | ||||||
Shares available for future equity grants | 1,205,000 | 481,764 | |||||
Common stock fair value (in Dollars) | $ 370 | $ 882 | |||||
Aggregate shares (in Dollars) | $ 11,549 | ||||||
Weighted average grant date fair value of options (in Dollars per share) | $ 0.3 | ||||||
Aggregate intrinsic value of options exercised (in Dollars) | $ 9 | $ 757 | |||||
Aggregate intrinsic value of options outstanding (in Dollars) | $ 50 | ||||||
Public Warrants [Member] | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Warrants outstanding | 17,248,601 | ||||||
Common stock reserved for issuance | 17,249 | 17,249 | |||||
Private Placement Warrants [Member] | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Warrants outstanding | 10,400,000 | ||||||
Equity Option [Member] | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Contractual term | 7 years 6 months 25 days | 7 years 9 months 10 days | |||||
Recognized over a weighted average period | 2 years 2 months 15 days | ||||||
Weighted average grant date fair value of options (in Dollars per share) | $ 0.31 | $ 1.83 | |||||
2021 Plan [Member] | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Common stock reserved for issuance | 6,590,000 | ||||||
Contractual term | 10 years | ||||||
Shares available for future equity grants | 7,514,991 | ||||||
Common Stock [Member] | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Common stock, shares authorized | 31,944,891 | ||||||
Common stock equal or exceeds price per shares (in Dollars per share) | $ 18 | ||||||
Phantom Share Units (PSUs) [Member] | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Granted shares | 2,510,422 | ||||||
Share based compensation (in Dollars) | $ 1,564 | $ 10,776 | |||||
Restricted Stock Units (RSUs) [Member] | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Share based compensation (in Dollars) | 1,564 | $ 10,776 | |||||
Aggregate intrinsic value of options outstanding (in Dollars) | $ 1,326 | ||||||
Common Class A [Member] | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Common stock, shares authorized | 300,000,000 | 300,000,000 | |||||
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | |||||
Common stock equal or exceeds price per shares (in Dollars per share) | $ 18 | ||||||
Common stock reserved for issuance | 11,794,074 | ||||||
Common Class A [Member] | Warrants [Member] | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Price per share (in Dollars per share) | $ 11.5 | ||||||
Common stock equal or exceeds price per shares (in Dollars per share) | $ 10 | ||||||
Warrant redemption price per share (in Dollars per share) | $ 0.1 | ||||||
Common Class A [Member] | 2021 Plan [Member] | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Additional shares issued | 6,970,817 | 6,590,000 | |||||
Class B Common Stock [Member] | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Common stock, shares authorized | 22,000,000 | 22,000,000 | |||||
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Stockholders_ Equity and Stoc_4
Stockholders’ Equity and Stock-Based Compensation (Details) - Schedule of Activity for Common Stock Subject to Vesting | 3 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Share-Based Payment Arrangement [Abstract] | |
Shares Subject to Vesting, Beginning Balance | shares | 5,639,533 |
Weighted Average Grant Date Fair Value, Beginning Balance | $ / shares | $ 3.01 |
Shares Subject to Vesting, Granted | shares | 45,998 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | $ 0.3 |
Shares Subject to Vesting, Vested | shares | (465,019) |
Weighted Average Grant Date Fair Value, Vested | $ / shares | $ 3.38 |
Shares Subject to Vesting, Forfeited | shares | (823,934) |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | $ 1.99 |
Shares Subject to Vesting, Ending Balance | shares | 4,396,578 |
Weighted Average Grant Date Fair Value, Ending Balance | $ / shares | $ 3.13 |
Stockholders_ Equity and Stoc_5
Stockholders’ Equity and Stock-Based Compensation (Details) - Schedule of Black-Scholes Option-Pricing Model Assumptions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Risk-free interest rate | 4.27% | |
Expected term, in years | 6 years 29 days | |
Dividend yield | ||
Expected volatility | 92.78% | |
Minimum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Risk-free interest rate | 3.53% | |
Expected term, in years | 6 years 25 days | |
Expected volatility | 76.18% | |
Maximum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Risk-free interest rate | 4.17% | |
Expected term, in years | 6 years 29 days | |
Expected volatility | 76.22% |
Stockholders_ Equity and Stoc_6
Stockholders’ Equity and Stock-Based Compensation (Details) - Schedule of Stock-Based Awards Granted is Reported in the Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total stock-based compensation expense | $ 3,091 | $ 3,254 |
Research and development [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total stock-based compensation expense | 635 | 861 |
Sales and marketing [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total stock-based compensation expense | 344 | 293 |
General and administrative [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total stock-based compensation expense | $ 2,112 | $ 2,100 |
Stockholders_ Equity and Stoc_7
Stockholders’ Equity and Stock-Based Compensation (Details) - Schedule of Option Activity - Stock Option [Member] - $ / shares | 3 Months Ended | |
Dec. 31, 2023 | Mar. 31, 2024 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Options, Granted | 1,205,000 | |
Weighted Average Exercise Price, Granted | $ 0.4 | |
Options, Exercised | (25,700) | |
Weighted Average Exercise Price, Exercised | $ 0.07 | |
Options, Forfeited, expired, or cancelled | (713,829) | |
Weighted Average Exercise Price, Forfeited, expired, or cancelled | $ 3.5 | |
Options, Ending | 12,265,338 | 12,730,809 |
Weighted Average Exercise Price, Ending | $ 3.37 | $ 3.09 |
Weighted Average Remaining Contractual Life, Ending | 7 years 6 months 25 days | 7 years 9 months 10 days |
Stockholders_ Equity and Stoc_8
Stockholders’ Equity and Stock-Based Compensation (Details) - Schedule of Class A Common Stock for Future Issuance - shares | Mar. 31, 2024 | Dec. 31, 2023 |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total shares of authorized Common Stock reserved for future issuance | 52,292 | 52,782 |
Common stock options outstanding [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total shares of authorized Common Stock reserved for future issuance | 12,731 | 12,265 |
Restricted stock units outstanding [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total shares of authorized Common Stock reserved for future issuance | 4,397 | 5,640 |
Shares available for issuance under the 2021 Plan [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total shares of authorized Common Stock reserved for future issuance | 7,515 | 7,228 |
Public warrants [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Total shares of authorized Common Stock reserved for future issuance | 17,249 | 17,249 |
Private warrants [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [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 | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Employee Retirement Plan [Line Items] | ||
Total contributions amount | $ 230 | $ 358 |
Net Income_(Loss) Per Share (De
Net Income/(Loss) Per Share (Details) | 3 Months Ended |
Mar. 31, 2024 shares | |
Net Income/(Loss) Per Share [Abstract] | |
Shares excluded from the calculation of diluted earnings per share | 44,775,988 |
Net Income_(Loss) Per Share (_2
Net Income/(Loss) Per Share (Details) - Schedule of Net Income/(loss) Per Share - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Numerator for basic and diluted net loss per share: | ||
Net loss | $ (17,001) | $ (26,922) |
Denominator for basic and diluted net loss per share: | ||
Weighted average shares basic | 175,709,479 | 126,130,189 |
Net loss per share of Class A and Class B common stock – basic | $ (0.1) | $ (0.21) |
Net Income_(Loss) Per Share (_3
Net Income/(Loss) Per Share (Details) - Schedule of Net Income/(loss) Per Share (Parentheticals) - $ / shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Schedule Of Net Income Loss Per Share Abstract | ||
Weighted average shares diluted | 175,709,479 | 126,130,189 |
Net loss per share of Class A and Class B common stock – diluted | $ (0.10) | $ (0.21) |