Senti Biosciences (SNTI) 10-Q 11 Aug 23 2023 Q2 Quarterly report Financial data

Cover

Cover - shares	6 Months Ended
	Jun. 30, 2023	Aug. 01, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2023
Document Transition Report	false
Entity File Number	001-40440
Entity Registrant Name	Senti Biosciences, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	86-2437900
Entity Address, Address Line One	2 Corporate Drive, First Floor
Entity Address, City or Town	South San Francisco
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94080
City Area Code	(650)
Local Phone Number	239-2030
Title of 12(b) Security	Common stock, par value $0.0001 per share
Trading Symbol	SNTI
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		44,545,186
Entity Central Index Key	0001854270
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2
Amendment Flag	false

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Assets
Cash and cash equivalents	$ 36,752	$ 57,621
Accounts receivable	567	626
Short-term investments	22,883	40,942
Prepaid expenses and other current assets	3,290	3,390
Total current assets	63,492	102,579
Restricted cash	3,336	3,366
Property and equipment, net	58,940	56,136
Operating lease right-of-use assets	17,469	18,418
Other long-term assets	393	293
Total assets	143,630	180,792
Liabilities and Stockholders’ Equity (Deficit)
Accounts payable	2,585	2,267
Finance lease liabilities, current portion	95	0
Early exercise liability, current portion	135	135
Deferred revenue	164	799
Accrued expenses and other current liabilities	4,991	12,864
Operating lease liabilities	2,456	1,988
Total current liabilities	10,426	18,053
Finance lease liabilities, net of current portion	49	0
Operating lease liabilities, net of current portion	35,640	35,103
Contingent earnout liability	20	227
Early exercise liability, net of current portion	79	146
Total liabilities	46,214	53,529
Commitments and contingencies (Note 11)
Stockholders’ equity (deficit):
Preferred stock, $0.0001 par value; 10,000,000 shares authorized at June 30, 2023 and December 31, 2022; zero shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively	0	0
Common stock, $0.0001 par value; 500,000,000 shares authorized at June 30, 2023 and December 31, 2022; 44,465,006 and 44,062,534 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively	4	4
Additional paid-in capital	308,117	300,544
Accumulated other comprehensive income	0	1
Accumulated deficit	(210,705)	(173,286)
Total stockholders’ equity	97,416	127,263
Total liabilities, preferred stock and stockholders’ equity	$ 143,630	$ 180,792

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Preferred stock, par value per share (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Preferred stock, shares outstanding (in shares)	0	0
Preferred stock, shares issued (in shares)	0	0
Common stock, par or stated value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	500,000,000	500,000,000
Common stock, shares issued (in shares)	44,465,006	44,062,534
Common stock, shares outstanding (in shares)	44,465,006	44,062,534

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Revenue
Contract revenue	$ 687	$ 1,108	$ 1,723	$ 1,962
Grant income	250	250	500	500
Total revenue	937	1,358	2,223	2,462
Operating expenses
Research and development	10,952	9,247	22,270	16,849
General and administrative	9,620	13,882	19,422	19,141
Total operating expenses	20,572	23,129	41,692	35,990
Loss from operations	(19,635)	(21,771)	(39,469)	(33,528)
Other income (expense)
Interest income, net	794	27	1,855	31
Change in fair value of contingent earnout liability	148	8,878	207	8,878
Gain on extinguishment of convertible notes	0	1,289	0	1,289
Other income (expense)	(4)	25	(12)	(30)
Total other income (expense), net	938	10,219	2,050	10,168
Net loss	(18,697)	(11,552)	(37,419)	(23,360)
Other comprehensive loss
Unrealized loss on investments	(3)	0	(1)	0
Comprehensive loss	$ (18,700)	$ (11,552)	$ (37,420)	$ (23,360)
Net loss per share, basic (in dollars per share)	$ (0.42)	$ (0.86)	$ (0.85)	$ (2.80)
Net loss per share, diluted (in dollars per share)	$ (0.42)	$ (0.86)	$ (0.85)	$ (2.80)
Weighted-average shares outstanding, basic (in shares)	44,278,427	13,446,622	44,175,274	8,336,451
Weighted-average shares outstanding, diluted (in shares)	44,278,427	13,446,622	44,175,274	8,336,451

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit) - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Other Comprehensive Income	Accumulated Deficit
Beginning balance (in shares) at Dec. 31, 2021	19,517,988
Beginning balance at Dec. 31, 2021	$ 171,833
Ending balance (in shares) at Mar. 31, 2022	19,517,988
Ending balance at Mar. 31, 2022	$ 171,833
Beginning balance (in shares) at Dec. 31, 2021		2,972,409
Beginning balance at Dec. 31, 2021	(111,457)	$ 0	$ 3,619	$ 0	$ (115,076)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of common stock options (in shares)		172,606
Exercise of common stock options	422		422
Vesting of early exercise of common stock options (in shares)		143,524
Vesting of early exercise of common stock options	375		375
Stock-based compensation expense	661		661
Net loss	(11,808)				(11,808)
Ending balance (in shares) at Mar. 31, 2022		3,288,539
Ending balance at Mar. 31, 2022	$ (121,807)	$ 0	5,077	0	(126,884)
Beginning balance (in shares) at Dec. 31, 2021	19,517,988
Beginning balance at Dec. 31, 2021	$ 171,833
Ending balance (in shares) at Jun. 30, 2022	0
Ending balance at Jun. 30, 2022	$ 0
Beginning balance (in shares) at Dec. 31, 2021		2,972,409
Beginning balance at Dec. 31, 2021	(111,457)	$ 0	3,619	0	(115,076)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(23,360)
Ending balance (in shares) at Jun. 30, 2022		43,368,270
Ending balance at Jun. 30, 2022	$ 154,266	$ 4	292,698		(138,436)
Beginning balance (in shares) at Mar. 31, 2022	19,517,988
Beginning balance at Mar. 31, 2022	$ 171,833
Temporary Equity [Abstract]
Conversion of redeemable convertible preferred stock into common stock in connection with the Reverse Recapitalization, net of transaction cost (in shares)	(19,517,988)
Conversion of redeemable convertible preferred stock into common stock in connection with the Reverse Recapitalization, net of transaction cost	$ (171,833)
Ending balance (in shares) at Jun. 30, 2022	0
Ending balance at Jun. 30, 2022	$ 0
Beginning balance (in shares) at Mar. 31, 2022		3,288,539
Beginning balance at Mar. 31, 2022	(121,807)	$ 0	5,077	0	(126,884)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of common stock options (in shares)		27,233
Exercise of common stock options	74		74
Vesting of early exercise of common stock options (in shares)		41,047
Vesting of early exercise of common stock options	102		102
Stock-based compensation expense	9,225		9,225
Net loss	(11,552)				(11,552)
Conversion of redeemable convertible preferred stock into common stock in connection with the Reverse Recapitalization, net of transaction costs (in shares)		19,517,988
Conversion of redeemable convertible preferred stock into common stock in connection with the Reverse Recapitalization, net of transaction cost	171,835	$ 2	171,833
Issuance of common stock upon Reverse Recapitalization, net of transaction costs (in shares)		19,975,963
Issuance of common stock upon Reverse Recapitalization, net of transaction costs	112,182	$ 2	112,180
Contingent earnout liability recognized upon closing of the Reverse Recapitalization	(9,688)		(9,688)
Cancellation and exchange of convertible note in connection with PIPE financing (in shares)		517,500
Cancellation and exchange of convertible note in connection with PIPE financing	5,184		5,184
Gain recognized on fair value of embedded derivative on SPAC merger date	(1,289)		(1,289)
Ending balance (in shares) at Jun. 30, 2022		43,368,270
Ending balance at Jun. 30, 2022	$ 154,266	$ 4	292,698		(138,436)
Beginning balance (in shares) at Dec. 31, 2022	0
Beginning balance at Dec. 31, 2022	$ 0
Ending balance (in shares) at Mar. 31, 2023	0
Ending balance at Mar. 31, 2023	$ 0
Beginning balance (in shares) at Dec. 31, 2022	44,062,534	44,062,534
Beginning balance at Dec. 31, 2022	$ 127,263	$ 4	300,544	1	(173,286)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Vesting of early exercise of common stock options (in shares)		12,660
Vesting of early exercise of common stock options	34		34
Stock-based compensation expense	3,763		3,763
Net loss	(18,722)				(18,722)
Unrealized gain (loss) on investments	2			2
Ending balance (in shares) at Mar. 31, 2023		44,075,194
Ending balance at Mar. 31, 2023	$ 112,340	$ 4	304,341	3	(192,008)
Beginning balance (in shares) at Dec. 31, 2022	0
Beginning balance at Dec. 31, 2022	$ 0
Ending balance (in shares) at Jun. 30, 2023	0
Ending balance at Jun. 30, 2023	$ 0
Beginning balance (in shares) at Dec. 31, 2022	44,062,534	44,062,534
Beginning balance at Dec. 31, 2022	$ 127,263	$ 4	300,544	1	(173,286)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	$ (37,419)
Ending balance (in shares) at Jun. 30, 2023	44,465,006	44,465,006
Ending balance at Jun. 30, 2023	$ 97,416	$ 4	308,117	0	(210,705)
Beginning balance (in shares) at Mar. 31, 2023	0
Beginning balance at Mar. 31, 2023	$ 0
Ending balance (in shares) at Jun. 30, 2023	0
Ending balance at Jun. 30, 2023	$ 0
Beginning balance (in shares) at Mar. 31, 2023		44,075,194
Beginning balance at Mar. 31, 2023	112,340	$ 4	304,341	3	(192,008)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Vesting of early exercise of common stock options (in shares)		12,660
Vesting of early exercise of common stock options	34		34
Issuance of common stock under Employee Stock Purchase Plan (ESPP) (in shares)		377,152
Issuance of common stock under Employee Stock Purchase Plan (ESPP)	308		308
Stock-based compensation expense	3,434		3,434
Net loss	(18,697)				(18,697)
Unrealized gain (loss) on investments	$ (3)			(3)
Ending balance (in shares) at Jun. 30, 2023	44,465,006	44,465,006
Ending balance at Jun. 30, 2023	$ 97,416	$ 4	$ 308,117	$ 0	$ (210,705)

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Net Cash Provided by (Used in) Operating Activities [Abstract]
Net loss	$ (18,697)	$ (11,552)	$ (37,419)	$ (23,360)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	800	300	1,221	512
Amortization of operating lease right-of-use assets			919	1,433
Accretion of discount on short-term investments			(952)	0
Gain on extinguishment of convertible notes	0	(1,289)	0	(1,289)
Change in fair value of contingent earnout liability	(148)	(8,878)	(207)	(8,878)
Stock-based compensation expense			7,197	9,886
Other non-cash charges			(5)	21
Changes in assets and liabilities:
Accounts receivable			64	(90)
Prepaid expenses and other assets			0	(1,372)
Accounts payable			885	234
Accrued expenses and other current liabilities			(2,082)	203
Deferred revenue			(635)	(999)
Operating lease liabilities			1,035	7,945
Net cash from operating activities			(29,979)	(15,754)
Cash flows from investing activities
Purchases of short-term investments			(17,990)	0
Maturities of short-term investments			37,000	0
Purchases of property and equipment			(10,176)	(18,640)
Net cash from investing activities			8,834	(18,640)
Cash flows from financing activities
Proceeds from Merger and related PIPE financing, net of transaction costs			0	112,464
Proceeds from issuance of common stock upon exercise of stock options			0	521
Proceeds from issuance of common stock under Employee Stock Purchase Plan (ESPP)			308	0
Proceeds from issuance of convertible notes			0	5,175
Principal finance lease payments			(62)	0
Net cash from financing activities			246	118,160
Net decrease in cash and cash equivalents			(20,899)	83,766
Cash, cash equivalents, and restricted cash, beginning of period			60,987	59,291
Cash, cash equivalents, and restricted cash, end of period	40,088	143,057	40,088	143,057
Reconciliation of cash, cash equivalents and restricted cash
Cash and cash equivalents	36,752	139,800	36,752	139,800
Restricted cash	3,336	3,257	3,336	3,257
Total cash, cash equivalents and restricted cash	$ 40,088	$ 143,057	40,088	143,057
Supplemental disclosures of noncash financing and investing items
Purchases of property and equipment in accounts payable and accrued expenses			1,796	9,371
Merger and related PIPE financing costs included in accounts payable and accrued expenses			$ 0	$ 263

Organization and Description of

Organization and Description of Business	6 Months Ended
	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Description of Business	Organization and Description of Business Senti Biosciences, Inc. and its subsidiaries (the “Company” or “Senti”), is a biotechnology company that was founded to create a new generation of smarter medicines that outmaneuver complex diseases using novel and unprecedented approaches. Senti has built a synthetic biology platform that enables it to program next-generation cell and gene therapies with what the Company refers to as “gene circuits.” These gene circuits, which are created from novel and proprietary combinations of DNA sequences, reprogram cells with biological logic to sense inputs, compute decisions and respond to their cellular environments. The Company is headquartered in South San Francisco, California. On June 8, 2022 (the “Closing Date”), Dynamics Special Purpose Acquisition Corp. (“Dynamics” or “DYNS”) consummated a merger pursuant to which Explore Merger Sub, Inc. (“Merger Sub”), a Delaware corporation and wholly owned subsidiary of Dynamics, merged with and into Senti Sub I, Inc., formerly named Senti Biosciences, Inc. (“Legacy Senti”), with Legacy Senti surviving as a wholly-owned subsidiary of Dynamics (such transactions, the “Merger,” and, collectively with the other transactions described in the merger agreement (as defined below, the “Reverse Recapitalization”)). As a result of the Merger, Dynamics was renamed Senti Biosciences, Inc. Liquidity and Going Concern These consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) assuming the Company will continue as a going concern. The going concern assumption contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The consolidated financial statements do not include any adjustments to the carrying amounts and classification of assets, liabilities, and reported expenses that may be necessary if the Company were unable to continue as a going concern. The Company has devoted substantially all of its efforts to organizing and staffing, business planning, raising capital, and conducting preclinical studies and has not realized substantial revenues from its planned principal operations. To date, the Company raised aggregate gross proceeds of $299.5 million from the Merger and PIPE Financing, the issuance of shares of our common stock, the issuance of shares of our redeemable convertible preferred stock, the issuance of convertible notes and, to a less extent, through collaboration agreements and government grants. At June 30, 2023 and December 31, 2022, the Company had an accumulated deficit of $210.7 million and $173.3 million , respectively. The Company’s net losses were $37.4 million and $23.4 million for the six months ended June 30, 2023 and 2022, respectively. Substantially all of the Company’s net losses resulted from costs incurred in connection with the Company’s research and development programs and from general and administrative costs associated with the Company’s operations. The Company expects to incur substantial operating losses and negative cash flows from operations for the foreseeable future as the Company advances its preclinical activities and clinical trials for its product candidates in development . As of June 30, 2023 and December 31, 2022, the Company had cash, cash equivalents and short-term investments of $59.6 million and $98.6 million, respectively. As of August 11, 2023, the issuance date of the condensed consolidated financial statements as of and for the three and six months ended June 30, 2023, there is uncertainty about whether the Company’s combined cash, cash equivalents, and short-term investments will be sufficient to fund operations, including clinical trial expenses and capital expenditure requirements, beyond twelve months from the issuance date of these financial statements and therefore the Company concluded that substantial doubt existed about the Company’s ability to continue as a going concern. On August 10, 2023, the Company announced a transaction with GeneFab, LLC (“GeneFab”), a new independent contract manufacturing and synthetic biology biofoundry focused on next-generation cell and gene therapies. The transaction provided the Company with additional capital and reduced longer-term operating expenses. Refer to Note 13, Subsequent Events, for further details of the GeneFab transaction. The Company’s continued existence is dependent upon management’s ability to raise capital and develop profitable op erations. Management is devoting substantially all of its efforts to developing its business and raising capital, which included the framework agreement with GeneFab, and there can be no assurance that the Company’s

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2023
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Basis of Presentation The accompanying condensed consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”). Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and as amended by Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”). The condensed consolidated financial statements include the accounts of Senti Biosciences, Inc., and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. We have one business activity and operate in one reportable segment. Unless otherwise noted, the Company has retroactively adjusted all common and preferred share and related price information to give effect to the exchange ratio established in the Merger Agreement. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, the valuation of stock-based awards, the accrual for research and development expenses, the valuation of contingent earnout, the valuation of convertible notes, the valuation of common and redeemable convertible preferred stock, standalone selling price (“SSP”) and the determination of the incremental borrowing rate. The Company evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors and adjusts those estimates and assumptions when facts and circumstances dictate. Actual results could differ from those estimates. Unaudited Interim Condensed Consolidated Financial Statements The accompanying interim condensed consolidated financial statements and the related footnote disclosures are unaudited. These unaudited interim financial statements have been prepared on the same basis as the audited financial statements, and in management’s opinion, include all adjustments, consisting of only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of June 30, 2023 and its results of operations for the three and six months ended June 30, 2023 and 2022, and cash flows for the six months ended June 30, 2023 and 2022. The results of operations for the three and six months ended June 30, 2023 are not necessarily indicative of the results to be expected for the year ended December 31, 2023 or any other period. The December 31, 2022 year-end condensed consolidated balance sheet was derived from audited annual financial statements but does not include all disclosures from the annual financial statements. Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with U.S. GAAP 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 consolidated financial statements for the year ended December 31, 2022 and the related notes included in the Company’s Form 10-K, filed with the SEC on March 22, 2023, which provides a more complete discussion of the Company’s accounting policies and certain other information. There have been no material changes to the Company’s significant accounting policies as of and for the three and six months ended June 30, 2023, as compared to the significant accounting policies described in the Company’s audited annual consolidated financial statements as of and for the year ended December 31, 2022. Recent Accounting Standards The Company believes that the impact of recently issued accounting standards that are not yet effective will not have a material impact on its financial position or results of operations upon adoption.

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2023
Fair Value Disclosures [Abstract]
Fair Value Measurements	Fair Value Measurements The following tables summarize the estimated value of cash equivalents and restricted cash (in thousands): June 30, 2023 Adjusted Cost Unrealized Gain Unrealized Loss Estimated Fair Value Cash and cash equivalents Restricted cash Short-term investments Cash $ 4,559 $ — $ — $ 4,559 $ 4,559 $ — $ — Level 1: Money market funds 35,529 — — 35,529 32,193 3,336 — Subtotal 35,529 — — 35,529 32,193 3,336 — Level 2: U.S. Treasury securities 6,482 — — 6,482 — — 6,482 U.S. agency securities 13,907 1 (1) 13,907 — — 13,907 Commercial Paper 2,494 — — 2,494 — — 2,494 Corporate debt securities — — — — — — — Subtotal 22,883 1 (1) 22,883 — — 22,883 Total $ 62,971 $ 1 $ (1) $ 62,971 $ 36,752 $ 3,336 $ 22,883 December 31, 2022 Adjusted Cost Unrealized Gain Unrealized Loss Estimated Fair Value Cash and cash equivalents Restricted cash Short-term investments Level 1: Money market funds $ 45,412 $ — $ — $ 45,412 $ 42,046 $ 3,366 $ — Subtotal 45,412 — — 45,412 42,046 3,366 — Level 2: U.S. Treasury securities 14,866 4 (3) 14,867 — — 14,867 U.S. agency securities 5,938 — — 5,938 3,983 — 1,955 Commercial Paper 28,122 — — 28,122 5,994 — 22,128 Corporate debt securities 7,590 1 (1) 7,590 5,598 — 1,992 Subtotal 56,516 5 (4) 56,517 15,575 — 40,942 Total $ 101,928 $ 5 $ (4) $ 101,929 $ 57,621 $ 3,366 $ 40,942 No securities have contractual maturities of longer than one year. There were no transfers between Levels 1, 2, or 3 for any of the periods presented. The following table presents a summary of the changes in the fair value of the Company’s Level 3 financial instruments (in thousands): Contingent Earnout Liability Fair value as of December 31, 2022 $ (227) Change in fair value included in other income (expense) 207 Fair value as of June 30, 2023 $ (20) The fair value of the Contingent Earnout Liability is based on significant unobservable inputs, which represent Level 3 measurements within the fair value hierarchy. In determining the fair value of the Contingent Earnout Liability, the Company used a Monte Carlo simulation value model using a distribution of potential outcomes. The assumptions utilized in the calculation were based on the achievement of certain stock price milestones, including the current Company common stock price, expected volatility, risk-free rate, expected term and expected dividend yield. Refer to Note 6, Stockholders’ Equity (Deficit) , for further details of the Contingent Earnout Liability.

Other Financial Statement infor

Other Financial Statement information	6 Months Ended
	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Other Financial Statement information	Other Financial Statement information Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following (in thousands): June 30, December 31, 2023 2022 Prepaid expenses (including prepaid rent) $ 1,874 $ 1,871 Deposits 1,277 1,418 Other 139 101 Total prepaid expenses and other current assets $ 3,290 $ 3,390 Property and Equipment, Net Property and equipment, net consisted of the following (in thousands): June 30, December 31, 2023 2022 Leasehold improvements $ 46,748 $ 1,869 Lab equipment 13,336 8,265 Furniture and fixtures 583 326 Computer equipment and software 383 389 Construction in progress 2,029 48,273 Property and equipment at cost 63,079 59,122 Less: accumulated depreciation (4,139) (2,986) Property and equipment, net $ 58,940 $ 56,136 Buildout of the current good manufacturing practice (cGMP) facility in Alameda was completed in June 2023 and the assets were placed in service. On August 10, 2023, the Company announced a transaction with GeneFab, a new independent contract manufacturing and synthetic biology biofoundry. As part of the transaction the Company subleased it’s cGMP facility in Alameda, CA to GeneFab. Refer to Note 13, Subsequent Events, for further details of the GeneFab transaction. Depreciation totaled $0.8 million and $0.3 million for the three months ended June 30, 2023 and 2022, respectively, and $1.2 million and $0.5 million for the six months ended June 30, 2023 and 2022, respectively. Accrued Expenses and Other Liabilities Accrued expenses and other liabilities consisted of the following (in thousands): June 30, December 31, 2023 2022 Accrued employee-related expenses $ 2,099 $ 3,743 Accrued professional and service fees related to facility construction 1,615 7,342 Accrued professional and service fees other 1,245 1,750 Other accrued expenses 32 29 Total accrued expenses and other current liabilities $ 4,991 $ 12,864

Operating Leases

Operating Leases	6 Months Ended
	Jun. 30, 2023
Leases [Abstract]
Operating Leases	Operating Leases The Company’s operating leases are primarily for its corporate headquarters located in South San Francisco, California (“HQ lease”) and for additional office and laboratory space located in Alameda, California (“Alameda lease”). The corporate headquarters lease has an initial term of eight years expiring in 2027, with an option to renew for an additional eight years unless canceled by either party thereafter. The Alameda lease has an initial term of eleven years expiring in 2032, with an option to renew the lease for up to two additional terms of five years. The exercise of these renewal options is not recognized as part of the ROU assets and lease liabilities, as the Company did not conclude, at the commencement date of the leases, that the exercise of renewal options or termination options was reasonably certain. The Alameda lease provides for a tenant improvement allowance of up to $17.5 million for the costs relating to the design, permitting and construction of the improvements, to be disbursed by the landlord no later than December 31, 2023. The Company is deemed to be the accounting owner of the tenant improvements primarily because the Company is the principal in the construction and design of the assets, is responsible for costs overruns and retains substantially all economic benefits from the leasehold improvements over their economic lives . Accordingly, the tenant improvement allowance is considered an incentive and was deducted from the initial measurement of the ROU asset and lease liability. The Company estimated the timing of tenant improvement reimbursements at the lease commencement date and upon receipt of the cash incentives, the Company recognized the cash received as an increase in the lease liability. On August 10, 2023, the Company announced a transaction with GeneFab, a new independent contract manufacturing and synthetic biology biofoundry. As part of the transaction the Company subleased the cGMP facility in Alameda to GeneFab. Refer to Note 13, Subsequent Events, for further details of the GeneFab transaction. A summary of total lease costs and other information for the period relating to the Company’s operating leases is as follows: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Operating lease cost $ 1,320 $ 1,325 $ 2,629 $ 2,650 Short-term lease cost 25 27 56 30 Variable lease cost 378 182 622 353 Total lease cost $ 1,723 $ 1,534 $ 3,307 $ 3,033 Six Months Ended June 30, 2023 2022 Other information: Operating cash flows net inflows and (outflows) from operating lease $ (675) $ 6,740 ROU assets obtained in exchange for operating lease obligations (including remeasurement of ROU and lease liabilities due to changes in the timing of receipt of lease incentives) $ (30) $ 199 Weighted-average remaining lease term 7.9 years 8.2 years Weighted-average discount rate 9.1% 9.1% For the three months ended June 30, 2023 and 2022, the Company received $1.0 million and $5.6 million, respectively, of $17.5 million tenant improvement allowance. For the six months ended June 30, 2023 and 2022, the Company received $2.0 million and $8.1 million, respectively, of the $17.5 million tenant improvement allowance. Through June 30, 2023, the Company received $16.2 million of the tenant improvement allowance inception-to-date. As of June 30, 2023 and 2022, amounts disclosed for ROU assets obtained in exchange for lease obligations include amounts added to the carrying amount of ROU assets resulting from lease modifications and reassessments. Maturities of the Company’s lease liabilities as of June 30, 2023, were as follows (in thousands): 2023, for the remainder of the year $ 3,560 2024 7,254 2025 7,478 2026 7,712 2027 5,769 Thereafter 24,384 Total undiscounted lease payments 56,157 Less imputed interest (16,750) Tenant improvement allowance remaining (1,311) Total lease liabilities $ 38,096

Stockholders_ Equity (Deficit)

Stockholders’ Equity (Deficit)	6 Months Ended
	Jun. 30, 2023
Equity [Abstract]
Stockholders’ Equity (Deficit)	Stockholders’ Equity (Deficit) Common Stock Holders of common stock are entitled to one vote per share, and to receive dividends and, upon liquidation or dissolution, are entitled to receive all assets available for distribution to stockholders. The holders have no preemptive or other subscription rights, and there are no redemption or sinking fund provisions with respect to such shares. Common stock is subordinate to the preferred stock with respect to dividend rights and rights upon liquidation, winding up, and dissolution of the Company; although, no preferred stock is outstanding as of June 30, 2023 and December 31, 2022. Through June 30, 2023, no cash dividends have been declared or paid. At June 30, 2023 and December 31, 2022, the Company was authorized to issue 500,000,000 shares of common stock, all at a par value of $0.0001 per share, and had reserved the following shares for future issuance: June 30, December 31, 2023 2022 Common Stock Purchase Agreement 8,327,049 8,327,049 Common stock options issued and outstanding 12,056,731 9,875,675 Restricted Stock Units (RSUs) issued and outstanding 335,884 447,948 Common stock shares available for future issuance under equity plans 3,087,881 2,948,472 Common stock shares available for future issuance under the 2022 Employee Stock Purchase Plan (the "ESPP") 546,155 481,627 Contingent earnout common stock 2,000,000 2,000,000 Unvested early exercised common stock 80,180 105,500 Total 26,433,880 24,186,271 Preferred Stock In connection with the close of the Merger, the Company’s Amended and Restated Certificate of Incorporation provides the Company’s board of directors with the authority to issue $0.0001 par value preferred stock in one or more series and to establish from time to time the number of shares to be included in each such series, by adopting a resolution and filing a certification of designations. Voting powers, designations, powers, preferences and relative, participating, optional, special and other rights shall be stated and expressed in such resolutions. There were 10,000,000 shares designated as preferred stock and none were outstanding as of June 30, 2023 and December 31, 2022. Common Stock Purchase Agreement On August 31, 2022, the Company entered into a Common Stock Purchase Agreement and a Registration Rights Agreement (collectively referred to as the “Purchase Agreement”) with Chardan Capital Markets LLC (“Chardan”). Pursuant to the Purchase Agreement, the Company has the right, in its sole discretion, to sell to Chardan up to the lesser of (i) $50.0 million of newly issued shares of the Company’s common stock, and (ii) the Exchange Cap (as defined below) (subject to certain conditions and limitations), from time to time during the 36-month term of the Purchase Agreement. Under the applicable NASDAQ rules, the Company may not issue to Chardan under the Purchase Agreement more than 8,727,049 shares of common stock, which number of shares is equal to 19.99% of the common shares outstanding immediately prior to the execution of the Purchase Agreement unless certain exceptions are met (the “Exchange Cap”). The purchase price of the shares of common stock will be determined by reference to the Volume Weighted Average Price (“VWAP”) of the common stock during the applicable purchase date, less a fixed 3% discount to such VWAP. However, the total shares to be purchased on any day may not exceed 20% of the trading volume, and the total purchase price on any day may not exceed $3.0 million. As consideration for Chardan’s commitment to purchase shares of common stock at the Company’s direction upon the terms and subject to the conditions set forth in the Purchase Agreement, upon execution of the Purchase Agreement, the Company issued 100,000 shares of its common stock to Chardan and paid a $0.4 million document preparation fee. Upon execution of the Purchase Agreement, the Company recognized an expense of $0.7 million within general and administrative expenses in the Company’s Condensed Consolidated Statements of Operations and Comprehensive Loss for the Chardan related costs and legal fees incurred in connection with the agreement. Other than the issuance of the commitment shares of the Company’s common stock to Chardan, the Company issued 300,000 common stock shares up until December 31, 2022 aggregating to net proceeds of $0.7 million, under the Purchase Agreement. There were no shares issued within six months ended June 30, 2023. Contingent Earnout Equity Following the closing of the Merger, former holders of Legacy Senti common stock and preferred stock may receive up to 2,000,000 additional shares of the Company’s common stock in the aggregate, in two equal tranches of 1,000,000 shares of common stock per tranche. The first and second tranches are issuable if the closing volume weighted average price (“VWAP”) per share of common stock quoted on the Nasdaq (or the exchange on which the shares of common stock are then listed) is greater or equal to $15.00 and $20.00, respectively over any twenty two The estimated fair value of the total Contingent Earnout Shares at the Closing on June 8, 2022, was $9.8 million based on a Monte Carlo simulation valuation model. Of this amount, $9.7 million was accounted for as a Contingent Earnout Liability because the triggering events that determine the number of Contingent Earnout Shares required to be issued include events that are not solely indexed to the common stock of the Company. The remaining balance of $0.1 million relates to holders of Legacy Senti common stock that are subject to repurchase were accounted for as stock-based compensation expense and recorded as an expense, as there was no remaining service period. The Contingent Earnout Liability was remeasured to fair value as of June 30, 2023, resulting in the recording of a non-cash gain of $0.1 million for the three months ended June 30, 2023, and a non-cash gain of $0.2 million for the six months ended June 30, 2023, classified within change in fair value of contingent earnout liability in the condensed consolidated statements of operations and comprehensive loss. Assumptions used in the valuation are described below: June 30, December 31, 2023 2022 Current stock price $ 0.63 $ 1.41 Expected share price volatility 93.0% 85.0% Risk-free interest rate 4.9% 4.3% Estimated dividend yield 0.0% 0.0% Expected term (years) 1.9 2.4

Revenue

Revenue	6 Months Ended
	Jun. 30, 2023
Revenue From and Not From Contracts [Abstract]
Revenue	Revenue The Company’s revenue consists of amounts received related to research services provided to customers. Contract Revenue In April 2021, the Company entered into a research collaboration and license agreement with Spark Therapeutics, Inc. (“Spark”). Under the agreement, the Company will be responsible for a research program, which includes designing, building and testing five cell type specific-synthetic promoters for use in developing certain gene therapies using the Company’s proprietary technology. The Company received an upfront payment from Spark of $3.0 million and Spark is obligated to reimburse the Company for costs and expenses incurred for the research program. The Company expected to complete the research program over a two The Company assessed this agreement in accordance with ASC 606, Revenue Recognition (“ASC 606”) and concluded that the contract counterparty, Spark, is a customer. The Company identified only one combined performance obligation in the agreement, which is to perform research services, the related joint research plan and committees for the five specified promoters. The Company determined that the research activities for each of the five promoters are not distinct given there is one single research plan that is performed by the same research team and research results for one promoter may provide insights for other promoters. Pursuant to the agreement, once the research program is completed and the Company delivers a data package to Spark, Spark has 24 months (the “Evaluation Period”) to determine whether Spark will exercise its options to obtain field-limited, royalty-bearing licenses to develop, manufacture and commercialize promoters corresponding to each of the five specified promoters being researched. For each licensed promoter option that is exercised, the Company is eligible to receive a license fee, potential research, development and commercial milestone payments and royalties on product sales. Spark may generally terminate the agreement upon 90 days prior written notice or 180 days prior written notice if the licensed promoter is in clinical trials or is being commercialized at the time of termination. The Company evaluated Spark’s optional rights to license, develop, manufacture and commercialize each of the promoter profiles to determine whether they provide Spark with any material rights to purchase the promoter licenses at an incremental discount. The Company’s proprietary technology used to develop the promoters is in the early stages of development, so technological feasibility and probability of developing a product is highly uncertain. As a result, determining the SSP for the optional rights is subject to significant judgment. Given the subjectivity associated with determining the SSP for the right to a future license related to unproven technology at contract inception, the Company also evaluated whether the contract consideration associated with the research services represents the SSP for those services. The Company determined the transaction price, inclusive of the upfront payment and reimbursement of costs and expenses incurred for the research program, is commensurate with SSP for the research being conducted given the specialized nature and reliance on proprietary technology. Based on the Company’s assessment of the optional consideration and the qualitative factors of feasibility and probability of development combined with the quantitative assessment that research services are priced at their SSP, the Company concluded that the license option does not provide Spark with an incremental discount and therefore does not constitute a material right. The transaction price associated with the research services in this agreement consists of the fixed upfront amount of $3.0 million and variable consideration. For Spark collaboration agreement, the Company will recognize the transaction price as research and development services are provided, using a cost-based input method to measure the progress toward completion of its performance obligation and to calculate the corresponding amount of revenue to recognize each period. The Company believes that the cost-based input method is the best measure of progress because other measurements would not reflect how the Company transfers the control related to the performance obligation to our customers. In December 2022, the Company amended the research collaboration and license agreement with Spark to allow for an increase in budget and a two In May 2023, the Company amended the research collaboration and license agreement with Spark to allow for an increase in budget and additional two As of June 30, 2023 and December 31, 2022, there was a total of $0.2 million and $0.8 million, respectively, remaining of the upfront payment to be recognized over the remaining period of the research program. For the three months ended June 30, 2023 and 2022, the Company recorded revenue, which was previously included in deferred revenue at the beginning of each period, of $0.2 million and $0.5 million, respectively. For the six months ended June 30, 2023 and 2022, the Company recorded revenue, which was previously included in the deferred revenue at the beginning of each period, of $0.6 million, and $1.0 million respectively. Contract asset balances related to unbilled revenue for our collaboration agreements were zero as of June 30, 2023 and 2022, and are presented within prepaid expenses and other current assets on the condensed consolidated balance sheets. Grant Income In 2021, the Small Business Innovation Research (“SBIR”) awarded the Company a grant in the amount of $2.0 million over two years subject to meeting certain terms and conditions. The purpose of the grant is to support the further development of SENTI-202 for acute myeloid leukemia towards clinical development. Grant income was recognized when qualified research and development costs were incurred and the Company obtained reasonable assurance that the terms and conditions of the grant were met. Entity-wide information During the three months ended June 30, 2023, Customers A and B accounted for 73% and 27%, respectively, of revenue. During the three months ended June 30, 2022, Customers A and B accounted for 82% and 18%, respectively, of revenue. During the six months ended June 30, 2023, Customers A and B accounted for 78% and 22%, respectively, of revenue. During the six months ended June 30, 2022, Customers A and B accounted for 80% and 20%, respectively, of revenue. All revenues were generated in the United States for the three and six months ended June 30, 2023 and 2022.

Stock-Based Compensation

Stock-Based Compensation	6 Months Ended
	Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]
Stock-Based Compensation	Stock-Based Compensation 2016 Stock Incentive Plan (as Amended and Restated) The Company’s 2016 Stock Incentive Plan (the “2016 Plan”) provides for the grant of incentive stock options, non-qualified stock options and restricted stock awards to employees, directors, and consultants of the Company. Stock options granted under the 2016 Plan generally vest over four years and expire no later than ten years after the grant date. Following the Merger, the 2016 Plan was terminated. No additional stock awards will be granted under the 2016 Plan. All awards previously granted and outstanding as of the effective date of the Merger, were adjusted to reflect the impact of the Merger, but otherwise remain in effect pursuant to their original terms. The shares underlying any award granted under the 2016 Plan that are forfeited back to or repurchased or reacquired by the Company, will revert to and again become available for issuance under the 2022 Plan. 2022 Stock Incentive Plan On June 8, 2022, upon the Merger, the Company adopted a 2022 Stock Incentive Plan (the “2022 Plan”). The 2022 Plan provides for the grant of incentive stock options to employees, and for the grant of non-statutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance awards and other forms of awards to employees, directors and consultants. The exercise price of an option granted under the 2022 Plan shall not be less than the fair market value of a common stock share on the date of grant. With respect to a 10% stockholder, the exercise price of an option granted shall not be less than 110% of the fair value of the common stock share on the date of grant. Stock options granted under the 2022 Plan generally vest over four years and expire no later than ten years after the grant date. The Company initially reserved 2,492,735 shares of common stock for issuance under the 2022 Plan. On the first day of each year commencing January 1, 2023, the 2022 Plan will automatically increase by 5% of the outstanding number of shares of common stock of the Company on the last day of the preceding calendar year or such lesser number of shares as approved by the Company’s Board of Directors prior to the effective date of the annual increase. In addition, the shares underlying any award granted under the 2016 Plan that are forfeited back to or repurchased or reacquired by the Company, will revert to and again become available for issuance under the 2022 Plan. As of June 30, 2023, the total number of shares of common stock available for issuance under the 2022 Plan is 1,942,991. 2022 Inducement Equity Plan On August 5, 2022, the Company adopted a 2022 Inducement Equity Plan (the “2022 Inducement Plan”). The 2022 Plan provides for the grant of non-statutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance awards and other forms of awards to persons not previously an employee of the Company and its affiliates. The exercise price of an option granted under the 2022 Inducement Plan shall not be less than the fair market value of a common stock share on the date of grant. Stock options granted under the 2022 Inducement Plan generally vest over four years and expire no later than ten years after the grant date. The Company initially reserved 2,000,000 shares of common stock for issuance under the 2022 Inducement Plan. As of June 30, 2023, the total number of shares of common stock available for issuance under the 2022 Inducement Plan is 1,144,890. 2022 Employee Stock Purchase Plan On June 8, 2022, upon the Merger, the Company adopted a 2022 Employee Stock Purchase Plan (the “ESPP”). The ESPP allows eligible employees to purchase shares of the Company's common stock at a price equal to 85% of the lower of the fair market values of the stock on the first day of an offering or on the date of purchase. The Company’s ESPP operates with rolling offering periods, which are generally 24 months. The Company initially reserved 592,584 shares of common stock for issuance under the ESPP. On the first day of each year commencing January 1, 2023, the 2022 Plan will automatically increase by 1% of the outstanding number of shares of common stock of the Company on the last day of the preceding calendar year or such lesser number of shares as approved by the Company’s Board of Directors prior to the effective date of the annual increase. As of June 30, 2023, the total number of shares of common stock available for issuance under the ESPP is 546,155. Stock options The following table summarizes the Company’s stock option activity and related information under all equity plans, excluding performance and market awards: Number of Options Weighted-Average Exercise Price Weighted-Average Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2022 4,191,426 $ 3.18 9.1 $ 6 Granted 2,794,596 $ 1.64 Forfeited (411,588) $ 3.55 Outstanding at June 30, 2023 6,574,434 $ 2.50 9.0 $ 2 Vested and exercisable at June 30, 2023 1,247,904 $ 3.63 7.9 $ 2 The weighted-average grant date fair values of stock options granted during the six months ended June 30, 2023 and 2022 were $1.18 and none, respectively. The aggregate intrinsic values of stock options exercised during the six months ended June 30, 2023 and 2022 were none and $0.5 million, respectively. As of June 30, 2023, the unrecognized stock-based compensation expense related to stock options was approximately $8.6 million, expected to be recognized over a weighted-average period of 2.6 years. Early Exercise of Stock Options into Restricted Stock For the six months ended June 30, 2023 and 2022, the Company issued zero shares of common stock upon exercise of unvested stock options. As of June 30, 2023 and December 31, 2022, 80,180 and 105,500 shares were held by employees subject to repurchase at an aggregate price of $0.2 million and $0.3 million, respectively. Performance Awards In connection with the Merger, on December 19, 2021, Legacy Senti approved 8,400,892 performance award options to existing employees that vest contingent upon the satisfaction of both a four-year service condition and a performance condition tied to the consummation of the Merger. The awards and the associated recognition of stock-based compensation were contingent on the Merger being consummated. As of the approval date of the performance awards, Legacy Senti did not have sufficient common stock available for issuance. Upon the Merger, the Company increased the number of shares authorized and 6,796,074 awards were granted on June 8, 2022. Refer to Note 6, Stockholders’ Equity (Deficit), for further details of the shares of common stock authorized. Number of Options Weighted-Average Exercise Price Weighted-Average Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2022 5,368,501 $ 9.92 9.0 $ — Forfeited (201,952) $ 9.92 Outstanding at June 30, 2023 5,166,549 $ 9.92 8.4 $ — Vested and exercisable at June 30, 2023 1,436,378 $ 9.92 8.1 $ — There were no performance based options granted or exercised during the six months ended June 30, 2023, and there were 6,796,074 performance based options granted and no performance based options exercised during the six months ended June 30, 2022. As of June 30, 2023, the unrecognized stock-based compensation expense related to performance based options was approximately $7.8 million, expected to be recognized over a weighted-average period of 1.8 years. Market Awards In connection with the Business Combination Agreement with DYNS, on December 19, 2021, Legacy Senti approved 605,451 market award options to its co-founder and Chief Executive Officer, Dr. Timothy Lu, that vest contingent upon the satisfaction of all three of the following conditions: a service condition, a performance condition tied to the consummation of the Merger, and market conditions. The market condition is achieved in four tranches, where 25% of the options will vest when the trading price of the Company’s stock is above various thresholds of price per share. The award and the associated recognition of stock-based compensation were contingent on the Merger being consummated. The estimated fair value of the market awards at the grant date was based on a Monte Carlo simulation valuation model. As of the approval date, Legacy Senti did not have sufficient common stock available for issuance to allow for exercise of the stock options. Upon the Merger, the Company increased the number of shares authorized and 315,748 awards were granted on June 8, 2022. Through June 30, 2023 , these market awards did not meet the vesting thresholds. Refer to Note 6, Stockholders’ Equity (Deficit), for further details of the shares of common stock authorized. The were no market based options granted or exercised during the six months ended June 30, 2023, and there were 315,748 market based options granted and no market based options exercised during the six months ended June 30, 2022. As of June 30, 2023, the unrecognized stock-based compensation expense related to market based options was approximately $0.5 million, expected to be recognized over a weighted-average period of 0.9 years. Restricted Stock Units The following table summarizes the Company’s restricted stock units activity and related information under all equity plans: Number of Restricted Stock Units Weighted-Average Grant Date Fair Value Outstanding at December 31, 2022 447,948 $ 2.50 Forfeited (112,064) $ 2.50 Outstanding at June 30, 2023 335,884 $ 2.50 As of June 30, 2023, the unrecognized stock-based compensation expense related to restricted stock units was approximately $0.5 million, expected to be recognized over a weighted-average period of 1.2 years. Stock-Based Compensation Expense In determining the fair value of the stock-based awards, the Company uses the assumptions below for the Black-Scholes option pricing model, which are subjective and generally require significant judgment. Fair Value of Common Stock — The fair value of the shares of common stock has historically been determined by the Company’s board of directors as there was no public market for the common stock. The board of directors determined the fair value of the common stock by considering a number of objective and subjective factors, including: third-party valuations of the Company’s common stock, the valuation of comparable companies, the Company’s operating and financial performance, and general and industry-specific economic outlook, amongst other factors. As of the closing of the Merger and going forward, the fair value of common stock will be based on the publicly traded market value. Expected Term — The expected term represents the period that the Company’s stock options are expected to be outstanding and is determined using the simplified method (based on the mid-point between the vesting date and the end of the contractual term). The expected term for the ESPP purchase rights is the length of the purchase period. Volatility — The expected volatility is based on the average historical volatility of comparable publicly-traded peer companies, over a period equal to the expected term of the stock option grants, as the Company was not publicly traded prior to the Merger and does not have a trading history for its common stock for a sufficient period of time subsequent to the Merger. Risk-free Rate — The risk-free rate assumption is based on the U.S. Treasury zero-coupon issues in effect at the time of grant for periods corresponding with the expected term of the option. Dividends — The Company has never paid dividends on its common stock and does not anticipate paying dividends on common stock. Therefore, the Company uses an expected dividend yield of zero. The assumptions used to determine the grant date fair value of non-market based, stock options granted were as follows, presented on a weighted-average basis: Six Months Ended June 30, 2023 2022 Expected term (in years) 5.9 5.8 Expected volatility 83% 78% Risk-free interest rate 3.5% 3.0% Dividend yield — — Total stock-based compensation expense was as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 General and administrative $ 3,081 $ 7,863 $ 6,320 $ 8,322 Research and development 353 1,362 877 1,564 Total stock-based compensation expense $ 3,434 $ 9,225 $ 7,197 $ 9,886

Income Tax

Income Tax	6 Months Ended
	Jun. 30, 2023
Income Tax Disclosure [Abstract]
Income Tax	Income TaxNo provision for income taxes was recorded for the three and six months ended June 30, 2023 and 2022, respectively. Deferred tax assets generated from the Company’s net operating losses have been fully reserved, as the Company believes it is not more likely than not that the benefit will be realized due to the Company’s cumulative losses generated to date.

Net Loss Per Share

Net Loss Per Share	6 Months Ended
	Jun. 30, 2023
Earnings Per Share [Abstract]
Net Loss Per Share	Net Loss Per Share A reconciliation of net loss available to common stockholders and the number of shares in the calculation of basic and diluted loss per share is as follows: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Net loss $ (18,697) $ (11,552) $ (37,419) $ (23,360) Weighted-average shares used in computing net loss per share, basic and diluted 44,278,427 13,446,622 44,175,274 8,336,451 Net loss per share attributable to common stockholders, basic and diluted $ (0.42) $ (0.86) $ (0.85) $ (2.80) The following potential common stock securities were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been anti-dilutive (on an as-converted basis): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Stock options to purchase common stock 12,056,731 8,779,368 12,056,731 8,779,368 Unvested early exercised options 80,180 288,807 80,180 288,807 Restricted stock units outstanding 335,884 — 335,884 — Contingent earnout common stock 2,000,000 2,000,000 2,000,000 2,000,000 Total 14,472,795 11,068,175 14,472,795 11,068,175 The potential common stock securities above do not reflect 19,633,444 of potentially dilutive securities as a result of the option issued to GeneFab, as announced on August 10, 2023. Refer to Note 13, Subsequent Events, for further details of the GeneFab transaction.

Commitment and Contingencies

Commitment and Contingencies	6 Months Ended
	Jun. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies In the ordinary course of business, the Company enters into contractual agreements with third parties that include non-cancelable payment obligations, for which the Company is liable in future periods. On June 3, 2021, the Company entered into a lease agreement for a new cGMP facility in Alameda, California to support planned initial clinical trials for our product candidates. The lease will expire in 2032 with future undiscounted operating lease payments of $46.0 million over an initial lease period of eleven years. Refer to Note 5, Operating Leases , for further details of the leases. In 2021, the Company began construction of the cGMP facility. Buildout of the cGMP facility was completed in June 2023. As of June 30, 2023 the Company paid $40.0 million in construction costs of the $42.2 million purchase commitment. The agreements with the construction company provide for termination following a certain period after notice. Upon termination, the Company will be responsible for payment for work performed to date. In 2021, the Company entered into a three-year collaboration and option agreement with BlueRock Therapeutics LP (“BlueRock”) under which the Company granted BlueRock an option to acquire an exclusive or non-exclusive license to develop, manufacture and commercialize cell therapy products. Refer to Note 12, Related Parties , for details into the BlueRock agreement. In consideration for the option, the Company is responsible for up to $10.0 million in costs and expenses incurred over the three-year term. As of June 30, 2023, purchase commitments related to sponsored research agreements amounted to approximately $0.7 million. The Company has entered into license agreements under which they are obligated to make annual maintenance payments of $0.1 million and specified milestone and royalty payments. Future milestone and royalty payments under these agreements are not considered contractual obligations since the payments under these agreements are contingent upon future events, such as the Company’s achievement of specified development, regulatory, and sales milestones, or generating product sales. As of June 30, 2023, the Company is unable to estimate the timing or likelihood of achieving these milestones or generating future product sales. Following the Closing, former holders of Legacy Senti common stock and preferred stock may receive up to 2,000,000 additional shares of the Company’s common stock in the aggregate, in two equal tranches of 1,000,000 shares of common stock per tranche. Refer to Note 6, Stockholders’ Equity (Deficit), for further details of the contingent earnout liability. Legal Proceedings The Company is subject to claims and assessments from time to time in the ordinary course of business but does not believe that any such matters, individually or in the aggregate, will have a material adverse effect on the Company’s financial position, results of operations, or cash flows. Indemnification

Related Parties

Related Parties	6 Months Ended
	Jun. 30, 2023
Related Party Transactions [Abstract]
Related Parties	Related Parties NEA NEA held 4,429,725 shares of the Company’s common stock as of June 30, 2023 and December 31, 2022. NEA held one of the six seats on the Company’s Board of Directors as of June 30, 2023 and December 31, 2022. Bayer Healthcare LLC On May 19, 2022, Legacy Senti issued to Bayer a $5.2 million unsecured convertible promissory note (“the “May 2022 Note”). On June 8, 2022, the May 2022 Note was automatically cancelled and exchanged for 517,500 shares of Common Stock at a price of $10.00 per share. On May 21, 2021, the Company entered into a collaboration and option agreement (“BlueRock Agreement”) with BlueRock, a wholly-owned subsidiary of Bayer, pursuant to which the Company granted to BlueRock an option (“BlueRock Option”), on a collaboration program-by-collaboration program basis, to obtain an exclusive or non-exclusive license to develop, manufacture and commercialize cell therapy products that contain cells of specified types and which incorporate an option gene circuit from such collaboration program or a closely related derivative gene circuit. The Company is responsible for up to $10 million in costs and expenses incurred in connection with the research plan and related activities to be conducted over a term of three years as specified in the collaboration and option agreement. If the Company and BlueRock agree to add new research activities to the research plan, then BlueRock will be obligated to reimburse the Company for the costs and expenses incurred that, together with costs and expenses incurred under the initial research plan, exceed $10 million. The Company concluded that the Agreement is not within the scope of ASC 808, Collaborative Arrangements , because the Company did not receive any consideration and therefore, is not exposed to both significant risks and rewards for the arrangement. The Company also determined that the agreement is also not currently within the scope of ASC 606 because the BlueRock Agreement does not currently meet the criteria of a contract with a customer, and will not be within the scope of ASC 606 until any consideration is paid. Potential future milestone payments and royalties are subject to BlueRock’s exercise of the BlueRock Option and execution of a commercial license agreement by both parties. Under the BlueRock Agreement, the specific financial terms for milestone payments and royalties will be negotiated and agreed to only after the option is exercised. Bayer held 5,878,488 shares, of the Company’s common stock as of June 30, 2023 and December 31, 2022. Bayer held one of the six seats on the Company’s Board of Directors as of June 30, 2023 and December 31, 2022. Bayer’s parent company is Bayer AG, which served as the lead investor in our Series B financing prior to the Merger through its Leaps by Bayer unit. Accordingly, Bayer is considered a related party. Seer, Inc. In January 2023, the Company acquired lab automation equipment purchased from Seer, Inc. (“Seer”) (NASDAQ: SEER). Omid Farokhzad, a member of the Company’s board of directors is the Chief Executive Officer for Seer. The consideration of $0.2 million, plus interest, will be paid over a two-year period, and title will transfer to the Company upon final payment. The transaction was classified as a finance lease in accordance with ASC 842. GeneFab, LLC. In August 2023, the Company entered into a framework agreement with GeneFab and Valere Bio, Inc., a Delaware corporation and the parent company of GeneFab (“Valere”), which is wholly owned by Celadon Partners, LLC, pursuant to which the Company, subject to the terms and conditions therein, (i) shall sell, assign and transfer its rights, title and interest in certain of the assets and contractual rights, including all of Company’s equipment and leasehold improvements at the Company’s facilities in Alameda (the “Alameda Facility”) and certain of the Company’s intellectual property related to the schematics for and design of the Alameda Facility, and (ii) sublease to GeneFab its premises under the lease for the Alameda Facility. In addition, the Company has agreed to grant a license to GeneFab under certain of its intellectual property rights to conduct manufacturing services and to research, develop, manufacture and commercialize products outside of oncology, pursuant to a license agreement under negotiation. As part of this transaction, the Company entered into a transition services agreement with GeneFab whereby certain services are to be provided by each party to the other party during a transition period beginning on the closing of the transaction. On August 7, 2023, Philip Lee, Ph.D., the Company’s former Chief Technology Officer, notified the Company of his resignation as an employee and as Chief Technology Officer of the Company, effective on August 7, 2023, to join GeneFab as its Chief Executive Officer. Dr. Lee’s resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

Subsequent Events

Subsequent Events	6 Months Ended
	Jun. 30, 2023
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events GeneFab, LLC. On August 10, 2023, the Company announced the transaction with GeneFab, a new independent contract manufacturing and synthetic biology biofoundry focused on next-generation cell and gene therapies. The Company sold, assigned and transferred its rights, title and interest in certain of the assets and contractual rights, including all of the Company’s equipment and leasehold improvements at the Company’s facilities in Alameda and certain of the Company’s intellectual property related to the schematics for and design of the Alameda facility, and subleased to GeneFab its premises under the lease for the Alameda facility. The transaction provided the Company with additional capital and reduced longer term operating expenses. a. Under the terms of the agreement, the Company will receive $37.8 million in cash before the end of 2025. Approximately $18.9 million was due at closing, which amount was netted against prepayment owed by the Company for manufacturing and support services to GeneFab. The remaining $18.9 million will be paid to the Company in installments in 2024 and 2025. b. The Company has agreed to prepay GeneFab $18.9 million for manufacturing and research activities. In addition, the Company will receive $8.0 million of manufacturing credit from GeneFab for their services. c. The Company subleased the cGMP facility in Alameda, CA to GeneFab, a portion of which will be subject to the satisfaction of certain conditions, which will support the clinical manufacturing of the Company’s chimeric antigen receptor natural killer (CAR-NK) programs, including SENTI-202. d. The Company agreed to grant a license to GeneFab under certain of its intellectual property rights to conduct manufacturing services and to research, develop, manufacture and commercialize products outside of oncology, pursuant to a license agreement under negotiation. e. Philip Lee, Ph.D., former Co-Founder and Chief Technology Officer of the Company, assumed the role of Chief Executive Officer of GeneFab. f. GeneFab intends to extend offers of employment to approximately forty-six of the Company's employees currently employed in its research and development and manufacturing functions. Employees that accept the offers of employment will continue to be actively engaged in the CMC and manufacturing components for the clinical manufacturing of the Company’s Gene Circuit products. g. GeneFab was provided an option to purchase up to $20.0 million of the Company’s common stock at an exercise price of $1.01867. The Option is exercisable for a period of 36 months following the execution of the license agreement. h. The Company and GeneFab entered into a seller economic share agreement (the “ SESA ”), pursuant to which the Company will be entitled to receive ten percent of the realized gains of GeneFab’s parent company arising and resulting from any cash or in-kind distributions from GeneFab in connection with the dividend or sale event, subject to the terms and conditions of the SESA. As of June 30, 2023, the GeneFab transaction did not meet the assets held for sale classification as management had not committed to a plan to sell the long-term assets. As a result of the signing of the transaction non-binding term sheet in June 2023 with GeneFab and the change in the manner in which the Company expects to recover the assets subject to the GeneFab transaction, the asset group used in the long-lived impairment assessment was changed to two asset groups as of June 30, 2023, the oncology and non-oncology asset group, with the non-oncology including all the assets expected to be transferred in the GeneFab transaction. This asset group reassessment triggered a need to perform an impairment analysis for the non-oncology asset group that considered the final terms of the transaction and no impairment was deemed necessary. NASDAQ Bid Price Compliance Notice On August 7, 2023, the Company received written notice from the Listing Qualifications Department of The Nasdaq Stock Market LLC notifying the Company that, for the last 30 consecutive trading days, the closing bid price of the Company’s common stock had closed below the minimum bid price requirement of $1.00 per share for

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2023
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying condensed consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”). Any reference in these notes to applicable guidance is meant to refer to the authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and as amended by Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”). The condensed consolidated financial statements include the accounts of Senti Biosciences, Inc., and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. We have one business activity and operate in one reportable segment. Unless otherwise noted, the Company has retroactively adjusted all common and preferred share and related price information to give effect to the exchange ratio established in the Merger Agreement.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, the valuation of stock-based awards, the accrual for research and development expenses, the valuation of contingent earnout, the valuation of convertible notes, the valuation of common and redeemable convertible preferred stock, standalone selling price (“SSP”) and the determination of the incremental borrowing rate. The Company evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors and adjusts those estimates and assumptions when facts and circumstances dictate. Actual results could differ from those estimates.
Recent Accounting Standards	Recent Accounting Standards The Company believes that the impact of recently issued accounting standards that are not yet effective will not have a material impact on its financial position or results of operations upon adoption.

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2023
Fair Value Disclosures [Abstract]
Cash, Cash Equivalents and Investments	The following tables summarize the estimated value of cash equivalents and restricted cash (in thousands): June 30, 2023 Adjusted Cost Unrealized Gain Unrealized Loss Estimated Fair Value Cash and cash equivalents Restricted cash Short-term investments Cash $ 4,559 $ — $ — $ 4,559 $ 4,559 $ — $ — Level 1: Money market funds 35,529 — — 35,529 32,193 3,336 — Subtotal 35,529 — — 35,529 32,193 3,336 — Level 2: U.S. Treasury securities 6,482 — — 6,482 — — 6,482 U.S. agency securities 13,907 1 (1) 13,907 — — 13,907 Commercial Paper 2,494 — — 2,494 — — 2,494 Corporate debt securities — — — — — — — Subtotal 22,883 1 (1) 22,883 — — 22,883 Total $ 62,971 $ 1 $ (1) $ 62,971 $ 36,752 $ 3,336 $ 22,883 December 31, 2022 Adjusted Cost Unrealized Gain Unrealized Loss Estimated Fair Value Cash and cash equivalents Restricted cash Short-term investments Level 1: Money market funds $ 45,412 $ — $ — $ 45,412 $ 42,046 $ 3,366 $ — Subtotal 45,412 — — 45,412 42,046 3,366 — Level 2: U.S. Treasury securities 14,866 4 (3) 14,867 — — 14,867 U.S. agency securities 5,938 — — 5,938 3,983 — 1,955 Commercial Paper 28,122 — — 28,122 5,994 — 22,128 Corporate debt securities 7,590 1 (1) 7,590 5,598 — 1,992 Subtotal 56,516 5 (4) 56,517 15,575 — 40,942 Total $ 101,928 $ 5 $ (4) $ 101,929 $ 57,621 $ 3,366 $ 40,942
Summary of Changes in Fair Value of Level 3 Financial Instruments	The following table presents a summary of the changes in the fair value of the Company’s Level 3 financial instruments (in thousands): Contingent Earnout Liability Fair value as of December 31, 2022 $ (227) Change in fair value included in other income (expense) 207 Fair value as of June 30, 2023 $ (20)

Other Financial Statement inf_2

Other Financial Statement information (Tables)	6 Months Ended
	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Schedule of Prepaid Expenses and Other Current Assets	Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following (in thousands): June 30, December 31, 2023 2022 Prepaid expenses (including prepaid rent) $ 1,874 $ 1,871 Deposits 1,277 1,418 Other 139 101 Total prepaid expenses and other current assets $ 3,290 $ 3,390
Schedule of Property and Equipment, Net	Property and equipment, net consisted of the following (in thousands): June 30, December 31, 2023 2022 Leasehold improvements $ 46,748 $ 1,869 Lab equipment 13,336 8,265 Furniture and fixtures 583 326 Computer equipment and software 383 389 Construction in progress 2,029 48,273 Property and equipment at cost 63,079 59,122 Less: accumulated depreciation (4,139) (2,986) Property and equipment, net $ 58,940 $ 56,136
Schedule of Accrued Expenses and Other Liabilities	Accrued expenses and other liabilities consisted of the following (in thousands): June 30, December 31, 2023 2022 Accrued employee-related expenses $ 2,099 $ 3,743 Accrued professional and service fees related to facility construction 1,615 7,342 Accrued professional and service fees other 1,245 1,750 Other accrued expenses 32 29 Total accrued expenses and other current liabilities $ 4,991 $ 12,864

Operating Leases (Tables)

Operating Leases (Tables)	6 Months Ended
	Jun. 30, 2023
Leases [Abstract]
Lease, Cost	A summary of total lease costs and other information for the period relating to the Company’s operating leases is as follows: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Operating lease cost $ 1,320 $ 1,325 $ 2,629 $ 2,650 Short-term lease cost 25 27 56 30 Variable lease cost 378 182 622 353 Total lease cost $ 1,723 $ 1,534 $ 3,307 $ 3,033 Six Months Ended June 30, 2023 2022 Other information: Operating cash flows net inflows and (outflows) from operating lease $ (675) $ 6,740 ROU assets obtained in exchange for operating lease obligations (including remeasurement of ROU and lease liabilities due to changes in the timing of receipt of lease incentives) $ (30) $ 199 Weighted-average remaining lease term 7.9 years 8.2 years Weighted-average discount rate 9.1% 9.1%
Lessee, Operating Lease, Liability, Maturity	Maturities of the Company’s lease liabilities as of June 30, 2023, were as follows (in thousands): 2023, for the remainder of the year $ 3,560 2024 7,254 2025 7,478 2026 7,712 2027 5,769 Thereafter 24,384 Total undiscounted lease payments 56,157 Less imputed interest (16,750) Tenant improvement allowance remaining (1,311) Total lease liabilities $ 38,096

Stockholders_ Equity (Deficit)

Stockholders’ Equity (Deficit) (Tables)	6 Months Ended
	Jun. 30, 2023
Equity [Abstract]
Schedule Of Shares Reserved For Future Issuance	At June 30, 2023 and December 31, 2022, the Company was authorized to issue 500,000,000 shares of common stock, all at a par value of $0.0001 per share, and had reserved the following shares for future issuance: June 30, December 31, 2023 2022 Common Stock Purchase Agreement 8,327,049 8,327,049 Common stock options issued and outstanding 12,056,731 9,875,675 Restricted Stock Units (RSUs) issued and outstanding 335,884 447,948 Common stock shares available for future issuance under equity plans 3,087,881 2,948,472 Common stock shares available for future issuance under the 2022 Employee Stock Purchase Plan (the "ESPP") 546,155 481,627 Contingent earnout common stock 2,000,000 2,000,000 Unvested early exercised common stock 80,180 105,500 Total 26,433,880 24,186,271
Schedule of Business Acquisitions by Acquisition, Contingent Consideration	Assumptions used in the valuation are described below: June 30, December 31, 2023 2022 Current stock price $ 0.63 $ 1.41 Expected share price volatility 93.0% 85.0% Risk-free interest rate 4.9% 4.3% Estimated dividend yield 0.0% 0.0% Expected term (years) 1.9 2.4

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	6 Months Ended
	Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]
Share-Based Payment Arrangement, Option, Activity	The following table summarizes the Company’s stock option activity and related information under all equity plans, excluding performance and market awards: Number of Options Weighted-Average Exercise Price Weighted-Average Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2022 4,191,426 $ 3.18 9.1 $ 6 Granted 2,794,596 $ 1.64 Forfeited (411,588) $ 3.55 Outstanding at June 30, 2023 6,574,434 $ 2.50 9.0 $ 2 Vested and exercisable at June 30, 2023 1,247,904 $ 3.63 7.9 $ 2
Share-Based Payment Arrangement, Outstanding Award, Activity, Excluding Option	Number of Options Weighted-Average Exercise Price Weighted-Average Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2022 5,368,501 $ 9.92 9.0 $ — Forfeited (201,952) $ 9.92 Outstanding at June 30, 2023 5,166,549 $ 9.92 8.4 $ — Vested and exercisable at June 30, 2023 1,436,378 $ 9.92 8.1 $ — The following table summarizes the Company’s restricted stock units activity and related information under all equity plans: Number of Restricted Stock Units Weighted-Average Grant Date Fair Value Outstanding at December 31, 2022 447,948 $ 2.50 Forfeited (112,064) $ 2.50 Outstanding at June 30, 2023 335,884 $ 2.50
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions	The assumptions used to determine the grant date fair value of non-market based, stock options granted were as follows, presented on a weighted-average basis: Six Months Ended June 30, 2023 2022 Expected term (in years) 5.9 5.8 Expected volatility 83% 78% Risk-free interest rate 3.5% 3.0% Dividend yield — —
Share-Based Payment Arrangement, Expensed and Capitalized, Amount	Total stock-based compensation expense was as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 General and administrative $ 3,081 $ 7,863 $ 6,320 $ 8,322 Research and development 353 1,362 877 1,564 Total stock-based compensation expense $ 3,434 $ 9,225 $ 7,197 $ 9,886

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	6 Months Ended
	Jun. 30, 2023
Earnings Per Share [Abstract]
Schedule of Earnings Per Share, Basic and Diluted	A reconciliation of net loss available to common stockholders and the number of shares in the calculation of basic and diluted loss per share is as follows: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Net loss $ (18,697) $ (11,552) $ (37,419) $ (23,360) Weighted-average shares used in computing net loss per share, basic and diluted 44,278,427 13,446,622 44,175,274 8,336,451 Net loss per share attributable to common stockholders, basic and diluted $ (0.42) $ (0.86) $ (0.85) $ (2.80)
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share	The following potential common stock securities were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been anti-dilutive (on an as-converted basis): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Stock options to purchase common stock 12,056,731 8,779,368 12,056,731 8,779,368 Unvested early exercised options 80,180 288,807 80,180 288,807 Restricted stock units outstanding 335,884 — 335,884 — Contingent earnout common stock 2,000,000 2,000,000 2,000,000 2,000,000 Total 14,472,795 11,068,175 14,472,795 11,068,175

Organization and Description _2

Organization and Description of Business (Details) - USD ($) $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash acquired through reverse recapitalization					$ 299,500
Retained earnings (accumulated deficit)	$ (210,705)				(210,705)		$ (173,286)
Net loss	18,697	$ 18,722	$ 11,552	$ 11,808	37,419	$ 23,360
Cash, cash equivalents, and short-term investments	$ 59,600				$ 59,600		$ 98,600

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details)	6 Months Ended
	Jun. 30, 2023 reportableSegment businessActivitiy
Accounting Policies [Abstract]
Number of business activities | businessActivitiy	1
Number of reportable segments | reportableSegment	1

Fair Value Measurements - Summa

Fair Value Measurements - Summary of the Estimated Fair Value of Cash Equivalents, Restricted Cash, And Short-Term Investments (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022	Jun. 30, 2022	Dec. 31, 2021
Debt Securities, Available-for-Sale [Line Items]
Cash, cash equivalents, and restricted cash	$ 40,088	$ 60,987	$ 143,057	$ 59,291
Unrealized Gain	1	5
Unrealized Loss	(1)	(4)
Cash and cash equivalents and debt securities, available-for-sale, adjusted cost	62,971	101,928
Cash and cash equivalents and debt securities, available-for-sale, fair value	62,971	101,929
Cash and cash equivalents
Debt Securities, Available-for-Sale [Line Items]
Cash and cash equivalents and debt securities, available-for-sale, fair value	36,752	57,621
Restricted cash
Debt Securities, Available-for-Sale [Line Items]
Cash and cash equivalents and debt securities, available-for-sale, fair value	3,336	3,366
Short-term investments
Debt Securities, Available-for-Sale [Line Items]
Cash and cash equivalents and debt securities, available-for-sale, fair value	22,883	40,942
Level 1
Debt Securities, Available-for-Sale [Line Items]
Cash	4,559
Cash, cash equivalents, and restricted cash	35,529	45,412
Level 1 | Cash and cash equivalents
Debt Securities, Available-for-Sale [Line Items]
Cash	4,559
Cash, cash equivalents, and restricted cash	32,193	42,046
Level 1 | Restricted cash
Debt Securities, Available-for-Sale [Line Items]
Cash	0
Cash, cash equivalents, and restricted cash	3,336	3,366
Level 1 | Short-term investments
Debt Securities, Available-for-Sale [Line Items]
Cash	0
Cash, cash equivalents, and restricted cash	0	0
Level 1 | Money market funds
Debt Securities, Available-for-Sale [Line Items]
Cash, cash equivalents, and restricted cash	35,529	45,412
Level 1 | Money market funds | Cash and cash equivalents
Debt Securities, Available-for-Sale [Line Items]
Cash, cash equivalents, and restricted cash	32,193	42,046
Level 1 | Money market funds | Restricted cash
Debt Securities, Available-for-Sale [Line Items]
Cash, cash equivalents, and restricted cash	3,336	3,366
Level 1 | Money market funds | Short-term investments
Debt Securities, Available-for-Sale [Line Items]
Cash, cash equivalents, and restricted cash	0	0
Level 2
Debt Securities, Available-for-Sale [Line Items]
Adjusted Cost	22,883	56,516
Unrealized Gain	1	5
Unrealized Loss	(1)	(4)
Estimated Fair Value	22,883	56,517
Level 2 | Cash and cash equivalents
Debt Securities, Available-for-Sale [Line Items]
Estimated Fair Value	0	15,575
Level 2 | Restricted cash
Debt Securities, Available-for-Sale [Line Items]
Estimated Fair Value	0	0
Level 2 | Short-term investments
Debt Securities, Available-for-Sale [Line Items]
Estimated Fair Value	22,883	40,942
Level 2 | U.S. Treasury securities
Debt Securities, Available-for-Sale [Line Items]
Adjusted Cost	6,482	14,866
Unrealized Gain	0	4
Unrealized Loss	0	(3)
Estimated Fair Value	6,482	14,867
Level 2 | U.S. Treasury securities | Cash and cash equivalents
Debt Securities, Available-for-Sale [Line Items]
Estimated Fair Value	0	0
Level 2 | U.S. Treasury securities | Restricted cash
Debt Securities, Available-for-Sale [Line Items]
Estimated Fair Value	0	0
Level 2 | U.S. Treasury securities | Short-term investments
Debt Securities, Available-for-Sale [Line Items]
Estimated Fair Value	6,482	14,867
Level 2 | U.S. agency securities
Debt Securities, Available-for-Sale [Line Items]
Adjusted Cost	13,907	5,938
Unrealized Gain	1	0
Unrealized Loss	(1)	0
Estimated Fair Value	13,907	5,938
Level 2 | U.S. agency securities | Cash and cash equivalents
Debt Securities, Available-for-Sale [Line Items]
Estimated Fair Value	0	3,983
Level 2 | U.S. agency securities | Restricted cash
Debt Securities, Available-for-Sale [Line Items]
Estimated Fair Value	0	0
Level 2 | U.S. agency securities | Short-term investments
Debt Securities, Available-for-Sale [Line Items]
Estimated Fair Value	13,907	1,955
Level 2 | Commercial Paper
Debt Securities, Available-for-Sale [Line Items]
Adjusted Cost	2,494	28,122
Unrealized Gain	0	0
Unrealized Loss	0	0
Estimated Fair Value	2,494	28,122
Level 2 | Commercial Paper | Cash and cash equivalents
Debt Securities, Available-for-Sale [Line Items]
Estimated Fair Value	0	5,994
Level 2 | Commercial Paper | Restricted cash
Debt Securities, Available-for-Sale [Line Items]
Estimated Fair Value	0	0
Level 2 | Commercial Paper | Short-term investments
Debt Securities, Available-for-Sale [Line Items]
Estimated Fair Value	2,494	22,128
Level 2 | Corporate debt securities
Debt Securities, Available-for-Sale [Line Items]
Adjusted Cost	0	7,590
Unrealized Gain	0	1
Unrealized Loss	0	(1)
Estimated Fair Value	0	7,590
Level 2 | Corporate debt securities | Cash and cash equivalents
Debt Securities, Available-for-Sale [Line Items]
Estimated Fair Value	0	5,598
Level 2 | Corporate debt securities | Restricted cash
Debt Securities, Available-for-Sale [Line Items]
Estimated Fair Value	0	0
Level 2 | Corporate debt securities | Short-term investments
Debt Securities, Available-for-Sale [Line Items]
Estimated Fair Value	$ 0	$ 1,992

Fair Value Measurements - Sum_2

Fair Value Measurements - Summary of Changes in Fair Value of Level 3 Financial Instruments (Details) - Fair Value, Inputs, Level 3 - Contingent Earnout Liability $ in Thousands	6 Months Ended
	Jun. 30, 2023 USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning balance	$ (227)
Change in fair value	207
Ending balance	$ (20)

Other Financial Statement inf_3

Other Financial Statement information - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Prepaid expenses (including prepaid rent)	$ 1,874	$ 1,871
Deposits	1,277	1,418
Other	139	101
Prepaid expenses and other current assets	$ 3,290	$ 3,390

Other Financial Statement inf_4

Other Financial Statement information - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Property and equipment at cost	$ 63,079	$ 59,122
Less: accumulated depreciation	(4,139)	(2,986)
Property and equipment, net	58,940	56,136
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment at cost	46,748	1,869
Lab equipment
Property, Plant and Equipment [Line Items]
Property and equipment at cost	13,336	8,265
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property and equipment at cost	583	326
Computer equipment and software
Property, Plant and Equipment [Line Items]
Property and equipment at cost	383	389
Construction in progress
Property, Plant and Equipment [Line Items]
Property and equipment at cost	$ 2,029	$ 48,273

Other Financial Statement inf_5

Other Financial Statement information (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Depreciation	$ 800	$ 300	$ 1,221	$ 512

Other Financial Statement inf_6

Other Financial Statement information - Schedule of Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accrued employee-related expenses	$ 2,099	$ 3,743
Accrued professional and service fees related to facility construction	1,615	7,342
Accrued professional and service fees other	1,245	1,750
Other accrued expenses	32	29
Total accrued expenses and other current liabilities	$ 4,991	$ 12,864

Operating Leases - Narrative (D

Operating Leases - Narrative (Details) $ in Millions	3 Months Ended		6 Months Ended		23 Months Ended
	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)	Jun. 30, 2023 USD ($) tradingDay	Jun. 30, 2022 USD ($)	Jun. 30, 2023 USD ($)	Jun. 03, 2021
Lessee, Lease, Description [Line Items]
Lease term						11 years
Corporate Headquarters
Lessee, Lease, Description [Line Items]
Lease term	8 years		8 years		8 years
Lease renewal term	8 years		8 years		8 years
Alameda
Lessee, Lease, Description [Line Items]
Lease term	11 years		11 years		11 years
Lease renewal term	5 years		5 years		5 years
Number of renewal options | tradingDay			2
Tenant improvement allowance received	$ 1	$ 5.6	$ 2	$ 8.1
Tenant improvement allowance	$ 17.5		$ 17.5		$ 17.5
Tenant improvement allowance utilized					$ 16.2

Operating Leases - Total Lease

Operating Leases - Total Lease Cost (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Leases [Abstract]
Operating lease cost	$ 1,320	$ 1,325	$ 2,629	$ 2,650
Short-term lease cost	25	27	56	30
Variable lease cost	378	182	622	353
Total lease cost	$ 1,723	$ 1,534	$ 3,307	$ 3,033

Operating Leases - Other Inform

Operating Leases - Other Information (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Leases [Abstract]
Operating cash flows net inflows and (outflows) from operating lease	$ (675)	$ 6,740
ROU assets obtained in exchange for operating lease obligations (including remeasurement of ROU and lease liabilities due to changes in the timing of receipt of lease incentives)	$ (30)	$ 199
Weighted-average remaining lease term	7 years 10 months 24 days	8 years 2 months 12 days
Weighted-average discount rate	9.10%	9.10%

Operating Leases - Maturities o

Operating Leases - Maturities of Operating Lease Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Jun. 03, 2021
Lessee, Operating Lease, Liability, Payment, Due [Abstract]
2023, for the remainder of the year	$ 3,560
2024	7,254
2025	7,478
2026	7,712
2027	5,769
Thereafter	24,384
Total undiscounted lease payments	56,157	$ 46,000
Less imputed interest	(16,750)
Tenant improvement allowance remaining	(1,311)
Total lease liabilities	$ 38,096

Stockholders_ Equity (Deficit_2

Stockholders’ Equity (Deficit) - Common and Preferred Stock (Details)	6 Months Ended
	Jun. 30, 2023 USD ($) vote $ / shares shares	Dec. 31, 2022 $ / shares shares
Equity [Abstract]
Number of votes per common stock | vote	1
Preferred stock, shares outstanding (in shares)	0	0
Cash dividends declared and paid, common stock | $	$ 0
Preferred stock, par value per share (in dollars per share) | $ / shares	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Preferred stock, shares issued (in shares)	0	0

Stockholders_ Equity (Deficit_3

Stockholders’ Equity (Deficit) - Common Stock Reserved for Future Issuance (Details) - $ / shares	Jun. 30, 2023	Dec. 31, 2022
Equity [Abstract]
Common stock, shares authorized (in shares)	500,000,000	500,000,000
Common stock, par or stated value (in dollars per share)	$ 0.0001	$ 0.0001
Class of Stock [Line Items]
Common stock reserved for future issuance (in shares)	26,433,880	24,186,271
Common Stock Purchase Agreement
Class of Stock [Line Items]
Common stock reserved for future issuance (in shares)	8,327,049	8,327,049
Options
Class of Stock [Line Items]
Common stock reserved for future issuance (in shares)	12,056,731	9,875,675
Restricted Stock Units (RSUs)
Class of Stock [Line Items]
Common stock reserved for future issuance (in shares)	335,884	447,948
Equity Plans
Class of Stock [Line Items]
Common stock reserved for future issuance (in shares)	3,087,881	2,948,472
Employee Stock
Class of Stock [Line Items]
Common stock reserved for future issuance (in shares)	546,155	481,627
Contingent earnout common stock
Class of Stock [Line Items]
Common stock reserved for future issuance (in shares)	2,000,000	2,000,000
Unvested early exercised common stock
Class of Stock [Line Items]
Common stock reserved for future issuance (in shares)	80,180	105,500

Stockholders_ Equity (Deficit_4

Stockholders’ Equity (Deficit) - Common Stock Purchase Agreement (Details) - Common Stock - Common Stock Purchase Agreement - USD ($) $ in Millions		6 Months Ended	12 Months Ended
	Aug. 31, 2022	Jun. 30, 2023	Dec. 31, 2022
Class of Stock [Line Items]
Maximum proceeds purchase agreement	$ 50
Term of agreement	36 months
Number of shares issued, threshold (in shares)	8,727,049
Shares issued in transaction, threshold (as a percent)	19.99%
Trading volume available for purchase, threshold (in percent)	20%
Purchase price, threshold	$ 3
Number of shares issued (in shares)	100,000	0	300,000
Document preparation fees	$ 0.4
Sale of stock, issuance costs	$ 0.7
Aggregate purchase price			$ 0.7
Discount rate
Class of Stock [Line Items]
Discount rate (in percent)	3%

Stockholders_ Equity (Deficit_5

Stockholders’ Equity (Deficit) - Contingent Earnout Equity (Details) $ / shares in Units, $ in Thousands		3 Months Ended		6 Months Ended
	Jun. 08, 2022 USD ($) tranche $ / shares shares	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)
Business Acquisition, Contingent Consideration [Line Items]
Maximum contingent earnout (in shares) | shares	2,000,000
Number of tranches of contingent earnout shares | tranche	2
Number of contingent earnout shares per tranche (in shares) | shares	1,000,000
Number of trading days	20 days
Number of consecutive trading days	30 days
Threshold of years for change of control (in years)	3 years
Fair value of contingent earnout shares	$ 9,800
Contingent consideration, liability	9,700
Fair value of contingent earnout shares	$ 100
Gain (loss) on change in fair value of contingent earnout liability		$ 148	$ 8,878	$ 207	$ 8,878
Contingent Consideration, Tranche Two
Business Acquisition, Contingent Consideration [Line Items]
Closing stock price to trigger contingent earnout shares (in dollars per share) | $ / shares	$ 20
Contingent Consideration, Tranche One
Business Acquisition, Contingent Consideration [Line Items]
Closing stock price to trigger contingent earnout shares (in dollars per share) | $ / shares	$ 15
Term (in years)	2 years
Contingent Consideration, Tranche Two
Business Acquisition, Contingent Consideration [Line Items]
Term (in years)	3 years

Stockholders_ Equity (Deficit_6

Stockholders’ Equity (Deficit) - Assumptions used in valuation of contingent earnout shares (Details)	Jun. 30, 2023 $ / shares Years	Dec. 31, 2022 $ / shares Years
Current stock price
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input | $ / shares	0.63	1.41
Expected share price volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input	0.930	0.850
Risk-free interest rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input	0.049	0.043
Estimated dividend yield
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input	0	0
Expected term (years)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input | Years	1.9	2.4

Revenue - Contract Revenue (Det

Revenue - Contract Revenue (Details) - USD ($)	1 Months Ended			3 Months Ended		6 Months Ended
	May 31, 2023	Dec. 31, 2022	Apr. 30, 2021	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Disaggregation of Revenue [Line Items]
Revenue recognized during period previously included in deferred revenue				$ 200,000	$ 500,000	$ 600,000	$ 1,000,000
Contract asset				0	$ 0	0	$ 0
Spark
Disaggregation of Revenue [Line Items]
Agreement evaluation period			24 months
Spark | Minimum
Disaggregation of Revenue [Line Items]
Agreement termination advance notice period			90 days
Spark | Maximum
Disaggregation of Revenue [Line Items]
Agreement termination advance notice period			180 days
Spark | License
Disaggregation of Revenue [Line Items]
Variable consideration			$ 3,000,000
Extension of term of contract (in months)	2 months	2 months
Contract assets, cumulative catch-up adjustments		$ (700,000)
Consideration received in collaborative development agreement		$ 800,000		$ 200,000		$ 200,000
Spark | License | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-05-01
Disaggregation of Revenue [Line Items]
Expected timing of satisfaction			2 years

Revenue - Grant Income (Details

Revenue - Grant Income (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Grant income	$ 250	$ 250	$ 500	$ 500
Grant income
Disaggregation of Revenue [Line Items]
Grant income					$ 2,000
Period of recognition of grant (in years)					2 years

Revenue - Entity-wide informati

Revenue - Entity-wide information (Details) - Revenue Benchmark - Customer Concentration Risk	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Customer A
Concentration Risk [Line Items]
Percentage of concentration	73%	82%	78%	80%
Customer B
Concentration Risk [Line Items]
Percentage of concentration	27%	18%	22%	20%

Stock-Based Compensation - Narr

Stock-Based Compensation - Narrative (Details)			6 Months Ended		12 Months Ended
	Jun. 08, 2022 shares	Dec. 19, 2021 tranche shares	Jun. 30, 2023 USD ($) $ / shares shares	Jun. 30, 2022 USD ($) $ / shares shares	Dec. 31, 2022 USD ($) shares	Aug. 05, 2022 shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Weighted average grant date fair value of options granted (in dollars per share) | $ / shares			$ 1.18	$ 0
Aggregate intrinsic value of options exercised | $			$ 0	$ 500,000
Cost not yet recognized, options | $			$ 8,600,000
2016 Stock Incentive Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Issued in period (in shares)			0	0
Common stock subject to repurchase (in shares)			80,180		105,500
Common stock subject to repurchase | $			$ 200,000		$ 300,000
2022 Stock Incentive Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Exercise price of an ISO granted to a stockholder (in percent)			10%
Authorized for issuance under share-based payment arrangement (in shares)	2,492,735		1,942,991
Annual increase in authorized shares, percentage			5%
2022 Stock Incentive Plan | Maximum
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Estimated fair value of the shares on the date of grant (in percent)			110%
2022 Inducement Equity Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Authorized for issuance under share-based payment arrangement (in shares)			1,144,890			2,000,000
Options
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Cost not yet recognized, period for recognition (in years)			2 years 7 months 6 days
Options | 2016 Stock Incentive Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting period (in years)			4 years
Expiration period (in years)			10 years
Options | 2022 Stock Incentive Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting period (in years)			4 years
Expiration period (in years)			10 years
Options | 2022 Inducement Equity Plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting period (in years)			4 years
Expiration period (in years)			10 years
Employee Stock
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Authorized for issuance under share-based payment arrangement (in shares)	592,584		546,155
Percent of outstanding shares	85%
offering period (in months)	24 months
ESPP purchase price of common stock, percent of market price (in percent)	1%
Performance Shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Cost not yet recognized, period for recognition (in years)			1 year 9 months 18 days
Grants in period (in shares)	6,796,074	8,400,892	0	6,796,074
Terms of award (in years)		four
Exercises during the period (in shares)			0	0
Cost not yet recognized, excluding options | $			$ 7,800,000
Market Awards
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Cost not yet recognized, period for recognition (in years)			10 months 24 days
Grants in period (in shares)	315,748	605,451	0	315,748
Exercises during the period (in shares)			0	0
Cost not yet recognized, excluding options | $			$ 500,000
Number of tranches | tranche		4
Award vesting rights (in percent)		25%
Restricted Stock Units (RSUs)
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Cost not yet recognized, period for recognition (in years)			1 year 2 months 12 days
Cost not yet recognized, excluding options | $			$ 500,000

Stock-Based Compensation - Stoc

Stock-Based Compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Number of Options
Outstanding at December 31, 2022 (in shares)	4,191,426
Granted (in shares)	2,794,596
Forfeited (in shares)	(411,588)
Outstanding at June 30, 2023 (in shares)	6,574,434
Vested and exercisable at June 30, 2023 (in shares)	1,247,904
Weighted-Average Exercise Price
Outstanding at December 31, 2022 (in dollars per share)	$ 3.18
Granted (in dollars per share)	1.64
Forfeited (in dollars per share)	3.55
Outstanding at June 30, 2023 (in dollars per share)	2.50	$ 3.18
Vested and exercisable at June 30, 2023 (in shares)	$ 3.63
Stock Options Additional Disclosures
Outstanding at December 31, 2022, Weighted average remaining contractual life (Years)	9 years	9 years 1 month 6 days
Outstanding at June 30, 2023, Weighted average remaining contractual life (Years)	9 years	9 years 1 month 6 days
Vested and exercisable at June 30, 2023, Weighted average remaining contractual life (Years)	7 years 10 months 24 days
Outstanding at December 31, 2022, aggregate intrinsic value	$ 2	$ 6
Outstanding at June 30, 2023, aggregate intrinsic value	2	$ 6
Vested and exercisable at June 30, 2023, aggregate intrinsic value	$ 2

Stock-Based Compensation - Perf

Stock-Based Compensation - Performance Awards Activity (Details) - $ / shares	6 Months Ended	12 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Number of Options
Outstanding, end of period (in shares)	6,574,434
Performance Shares
Number of Options
Outstanding, beginning of period (in shares)	5,368,501
Forfeited (in shares)	(201,952)
Outstanding, end of period (in shares)	5,166,549	5,368,501
Vested and exercisable, end of period (in shares)	1,436,378
Weighted-Average Exercise Price
Outstanding, beginning of period (in dollars per share)	$ 9.92
Forfeited (in dollars per share)	9.92
Outstanding, end of period (in dollars per share)	9.92	$ 9.92
Vested and exercisable, end of period (in dollars per share)	$ 9.92
Outstanding, end of period, weighted average remaining contractual life (in years)	8 years 4 months 24 days	9 years
Vested and exercisable, end of period, weighted average remaining contractual life (in years)	8 years 1 month 6 days

Stock-Based Compensation - Rest

Stock-Based Compensation - Restricted Stock Units Activity (Details)	6 Months Ended
	Jun. 30, 2023 $ / shares shares
Number of Restricted Stock Units
Outstanding, end of period (in shares)	6,574,434
Restricted Stock Units (RSUs)
Number of Restricted Stock Units
Outstanding, beginning of period (in shares)	447,948
Forfeited (in shares)	(112,064)
Outstanding, end of period (in shares)	335,884
Weighted-Average Grant Date Fair Value
Outstanding, beginning of period (in dollars per share) | $ / shares	$ 2.50
Forfeited (in dollars per share) | $ / shares	2.50
Outstanding, end of period (in dollars per share) | $ / shares	$ 2.50

Stock-Based Compensation - Weig

Stock-Based Compensation - Weighted Average Assumptions (Details) - Options	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Expected term (in years)	5 years 10 months 24 days	5 years 9 months 18 days
Expected volatility (in percent)	83%	78%
Risk-free interest rate (in percent)	3.50%	3%
Dividend yield (in percent)	0%	0%

Stock-Based Compensation - St_2

Stock-Based Compensation - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 3,434	$ 9,225	$ 7,197	$ 9,886
General and administrative
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	3,081	7,863	6,320	8,322
Research and development
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 353	$ 1,362	$ 877	$ 1,564

Income Tax (Details)

Income Tax (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Income Tax Disclosure [Abstract]
Income tax provision (benefit)	$ 0	$ 0	$ 0	$ 0

Net Loss Per Share - Basic and

Net Loss Per Share - Basic and Diluted Net Earnings (loss) Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2023	Jun. 30, 2022
Earnings Per Share [Abstract]
Net loss	$ (18,697)	$ (18,722)	$ (11,552)	$ (11,808)	$ (37,419)	$ (23,360)
Weighted-average shares used in computing net loss per share, basic (in shares)	44,278,427		13,446,622		44,175,274	8,336,451
Weighted-average shares used in computing net loss per share, diluted (in shares)	44,278,427		13,446,622		44,175,274	8,336,451
Earnings Per Share
Net loss per share attributable to common stockholders, diluted (in shares)	$ (0.42)		$ (0.86)		$ (0.85)	$ (2.80)
Net loss per share attributable to common stockholders, basic (in shares)	$ (0.42)		$ (0.86)		$ (0.85)	$ (2.80)

Net Loss Per Share - Antidiluti

Net Loss Per Share - Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares		3 Months Ended		6 Months Ended
	Aug. 10, 2023	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total		14,472,795	11,068,175	14,472,795	11,068,175
Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total		12,056,731	8,779,368	12,056,731	8,779,368
Options | Subsequent Event | GeneFab
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	19,633,444
Unvested early exercised options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total		80,180	288,807	80,180	288,807
Restricted Stock Units (RSUs)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total		335,884	0	335,884	0
Contingent earnout common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total		2,000,000	2,000,000	2,000,000	2,000,000

Commitment and Contingencies (D

Commitment and Contingencies (Details) $ in Thousands			6 Months Ended
	Jun. 08, 2022 tranche shares	May 21, 2021 USD ($)	Jun. 30, 2023 USD ($)	Jun. 03, 2021 USD ($)
Long-Term Purchase Commitment [Line Items]
Total undiscounted lease payments			$ 56,157	$ 46,000
Operating lease, term of contract				11 years
Annual maintenance payments			100
Maximum contingent earnout (in shares) | shares	2,000,000
Number of tranches of contingent earnout shares | tranche	2
Number of contingent earnout shares per tranche (in shares) | shares	1,000,000
BlueRock | Research and Development Arrangement
Long-Term Purchase Commitment [Line Items]
Long-term purchase commitment amount			700
BlueRock | Collaborative Arrangement, Transaction with Party to Collaborative Arrangement
Long-Term Purchase Commitment [Line Items]
Term of agreement (in years)		3 years
Expected costs and expenses incurred		$ 10,000
cGMP Facility
Long-Term Purchase Commitment [Line Items]
Construction costs			40,000
Long-term purchase commitment amount			$ 42,200

Related Parties (Details)

Related Parties (Details) $ / shares in Units, $ in Thousands			1 Months Ended
	Jun. 08, 2022 $ / shares shares	May 21, 2021 USD ($)	Jan. 31, 2023 USD ($)	Jun. 30, 2023 Seat shares	Dec. 31, 2022 Seat shares	May 19, 2022 USD ($)
Related Party Transaction [Line Items]
Common stock, shares issued (in shares)				44,465,006	44,062,534
Number of seats on the board of directors | Seat				6	6
Common Class A
Related Party Transaction [Line Items]
Conversion of redeemable convertible preferred stock into common stock in connection with the Reverse Recapitalization, net of transaction costs (in shares)	517,500
Common stock share price (in dollars per share) | $ / shares	$ 10
May 2022 Note
Related Party Transaction [Line Items]
Principal amount of unsecured convertible promissory note | $						$ 5,200
NEA
Related Party Transaction [Line Items]
Common stock, shares issued (in shares)				4,429,725	4,429,725
Number of seats on the board of directors | Seat				1	1
BlueRock | Collaborative Arrangement, Transaction with Party to Collaborative Arrangement
Related Party Transaction [Line Items]
Expected costs and expenses incurred | $		$ 10,000
Term of agreement (in years)		3 years
Bayer
Related Party Transaction [Line Items]
Common stock, shares issued (in shares)				5,878,488	5,878,488
Number of seats on the board of directors | Seat				1	1
Seer, Inc. | Lab Automation Equipment Purchase | Related Party
Related Party Transaction [Line Items]
Related party transaction, amount of transaction | $			$ 200
Expenses incurred from transaction, payment term (in years)			2 years

Subsequent Events (Details)

Subsequent Events (Details) $ / shares in Units, $ in Millions		6 Months Ended
	Aug. 10, 2023 USD ($) employee $ / shares	Jun. 30, 2023 $ / shares
Subsequent Event [Line Items]
Exercise price of options (in dollars per share) | $ / shares		$ 1.64
Subsequent Event | GeneFab
Subsequent Event [Line Items]
Consideration received in collaborative development agreement	$ 37.8
Upfront payment under research collaboration and license agreement	18.9
Revenue, remaining performance obligation, additional consideration	18.9
Prepayments for manufacturing and research activities	18.9
Revenue, remaining performance obligation, manufacturing credits	$ 8
Employment offer, number of employees | employee	46
Option to purchase common stock, value	$ 20
Exercise price of options (in dollars per share) | $ / shares	$ 1.01867
Expiration period (in years)	36 months
Revenue, remaining performance obligation, variable consideration, percentage of realized ganis	10%