Convertible Preferred Stock and Common Stock | 8. Convertible Preferred Stock and Common Stock Convertible Preferred Stock As of December 31, 2020, the Company had authorized 133,602,056 shares of convertible preferred stock, which consisted of the following: 7,525,000 shares of Series A convertible preferred stock, 19,565,216 shares of Series A-1 convertible preferred stock, 7,500,000 shares of Series A-2(A) convertible preferred stock, 19,565,216 shares of Series A-2(A-1) convertible preferred stock, and 79,446,624 shares of Series B convertible preferred stock. On January 20, 2021, the Company issued 39,723,312 shares of Series B convertible preferred stock to existing Series B convertible preferred stockholders at $1.265 per share for cash proceeds of $50.2 million, net of issuance costs. On February 22, 2021, the Company amended and restated its certificate of incorporation to authorize 174,808,481 shares of Convertible Preferred Stock, of which 7,525,000 shares are designated as Series A convertible preferred stock, 19,565,216 shares are designated as Series A-1 convertible preferred stock, 79,446,624 shares are designated as Series B convertible preferred stock, and 68,271,641 shares are designated as Series C convertible preferred stock. On February 23, 2021, the Company entered into a stock purchase agreement with existing and new investors whereby the Company issued and sold 68,271,641 shares of Series C convertible preferred stock to investors at $1.3915 per share for cash proceeds of $94.7 million, net of issuance costs. The Company has evaluated the convertible preferred stock and determined that they should be considered an “equity host” and not a “debt host.” The evaluation was necessary to determine if any embedded features required bifurcation and separate accounting as a derivative financial instrument. The Company’s analysis was based on a consideration of the economic characteristics and risks and more specifically, evaluated all the stated and implied substantive terms and features including (i) whether the convertible preferred stock included redemption features, (ii) how and when any redemption features could have been exercised, (iii) whether the convertible preferred stock were entitled to dividends, (iv) the voting rights of the convertible preferred stock and (v) the existence and nature of any conversion rights. As a result of its evaluation that the convertible preferred stock is an “equity host,” the various embedded conversion options are not considered a separate, embedded derivative. The Company’s convertible preferred stock (collectively, the “Convertible Preferred Stock”) consisted of the following (in thousands, except share amounts): As of September 30, 2021 Common Preferred Shares Preferred Shares Issuable Shares Issued and Carrying Liquidation Upon Authorized Outstanding Value Preference Conversion Series A convertible preferred stock 7,525,000 7,500,000 $ 7,309 $ 7,500 789,473 Series A‑1 convertible preferred stock 19,565,216 19,565,216 20,740 22,500 2,059,496 Series B convertible preferred stock 79,446,624 79,446,624 100,153 100,500 8,362,793 Series C convertible preferred stock 68,271,641 68,271,641 94,686 95,000 7,186,486 174,808,481 174,783,481 $ 222,888 $ 225,500 18,398,248 As of December 31, 2020 Preferred Shares Common Shares Preferred Shares Issued and Carrying Liquidation Issuable Upon Authorized Outstanding Value Preference Conversion Series A convertible preferred stock 7,525,000 7,500,000 $ 7,309 $ 7,500 789,473 Series A‑1 convertible preferred stock 19,565,216 19,565,216 20,740 22,500 2,059,496 Series A‑2(A) convertible preferred stock 7,500,000 — — — — Series A‑2(A‑1) convertible preferred stock 19,565,216 — — — — Series B convertible preferred stock 79,446,624 39,723,312 49,953 50,250 4,181,390 133,602,056 66,788,528 $ 78,002 $ 80,250 7,030,359 Upon the closing of the IPO in October 2021, all shares of the Company’s then outstanding preferred stock automatically converted into an aggregate of 18,398,248 shares of common stock. Common Stock As of September 30, 2021 and December 31, 2020, the Company’s certificate of incorporation, as amended, authorized the Company to issue 220,400,000 and 126,000,000 shares of common stock, $0.0001 par value per share, respectively. Shares Reserved for Future Issuance The Company had reserved shares of common stock for the conversion of outstanding Convertible Preferred Stock and for future issuance under the 2020 Stock Incentive Plan (as amended, the “2020 Plan”) as of the following dates: September 30, December 31, 2021 2020 Shares of common stock reserved for conversion of convertible preferred stock outstanding 18,398,248 7,030,359 Shares of common stock reserved for conversion of convertible preferred shares issuable upon exercise of a warrant 2,631 2,631 Shares of common stock reserved for exercise of outstanding stock options under the 2020 Stock Incentive Plan 3,391,136 810,358 Shares of common stock reserved for future awards under the 2020 Stock Incentive Plan 429,109 151,769 Total shares reserved for future issuance 22,221,124 7,995,117 |