Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2022 | Apr. 30, 2022 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-40326 | |
Entity Registrant Name | TuSimple Holdings Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 86-2341575 | |
Entity Address, Address Line One | 9191 Towne Centre Drive | |
Entity Address, Address Line Two | Suite 600 | |
Entity Address, City or Town | San Diego | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92122 | |
City Area Code | 619 | |
Local Phone Number | 916-3144 | |
Title of 12(b) Security | Class A Common Stock, par value $0.0001 per share | |
Trading Symbol | TSP | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Emerging Growth Company | true | |
Entity Small Business | false | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001823593 | |
Current Fiscal Year End Date | --12-31 | |
Common Class A | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 199,424,858 | |
Common Class B | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 24,000,000 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 1,237,246 | $ 1,337,586 |
Accounts receivable, net | 1,790 | 1,599 |
Prepaid expenses and other current assets | 16,152 | 13,995 |
Total current assets | 1,255,188 | 1,353,180 |
Property and equipment, net | 30,728 | 36,053 |
Operating lease right-of-use assets | 41,314 | 0 |
Other assets | 7,874 | 7,090 |
Total assets | 1,335,104 | 1,396,323 |
Current liabilities: | ||
Accounts payable | 3,433 | 4,544 |
Amounts due to joint development partners | 7,848 | 7,394 |
Accrued expenses and other current liabilities | 24,640 | 41,698 |
Short-term debt | 1,524 | 1,524 |
Capital lease liabilities, current | 0 | 766 |
Operating lease liabilities, current | 4,741 | 0 |
Total current liabilities | 42,186 | 55,926 |
Capital lease liabilities, noncurrent | 0 | 2,872 |
Operating lease liabilities, noncurrent | 38,268 | 0 |
Long-term debt | 5,166 | 5,543 |
Other liabilities | 4,308 | 5,004 |
Total liabilities | 89,928 | 69,345 |
Commitments and contingencies (Note 4) | ||
Stockholders' equity: | ||
Preferred stock, $0.0001 par value; 100,000,000 shares authorized as of December 31, 2021 and March 31, 2022; zero shares issued and outstanding as of December 31, 2021 and March 31, 2022 | 0 | 0 |
Common stock, $0.0001 par value; 4,876,000,000 Class A shares authorized as of December 31, 2021 and March 31, 2022; 197,833,195 and 198,992,409 Class A shares issued and outstanding as of December 31, 2021 and March 31, 2022, respectively; 24,000,000 Class B shares authorized as of December 31, 2021 and March 31, 2022; 24,000,000 Class B shares issued and outstanding as of December 31, 2021 and March 31, 2022 | 22 | 22 |
Additional paid-in-capital | 2,494,441 | 2,464,730 |
Accumulated other comprehensive loss | 276 | 77 |
Accumulated deficit | (1,249,563) | (1,137,851) |
Total stockholders’ equity | 1,245,176 | 1,326,978 |
Total liabilities and stockholders’ equity | $ 1,335,104 | $ 1,396,323 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common Class A | ||
Common stock, shares authorized (in shares) | 4,876,000,000 | 4,876,000,000 |
Common stock, shares outstanding (in shares) | 198,992,409 | 197,833,195 |
Common stock, shares issued (in shares) | 198,992,409 | 197,833,195 |
Common Class B | ||
Common stock, shares authorized (in shares) | 24,000,000 | 24,000,000 |
Common stock, shares outstanding (in shares) | 24,000,000 | 24,000,000 |
Common stock, shares issued (in shares) | 24,000,000 | 24,000,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||
Revenue | $ 2,264 | $ 944 |
Cost of revenue | 4,089 | 2,246 |
Gross loss | (1,825) | (1,302) |
Research and development | 78,158 | 41,434 |
Selling, general and administrative | 32,215 | 15,902 |
Total operating expenses | 110,373 | 57,336 |
Loss from operations | (112,198) | (58,638) |
Change in fair value of warrants liability | 0 | (326,900) |
Other income, net | 295 | 378 |
Loss before provision for income taxes | (111,903) | (385,160) |
Provision for income taxes | 0 | 0 |
Net loss | (111,903) | (385,160) |
Accretion of redeemable convertible preferred stock | 0 | 4,135 |
Net loss attributable to common stockholders, basic | (111,903) | (389,295) |
Net loss attributable to common stockholders, diluted | $ (111,903) | $ (389,295) |
Net loss per share attributable to common stockholders, basic (in dollars per share) | $ (0.50) | $ (6.43) |
Net loss per share attributable to common stockholders, diluted (in dollars per share) | $ (0.50) | $ (6.43) |
Weighted-average shares used in computing net loss per share, basic (in shares) | 222,526,454 | 60,576,886 |
Weighted-average shares used in computing net loss per share, diluted (in shares) | 222,526,454 | 60,576,886 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (111,903) | $ (385,160) |
Other comprehensive income: | ||
Foreign currency translation adjustment | 199 | 911 |
Comprehensive loss | $ (111,704) | $ (384,249) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Total | Adjustments for prior periods from adopting ASC 842 | Redeemable convertible preferred stock | Series E Redeemable Convertible Preferred Stock | Series E-2 Redeemable Convertible Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit | Accumulated DeficitAdjustments for prior periods from adopting ASC 842 |
Beginning Balance (in shares) at Dec. 31, 2020 | 102,074,703 | |||||||||
Beginning Balance at Dec. 31, 2020 | $ 664,791 | |||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||||
Issuance of redeemable convertible preferred stock, net of issuance costs (in shares) | 4,650,999 | |||||||||
Issuance of redeemable convertible preferred stock, net of issuance costs | $ 61,631 | |||||||||
Issuance of redeemable convertible preferred stock from the exercise of warrants (in shares) | 9,477,073 | 4,331,644 | ||||||||
Issuance of redeemable convertible preferred stock from the exercise of warrants | $ 379,084 | $ 173,275 | ||||||||
Accretion of redeemable convertible preferred stock to redemption value | $ 4,135 | |||||||||
Ending Balance (in shares) at Mar. 31, 2021 | 120,534,419 | |||||||||
Ending Balance at Mar. 31, 2021 | $ 1,282,916 | |||||||||
Beginning Balance (in shares) at Dec. 31, 2020 | 60,543,337 | |||||||||
Beginning Balance at Dec. 31, 2020 | $ (405,473) | $ 6 | $ 0 | $ (301) | $ (405,178) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Issuance of common stock from exercise of options (in shares) | 60,616 | |||||||||
Issuance of common stock from exercise of options | $ 1 | 1 | ||||||||
Issuance of common stock under the Employee Stock Purchase Plan (in shares) | 0 | |||||||||
Vesting of early exercised stock options | $ 21 | 21 | ||||||||
Accretion of redeemable convertible preferred stock to redemption value | (4,135) | (4,135) | ||||||||
Stock-based compensation | 6,289 | 6,289 | ||||||||
Foreign currency translation adjustment | 911 | 911 | ||||||||
Net loss | (385,160) | (385,160) | ||||||||
Ending Balance (in shares) at Mar. 31, 2021 | 60,603,953 | |||||||||
Ending Balance at Mar. 31, 2021 | (787,546) | $ 6 | 2,176 | 610 | (790,338) | |||||
Beginning Balance (in shares) at Dec. 31, 2020 | 102,074,703 | |||||||||
Beginning Balance at Dec. 31, 2020 | $ 664,791 | |||||||||
Beginning Balance (in shares) at Dec. 31, 2020 | 60,543,337 | |||||||||
Beginning Balance at Dec. 31, 2020 | $ (405,473) | $ 6 | 0 | (301) | (405,178) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Accounting Standards Update [Extensible Enumeration] | Accounting Standards Update 2016-02 [Member] | |||||||||
Ending Balance (in shares) at Dec. 31, 2021 | 221,833,195 | |||||||||
Ending Balance at Dec. 31, 2021 | $ 1,326,978 | $ 191 | $ 22 | 2,464,730 | 77 | (1,137,851) | $ 191 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Issuance of common stock from exercise of options (in shares) | 534,019 | |||||||||
Issuance of common stock from exercise of options | $ 871 | 871 | ||||||||
Issuance of common stock related to release of RSU and SVAs (in shares) | 537,980 | |||||||||
Issuance of common stock under the Employee Stock Purchase Plan (in shares) | 87,215 | 87,215 | ||||||||
Issuance of common stock under the Employee Stock Purchase Plan | $ 1,292 | 1,292 | ||||||||
Vesting of early exercised stock options | 21 | 21 | ||||||||
Stock-based compensation | 27,527 | 27,527 | ||||||||
Foreign currency translation adjustment | 199 | 199 | ||||||||
Net loss | (111,903) | (111,903) | ||||||||
Ending Balance (in shares) at Mar. 31, 2022 | 222,992,409 | |||||||||
Ending Balance at Mar. 31, 2022 | $ 1,245,176 | $ 22 | $ 2,494,441 | $ 276 | $ (1,249,563) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash flows from operating activities: | ||
Net loss | $ (111,903) | $ (385,160) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation | 27,527 | 6,289 |
Depreciation and amortization | 2,735 | 2,110 |
Change in fair value of warrants liability | 0 | 326,900 |
Other adjustments | (8) | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (202) | (285) |
Prepaid expenses and other current assets | (422) | (3,360) |
Operating lease right-of-use assets | 1,222 | 0 |
Other assets | (758) | (152) |
Accounts payable | 227 | 9,237 |
Amounts due to/from related parties | 0 | 4,558 |
Amounts due to joint development partners | 454 | 0 |
Accrued expenses and other current liabilities | (18,286) | (8,217) |
Operating lease liabilities | (1,642) | 0 |
Other liabilities | 426 | 1,347 |
Net cash used in operating activities | (100,630) | (46,733) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (1,356) | (1,210) |
Purchases of intangible assets | (40) | (87) |
Proceeds from disposal of property and equipment | 19 | 100 |
Net cash used in investing activities | (1,377) | (1,197) |
Cash flows from financing activities: | ||
Proceeds from issuance of redeemable convertible preferred stock, net of offering costs | 0 | 61,631 |
Proceeds from the issuance of common stock under the Employee Stock Purchase Plan | 1,292 | 0 |
Proceeds from exercise of warrants for redeemable convertible preferred stock | 0 | 183,007 |
Proceeds from early exercised stock options | 871 | 253 |
Principal payments on related party loan | 0 | (613) |
Principal payments on capital lease obligations | 0 | (191) |
Principal payments on finance lease obligations | (293) | 0 |
Principal payments on loans | (358) | (117) |
Net cash provided by financing activities | 1,512 | 243,970 |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | 155 | 1,100 |
Net change in cash, cash equivalents, and restricted cash | (100,340) | 197,140 |
Cash, cash equivalents, and restricted cash - beginning of period | 1,339,092 | 312,351 |
Cash, cash equivalents, and restricted cash - end of period | 1,238,752 | 509,491 |
Reconciliation of cash, cash equivalents, and restricted cash to the condensed consolidated balance sheets: | ||
Cash and cash equivalents | 1,237,246 | 508,706 |
Restricted cash included in prepaid expenses and other current assets | 1,506 | 785 |
Total cash and cash equivalents, and restricted cash | 1,238,752 | 509,491 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 281 | 195 |
Supplemental schedule of non-cash investing and financing activities: | ||
Acquisitions of property and equipment included in current liabilities | 1,038 | 1,939 |
Accretion of redeemable convertible preferred stock | 0 | 4,135 |
Vesting of early exercised stock options | 21 | 21 |
Exercise of liability-classified warrants | $ 0 | $ 369,352 |
Description of Business and Sum
Description of Business and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Summary of Significant Accounting Policies | Description of Business and Summary of Significant Accounting Policies Description of Business TuSimple Holdings Inc. (“TuSimple” or the “Company”) is principally engaged in the operation and development of autonomous trucks and an autonomous freight network (“AFN”). The Company is headquartered in San Diego, California.. Basis of Presentation and Consolidation The accompanying unaudited condensed consolidated financial statements (“Financial Statements”) have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. The condensed consolidated financial statements include the accounts of the Company and its consolidated subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. These Financial Statements should be read in conjunction with the audited consolidated financial statements and notes as of and for the year ended December 31, 2021, included in the Company's Annual Report on Form 10-K. The condensed consolidated balance sheet as of December 31, 2021, was derived from the audited consolidated financial statements as of that date, but does not include all disclosures required by GAAP. In management’s opinion, the accompanying Financial Statements reflect all normal recurring adjustments necessary for their fair presentation. Other than described below, there have been no changes to the Company’s significant accounting policies described in the Annual Report on Form 10-K for the year ended December 31, 2021 that have had a material impact on the Company’s Financial Statements. Leases The Company accounts for leases in accordance with Accounting Standards Codification ("ASC") 842, Leases ("ASC 842"), which requires lessees to recognize on-balance sheet and disclose key information about leasing arrangements. The Company adopted ASC 842 along with all applicable ASU clarifications and improvements on January 1, 2022 using the modified retrospective transition method and used the effective date as the date of initial application. Consequently, financial information is not updated and disclosures required under ASC 842 are not provided for periods before January 1, 2022. ASC 842 provides a number of optional practical expedients in transition. The Company elected the "package of practical expedients," which permits the Company not to reassess under ASC 842 its prior conclusions about lease identification, lease classification and initial direct costs. The Company determines if a contract contains a lease based on whether it has the right to obtain substantially all of the economic benefits from the use of an identified asset and whether it has the right to direct the use of an identified asset in exchange for consideration, which relates to an asset which the Company does not own. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets are recognized as the lease liability, adjusted for lease incentives received. Lease liabilities are recognized at the present value of the future lease payments at the lease commencement date. The interest rate used to determine the present value of the future lease payments is the Company’s incremental borrowing rate (“IBR”), because the interest rate implicit in most of the Company’s leases is not readily determinable. Lease payments may be fixed or variable, however, only fixed payments or in-substance fixed payments are included in the Company’s lease liability calculation. Variable lease payments are recognized in operating expenses in the period in which the obligation for those payments are incurred. The Company has lease agreements with lease and non-lease components and has elected to utilize the practical expedient to account for lease and non-lease components together as a single combined lease component. Additionally, the Company has determined that certain leases previously identified as build-to-suit leasing arrangements under legacy accounting (ASC 840), were derecognized pursuant to the transition guidance provided for build-to-suit leases in ASC 842. Accordingly, these leases have been reassessed as operating leases as of the adoption date under ASC 842, and are included on the condensed consolidated balance sheet as of March 31, 2022. The Company has leases that include one or more options to extend the lease term for up to five years and some of its leases include options to terminate the lease prior to the end of the agreed upon lease term. For purposes of calculating lease liabilities, lease terms include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such options. Operating leases are included within operating lease ROU assets, operating lease liabilities, current, and operating lease liabilities, noncurrent on the Company's condensed consolidated balance sheet as of March 31, 2022. Finance leases are included in property and equipment, net, accrued expenses and other current liabilities, and other liabilities on the Company's condensed consolidated balance sheets as of March 31, 2022. The Company has elected not to present short-term leases on the consolidated balance sheet as these leases have a lease term of 12 months or less at lease inception and do not contain purchase options or renewal terms that the Company is reasonably certain to exercise. Adoption of the new lease standard on January 1, 2022 impacted the interim unaudited condensed consolidated financial statements as follows: (i) recognition of ROU assets of $32.9 million and lease liabilities of $35.1 million for operating leases, (ii) derecognition of build-to-suit lease assets and liabilities of $6.5 million and $4.4 million, respectively, with the net impact of $0.2 million recorded to accumulated deficit as of January 1, 2022, and (iii) reclassification of deferred rent and other liability balances of $2.5 million relating to its existing lease arrangements into the ROU asset balance as of January 1, 2022. The standard did not materially impact the condensed consolidated statement of operations and condensed consolidated statement of cash flows. Reclassifications Certain prior period balances have been reclassified to conform to the current period presentation in the condensed consolidated financial statements and the accompanying notes. Restricted cash has been reclassified to prepaid expenses, other current assets and accrued expenses incurred under joint development agreements have been reclassified to be presented separately from amounts due to related parties, and sales and marketing expense have been reclassified to selling, general and administrative expense. Recently Adopted Accounting Pronouncements In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-02, Leases , to require lessees to recognize all leases, with limited exceptions, on the balance sheet, while recognition on the statement of operations will remain similar to legacy lease accounting, ASC 840. Subsequently, the FASB issued ASU No. 2018-10, Codification Improvements to Topic 842 , ASU No. 2018-11, Targeted Improvements , ASU No. 2018-20, Narrow-Scope Improvements for Lessors , and ASU 2019-01, Codification Improvements , to clarify and amend the guidance in ASU No. 2016-02. As disclosed above, the Company adopted the ASUs on January 1, 2022 on a modified retrospective basis. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments , as amended by subsequently issued ASUs 2018-19, 2019-04, 2019-05, 2019-10 2019-11 and 2020-02 and 2020-03 (collectively, “Topic 326”), which requires an entity to utilize a new impairment model known as the current expected credit loss (“CECL”) model to estimate its lifetime “expected credit loss” and record an allowance that, when deducted from the amortized cost basis of the financial asset, presents the net amount expected to be collected on the financial asset. The CECL model is expected to result in more timely recognition of credit losses. This guidance also requires new disclosures for financial assets measured at amortized cost, loans and available-for-sale debt securities. For the Company, the new standard is effective for annual reporting periods beginning after December 15, 2022, including interim periods within those annual periods. Early adoption is permitted. Entities will apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted. The Company is currently evaluating the impact the adoption of this standard will have on its consolidated financial statements. In October 2020, the FASB issue ASU No. 2020-10, Codification Improvements |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis and indicates the fair value hierarchy of the valuation (in thousands): As of December 31, 2021 Total Level 1 Level 2 Level 3 Assets: Cash equivalents: Money market funds $ 1,077,550 $ 1,077,550 $ — $ — Total $ 1,077,550 $ 1,077,550 $ — $ — As of March 31, 2022 Total Level 1 Level 2 Level 3 Assets: Cash equivalents: Money market funds $ 999,132 $ 999,132 $ — $ — Total $ 999,132 $ 999,132 $ — $ — Warrants Liability In February and March 2021, TRATON Group (“TRATON”) and its subsidiary Navistar, Inc. (“Navistar”) exercised warrants to purchase 4,331,644 and 9,477,073 shares of Series E-2 and Series E redeemable convertible preferred stock at an exercise price of $11.31 and $14.14, resulting in proceeds of $49.0 million and $134.0 million, respectively. Immediately prior to their exercise, the fair value of the then existing warrants liability was remeasured using the Black-Scholes option-pricing model, resulting in a loss upon remeasurement of $326.9 million. The warrants exercised by TRATON represented only a portion of their total and the unexercised warrants expired as of the exercise date. As of March 31, 2022, there were no warrants outstanding. The Company used the following assumptions in the model: As of February 26, 2021 March 19, 2021 Fair value of underlying securities $40.00 $40.00 Expected volatility 62.95% 60.85% Expected term (in years) 1.76 0.79 Risk-free interest rate 0.14% 0.08% |
Balance Sheet Components
Balance Sheet Components | 3 Months Ended |
Mar. 31, 2022 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Components | Balance Sheet Components Property and Equipment, Net Property and equipment, net as of December 31, 2021 and March 31, 2022, was as follows (in thousands): As of December 31, March 31, Electronic equipment $ 12,761 $ 13,661 Office and other equipment 9,423 9,959 Vehicles 21,043 18,701 Leasehold improvements 11,984 10,245 Buildings — 1,841 Construction in progress 5,258 570 Property and equipment, gross 60,469 54,977 Accumulated depreciation and amortization (24,416) (24,249) Property and equipment, net $ 36,053 $ 30,728 Depreciation and amortization expense was $2.1 million and $2.7 million for the three months ended March 31, 2021 and 2022, respectively. As of December 31, 2021, property and equipment financed under capital leases was $3.3 million, net of accumulated amortization of $2.5 million. As of March 31, 2022, property and equipment under finance leases was $4.8 million, net of accumulated depreciation of $0.4 million. Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities as of December 31, 2021 and March 31, 2022 were as follows (in thousands): As of December 31, March 31, Accrued payroll $ 33,225 $ 13,161 Accrued professional fees 1,938 5,633 Finance lease liabilities, current — 1,041 Other 6,535 4,805 Accrued expenses and other current liabilities $ 41,698 $ 24,640 Leases The balances for the operating and finance leases where the Company is the lessee are presented within the consolidated balance sheets follows (in thousands): As of March 31, 2022 Operating leases: Operating lease right-of-use assets $ 41,314 Operating lease liabilities, current $ 4,741 Operating lease liabilities, noncurrent 38,268 Total operating lease liabilities $ 43,009 Finance leases: Property and equipment, at cost $ 5,134 Accumulated depreciation (363) Property and equipment, net $ 4,771 Accrued expenses and other current liabilities $ 1,041 Other liabilities 3,906 Total finance lease obligations $ 4,947 The components of lease expense were as follows (in thousands): Three Months Ended March 31, 2022 Operating lease expense: Operating lease expense (1) $ 2,005 Finance lease expense: Amortization of leased assets $ 363 Interest on lease liabilities 153 Total finance lease expense $ 516 Total lease expense $ 2,521 (1) Includes short-term leases and variable lease costs, which are immaterial. Other information related to leases where the Company is the lessee is as follows: As of March 31, 2022 Weighted-average remaining lease term: Operating leases 9.4 years Finance leases 3.5 years Weighted-average discount rate: Operating leases 4.4 % Finance leases 12.7 % Supplemental cash flow information related to leases where the Company is the lessee is as follows (in thousands): Three Months Ended March 31, 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 2,045 Operating cash flows from finance leases (interest payments) $ 149 Financing cash flows from finance leases $ 293 Right-of-use assets obtained in exchange for lease obligations: Operating lease liabilities $ 44,549 Finance lease liabilities $ 5,240 As of March 31, 2022, the maturities of the Company's operating and financing lease liabilities (excluding short-term leases) are as follows (in thousands): Operating Leases Finance Leases Remainder of 2022 $ 4,363 $ 1,221 2023 6,666 1,401 2024 6,112 1,398 2025 5,870 2,200 2026 6,013 106 Thereafter 24,053 — Total minimum lease payments 53,077 6,326 Less: imputed interest (10,068) (1,379) Present value of minimum lease payments 43,009 4,947 Less: current portion (4,741) (1,041) Lease obligations, noncurrent $ 38,268 $ 3,906 As of March 31, 2022, the Company has additional leases for facilities that have not yet commenced with lease obligations of $7.4 million. These leases will commence between 2022 and 2023 with lease terms of four Supplemental Information for Comparative Periods Prior to the adoption of ASC 842, future minimum lease payments for non-cancelable operating and capital leases as of December 31, 2021 were as follows (in thousands): Operating Leases Capital Leases 2022 $ 7,660 $ 1,253 2023 7,891 978 2024 5,126 963 2025 3,435 1,761 2026 3,049 — Thereafter 22,524 — Total minimum lease payments $ 49,685 4,955 Amount representing interest (1,317) Present value of minimum lease payments $ 3,638 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Joint Development Agreements In April 2020, the Company entered into a Development Agreement (“DA”) with TRATON's Scania brand relating to a hub-to-hub pilot program using Scania vehicles and the Company’s autonomous technology in northern Europe. Under the DA, each party will fund its own costs related to the program. There are no reimbursements paid between the parties and there are no spending floors included within the DA. Upon successful completion of the development activities, the parties intend to set up a long-term cooperation agreement covering development, maintenance, operation, and sales of self-driving systems on a global scale. The terms and conditions of such arrangement will be negotiated by the parties and included in a separate agreement. In July 2020, the Company entered into a Joint Development Agreement (“JDA”) with Navistar, Inc., under which the parties work collaboratively to develop purpose-built L4 autonomous semi-trucks for the North American market. Under the JDA, the parties grant each other rights to their background intellectual property to permit them to conduct research and development activities. Pursuant to the JDA, the Company agreed to reimburse Navistar up to $10.0 million for research and development expenses incurred. Payment of reimbursements is deferred to align with the achievement of certain milestones and reimbursements due are recorded within accrued expenses in the Company’s condensed consolidated balance sheets. All reimbursements are expected to be paid within 12 months of the Company incurring the obligation. Upon successful completion of the development activities under the JDA, the parties will enter into good faith negotiations for a production license agreement. Products developed will be jointly commercialized by the parties. As of March 31, 2022, expenses incurred to-date by Navistar for reimbursement under the JDA are $10.0 million. Litigation and Legal Proceedings The Company is not currently a party to any pending material litigation or other legal proceeding or claims. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation 2017 Share Plan In April 2017, the Company adopted the 2017 Share Plan (the "2017 Plan") under which employees, directors, and consultants could be granted various forms of equity incentive compensation at the discretion of the board of directors, including stock options, restricted shares, RSUs, and SVAs. Stock options granted under the 2017 Plan have a contractual term of ten years and have varying vesting terms, but generally vest over a requisite service period of four years. The exercise price of the stock options granted may not be less than the par value of the common stock on the grant date for non-U.S. tax residents and may not be less than the fair market value of the common stock on the grant date for U.S. tax residents. In March 2021, the Company’s board of directors approved an amendment to the 2017 Plan to increase the number of shares of common stock reserved for issuance by 2,300,000 shares, for a total of 24,267,694 shares reserved. The 2017 Plan was terminated in connection with the Company’s IPO in April 2021, and the Company will not grant any additional awards under the 2017 Plan. However, the 2017 Plan will continue to govern the terms and conditions of the outstanding awards previously granted under the 2017 Plan. 2021 Equity Incentive Plan In March 2021, the board of directors adopted the 2021 Equity Incentive Plan (the "2021 Plan"), which became effective upon its approval by the board of directors, but for which no awards were eligible to be granted prior to the Company’s IPO in April 2021. The 2021 Plan provides for the grant of stock options, stock appreciation rights (“SARs”), restricted stock, and RSUs to the Company’s employees, directors, and consultants. The number of shares of the Company’s Class A common stock reserved for issuance under the 2021 Plan is 20,134,146 plus up to 19,892,067 shares of Class A common stock subject to awards under the Company’s 2017 Plan. In the event that the aggregate number of shares of Class A common stock that are available for issuance under the 2021 Plan as of the last day of a fiscal year is less than 5% of the Company's fully-diluted capitalization, then for the duration of the 2021 Plan, on the first day of each fiscal year of the Company thereafter, the number of shares of Class A common stock available for issuance under the 2021 Plan will automatically increase by either (i) 2.5% of the Company’s fully-diluted capitalization as of the last day of the immediately preceding fiscal year or (ii) such other amount as determined by the board of directors. 2021 Employee Stock Purchase Plan In March 2021, the board of directors adopted the 2021 Employee Stock Purchase Plan (the "2021 ESPP"), which became effective upon the Company's IPO in April 2021. The 2021 ESPP authorizes the issuance of shares of Class A common stock pursuant to purchase rights granted to employees. A total of 2,013,414 shares of the Company's Class A common stock have been reserved for future issuance under the 2021 ESPP, subject to annual increases authorized by the board of directors; however, the aggregate number of shares of Class A common stock that may be approved for issuance under the 2021 ESPP in any given fiscal year may not exceed 1% of the total number of shares of common stock issued and outstanding on the last business day of the prior fiscal year. The stock-based compensation expense recognized for the 2021 ESPP was $0.4 million during the three months ended March 31, 2022. During the three months ended March 31, 2021, no shares were purchased under the 2021 ESPP. During the three months ended March 31, 2022, 87,215 shares were purchased under the 2021 ESPP at a weighted-average price of $14.81 per share resulting in cash proceeds of $1.3 million. As of March 31, 2022, unrecognized stock-based compensation expense related to the 2021 ESPP was $0.9 million, which is expected to be recognized over a weighted-average period of 0.4 years. The estimated grant-date fair value of the ESPP purchase rights was calculated using the Black-Scholes option-pricing model, based on the following assumptions: Three Months Ended March 31, 2022 Risk-free interest rate 0.60% Expected volatility 78.38% Expected term (in years) 0.50 Fair value of common stock $17.00 Stock Options A summary of the stock option activity, including the CEO Performance Award, for the three months ended March 31, 2022 is as follows (in thousands, except share amounts, per share amounts, and years): Options Outstanding Weighted- Average Exercise Price Weighted- Average Remaining Life (Years) Aggregate Intrinsic Value Outstanding at December 31, 2021 7,684,778 $ 12.91 9.04 $ 188,722 Exercised (534,019) $ 1.63 Cancelled/Forfeited (1,642,827) $ 19.33 Outstanding at March 31, 2022 5,507,932 $ 12.09 6.77 $ 30,556 Vested and exercisable at March 31, 2022 2,061,512 $ 5.68 7.00 $ 15,548 As of March 31, 2022, there was $24.0 million of unrecognized stock-based compensation expense related to unvested stock options, which is expected to be recognized over a weighted-average service period of 2.76 years. The estimated grant-date fair value of the Company’s stock-based option awards was calculated using the Black-Scholes option-pricing model, based on the following assumptions: Three Months Ended March 31, 2021 2022 Risk-free interest rate 0.33% - 1.04% — Expected volatility 50.00% — Expected term (in years) 4.05 - 6.22 — CEO Performance Award In March 2021, included in the stock options discussed above, the Company granted 1,150,000 stock option awards to its now former CEO with an exercise price of $14.14 per share and a contractual life of ten years that vest upon the attainment of both operational milestones (performance conditions) and market conditions, assuming continued employment as CEO through the vesting date (the “CEO Performance Award”). In March 2022, the Company underwent a change in CEO and the CEO Performance Awards were cancelled in connection with the separation of the former CEO. As a result, the Company reversed the historical stock-based compensation expense attributable to the CEO Performance Awards of $7.1 million. In connection with the separation of the former CEO, a total of 1,850,000 stock options were modified, of which 440,000 were vested as of the modification date. The terms of the modification allow for continued vesting of the unvested stock options for the twelve-month period following the separation date ("transition period"), subject to the provision of advisory services throughout the transition period. Upon the completion of such continuous services, all stock options subject to vesting shall become vested and exercisable. Each of the modified stock options, including those vested and outstanding as of the modification date, shall remain outstanding and exercisable until the earlier of: (x) the date on which any of the Company's outstanding stock options are terminated in connection with a corporate transaction, (y) the original expiration date applicable to such stock options, and (z) the second anniversary of the date on which the transition services with the Company are terminated. The Company determined the continuous service provisions were in-substance an acceleration of the unvested awards and the incremental cost related to the modified options was recorded immediately upon the separation date. Additionally, 175,000 outstanding and unvested RSUs had their vesting accelerated in full as of the separation date. As a result of these modifications, the Company recorded incremental stock compensation expense of $13.9 million during the three months ended March 31, 2022. RSUs The following table summarizes the activity related to RSUs for the three months ended March 31, 2022: RSUs Outstanding Weighted-Average Unvested and outstanding at December 31, 2021 5,949,798 $ 46.54 Granted 142,183 $ 22.26 Vested (627,927) $ 41.18 Cancelled (685,941) $ 49.98 Unvested and outstanding at March 31, 2022 4,778,113 $ 46.03 Vested and outstanding at March 31, 2022 190,028 $ 16.15 SVAs The following table summarizes the activity related to SVAs for the three months ended March 31, 2022: SVAs Outstanding Weighted-Average Unvested and outstanding at December 31, 2021 315,559 $ 5.29 Vested (84,478) $ 3.26 Cancelled (8,384) $ 2.97 Unvested and outstanding at March 31, 2022 222,697 $ 6.15 Vested and outstanding at March 31, 2022 — $ — As of March 31, 2022, there was $193.1 million of unrecognized stock-based compensation expense related to RSUs and SVAs, which is expected to be recognized over a weighted-average service period of 2.93 years. Early Exercise of Common Stock Options The Company’s board of directors authorized certain stock option holders to exercise unvested options to purchase shares of Class A common stock. Shares of Class A common stock issued upon early exercises of unvested options are not deemed, for accounting purposes, to be issued until those shares vest according to their respective vesting schedules and accordingly, the consideration received for early exercises is initially recorded as a liability and reclassified to common stock and additional paid-in capital as the underlying awards vest. Stock options that are early exercised are subject to repurchase in the event of the optionee’s termination of service, at the original issuance price, until the options are fully vested. As of March 31, 2022, 35,000 shares of Class A common stock were subject to repurchase at a weighted-average price of $4.20 per share. The cash proceeds received for unvested shares of common stock recorded within accrued expenses and other current liabilities in the condensed consolidated balance sheets were $0.1 million as of March 31, 2022. Stock-based Compensation Expense Total stock-based compensation expense was as follows (in thousands): Three Months Ended March 31, 2021 2022 Research and development $ 1,669 $ 17,464 Selling, general and administrative 4,620 10,063 Total stock-based compensation expense $ 6,289 $ 27,527 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income TaxesThe Company’s effective tax rate was 0% for the three months ended March 31, 2022, which is lower than the U.S. federal rate of 21% and was primarily due to valuation allowances recorded on current year losses. As of March 31, 2022, the Company continues to maintain a full valuation allowance against its U.S. and foreign net deferred tax assets due to significant negative evidence, including cumulative losses in the most recent three-year period and the Company’s assessment that it is not more likely than not that the net deferred tax assets will be realized. |
Net Loss Per Share Attributable
Net Loss Per Share Attributable to Common Stockholders | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share Attributable to Common Stockholders | Net Loss Per Share Attributable to Common Stockholders Basic net loss per share of common stock attributable to common stockholders is calculated by dividing net loss attributable to common stockholders by the weighted-average shares of common stock outstanding for the period. Diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders for all years presented because the effects of potentially dilutive items were antidilutive given the Company’s net loss in each period presented. The following table presents the calculation of basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share amounts): Three Months Ended March 31, 2021 2022 Numerator: Net loss $ (385,160) $ (111,903) Less: Accretion of redeemable convertible preferred stock (4,135) — Net loss attributable to common stockholders, basic and diluted $ (389,295) $ (111,903) Denominator: Weighted-average shares used in computing net loss per share, basic and diluted 60,576,886 222,526,454 Net loss per share: Net loss per share attributable to common stockholders, basic and diluted $ (6.43) $ (0.50) The following potentially dilutive outstanding shares were excluded from the computation of diluted net loss per share for the periods presented because including them would have had an anti-dilutive effect, or because issuance of such shares is contingent upon the satisfaction of certain conditions which were not satisfied by the end of the period: As of March 31, 2021 2022 Redeemable convertible preferred stock 120,534,419 — Options to purchase common stock 14,161,313 5,507,932 RSUs subject to future vesting 1,160,360 4,778,113 SVAs subject to future vesting 3,590,126 222,697 Early exercised options subject to future vesting* 55,000 35,000 Common stock contingently issuable under ESPP — 26,421 Total 139,501,218 10,570,163 *Refer to Note 5. Stock-Based Compensation for further detail. |
Description of Business and S_2
Description of Business and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Description of Business TuSimple Holdings Inc. (“TuSimple” or the “Company”) is principally engaged in the operation and development of autonomous trucks and an autonomous freight network (“AFN”). The Company is headquartered in San Diego, California.. |
Basis of Presentation and Consolidation | Basis of Presentation and Consolidation The accompanying unaudited condensed consolidated financial statements (“Financial Statements”) have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. The condensed consolidated financial statements include the accounts of the Company and its consolidated subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. These Financial Statements should be read in conjunction with the audited consolidated financial statements and notes as of and for the year ended December 31, 2021, included in the Company's Annual Report on Form 10-K. The condensed consolidated balance sheet as of December 31, 2021, was derived from the audited consolidated financial statements as of that date, but does not include all disclosures required by GAAP. In management’s opinion, the accompanying Financial Statements reflect all normal recurring adjustments necessary for their fair presentation. Other than described below, there have been no changes to the Company’s significant accounting policies described in the Annual Report on Form 10-K for the year ended December 31, 2021 that have had a material impact on the Company’s Financial Statements. |
Leases | Leases The Company accounts for leases in accordance with Accounting Standards Codification ("ASC") 842, Leases ("ASC 842"), which requires lessees to recognize on-balance sheet and disclose key information about leasing arrangements. The Company adopted ASC 842 along with all applicable ASU clarifications and improvements on January 1, 2022 using the modified retrospective transition method and used the effective date as the date of initial application. Consequently, financial information is not updated and disclosures required under ASC 842 are not provided for periods before January 1, 2022. ASC 842 provides a number of optional practical expedients in transition. The Company elected the "package of practical expedients," which permits the Company not to reassess under ASC 842 its prior conclusions about lease identification, lease classification and initial direct costs. The Company determines if a contract contains a lease based on whether it has the right to obtain substantially all of the economic benefits from the use of an identified asset and whether it has the right to direct the use of an identified asset in exchange for consideration, which relates to an asset which the Company does not own. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets are recognized as the lease liability, adjusted for lease incentives received. Lease liabilities are recognized at the present value of the future lease payments at the lease commencement date. The interest rate used to determine the present value of the future lease payments is the Company’s incremental borrowing rate (“IBR”), because the interest rate implicit in most of the Company’s leases is not readily determinable. Lease payments may be fixed or variable, however, only fixed payments or in-substance fixed payments are included in the Company’s lease liability calculation. Variable lease payments are recognized in operating expenses in the period in which the obligation for those payments are incurred. The Company has lease agreements with lease and non-lease components and has elected to utilize the practical expedient to account for lease and non-lease components together as a single combined lease component. Additionally, the Company has determined that certain leases previously identified as build-to-suit leasing arrangements under legacy accounting (ASC 840), were derecognized pursuant to the transition guidance provided for build-to-suit leases in ASC 842. Accordingly, these leases have been reassessed as operating leases as of the adoption date under ASC 842, and are included on the condensed consolidated balance sheet as of March 31, 2022. The Company has leases that include one or more options to extend the lease term for up to five years and some of its leases include options to terminate the lease prior to the end of the agreed upon lease term. For purposes of calculating lease liabilities, lease terms include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such options. Operating leases are included within operating lease ROU assets, operating lease liabilities, current, and operating lease liabilities, noncurrent on the Company's condensed consolidated balance sheet as of March 31, 2022. Finance leases are included in property and equipment, net, accrued expenses and other current liabilities, and other liabilities on the Company's condensed consolidated balance sheets as of March 31, 2022. The Company has elected not to present short-term leases on the consolidated balance sheet as these leases have a lease term of 12 months or less at lease inception and do not contain purchase options or renewal terms that the Company is reasonably certain to exercise. Adoption of the new lease standard on January 1, 2022 impacted the interim unaudited condensed consolidated financial statements as follows: (i) recognition of ROU assets of $32.9 million and lease liabilities of $35.1 million for operating leases, (ii) derecognition of build-to-suit lease assets and liabilities of $6.5 million and $4.4 million, respectively, with the net impact of $0.2 million recorded to accumulated deficit as of January 1, 2022, and (iii) reclassification of deferred rent and other liability balances of $2.5 million relating to its existing lease arrangements into the ROU asset balance as of January 1, 2022. The standard did not materially impact the condensed consolidated statement of operations and condensed consolidated statement of cash flows. |
Reclassifications | Reclassifications Certain prior period balances have been reclassified to conform to the current period presentation in the condensed consolidated financial statements and the accompanying notes. Restricted cash has been reclassified to prepaid expenses, other current assets and accrued expenses incurred under joint development agreements have been reclassified to be presented separately from amounts due to related parties, and sales and marketing expense have been reclassified to selling, general and administrative expense. |
Recently Adopted and Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-02, Leases , to require lessees to recognize all leases, with limited exceptions, on the balance sheet, while recognition on the statement of operations will remain similar to legacy lease accounting, ASC 840. Subsequently, the FASB issued ASU No. 2018-10, Codification Improvements to Topic 842 , ASU No. 2018-11, Targeted Improvements , ASU No. 2018-20, Narrow-Scope Improvements for Lessors , and ASU 2019-01, Codification Improvements , to clarify and amend the guidance in ASU No. 2016-02. As disclosed above, the Company adopted the ASUs on January 1, 2022 on a modified retrospective basis. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments , as amended by subsequently issued ASUs 2018-19, 2019-04, 2019-05, 2019-10 2019-11 and 2020-02 and 2020-03 (collectively, “Topic 326”), which requires an entity to utilize a new impairment model known as the current expected credit loss (“CECL”) model to estimate its lifetime “expected credit loss” and record an allowance that, when deducted from the amortized cost basis of the financial asset, presents the net amount expected to be collected on the financial asset. The CECL model is expected to result in more timely recognition of credit losses. This guidance also requires new disclosures for financial assets measured at amortized cost, loans and available-for-sale debt securities. For the Company, the new standard is effective for annual reporting periods beginning after December 15, 2022, including interim periods within those annual periods. Early adoption is permitted. Entities will apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted. The Company is currently evaluating the impact the adoption of this standard will have on its consolidated financial statements. In October 2020, the FASB issue ASU No. 2020-10, Codification Improvements |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis and indicates the fair value hierarchy of the valuation (in thousands): As of December 31, 2021 Total Level 1 Level 2 Level 3 Assets: Cash equivalents: Money market funds $ 1,077,550 $ 1,077,550 $ — $ — Total $ 1,077,550 $ 1,077,550 $ — $ — As of March 31, 2022 Total Level 1 Level 2 Level 3 Assets: Cash equivalents: Money market funds $ 999,132 $ 999,132 $ — $ — Total $ 999,132 $ 999,132 $ — $ — |
Schedule of Fair Value Assumptions | The Company used the following assumptions in the model: As of February 26, 2021 March 19, 2021 Fair value of underlying securities $40.00 $40.00 Expected volatility 62.95% 60.85% Expected term (in years) 1.76 0.79 Risk-free interest rate 0.14% 0.08% |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net as of December 31, 2021 and March 31, 2022, was as follows (in thousands): As of December 31, March 31, Electronic equipment $ 12,761 $ 13,661 Office and other equipment 9,423 9,959 Vehicles 21,043 18,701 Leasehold improvements 11,984 10,245 Buildings — 1,841 Construction in progress 5,258 570 Property and equipment, gross 60,469 54,977 Accumulated depreciation and amortization (24,416) (24,249) Property and equipment, net $ 36,053 $ 30,728 |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities as of December 31, 2021 and March 31, 2022 were as follows (in thousands): As of December 31, March 31, Accrued payroll $ 33,225 $ 13,161 Accrued professional fees 1,938 5,633 Finance lease liabilities, current — 1,041 Other 6,535 4,805 Accrued expenses and other current liabilities $ 41,698 $ 24,640 |
Summary of Balances for Operating and Finance Leases | The balances for the operating and finance leases where the Company is the lessee are presented within the consolidated balance sheets follows (in thousands): As of March 31, 2022 Operating leases: Operating lease right-of-use assets $ 41,314 Operating lease liabilities, current $ 4,741 Operating lease liabilities, noncurrent 38,268 Total operating lease liabilities $ 43,009 Finance leases: Property and equipment, at cost $ 5,134 Accumulated depreciation (363) Property and equipment, net $ 4,771 Accrued expenses and other current liabilities $ 1,041 Other liabilities 3,906 Total finance lease obligations $ 4,947 |
Components of Lease Expense and Supplemental Cash Flow Information | The components of lease expense were as follows (in thousands): Three Months Ended March 31, 2022 Operating lease expense: Operating lease expense (1) $ 2,005 Finance lease expense: Amortization of leased assets $ 363 Interest on lease liabilities 153 Total finance lease expense $ 516 Total lease expense $ 2,521 (1) Includes short-term leases and variable lease costs, which are immaterial. Other information related to leases where the Company is the lessee is as follows: As of March 31, 2022 Weighted-average remaining lease term: Operating leases 9.4 years Finance leases 3.5 years Weighted-average discount rate: Operating leases 4.4 % Finance leases 12.7 % Supplemental cash flow information related to leases where the Company is the lessee is as follows (in thousands): Three Months Ended March 31, 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 2,045 Operating cash flows from finance leases (interest payments) $ 149 Financing cash flows from finance leases $ 293 Right-of-use assets obtained in exchange for lease obligations: Operating lease liabilities $ 44,549 Finance lease liabilities $ 5,240 |
Schedule of Operating Leases | As of March 31, 2022, the maturities of the Company's operating and financing lease liabilities (excluding short-term leases) are as follows (in thousands): Operating Leases Finance Leases Remainder of 2022 $ 4,363 $ 1,221 2023 6,666 1,401 2024 6,112 1,398 2025 5,870 2,200 2026 6,013 106 Thereafter 24,053 — Total minimum lease payments 53,077 6,326 Less: imputed interest (10,068) (1,379) Present value of minimum lease payments 43,009 4,947 Less: current portion (4,741) (1,041) Lease obligations, noncurrent $ 38,268 $ 3,906 |
Schedule of Finance Leases | As of March 31, 2022, the maturities of the Company's operating and financing lease liabilities (excluding short-term leases) are as follows (in thousands): Operating Leases Finance Leases Remainder of 2022 $ 4,363 $ 1,221 2023 6,666 1,401 2024 6,112 1,398 2025 5,870 2,200 2026 6,013 106 Thereafter 24,053 — Total minimum lease payments 53,077 6,326 Less: imputed interest (10,068) (1,379) Present value of minimum lease payments 43,009 4,947 Less: current portion (4,741) (1,041) Lease obligations, noncurrent $ 38,268 $ 3,906 |
Schedule of Operating Leases Prior to Adoption of ASC 842 | Prior to the adoption of ASC 842, future minimum lease payments for non-cancelable operating and capital leases as of December 31, 2021 were as follows (in thousands): Operating Leases Capital Leases 2022 $ 7,660 $ 1,253 2023 7,891 978 2024 5,126 963 2025 3,435 1,761 2026 3,049 — Thereafter 22,524 — Total minimum lease payments $ 49,685 4,955 Amount representing interest (1,317) Present value of minimum lease payments $ 3,638 |
Schedule of Capital Leases | Prior to the adoption of ASC 842, future minimum lease payments for non-cancelable operating and capital leases as of December 31, 2021 were as follows (in thousands): Operating Leases Capital Leases 2022 $ 7,660 $ 1,253 2023 7,891 978 2024 5,126 963 2025 3,435 1,761 2026 3,049 — Thereafter 22,524 — Total minimum lease payments $ 49,685 4,955 Amount representing interest (1,317) Present value of minimum lease payments $ 3,638 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |
Schedule of Estimated Grant-Date Fair Value of ESPP | The estimated grant-date fair value of the ESPP purchase rights was calculated using the Black-Scholes option-pricing model, based on the following assumptions: Three Months Ended March 31, 2022 Risk-free interest rate 0.60% Expected volatility 78.38% Expected term (in years) 0.50 Fair value of common stock $17.00 |
Summary of Stock Option Activities | A summary of the stock option activity, including the CEO Performance Award, for the three months ended March 31, 2022 is as follows (in thousands, except share amounts, per share amounts, and years): Options Outstanding Weighted- Average Exercise Price Weighted- Average Remaining Life (Years) Aggregate Intrinsic Value Outstanding at December 31, 2021 7,684,778 $ 12.91 9.04 $ 188,722 Exercised (534,019) $ 1.63 Cancelled/Forfeited (1,642,827) $ 19.33 Outstanding at March 31, 2022 5,507,932 $ 12.09 6.77 $ 30,556 Vested and exercisable at March 31, 2022 2,061,512 $ 5.68 7.00 $ 15,548 |
Summary of Estimated Grant Date Fair Value of Company's Stock Based Option Awards | The estimated grant-date fair value of the Company’s stock-based option awards was calculated using the Black-Scholes option-pricing model, based on the following assumptions: Three Months Ended March 31, 2021 2022 Risk-free interest rate 0.33% - 1.04% — Expected volatility 50.00% — Expected term (in years) 4.05 - 6.22 — |
Summary of Nonvested Restricted Stock Unit Awards | The following table summarizes the activity related to RSUs for the three months ended March 31, 2022: RSUs Outstanding Weighted-Average Unvested and outstanding at December 31, 2021 5,949,798 $ 46.54 Granted 142,183 $ 22.26 Vested (627,927) $ 41.18 Cancelled (685,941) $ 49.98 Unvested and outstanding at March 31, 2022 4,778,113 $ 46.03 Vested and outstanding at March 31, 2022 190,028 $ 16.15 |
Summary of Nonvested Shareholder Value Awards Activity | The following table summarizes the activity related to SVAs for the three months ended March 31, 2022: SVAs Outstanding Weighted-Average Unvested and outstanding at December 31, 2021 315,559 $ 5.29 Vested (84,478) $ 3.26 Cancelled (8,384) $ 2.97 Unvested and outstanding at March 31, 2022 222,697 $ 6.15 Vested and outstanding at March 31, 2022 — $ — |
Summary of Total Stock-based Compensation Expense | Total stock-based compensation expense was as follows (in thousands): Three Months Ended March 31, 2021 2022 Research and development $ 1,669 $ 17,464 Selling, general and administrative 4,620 10,063 Total stock-based compensation expense $ 6,289 $ 27,527 |
Net Loss Per Share Attributab_2
Net Loss Per Share Attributable to Common Stockholders (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Summary of Calculation of Basic and Diluted Net Loss Per Share Attributable to Common Stockholders | The following table presents the calculation of basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share amounts): Three Months Ended March 31, 2021 2022 Numerator: Net loss $ (385,160) $ (111,903) Less: Accretion of redeemable convertible preferred stock (4,135) — Net loss attributable to common stockholders, basic and diluted $ (389,295) $ (111,903) Denominator: Weighted-average shares used in computing net loss per share, basic and diluted 60,576,886 222,526,454 Net loss per share: Net loss per share attributable to common stockholders, basic and diluted $ (6.43) $ (0.50) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following potentially dilutive outstanding shares were excluded from the computation of diluted net loss per share for the periods presented because including them would have had an anti-dilutive effect, or because issuance of such shares is contingent upon the satisfaction of certain conditions which were not satisfied by the end of the period: As of March 31, 2021 2022 Redeemable convertible preferred stock 120,534,419 — Options to purchase common stock 14,161,313 5,507,932 RSUs subject to future vesting 1,160,360 4,778,113 SVAs subject to future vesting 3,590,126 222,697 Early exercised options subject to future vesting* 55,000 35,000 Common stock contingently issuable under ESPP — 26,421 Total 139,501,218 10,570,163 *Refer to Note 5. Stock-Based Compensation for further detail. |
Description of Business and S_3
Description of Business and Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Jan. 01, 2022 | Dec. 31, 2021 |
Description Of Business And Summary Of Significant Accounting Policies Disclosure [Line Items] | |||
Operating lease right-of-use assets | $ 41,314 | $ 32,900 | $ 0 |
Total operating lease liabilities | 43,009 | 35,100 | |
Accumulated deficit | $ (1,249,563) | (1,137,851) | |
Revision of Prior Period, Accounting Standards Update, Adjustment | |||
Description Of Business And Summary Of Significant Accounting Policies Disclosure [Line Items] | |||
Operating lease right-of-use assets | 2,500 | ||
Build-to-suit lease assets | 6,500 | ||
Build-to-suit lease liabilities | 4,400 | ||
Deferred rent credit | $ 2,500 | ||
Adjustments for prior periods from adopting ASC 842 | |||
Description Of Business And Summary Of Significant Accounting Policies Disclosure [Line Items] | |||
Accumulated deficit | $ 200 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Recurring Basis - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Assets: | ||
Total | $ 999,132 | $ 1,077,550 |
Level 1 | ||
Assets: | ||
Total | 999,132 | 1,077,550 |
Level 2 | ||
Assets: | ||
Total | 0 | 0 |
Level 3 | ||
Assets: | ||
Total | 0 | 0 |
Money market funds | ||
Assets: | ||
Cash equivalents | 999,132 | 1,077,550 |
Money market funds | Level 1 | ||
Assets: | ||
Cash equivalents | 999,132 | 1,077,550 |
Money market funds | Level 2 | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Money market funds | Level 3 | ||
Assets: | ||
Cash equivalents | $ 0 | $ 0 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 2 Months Ended | 3 Months Ended | ||
Mar. 31, 2021 | Feb. 28, 2021 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Fair Value Measurements [Line Items] | |||||
Proceeds from warrant exercises | $ 0 | $ 183,007 | |||
Change in fair value of warrants liability | $ 326,900 | $ 0 | $ 326,900 | ||
Warrants outstanding (in shares) | 0 | ||||
Series E-2 Preferred Shares | Traton | |||||
Fair Value Measurements [Line Items] | |||||
Warrants to purchase preferred stock (in shares) | 4,331,644 | ||||
Exercise price per share (in dollars per share) | $ 11.31 | ||||
Proceeds from warrant exercises | $ 49,000 | ||||
Series E Redeemable Convertible Preferred Stock | Navistar, Inc. | |||||
Fair Value Measurements [Line Items] | |||||
Warrants to purchase preferred stock (in shares) | 9,477,073 | 9,477,073 | 9,477,073 | ||
Exercise price per share (in dollars per share) | $ 14.14 | $ 14.14 | $ 14.14 | ||
Proceeds from warrant exercises | $ 134,000 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value Assumptions (Details) | Mar. 19, 2021$ / shares | Feb. 26, 2021$ / shares |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Fair value of underlying securities (in dollars per share) | $ 40 | $ 40 |
Expected volatility | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Measurement input | 0.6085 | 0.6295 |
Expected term (in years) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Expected term (in years) | 9 months 14 days | 1 year 9 months 3 days |
Risk-free interest rate | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Measurement input | 0.0008 | 0.0014 |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 54,977 | $ 60,469 |
Accumulated depreciation and amortization | (24,249) | (24,416) |
Property and equipment, net | 30,728 | 36,053 |
Electronic equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 13,661 | 12,761 |
Office and other equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 9,959 | 9,423 |
Vehicles | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 18,701 | 21,043 |
Leasehold improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 10,245 | 11,984 |
Buildings | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 1,841 | 0 |
Construction in progress | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 570 | $ 5,258 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Property Plant And Equipment [Line Items] | |||
Depreciation | $ 2,700 | $ 2,100 | |
Property and equipment, net | 30,728 | $ 36,053 | |
Accumulated amortization | 24,249 | 24,416 | |
Lease obligations, not yet commenced | 7,400 | ||
Property and equipment, net | 4,771 | ||
Accumulated depreciation | $ 363 | ||
Minimum | |||
Property Plant And Equipment [Line Items] | |||
Lease term, not yet commenced | 4 years | ||
Maximum | |||
Property Plant And Equipment [Line Items] | |||
Lease term, not yet commenced | 5 years | ||
Financed Under Capital Leases | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment, net | 3,300 | ||
Accumulated amortization | $ 2,500 |
Balance Sheet Components - Sc_2
Balance Sheet Components - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Balance Sheet Related Disclosures [Abstract] | ||
Accrued payroll | $ 13,161 | $ 33,225 |
Accrued professional fees | 5,633 | 1,938 |
Finance lease liabilities, current | 1,041 | 0 |
Other | 4,805 | 6,535 |
Accrued expenses and other current liabilities | $ 24,640 | $ 41,698 |
Balance Sheet Components - Summ
Balance Sheet Components - Summary of Balances for Operating and Finance Leases (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Jan. 01, 2022 | Dec. 31, 2021 |
Operating leases: | |||
Operating lease right-of-use assets | $ 41,314 | $ 32,900 | $ 0 |
Operating lease liabilities, current | 4,741 | 0 | |
Operating lease liabilities, noncurrent | 38,268 | 0 | |
Total operating lease liabilities | 43,009 | $ 35,100 | |
Finance leases: | |||
Property and equipment, at cost | 5,134 | ||
Accumulated depreciation | (363) | ||
Property and equipment, net | 4,771 | ||
Accrued expenses and other current liabilities | 1,041 | $ 0 | |
Lease obligations, noncurrent | 3,906 | ||
Total finance lease obligations | $ 4,947 |
Balance Sheet Components - Su_2
Balance Sheet Components - Summary of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Operating lease expense: | ||
Operating lease expense | $ 2,005 | |
Finance lease expense: | ||
Amortization of leased assets | 363 | |
Interest on lease liabilities | 153 | |
Total finance lease expense | 516 | |
Total lease expense | $ 2,521 | |
Weighted-average remaining lease term: | ||
Operating leases | 9 years 4 months 24 days | |
Finance leases | 3 years 6 months | |
Weighted-average discount rate: | ||
Operating leases | 4.40% | |
Finance leases | 12.70% | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | $ 2,045 | |
Operating cash flows from finance leases (interest payments) | 149 | |
Financing cash flows from finance leases | 293 | $ 0 |
Right-of-use assets obtained in exchange for lease obligations: | ||
Operating lease liabilities | 44,549 | |
Finance lease liabilities | $ 5,240 |
Balance Sheet Components - Su_3
Balance Sheet Components - Summary of Operating and Finance Leases (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Jan. 01, 2022 | Dec. 31, 2021 |
Operating Leases | |||
Remainder of 2022 | $ 4,363 | ||
2023 | 6,666 | ||
2024 | 6,112 | ||
2025 | 5,870 | ||
2026 | 6,013 | ||
Thereafter | 24,053 | ||
Total minimum lease payments | 53,077 | ||
Less: imputed interest | (10,068) | ||
Total operating lease liabilities | 43,009 | $ 35,100 | |
Less: current portion | (4,741) | $ 0 | |
Lease obligations, noncurrent | 38,268 | 0 | |
Finance Leases | |||
Remainder of 2022 | 1,221 | ||
2023 | 1,401 | ||
2024 | 1,398 | ||
2025 | 2,200 | ||
2026 | 106 | ||
Thereafter | 0 | ||
Total minimum lease payments | 6,326 | ||
Less: imputed interest | (1,379) | ||
Total finance lease obligations | 4,947 | ||
Less: current portion | (1,041) | $ 0 | |
Lease obligations, noncurrent | $ 3,906 |
Balance Sheet Components - Sc_3
Balance Sheet Components - Schedule of Operating and Capital Leases Prior to Adoption of ASC 842 (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Operating Leases | |
2022 | $ 7,660 |
2023 | 7,891 |
2024 | 5,126 |
2025 | 3,435 |
2026 | 3,049 |
Thereafter | 22,524 |
Total minimum lease payments | 49,685 |
Capital Leases | |
2022 | 1,253 |
2023 | 978 |
2024 | 963 |
2025 | 1,761 |
2026 | 0 |
Thereafter | 0 |
Total minimum lease payments | 4,955 |
Amount representing interest | (1,317) |
Present value of minimum lease payments | $ 3,638 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |
Jul. 31, 2020 | Mar. 31, 2022 | Mar. 31, 2021 | |
Commitments And Contingencies [Line Items] | |||
Research and development | $ 78,158 | $ 41,434 | |
Navistar, Inc. | JDA | |||
Commitments And Contingencies [Line Items] | |||
Research and development | $ 10,000 | ||
Maximum | Navistar, Inc. | JDA | |||
Commitments And Contingencies [Line Items] | |||
Research and development expenses reimbursement | $ 10,000 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Apr. 30, 2017 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Stock-based compensation expense | $ 27,527 | $ 6,289 | |||
Shares purchased under ESPP (in shares) | 87,215 | 0 | |||
ESPP weighted-average price per share (in dollars per share) | $ 14.81 | ||||
Proceeds from the issuance of common stock under the Employee Stock Purchase Plan | $ 1,292 | $ 0 | |||
Cash proceeds received for unvested shares of common stock | 100 | ||||
Employee Stock | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Stock-based compensation expense | 400 | ||||
Unrecognized share-based compensation expense | $ 900 | ||||
Unrecognized share-based compensation expense, weighted-average service period | 4 months 24 days | ||||
Stock Options | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unrecognized share-based compensation expense, weighted-average service period | 2 years 9 months 3 days | ||||
Unrecognized share-based compensation expense | $ 24,000 | ||||
Stock options contractual life | 6 years 9 months 7 days | 9 years 14 days | |||
CEO Performance Award | Former CEO | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Stock options granted (in shares) | 1,150,000 | ||||
Stock options exercise price (in dollars per share) | $ 14.14 | ||||
Stock options contractual life | 10 years | ||||
Reversed stock-based compensation expense | $ 7,100 | ||||
Modified stock options (in shares) | 1,850,000 | ||||
Shares vested as of the modification date (in shares) | 440,000 | ||||
Outstanding and unvested RSUs (in shares) | 175,000 | ||||
Incremental stock compensation expense | $ 13,900 | ||||
RSUs and SVAs | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unrecognized share-based compensation expense | $ 193,100 | ||||
Unrecognized share-based compensation expense, weighted-average service period | 2 years 11 months 4 days | ||||
Class A Common Stock | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Common stock subject to repurchase (in shares) | 35,000 | ||||
Common stock subject to repurchase at weighted average price per share (in dollars per share) | $ 4.20 | ||||
Class A Common Stock | Employee Stock | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Common stock reserved for issuance (in shares) | 2,013,414 | 2,013,414 | |||
Maximum percentage of number of shares for approval | 1.00% | 1.00% | |||
2017 Plan | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share based compensation, option expiry period | 10 years | ||||
Share based compensation, option vesting period | 4 years | ||||
Additional common stock reserved for issuance (in shares) | 2,300,000 | ||||
Common stock reserved and authorized (in shares) | 24,267,694 | 24,267,694 | |||
2017 Plan | Class A Common Stock | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Common stock reserved for issuance (in shares) | 19,892,067 | 19,892,067 | |||
2021 Plan | Class A Common Stock | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Common stock reserved for issuance (in shares) | 20,134,146 | 20,134,146 | |||
Maximum percentage of fully diluted capitalization for increase in available stock issuance | 5.00% | 5.00% | |||
Percentage of fully-diluted capitalization on last day of preceding fiscal year | 2.50% |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Estimated Grant Date Fair Value of ESPP (Details) | 3 Months Ended |
Mar. 31, 2022$ / shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Risk-free interest rate | 0.00% |
Expected volatility | 0.00% |
Employee Stock | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Risk-free interest rate | 0.60% |
Expected volatility | 78.38% |
Expected term (in years) | 6 months |
Fair value of common stock (in dollars per share) | $ 17 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Details) - Stock Options - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Options Outstanding | ||
Outstanding, beginning of period (in shares) | 7,684,778 | |
Exercised (in shares) | (534,019) | |
Cancelled/Forfeited (in shares) | (1,642,827) | |
Outstanding, end of period (in shares) | 5,507,932 | 7,684,778 |
Vested and exercisable (in shares) | 2,061,512 | |
Weighted-Average Exercise Price | ||
Outstanding, beginning of period (in dollars per share) | $ 12.91 | |
Exercised (in shares) | 1.63 | |
Cancelled/Forfeited (in dollars per share) | 19.33 | |
Outstanding, end of period (in dollars per share) | 12.09 | $ 12.91 |
Vested and exercisable (in dollars per share) | $ 5.68 | |
Weighted-Average Remaining Life (Years) | ||
Outstanding | 6 years 9 months 7 days | 9 years 14 days |
Vested and exercisable | 7 years | |
Aggregate Intrinsic Value | ||
Outstanding | $ 30,556 | $ 188,722 |
Vested and exercisable | $ 15,548 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Estimated Grant Date Fair Value of Company's Stock Based Option Awards (Details) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Risk-free interest rate | 0.00% | |
Expected volatility | 0.00% | |
Stock Options | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Risk-free interest rate minimum | 0.33% | |
Risk-free interest rate maximum | 1.04% | |
Expected volatility | 50.00% | |
Stock Options | Minimum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected term (in years) | 4 years 18 days | |
Stock Options | Maximum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected term (in years) | 6 years 2 months 19 days |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Nonvested Restricted Stock Unit Awards (Details) - Restricted Stock Units (RSUs) | 3 Months Ended |
Mar. 31, 2022$ / sharesshares | |
RSUs Outstanding | |
Unvested and Outstanding, Beginning Balance (in shares) | shares | 5,949,798 |
Granted (in shares) | shares | 142,183 |
Vested (in shares) | shares | (627,927) |
Cancelled (in shares) | shares | (685,941) |
Unvested and Outstanding, Ending Balance (in shares) | shares | 4,778,113 |
Vested and Outstanding (in shares) | shares | 190,028 |
Weighted-Average Grant Date Fair Value per Share | |
Unvested and Outstanding, Beginning Balance (in dollars per share) | $ / shares | $ 46.54 |
Granted (in dollars per share) | $ / shares | 22.26 |
Vested (in dollars per share) | $ / shares | 41.18 |
Cancelled (in dollars per share) | $ / shares | 49.98 |
Unvested and Outstanding, Ending Balance (in dollars per share) | $ / shares | 46.03 |
Vested and Outstanding (in dollars per share) | $ / shares | $ 16.15 |
Stock-Based Compensation - Su_4
Stock-Based Compensation - Summary of Nonvested Shareholder Value Awards Activity (Details) - Shareholder Value Awards (SVAs) | 3 Months Ended |
Mar. 31, 2022$ / sharesshares | |
SVAs Outstanding | |
Unvested and Outstanding, Beginning Balance (in shares) | shares | 315,559 |
Vested (in shares) | shares | (84,478) |
Cancelled (in shares) | shares | (8,384) |
Unvested and Outstanding, Ending Balance (in shares) | shares | 222,697 |
Vested and Outstanding (in shares) | shares | 0 |
Weighted-Average Grant Date Fair Value per Share | |
Unvested and Outstanding, Beginning Balance (in dollars per share) | $ / shares | $ 5.29 |
Vested (in dollars per share) | $ / shares | 3.26 |
Cancelled (in dollars per share) | $ / shares | 2.97 |
Unvested and Outstanding, Ending Balance (in dollars per share) | $ / shares | 6.15 |
Vested and Outstanding (in dollars per share) | $ / shares | $ 0 |
Stock-Based Compensation - Su_5
Stock-Based Compensation - Summary of Total Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $ 27,527 | $ 6,289 |
Research and development | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 17,464 | 1,669 |
Selling, general and administrative | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $ 10,063 | $ 4,620 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Effective tax rate | 0.00% |
Net Loss Per Share Attributab_3
Net Loss Per Share Attributable to Common Stockholders - Summary of Calculation of Basic and Diluted Net Loss Per Share Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Numerator: | ||
Net loss | $ (111,903) | $ (385,160) |
Less: Accretion of redeemable convertible preferred stock | 0 | (4,135) |
Net loss attributable to common stockholders, basic | (111,903) | (389,295) |
Net loss attributable to common stockholders, diluted | $ (111,903) | $ (389,295) |
Denominator: | ||
Weighted-average shares used in computing net loss per share, basic (in shares) | 222,526,454 | 60,576,886 |
Weighted-average shares used in computing net loss per share, diluted (in shares) | 222,526,454 | 60,576,886 |
Net loss per share: | ||
Net loss per share attributable to common stockholders, basic (in dollars per share) | $ (0.50) | $ (6.43) |
Net loss per share attributable to common stockholders, diluted (in dollars per share) | $ (0.50) | $ (6.43) |
Net Loss Per Share Attributab_4
Net Loss Per Share Attributable to Common Stockholders - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 10,570,163 | 139,501,218 |
Redeemable convertible preferred stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 0 | 120,534,419 |
Options to purchase common stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 5,507,932 | 14,161,313 |
RSUs subject to future vesting | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 4,778,113 | 1,160,360 |
SVAs subject to future vesting | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 222,697 | 3,590,126 |
Early exercised options subject to future vesting* | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 35,000 | 55,000 |
Common stock contingently issuable under ESPP | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 26,421 | 0 |