GUARDANT HEALTH, INC., 10-K filed on 2/22/2024
Annual Report
v3.24.0.1
Cover - USD ($)
$ in Billions
 12 Months Ended
Dec. 31, 2023
Feb. 16, 2024
Jun. 30, 2023
Cover [Abstract]      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Dec. 31, 2023    
Current Fiscal Year End Date --12-31    
Document Transition Report false    
Entity File Number 001-38683    
Entity Registrant Name GUARDANT HEALTH, INC.    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 45-4139254    
Entity Address, Address Line One 3100 Hanover Street    
Entity Address, City or Town Palo Alto    
Entity Address, State or Province CA    
Entity Address, Postal Zip Code 94304    
City Area Code 855    
Local Phone Number 698-8887    
Title of 12(b) Security Common Stock, par value $0.00001    
Trading Symbol GH    
Security Exchange Name NASDAQ    
Entity Well-known Seasoned Issuer Yes    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Large Accelerated Filer    
Entity Small Business false    
Entity Emerging Growth Company false    
ICFR Auditor Attestation Flag true    
Document Financial Statement Error Correction false    
Entity Shell Company false    
Entity Public Float     $ 4.1
Entity Common Stock, Shares Outstanding   121,712,724  
Documents Incorporated by Reference
Portions of the registrant’s definitive proxy statement relating to its annual meeting of stockholders to be held in 2024, or the 2024 Annual Meeting, to be filed with the Securities and Exchange Commission, or the SEC, within 120 days after the end of the fiscal year to which this Annual Report on Form 10-K relates, are incorporated herein by reference where indicated. Except with respect to information specifically incorporated by reference in this Annual Report on Form 10-K, such proxy statement is not deemed to be filed as part hereof.
    
Amendment Flag false    
Document Fiscal Year Focus 2023    
Document Fiscal Period Focus FY    
Entity Central Index Key 0001576280    
v3.24.0.1
Audit Information
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Audit Information [Abstract]    
Auditor Firm ID 34 42
Auditor Name Deloitte & Touche LLP Ernst & Young LLP
Auditor Location San Jose, California San Mateo, California
v3.24.0.1
Consolidated Balance Sheets - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Current assets:    
Cash and cash equivalents $ 1,133,537 $ 141,647
Short-term marketable debt securities 35,097 869,584
Accounts receivable, net 88,783 97,256
Inventory, net 61,948 51,598
Prepaid expenses and other current assets, net 27,741 31,509
Total current assets 1,347,106 1,191,594
Property and equipment, net 145,096 167,920
Right-of-use assets, net 157,616 174,001
Intangible assets, net 8,979 11,727
Goodwill 3,290 3,290
Other assets, net 124,334 61,453
Total Assets 1,786,421 1,609,985
Current liabilities:    
Accounts payable and accrued liabilities 187,952 175,817
Deferred revenue 17,965 17,403
Total current liabilities 205,917 193,220
Convertible senior notes, net 1,139,966 1,137,391
Long-term operating lease liabilities 185,848 210,015
Other long-term liabilities 96,006 9,179
Total Liabilities 1,627,737 1,549,805
Commitments and contingencies
Stockholders’ equity:    
Preferred stock, par value of $0.00001 per share; 10,000,000 shares authorized, no shares issued and outstanding as of December 31, 2023 and 2022 0 0
Common stock, par value of $0.00001 per share; 350,000,000 shares authorized as of December 31, 2023 and 2022; 121,629,861 and 102,619,383 shares issued and outstanding as of December 31, 2023 and 2022, respectively 1 1
Additional paid-in capital 2,304,220 1,742,114
Accumulated other comprehensive loss (3,675) (19,522)
Accumulated deficit (2,141,862) (1,662,413)
Total Stockholders’ Equity 158,684 60,180
Total Liabilities and Stockholders’ Equity $ 1,786,421 $ 1,609,985
v3.24.0.1
Consolidated Balance Sheets (Parenthetical) - $ / shares
Dec. 31, 2023
Dec. 31, 2022
Statement of Financial Position [Abstract]    
Preferred stock, par value (in usd per share) $ 0.00001 $ 0.00001
Preferred stock, shares authorized (in shares) 10,000,000 10,000,000
Preferred stock, shares issued (in shares) 0 0
Preferred stock, shares outstanding (in shares) 0 0
Common stock, par value (in usd per share) $ 0.00001 $ 0.00001
Common stock, shares authorized (in shares) 350,000,000 350,000,000
Common stock, shares outstanding (in shares) 121,629,861 102,619,383
Common stock, shares issued (in shares) 121,629,861 102,619,383
v3.24.0.1
Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Revenue:      
Precision oncology testing $ 514,249 $ 392,049 $ 304,312
Development services and other 49,699 57,489 69,341
Total revenue 563,948 449,538 373,653
Costs and operating expenses:      
Cost of precision oncology testing 205,528 148,199 110,396
Cost of development services and other 21,524 8,126 12,516
Research and development expense 367,194 373,807 263,221
Sales and marketing expense 295,227 299,828 191,881
General and administrative expense 155,800 163,956 206,640
Other operating expense 83,400 0 0
Total costs and operating expenses 1,128,673 993,916 784,654
Loss from operations (564,725) (544,378) (411,001)
Interest income 35,365 6,069 3,930
Interest expense (2,578) (2,577) (2,577)
Other income (expense), net 53,174 (12,778) 25,178
Fair value adjustments of noncontrolling interest liability 0 (99,785) 0
Loss before provision for income taxes (478,764) (653,449) (384,470)
Provision for income taxes 685 1,139 300
Net loss (479,449) (654,588) (384,770)
Adjustment of redeemable noncontrolling interest 0 0 (20,900)
Net loss attributable to Guardant Health, Inc. common stockholders - basic (479,449) (654,588) (405,670)
Net loss attributable to Guardant Health, Inc. common stockholders - diluted $ (479,449) $ (654,588) $ (405,670)
Net loss per share attributable to Guardant Health, Inc. common stockholders, basic (in usd per share) $ (4.28) $ (6.41) $ (4.00)
Net loss per share attributable to Guardant Health, Inc. common stockholders, diluted (in usd per share) $ (4.28) $ (6.41) $ (4.00)
Weighted-average shares used in computing net loss per share attributable to Guardant Health, Inc. common stockholders, basic (in shares) 111,988 102,178 101,314
Weighted-average shares used in computing net loss per share attributable to Guardant Health, Inc. common stockholders, diluted (in shares) 111,988 102,178 101,314
v3.24.0.1
Consolidated Statements of Comprehensive Loss - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Statement of Comprehensive Income [Abstract]      
Net loss $ (479,449) $ (654,588) $ (384,770)
Other comprehensive income (loss), net of tax impact:      
Unrealized gain (loss) on available-for-sale securities 16,758 (13,158) (5,769)
Foreign currency translation adjustments (911) (1,600) (1,692)
Other comprehensive income (loss) 15,847 (14,758) (7,461)
Comprehensive loss (463,602) (669,346) (392,231)
Comprehensive loss attributable to redeemable noncontrolling interest 0 0 (20,900)
Comprehensive loss attributable to Guardant Health, Inc. common stockholders $ (463,602) $ (669,346) $ (413,131)
v3.24.0.1
Consolidated Statements of Redeemable Noncontrolling Interest and Stockholders' Equity - USD ($)
$ in Thousands
Total
Cumulative effect adjustment
Redeemable Noncontrolling Interest
Common Stock 
Additional Paid-in Capital
Additional Paid-in Capital
Cumulative effect adjustment
Accumulated Other Comprehensive Gain (Loss)
  Accumulated Deficit
  Accumulated Deficit
Cumulative effect adjustment
Beginning balance at Dec. 31, 2020     $ 57,100            
Increase (Decrease) in Temporary Equity [Roll Forward]                  
Adjustment of redeemable noncontrolling interest $ (20,900)   20,900         $ (20,900)  
Reclassification of redeemable noncontrolling interest to noncontrolling interest liability     (78,000)            
Ending balance at Dec. 31, 2021     0            
Beginning balance (in shares) at Dec. 31, 2020       100,213,985          
Beginning balance at Dec. 31, 2020 $ 1,298,495     $ 1 $ 1,902,389   $ 2,697 (606,592)  
Beginning balance (Accounting Standards Update 2020-06) at Dec. 31, 2020   $ (325,966)       $ (330,403)     $ 4,437
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Issuance of common stock upon exercise of stock options (in shares) 693,074     693,074          
Issuance of common stock upon exercise of stock options $ 8,112       8,112        
Vesting of restricted stock units (in shares)       750,160          
Vesting of common stock exercised early 52       52        
Issuance of common stock under employee stock purchase plan (in shares)       110,227          
Issuance of common stock under employee stock purchase plan 9,753       9,753        
Taxes paid related to net share settlement of restricted stock units (83,759)       (83,759)        
Stock-based compensation 151,449       151,449        
Adjustment of redeemable noncontrolling interest (20,900)   20,900         (20,900)  
Other comprehensive (loss) income, net of tax impact (7,461)           (7,461)    
Net loss (384,770)             (384,770)  
Ending balance (in shares) at Dec. 31, 2021       101,767,446          
Ending balance at Dec. 31, 2021 $ 645,005     $ 1 1,657,593   (4,764) (1,007,825)  
Ending balance at Dec. 31, 2022     0            
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Issuance of common stock upon exercise of stock options (in shares) 228,311     228,311          
Issuance of common stock upon exercise of stock options $ 2,625       2,625        
Vesting of restricted stock units (in shares)       315,673          
Vesting of common stock exercised early 8       8        
Issuance of common stock under employee stock purchase plan (in shares)       307,953          
Issuance of common stock under employee stock purchase plan 9,316       9,316        
Taxes paid related to net share settlement of restricted stock units (7,878)       (7,878)        
Stock-based compensation 94,685       94,685        
Tender offer issued in connection with the Joint Venture Acquisition and acquisition related costs (14,235)       (14,235)        
Other comprehensive (loss) income, net of tax impact (14,758)           (14,758)    
Net loss (654,588)             (654,588)  
Ending balance (in shares) at Dec. 31, 2022       102,619,383          
Ending balance at Dec. 31, 2022 60,180     $ 1 1,742,114   (19,522) (1,662,413)  
Ending balance at Dec. 31, 2023     $ 0            
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Issuance of common stock upon follow-on offering, net of offering costs (in shares)       14,375,000          
Issuance of common stock upon follow-on offering, net of offering costs 381,369       381,369        
Issuance of common stock upon registered direct offering (in shares)       3,387,446          
Issuance of common stock upon registered direct offering $ 90,616       90,616        
Issuance of common stock upon exercise of stock options (in shares) 51,124     51,124          
Issuance of common stock upon exercise of stock options $ 405       405        
Vesting of restricted stock units (in shares)       732,038          
Issuance of common stock under employee stock purchase plan (in shares)       464,870          
Issuance of common stock under employee stock purchase plan 10,154       10,154        
Taxes paid related to net share settlement of restricted stock units (11,197)       (11,197)        
Stock-based compensation 90,759       90,759        
Other comprehensive (loss) income, net of tax impact 15,847           15,847    
Net loss (479,449)             (479,449)  
Ending balance (in shares) at Dec. 31, 2023       121,629,861          
Ending balance at Dec. 31, 2023 $ 158,684     $ 1 $ 2,304,220   $ (3,675) $ (2,141,862)  
v3.24.0.1
Consolidated Statements of Redeemable Noncontrolling Interest and Stockholders' Equity (Parenthetical) - USD ($)
$ in Thousands
 1 Months Ended 12 Months Ended
May 31, 2023
Dec. 31, 2023
Statement of Stockholders' Equity [Abstract]    
Issuance of common stock upon follow-on public offering, net of offering costs $ 21,100 $ 21,131
v3.24.0.1
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
OPERATING ACTIVITIES:      
Net loss $ (479,449) $ (654,588) $ (384,770)
Adjustments to reconcile net loss to net cash used in operating activities:      
Depreciation and amortization 42,881 35,962 22,271
Operating lease costs 29,699 28,585 24,661
Contingent consideration 110 4,305 2,380
Stock-based compensation 90,759 94,685 151,449
Amortization of debt issuance costs 2,575 2,569 2,564
Amortization of (discount) premium on marketable debt securities (13,552) 4,595 12,849
Unrealized (gains) losses on marketable equity securities (79,710) 7,793 0
Impairment of non-marketable equity securities and other related assets 29,054 5,261 0
Fair value adjustments of noncontrolling interest liability 0 99,785 0
Other (1,182) 21 47
Cash effect of changes in operating assets and liabilities:      
Accounts receivable, net 8,378 375 (44,353)
Inventory, net (10,350) (20,926) (7,957)
Prepaid expenses and other current assets, net (4,332) 20,444 (35,753)
Other assets, net 1,298 11,698 (4,182)
Accounts payable and accrued liabilities 88,591 60,328 34,796
Operating lease liabilities (31,478) (20,228) 14,205
Deferred revenue 1,733 9,873 2,776
Net cash used in operating activities (324,975) (309,463) (209,017)
INVESTING ACTIVITIES:      
Purchase of marketable debt securities (629,902) (303,757) (900,808)
Maturity of marketable debt securities 1,494,700 555,000 952,110
Purchase of non-marketable equity securities and other related assets (5,593) (23,966) (39,422)
Purchase of property and equipment (20,486) (77,461) (75,035)
Other 1,531 0 0
Net cash provided by (used in) investing activities 840,250 149,816 (63,155)
FINANCING ACTIVITIES:      
Proceeds from issuance of common stock under employee stock purchase plan 10,154 9,316 9,753
Proceeds from issuance of common stock upon exercise of stock options 405 2,625 8,112
Taxes paid related to net share settlement of restricted stock units (11,197) (7,878) (83,759)
Proceeds from equity offerings 493,116 0 0
Payment of equity offering costs (21,131) 0 0
Joint Venture Acquisition 0 (177,785) 0
Tender offer issued in connection with the Joint Venture Acquisition and acquisition related costs 0 (14,235) 0
Other 6,028 (1,136) (930)
Net cash provided by (used in) financing activities 477,375 (189,093) (66,824)
Net effect of foreign exchange rate changes on cash, cash equivalents and restricted cash (911) (1,600) (1,693)
Net increase (decrease) in cash, cash equivalents and restricted cash 991,739 (350,340) (340,689)
Cash, cash equivalents and restricted cash – Beginning of period 141,948 492,288 832,977
Cash, cash equivalents and restricted cash – End of period 1,133,687 141,948 492,288
Supplemental Disclosures of Cash Flow Information:      
Cash paid for income taxes 1,969 1,331 393
Supplemental Disclosures of Noncash Investing and Financing Activities:      
Operating lease liabilities arising from obtaining right-of-use assets 5,015 4,073 171,382
Purchase of property and equipment included in accounts payable and accrued liabilities 5,279 8,291 8,892
Reclassification of redeemable noncontrolling interest to noncontrolling interest liability 0 0 78,000
Reconciliation of cash, cash equivalents and restricted cash:      
Cash and cash equivalents 1,133,537 141,647 492,202
Restricted cash – included in other assets, net 150 301 86
Total cash, cash equivalents and restricted cash $ 1,133,687 $ 141,948 $ 492,288
v3.24.0.1
Description of Business
 12 Months Ended
Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Description of Business Description of Business
Guardant Health, Inc., or the Company, is a leading precision oncology company focused on guarding wellness and giving every person more time free from cancer. The Company is transforming patient care by providing critical insights into what drives disease through its advanced blood and tissue tests, and real-world data. The Company's tests help improve outcomes across all stages of care, including screening to find cancer early, monitoring for recurrence in early-stage cancer, and helping doctors select the best treatment for patients with advanced cancer. For patients with advanced stage cancer, the Company has commercially launched Guardant360 LDT and Guardant360 CDx, the first comprehensive liquid biopsy test approved by the U.S. Food and Drug Administration, or the FDA, to provide tumor mutation profiling with solid tumors and to be used as a companion diagnostic in connection with non-small cell lung cancer, or NSCLC, and breast cancer. The Company has also launched the Guardant360 TissueNext tissue test for advanced-stage cancer, Guardant Reveal blood test to detect residual and recurring disease in early-stage colorectal, breast and lung cancer patients, and Guardant360 Response blood test to predict patient response to immunotherapy or targeted therapy eight weeks earlier than current standard-of-care imaging.
The Company also collaborates with biopharmaceutical companies in clinical studies by providing the above-mentioned tests, as well as the GuardantOMNI blood test for advanced-stage cancer, and the GuardantINFINITY blood test, a next-generation smart liquid biopsy that provides new, multi-dimensional insights into the complexities of tumor molecular profiles and immune response to advance cancer research and therapy development. Using data collected from its tests, the Company has also developed its GuardantINFORM platform to help biopharmaceutical companies accelerate precision oncology drug development through the use of this in-silico research platform to unlock further insights into tumor evolution and treatment resistance across various biomarker-driven cancers.
For early cancer detection, in May 2022, the Company launched the Shield LDT test to address the needs of individuals eligible for colorectal cancer screening. From a simple blood draw, Shield uses a novel multimodal approach to detect colorectal cancer signals in the bloodstream, including DNA that is shed by tumors. In December 2022, the Company announced that the ECLIPSE study, a registrational study evaluating the performance of its Shield blood test for detecting colorectal cancer in average-risk adults, met co-primary endpoints. In addition, in March 2023, the Company submitted a premarket approval application, or PMA, for its Shield blood test to the FDA. The FDA’s Molecular and Clinical Genetics Panel of the Medical Devices Advisory Committee intends to review the PMA.
The Company was incorporated in Delaware in December 2011 and is headquartered in Palo Alto, California.
v3.24.0.1
Summary of Significant Accounting Policies
 12 Months Ended
Dec. 31, 2023
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies Summary of Significant Accounting Policies
Basis of Presentation and Consolidation
The Company’s consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, or GAAP, and in conjunction with the rules and regulations of the Securities and Exchange Commission, or the SEC. The accompanying consolidated financial statements include the accounts of Guardant Health, Inc., its consolidated Joint Venture (see Note 3, Joint Venture), and its wholly owned subsidiaries. Other stockholders’ interests in the Joint Venture were shown in the consolidated financial statements as noncontrolling interest liability before the Joint Venture Acquisition was completed in June 2022. All intercompany balances and transactions have been eliminated in consolidation. Certain reclassifications of prior period amounts were made to conform with the current period presentation.
The Company believes that its existing cash and cash equivalents and marketable debt securities as of December 31, 2023 will be sufficient to allow the Company to fund its current operating plan through at least a period of one year after the date the accompanying consolidated financial statements are issued. As the Company continues to incur losses, its transition to profitability is dependent upon a level of revenues adequate to support the Company’s cost structure. If the Company’s transition to profitability is not consistent with its current operating plan, the Company may have to seek additional capital.
Use of Estimates
The preparation of consolidated financial statements in conformity with GAAP requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and the related disclosures at the date of the consolidated financial statements, as well as the reported amounts of revenues and expenses during the periods presented. The Company bases its estimates on historical experience and other market-specific or other relevant assumptions that it believes to be reasonable under the circumstances. Estimates are used in several areas including, but not limited to, estimation of variable consideration, estimation of credit losses, standalone selling price allocation included in contracts with multiple performance obligations, goodwill and identifiable intangible assets, stock-based compensation, incremental borrowing rate for operating leases, contingencies, certain inputs into the provision for income taxes, including related reserves, valuation of non-marketable securities, among others. These estimates generally involve complex issues and require judgments, involve the analysis of historical results and prediction of future trends, can require extended periods of time to resolve and are subject to change from period to period. Actual results may differ materially from management’s estimates.
Segment Information
The Company operates as one operating and reportable segment. The Company's chief operating decision makers are its Co-Chief Executive Officers, who review financial information presented on a consolidated basis for the purposes of making operating decisions, assessing financial performance and allocating resources.
Cash and Cash Equivalents and Restricted Cash
Cash equivalents consist of highly liquid investments with original maturities at the time of purchase of three months or less. Cash equivalents include bank demand deposits and money market accounts that invest primarily in U.S. government-backed securities and treasuries. Cash equivalents are carried at cost, which approximates their fair value.
Restricted cash consists of payroll withholding related to the Company's enrollment in certain voluntary disability insurance plan. Restricted cash balance was $0.2 million and $0.3 million as of December 31, 2023, and 2022, respectively, which was included in other assets in the accompanying consolidated balance sheets.
Marketable Debt Securities
Marketable debt securities consist primarily of high-grade U.S. government and agency securities and corporate bonds. Marketable debt securities with original maturities at the time of purchase between three and twelve months from balance sheet dates are classified as short-term marketable debt securities and those with maturities over twelve months from balance sheet dates are classified as long-term marketable debt securities. The Company classifies all marketable debt securities as available-for-sale, which are recorded at fair value. Unrealized gains and losses are included in accumulated other comprehensive gain (loss) in stockholders’ equity. Any premium or discount arising at purchase is amortized or accreted to interest income or expense.
The Company periodically evaluates its available-for-sale marketable debt securities for impairment. When the fair value of a marketable debt security is below its amortized cost, the amortized cost is reduced to its fair value if it is more likely than not that the Company is required to sell the impaired security before recovery of its amortized cost basis, or the Company has the intention to sell the security. If neither of these conditions are met, the Company determines whether the impairment is due to credit losses by comparing the present value of the expected cash flows of the security with its amortized cost basis. The amount of impairment recognized is limited to the excess of the amortized cost over the fair value of the security. An allowance for credit losses for the excess of amortized cost over the expected cash flows is recorded in other income (expense), net on the consolidated statements of operations. Impairment losses that are not credit-related are included in accumulated other comprehensive gain (loss) in stockholders’ equity.
Non-Marketable Securities
The Company acquires certain equity investments in private companies to promote business and strategic objectives. The Company's investments in non-marketable equity securities do not give the Company the ability to control or exercise significant influence over the investees. One of the investees is concluded to be a variable interest entity, or VIE, but the Company is deemed not to be the primary beneficiary as the Company does not have the power to direct the activities that most significantly impact the VIE’s economic performance. The Company's non-marketable equity and other related investments totaled $8.6 million and $25.0 million as of December 31, 2023, and 2022, respectively, and are included in other assets, net on the accompanying consolidated balance sheets.
Non-marketable securities are recorded at cost, subject to periodic impairment reviews and adjustments for observable price changes from orderly transactions. The Company's evaluation of impairment of such non-marketable securities is based on adverse changes in market conditions and the regulatory or economic environment, qualitative and quantitative analysis of the operating performance and financial condition of the investee; changes in operating structure or management of the investee; and additional funding requirements of the investee. As a result of the evaluation, the Company recorded an impairment of $22.1 million for the year ended December 31, 2023 for one of its non-marketable equity security investments, included in other income (expense), net on the accompanying consolidated statements of operations. In addition, in connection with the investment in non-marketable securities purchased by the Company, the Company acquired rights to purchase the investee at a pre-determined price subject to additional adjustments based on the performance of the investee, on or before December 31, 2022. In September 2022, the Company decided not to exercise such rights to purchase the investee and recorded an impairment of $5.3 million for the year ended December 31, 2022, included in other income (expense), net on the accompanying consolidated statements of operations.
Pursuant to another investment in non-marketable securities purchased by the Company, the Company acquired rights to purchase the investee at a pre-determined price subject to additional adjustments based on the performance of the Company, on or before October 1, 2023, and acquired rights to obtain the exclusive license of the investee's certain technologies. In June 2023, the Company decided not to exercise such rights and recorded an impairment of $7.0 million for the year ended December 31, 2023, included in other income (expense), net on the accompanying consolidated statements of operations.
No other impairment or downward adjustments to the carrying value of the Company's non-marketable securities have been otherwise recorded.
Concentration of Risk
The Company is subject to credit risk from its portfolio of cash equivalents held at one commercial bank and investments in marketable debt securities. The Company limits its exposure to credit losses by investing in money market funds through a U.S. bank with high credit ratings. The Company’s cash may consist of deposits held with banks that may at times exceed federally insured limits, however, its exposure to credit risk in the event of default by the financial institution is limited to the extent of amounts recorded on the consolidated balance sheets. The Company performs evaluations of the relative credit standing of these financial institutions to limit the amount of credit exposure.
The Company also invests in investment‑grade debt instruments and has policy limits for the amount it can invest in any one type of security, except for securities issued or guaranteed by the U.S. government. The goals of the Company’s investment policy, in order of priority, are as follows: safety and preservation of principal and diversification of risk; liquidity of investments sufficient to meet cash flow requirements; and a competitive after‑tax rate of return. Under its investment policy, the Company limits amounts invested in such securities by credit rating, maturity, investment type and issuer, as a result, the Company is not exposed to any significant concentrations of credit risk from these financial instruments.
The Company is subject to credit risk from its accounts receivable. The majority of the Company’s accounts receivable arises from the provision of precision oncology services and development services and other, primarily with biopharmaceutical companies and international laboratory partners, all of which have high credit ratings. The Company has not experienced any material losses related to receivables from individual customers, or groups of customers. The Company does not require collateral. Accounts receivable are recorded net of allowance for credit losses, if any.
A significant customer is any biopharmaceutical customer, clinical testing payer, or international laboratory partner that represents 10% or more of the Company’s total revenue or accounts receivable balance. Revenue attributable to each significant customer, including its affiliated entities, as a percentage of the Company’s total revenue, for the respective period, and accounts receivable balance attributable to each significant customers, including its affiliated entities, as a percentage of the Company’s total accounts receivable balance, at the respective consolidated balance sheet date, are as follows:
RevenueAccounts Receivable, Net
Year Ended December 31,As of December 31,
20232022202120232022
Customer A
***12 %12 %
Customer B
31 %30 %29 %12 %11 %
Customer C
***10 %*
*    less than 10%
The Company is also subject to credit risk from its other receivables and other assets. The Company's other receivables and other assets include payments due from a third-party in relation to the settlement of a patent dispute reached in August 2020 for $8.0 million payable over a period of 6 years. As of December 31, 2023, the Company has received $4.3 million payments from the third-party, and evaluated and recorded a credit loss for the remaining $3.7 million considering the third-party's credit worthiness and lack of financial history.
The following table presents the receivable and the related credit loss amounts:
As of December 31,
20232022
(in thousands)
Prepaid expenses and other current assets:
Gross Amount
$— $— 
Allowance for Credit Losses
— — 
Net Amount
$— $— 
Other assets:
Gross Amount
$3,700 $4,800 
Allowance for Credit Losses
(3,700)(4,800)
Net Amount
$— $— 
The following table summarizes the allowance for credit losses activities for the years ended December 31, 2023, 2022 and 2021:
Year Ended December 31,
202320222021
(in thousands)
Prepaid expenses and other current assets:
Allowance for credit losses—Beginning of period
$— $— $— 
Charged to (reversed from) other income (expense), net
(1,100)(1,100)(1,100)
Reclassification
1,100 1,100 1,100 
Allowance for credit losses—End of period
$— $— $— 
Other assets:
Allowance for credit losses—Beginning of period
$4,800 $5,900 $7,000 
Reclassification
(1,100)(1,100)(1,100)
Allowance for credit losses—End of period
$3,700 $4,800 $5,900 
Accounts Receivable, Net
Accounts receivable represent valid claims against commercial and governmental payers, biopharmaceutical companies, research institutes, international laboratory partners and distributors, including unbilled receivables, and royalty payments due from third parties for licensing the Company’s technologies. Unbilled receivables include balances due from biopharmaceutical customers related to development services and other revenues that are recognized upon the achievement of performance-based milestones but prior to the achievement of contractual billing rights. As of December 31, 2023 and 2022, the Company had unbilled receivables of $4.9 million and $5.4 million, respectively.
The Company evaluates the collectability of its accounts receivable based on historical collection trends, the financial condition of payment partners, and external market factors and provides for an allowance for potential credit losses based on management’s best estimate of the amount of probable credit losses. The Company recorded immaterial credit losses related to its accounts receivable for the years ended December 31, 2023, 2022 and 2021.
Inventory, Net
Inventories are stated at the lower of cost or net realizable value on a first-in, first-out basis. Inventory consisted entirely of supplies, which are consumed when providing tests, and therefore the Company does not maintain any finished goods inventory.
In order to assess the ultimate realization of inventories, the Company is required to make judgments as to future demand requirements compared to current or committed inventory levels. The Company periodically reviews its inventories for excess or obsolescence and writes down obsolete or otherwise unmarketable inventory to its estimated net realizable value. If the actual net realizable value is less than that estimated by the Company, or if it is determined that inventory utilization will further diminish based on estimates of demand, additional inventory write-downs may be required. Amounts written-down due to unmarketable inventory are recorded in cost of precision oncology testing and cost of development services and other, as appropriate.
Property and Equipment, Net
Property and equipment are recorded at cost. Depreciation is computed over estimated useful lives of the related assets using the straight-line method. Leasehold improvements are amortized using the straight-line method over the estimated useful lives of the assets or the remaining term of the lease, whichever is shorter. The Company periodically reviews the depreciable lives assigned to property and equipment placed in service and changes the estimates of useful lives, if necessary. Maintenance and repairs that do not improve or extend the lives of the respective assets are expensed as incurred.
Estimated useful lives for property and equipment are as follows:
Property and EquipmentEstimated Useful Life
Machinery and equipment
5 years
Furniture and fixtures
7 years
Computer hardware and computer software
3 years
Leasehold improvementsLesser of estimated useful life or remaining lease term
Goodwill and Intangible Assets, net
Intangible assets related to in-process research and development costs, or IPR&D, acquired in a business combination are considered to be indefinite-lived until the completion or abandonment of the associated research and development efforts. If and when development is complete, the associated assets would be deemed finite-lived and would then be amortized based on their respective estimated useful lives at that point in time. Prior to completion of the research and development efforts, the assets are considered indefinite-lived. During this period, the assets will not be amortized but will be tested for impairment on an annual basis and between annual tests if the Company becomes aware of any events occurring or changes in circumstances that would indicate a reduction in the fair value of the IPR&D projects below their respective carrying amounts. In connection with the launch of Shield LDT in May 2022, the Company's IPR&D of $1.6 million was reclassified as an intangible asset with a useful life of 2 years.
Goodwill represents the excess of the purchase price over the fair value of net identifiable assets and liabilities. Goodwill is not amortized but is tested for impairment at least annually during the fourth fiscal quarter, or if circumstances indicate its value may no longer be recoverable. The Company continues to operate in one segment, which is considered to be the sole reporting unit and, therefore, goodwill is tested for impairment at the enterprise level. As of December 31, 2023, there has been no impairment of goodwill.
Intangible assets are carried at cost, net of accumulated amortization. The Company does not have intangible assets with indefinite useful lives other than goodwill. Amortization is recorded on a straight-line basis over the intangible asset's useful life, which is approximately 2—12 years.
Impairment for Long-Lived Assets
The Company evaluates its long-lived assets, including property and equipment, finite-lived intangible assets, and right-of-use assets, for impairment whenever events or changes in business circumstances indicate that the carrying amount of the asset may not be fully recoverable. An impairment loss would be recognized when estimated undiscounted future cash flows expected to result from the use of the asset and its eventual disposition are less than its carrying amount. Impairment, if any, is measured as the amount by which the carrying amount of a long-lived asset exceeds its fair value. The Company had immaterial amount of impairment for long-lived assets for the years ended December 31, 2023, 2022 and 2021.
Post-acquisition Contingent Consideration
Post-acquisition contingent consideration is recognized over the service period, subject to meeting the respective service requirements and performance metrics. For the years ended December 31, 2023 and 2022, the Company recorded post-acquisition contingent consideration expense of $2.1 million and $5.2 million, respectively, included in research and development expenses on the accompanying consolidated statements of operations. The Company did not record any post-acquisition contingent consideration expense for the year ended December 31, 2021.
Leases
The Company determines if an arrangement contains a lease at inception. Operating lease right-of-use, or ROU, assets and operating leases liabilities are recognized based on the present value of the future minimum lease payments over the lease term at the commencement date. ROU assets also include any initial direct costs incurred and any lease payments made at or before the lease commencement date, less lease incentives received or receivable. The Company uses its incremental borrowing rate based on the information available at the commencement date in determining the lease liabilities, as the Company's leases generally do not provide an implicit rate. Lease terms may include options to extend or terminate when the Company is reasonably certain the option will be exercised. Lease expense is recognized on a straight-line basis over the lease term. The Company also has lease arrangements with lease and non-lease components. The Company elected the practical expedient not to separate non-lease components from lease components for the Company’s facility leases. The Company also elected to apply the short-term lease measurement and recognition exemption in which ROU assets and lease liabilities are not recognized for leases with terms of 12 months or less.
Convertible Senior Notes
Upon adoption of ASU 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity on January 1, 2021, the Company reclassified the carrying amount of the equity component of the cash conversion feature including the allocated debt issuance costs from additional paid-in capital to convertible senior notes, net. Convertible senior notes are accounted for as a liability and measured at their amortized cost. Transaction costs related to the issuance of the notes are netted with the liability and are amortized to interest expense over the term of the notes, using an effective interest rate method.
Revenue Recognition
The Company derives revenue from the provision of precision oncology testing services, as well as from development services and other. Precision oncology testing revenue includes amount derived from the delivery of the Company's precision oncology tests, including those tests delivered by labs operated by our strategic partners. Development services include companion diagnostic development and regulatory approval, clinical study setup, monitoring and maintenance, testing development and support, GuardantConnect and GuardantINFORM. Other revenue includes amounts derived from licensing the Company's technologies, and kit fulfillment. The Company currently receives payments from third-party commercial and governmental payers, certain hospitals and oncology centers and individual patients, as well as biopharmaceutical companies, research institutes, international laboratory partners and distributors.
Revenues are recognized when control of services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. FASB ASC Topic 606, Revenue from Contracts with Customers, provides for a five-step model that includes identifying the contract with a customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction price to the performance obligations, and recognizing revenue when, or as, an entity satisfies a performance obligation.
Precision oncology testing
The Company recognizes revenue from the sale of its precision oncology tests for clinical customers, including certain hospitals, cancer centers, other institutions and patients, at the time results of the test are reported to physicians. Most precision oncology tests requested by clinical customers are sold without a written agreement; however, the Company determines an implied contract exists with its clinical customers. The Company identifies each sale of its test to a clinical customer as a single performance obligation. With the exception of certain limited contracted arrangements with insurance carriers and other institutions where the transaction price is fixed, a stated contract price does not exist and the transaction price for each implied contract with clinical customers represents variable consideration. The Company estimates the variable consideration under the portfolio approach and considers the historical reimbursement data from third-party commercial and governmental payers and patients, as well as known or anticipated reimbursement trends not reflected in the historical data. The Company monitors the estimated amount to be collected in the portfolio at each reporting period based on actual cash collections in order to assess whether a revision to the estimate is required. Both the estimate and any subsequent revision contain uncertainty and require the use of significant judgment in the estimation of the variable consideration and application of the constraint for such variable consideration. The Company analyzes its actual cash collections over the expected reimbursement period and compares it with the estimated variable consideration for each portfolio and any difference is recognized as an adjustment to estimated revenue after the expected reimbursement period, subject to assessment of the risk of future revenue reversal.
Revenue from sales of precision oncology tests to biopharmaceutical customers are based on a negotiated price per test or on the basis of an agreement to provide certain testing volume over a defined period. The Company identifies its promise to transfer a series of distinct tests to biopharmaceutical customers as a single performance obligation. Precision oncology tests to biopharmaceutical customers are generally billed at a fixed price for each test performed. For agreements involving testing volume to be satisfied over a defined period, revenue is recognized over time based on the number of tests performed as the performance obligation is satisfied over time. Results of the Company’s precision oncology services are delivered electronically, and as such there are no shipping or handling fees incurred by the Company or billed to customers.
Development services and other
The Company performs development services for its biopharmaceutical customers utilizing its precision oncology information platform. Development services typically represent a single performance obligation as the Company performs a significant integration service, such as analytical validation and regulatory submissions. The individual promises are not separately identifiable from other promises in the contracts and, therefore, are not distinct. However, under certain contracts, a biopharmaceutical customer may engage the Company for multiple distinct development services which are both capable of being distinct and separately identifiable from other promises in the contracts and, therefore, distinct performance obligations.
The Company collaborates with biopharmaceutical companies in the development of new drugs. As part of these collaborations, the Company provides services related to regulatory filings to support companion diagnostic device submissions for the Company’s testing panels. Under these collaborations, the Company generates revenue from achievement of milestones, as well as provision of on-going support. For the companion diagnostic development and regulatory approval services performed, the Company is compensated through a combination of an upfront fee and performance-based, non-refundable regulatory and other developmental milestone payments. The transaction price of these contracts typically represents variable consideration. Application of the constraint for variable consideration to milestone payments is an area that requires significant judgment. The Company evaluates factors such as the scientific, clinical, regulatory, commercial, and other risks that must be managed to achieve the respective milestone and the level of effort and investment required to achieve the respective milestone. In making this assessment, the Company considers its historical experience with similar milestones, the degree of complexity and uncertainty associated with each milestone, and whether achievement of the milestone is dependent on parties other than the Company. The constraint for variable consideration is applied such that it is probable a significant reversal of revenue will not occur when the uncertainty associated with the contingency is resolved. Application of the constraint for variable consideration is assessed and updated at each reporting period as a revision to the estimated transaction price.
The Company recognizes companion diagnostic development and regulatory approval services revenue over the period in which biopharmaceutical research and development services are provided. Specifically, the Company recognizes revenue using an input method to measure progress, utilizing costs incurred to-date relative to total expected costs as its measure of progress. The Company assesses the changes to the total expected cost estimates as well as any incremental fees negotiated resulting from changes to the scope of the original contract in determining the revenue recognition at each reporting period. For development of new products or services under these arrangements, costs incurred before technological feasibility is reached are included as research and development expenses in the Company’s consolidated statements of operations, while costs incurred thereafter are recorded as cost of development services and other.
The Company also recognizes revenue from other development services, in addition to companion diagnostic development and regulatory approval services noted above, such as clinical study setup, monitoring and maintenance, testing development and support, GuardantConnect and GuardantINFORM. These revenues are generally recognized over time based on an input method to measure progress in the period when the associated services have been performed.
In addition, the Company licenses its digital sequencing technologies to its domestic customers and international laboratory partners. For the licensed technology, the Company is compensated through royalty-based payments, non-refundable upfront payments, guaranteed minimum payments, and/or sample milestone payments. Depending on the nature of the technology licensing arrangements, and considering factors including but not limited to enforceable right to payment and payment terms, and if an asset with alternative use is created, these revenues are recognized in the period when royalty-bearing sales occur, when the technology transfer is complete or over the technology transfer period. Other revenue also includes kit fulfillment, which is recognized when such products are delivered.
Contracts with multiple performance obligations
Contracts with biopharmaceutical customers and international laboratory partners may include multiple distinct performance obligations, such as provision of precision oncology testing, the above-mentioned development services, and digital sequencing technology licensing, among others. The Company evaluates the terms and conditions included within its contracts with biopharmaceutical customers and international laboratory partners to ensure appropriate revenue recognition, including whether services are considered distinct performance obligations that should be accounted for separately versus together. The Company first identifies material promises, in contrast to immaterial promises or administrative tasks, under the contract, and then evaluates whether these promises are both capable of being distinct and distinct within the context of the contract. In assessing whether a promised service is capable of being distinct, the Company considers whether the customer could benefit from the service either on its own or together with other resources that are readily available to the customer, including factors such as the research, development, and commercialization capabilities of a third party as well as the availability of the associated expertise in the general marketplace. In assessing whether a promised service is distinct within the context of the contract, the Company considers whether it provides a significant integration of the services, whether the services significantly modify or customize one another, or whether the services are highly interdependent or interrelated.
For contracts with multiple performance obligations, the transaction price is allocated to the separate performance obligations on a relative standalone selling price basis. The Company determines standalone selling price by considering the historical selling price of these performance obligations in similar transactions as well as other factors, including, but not limited to, the price that customers in the market would be willing to pay, competitive pricing of other vendors, industry publications and current pricing practices, and expected costs of satisfying each performance obligation plus appropriate margin; or by using the residual approach if standalone selling price is not observable, by reference to the total transaction price less the sum of the observable standalone selling prices of other performance obligations promised in the contract.
Deferred revenue
Deferred revenue, which is a contract liability, consists primarily of payments received in advance of revenue recognition from contracts with customers. For example, development services and other contracts with biopharmaceutical customers often contain upfront payments which results in the recording of deferred revenue to the extent cash is received prior to the Company’s performance of the related services. Contract liabilities are relieved as the Company performs its obligations under the contract and revenue is consequently recognized. As of December 31, 2023 and 2022, the Company's deferred revenue balance was $22.9 million and $21.2 million, respectively, of which $5.0 million and $3.8 million was considered long-term and recorded within other long-term liabilities on the accompanying consolidated balance sheets. Revenue recognized in the year ended December 31, 2023 that was included in the deferred revenue balance as of December 31, 2022 was $13.9 million, and revenue recognized in the year ended December 31, 2022 that was included in the deferred revenue balance as of December 31, 2021 was $7.6 million, respectively.
Transaction price allocated to the remaining performance obligations
Transaction price allocated to remaining performance obligations represents contracted revenue that has not yet been recognized, which includes deferred revenue and non-cancelable amounts that will be invoiced and recognized as revenues in future periods. The Company expects to recognize substantially all of the remaining transaction price in the next 1-2 years.
Costs of Precision Oncology Testing
Cost of precision oncology testing generally consists of cost of materials, cost of labor, including bonus, benefit and stock-based compensation, equipment and infrastructure expenses associated with processing test samples (including sample accessioning, library preparation, sequencing, and quality control analyses), freight, curation of test results for physicians, phlebotomy, and license fees due to third parties. Infrastructure expenses include depreciation of laboratory equipment, lease costs, amortization of leasehold improvements, and information technology costs. Costs associated with performing the Company’s tests are recorded as the tests are performed regardless of whether revenue was recognized with respect to that test.
Cost of Development Services and Other
Cost of development services and other primarily includes costs incurred for the performance of development services requested by the Company’s biopharmaceutical customers, and costs associated with the Company's partnership agreements and delivery of screening tests. For development of new products, costs incurred before technological feasibility has been achieved are reported as research and development expenses, while costs incurred thereafter are reported as cost of development services and other.
Research and Development Expenses
Research and development expenses consist of costs incurred to develop technology and include salaries and benefits including stock-based compensation, reagents and supplies used in research and development laboratory work, infrastructure expenses, including facility occupancy and information technology costs, contract services, other outside costs and costs to develop the Company's technology capabilities. Research and development expenses also include costs related to activities performed under contracts with biopharmaceutical companies before technological feasibility has been achieved. Research and development costs are expensed as incurred. Payments made prior to the receipt of goods or services to be used in research and development are deferred and recognized as expense in the period in which the related goods are received or services are rendered. Costs to develop technology capabilities are recorded as research and development expenses unless they meet the criteria to be capitalized as internal-use software costs.
Advertising
The Company expenses advertising costs as incurred. The Company incurred advertising costs of $2.1 million, $8.9 million and $2.4 million for the years ended December 31, 2023, 2022 and 2021, respectively.
Stock‑Based Compensation
Stock‑based compensation related to stock options granted to the Company’s and the Joint Venture's employees, directors and nonemployees is measured at the grant date based on the fair value of the award. The fair value is recognized as expense over the requisite service period, which is generally the vesting period of the respective awards. Compensation expense for stock options with performance metrics is calculated based upon expected achievement of the metrics specified in the grant.
The Company uses the Black‑Scholes option‑pricing model to estimate the fair value of stock options granted under the 2012 Stock Plan (as amended and restated), or the 2012 Plan, the 2018 Incentive Award Plan, or the 2018 Plan, the former Joint Venture's 2020 Equity Incentive Plan (see Note 11, Stock-Based Compensation), and the 2023 Employment Inducement Incentive Award Plan, or the 2023 Plan, and stock purchase rights granted under the 2018 Employee Stock Purchase Plan. The Black-Scholes option-pricing model requires assumptions to be made related to the expected term of an award, expected volatility, risk-free rate and expected dividend yield. The board of directors of the Joint Venture determined the fair value of common stock of the Joint Venture.
The Company measures the grant date fair value of its service-based and performance-based restricted stock units issued to employees and non-employees based on the closing market price of the common stock on the date of grant. For restricted stock units with only service-based vesting conditions, compensation expense is recognized in the Company’s consolidated statement of operations on a straight-line basis over the requisite service period. Compensation expense for restricted stock units with performance metrics, or PSUs, is calculated based upon expected achievement of the metrics specified in the grant, and is recognized in the Company’s consolidated statement of operations using an accelerated attribution model over the requisite service period for each separately vesting portion of the award. No stock-based compensation expense is recorded for PSUs, unless it is determined to be probable that the related performance metrics will be met. Any PSUs that remain unvested at the end of the performance period will be forfeited. Forfeitures are accounted for as they occur.
For market-based restricted stock units, or MSU, the Company derived the requisite service period using the Monte Carlo simulation model and the related compensation expense was recognized over the derived service period using an accelerated attribution model commencing on the grant date. Stock-based compensation expense was recorded regardless of whether the market conditions were achieved or not. The MSUs were fully expensed as of June 30, 2022.
Income Taxes
Income taxes are recorded using an asset and liability approach. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. Tax benefits are recognized when it is more likely than not that a tax position will be sustained during an audit. Deferred tax assets are reduced by a valuation allowance if current evidence indicates that it is considered more likely than not that these benefits will not be realized.
The Company’s tax positions are subject to income tax audits. The Company recognizes the tax benefit of an uncertain tax position only if it is more likely than not that the position is sustainable upon examination by the taxing authority, based on the technical merits. The tax benefit recognized is measured as the largest amount of benefit which is more likely than not to be realized upon settlement with the taxing authority. The Company recognizes interest accrued and penalties related to unrecognized tax benefits in its tax provision. The Company evaluates uncertain tax positions on a regular basis. The evaluations are based on a number of factors, including changes in facts and circumstances, changes in tax law, correspondence with tax authorities during the course of the audit, and effective settlement of audit issues. The provision for income taxes includes the effects of any accruals that the Company believes are appropriate, as well as the related net interest and penalties.
Net Loss Per Share Attributable to Common Stockholders
The Company calculates basic net loss per share attributable to common stockholders by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding for the period. The diluted net loss per share attributable to common stockholders is computed by giving effect to all potential dilutive common stock equivalents outstanding for the period determined using the treasury stock method or the as-if converted method, as appropriate. For purposes of this calculation, stock options, restricted stock units, shares issuable pursuant to the employee stock purchase plan, shares subject to repurchase from early exercised options and contingently issuable shares under the convertible senior notes are considered common stock equivalents but have been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is anti-dilutive.
New Accounting Pronouncements Not Yet Adopted
In November 2023, the Financial Accounting Standards Board, or FASB, issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires an enhanced disclosure of significant segment expenses on an annual and interim basis. This guidance will be effective for the annual reporting periods beginning the year ended December 31, 2024, and for interim reporting periods beginning January 1, 2025, with early adoption permitted, and should be applied retrospectively. The Company is currently evaluating the impact of this guidance on its consolidated financial statements.
In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which amended existing income tax disclosure guidance, primarily requiring more detailed disclosures on the effective tax rate reconciliation and income taxes paid. This guidance will be effective for annual reporting periods beginning the year ended December 31, 2025, with early adoption permitted and can be applied on either a prospective or retroactive basis. The Company is currently evaluating the impact of this guidance on its consolidated financial statements.
v3.24.0.1
Joint Venture
 12 Months Ended
Dec. 31, 2023
Equity Method Investments and Joint Ventures [Abstract]  
Joint Venture Joint Venture
In May 2018, the Company and an affiliate of SoftBank formed and capitalized Guardant Health AMEA, Inc., the Joint Venture, for the sale, marketing and distribution of the Company’s tests generally outside the Americas and Europe, and to accelerate commercialization of its products in Asia, the Middle East and Africa. Under the terms of the joint venture agreement, each party held an approximately 50% ownership interest in the Joint Venture and two seats on the board of the Joint Venture.
The joint venture agreement included a put-call arrangement with respect to the shares of the Joint Venture held by SoftBank and its affiliates. Under certain specified circumstances and on terms specified in the joint venture agreement, including timely written notice, SoftBank had the right to cause the Company to purchase all shares of the Joint Venture held by SoftBank and its affiliates, or the put right, and the Company had a right to purchase all such shares, or the call right.
Prior to November 2021, the noncontrolling interest held by SoftBank contained embedded put-call redemption features that were not solely within the Company’s control and had been classified outside of permanent equity in the consolidated balance sheets. The put-call feature embedded in the redeemable noncontrolling interest did not require bifurcation as it did not meet the definition of a derivative and was considered to be clearly and closely related to the redeemable noncontrolling interest. The Company elected to recognize the changes in redemption value immediately as they occur as if the put-call redemption feature were exercisable at the end of the reporting period. The adjustment of redeemable noncontrolling interest was recorded as an adjustment to net loss attributable to Guardant Health, Inc. common stockholders in the Company's consolidated statement of operations.
In November 2021, the Company exercised its call right contained in the joint venture agreement with SoftBank to purchase all of the shares held by SoftBank and its affiliates in consideration for the payment of the aggregate purchase price to be determined based on an independent third-party valuation. Upon the Company's exercise of the call right in November 2021, SoftBank no longer had the option to exercise its put right. In connection with exercising the call right, the Company reclassified $78.0 million from redeemable noncontrolling interest to noncontrolling interest liability.
In June 2022, the Company purchased all of the shares held by SoftBank and its affiliates in consideration for a cash payment of the aggregate purchase price of $177.8 million, which resulted in $99.8 million of fair value adjustments to the noncontrolling interest liability for the year ended December 31, 2022. In connection with the Joint Venture Acquisition, the Company also issued a tender offer to purchase the Joint Venture's Class B common stock issued and issuable upon exercise of vested Joint Venture's stock options held by the Joint Venture's employees (see Note 11, Stock-Based Compensation).
Prior to the completion of the Joint Venture Acquisition, the Joint Venture was deemed to be a VIE, and the Company had been identified as the VIE’s primary beneficiary. As the primary beneficiary, the Company had consolidated the financial position, results of operations and cash flows of the Joint Venture in its financial statements and all intercompany balances had been eliminated in consolidation. Upon completion of the Joint Venture Acquisition and the tender offer, Guardant Health AMEA, Inc. became the Company's wholly owned subsidiary.
v3.24.0.1
Consolidated Balance Sheet Components
 12 Months Ended
Dec. 31, 2023
Balance Sheet Related Disclosures [Abstract]  
Consolidated Balance Sheet Components Consolidated Balance Sheet Components
Property and Equipment, Net
Property and equipment, net consist of the following:
As of December 31,
20232022
(in thousands)
Machinery and equipment
$118,117 $95,764 
Leasehold improvements
102,298 99,781 
Computer hardware
34,417 29,744 
Construction in progress
7,508 20,598 
Furniture and fixtures
7,999 8,367 
Computer software
2,065 1,797 
Property and equipment, gross
$272,404 $256,051 
Less: accumulated depreciation
(127,308)(88,131)
Property and equipment, net
$145,096 $167,920 
Depreciation expense related to property and equipment was $40.0 million, $33.4 million and $20.2 million for the years ended December 31, 2023, 2022 and 2021, respectively.
Accounts Payable and Accrued Liabilities
Accounts payable and accrued liabilities consist of the following:
As of December 31,
20232022
(in thousands)
Accounts payable$51,741 $68,911 
Accrued compensation72,736 55,788 
Operating lease liabilities
27,950 21,878 
Others
35,525 29,240 
Total accounts payable and accrued liabilities
$187,952 $175,817 
v3.24.0.1
Fair Value Measurements. Cash Equivalents and Marketable Securities
 12 Months Ended
Dec. 31, 2023
Fair Value Disclosures [Abstract]  
Fair Value Measurements. Cash Equivalents and Marketable Securities Fair Value Measurements, Cash Equivalents and Marketable Securities
Financial instruments consist of cash equivalents, marketable securities, accounts receivable, net, prepaid expenses and other current assets, net, and accounts payable and accrued liabilities. Cash equivalents and marketable securities are stated at fair value. Prepaid expenses and other current assets, net, and accounts payable and accrued liabilities are stated at their carrying value, which approximates fair value due to the short time to the expected receipt or payment date.
Fair value is defined as the exchange price that would be received from sale of an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The identification of market participant assumptions provides a basis for determining what inputs are to be used for pricing each asset or liability. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement.
A fair value hierarchy has been established which gives precedence to fair value measurements calculated using observable inputs over those using unobservable inputs. This hierarchy prioritized the inputs into three broad levels as follows:
Level 1 - Quoted prices in active markets for identical assets or liabilities.
Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
The Company’s financial assets and liabilities subject to fair value measurements on a recurring basis and the level of inputs used in such measurements were as follows:
December 31, 2023
Fair ValueLevel 1Level 2Level 3
(in thousands)
Financial Assets:
Money market funds
$1,032,500 $1,032,500 $— $— 
Total cash equivalents
$1,032,500 $1,032,500 $— $— 
U.S. government debt securities
$35,097 $— $35,097 $— 
Total short-term marketable debt securities
$35,097 $— $35,097 $— 
Long-term marketable equity securities$98,002 $98,002 $— $— 
Total
$1,165,599 $1,130,502 $35,097 $— 
Financial Liabilities:
Contingent consideration
$6,540 $— $— $6,540 
Total$6,540 $— $— $6,540 
December 31, 2022
Fair ValueLevel 1Level 2Level 3
(in thousands)
Financial Assets:
Money market funds
$3,104 $3,104 $— $— 
U.S. government debt securities14,987 — 14,987 — 
Total cash equivalents
$18,091 $3,104 $14,987 $— 
U.S. government debt securities
$869,584 $— $869,584 $— 
Total short-term marketable debt securities
$869,584 $— $869,584 $— 
Long-term marketable equity securities
$18,291 $18,291 $— $— 
Total
$905,966 $21,395 $884,571 $— 
Financial Liabilities:
Contingent consideration
$6,430 $— $— $6,430 
Total
$6,430 $— $— $6,430 
The Company measures the fair value of money market funds based on quoted prices in active markets for identical securities. U.S. government debt securities are valued taking into consideration valuations obtained from third-party pricing services. The pricing services utilize industry standard valuation models, including both income and market-based approaches, for which all significant inputs are observable, either directly or indirectly, to estimate fair value. These inputs include reported trades of and broker/dealer quotes on the same or similar securities, issuer credit spreads; benchmark securities; prepayment/default projections based on historical data; and other observable inputs.
In July 2022, one of the Company's equity investees, Lunit Inc., or Lunit, completed its initial public offering, or IPO, subsequent to which, the Company started to account for the investment in Lunit at fair value on a recurring basis, and classified the investment as marketable equity securities within Level 1 of the fair value hierarchy as the investment is valued using the quoted market price. The Company is subject to a 2-year lock-up period from Lunit's IPO date, during which the Company shall not transfer Lunit's shares between accounts, establish or cancel pledges, sell, or withdraw such shares, without approval from the Korea Exchange. In November 2023, Lunit issued bonus shares to its existing shareholders by allocating one new share for each existing share, and the Company is subject to the same lock-up period with the same restrictions for these bonus shares. As of December 31, 2023 and 2022, the balance of the investment in Lunit was $98.0 million and $18.3 million, respectively, included in other assets, net, on the accompanying consolidated balance sheets. In addition, the Company recorded $79.7 million unrealized gains and $7.8 million unrealized losses on the investment in Lunit for the years ended December 31, 2023 and 2022, respectively, included in other income (expense), net on the accompanying consolidated statements of operations. The Company did not record any unrealized gains or losses on the investment in Lunit for the year ended December 31, 2021.
There were no transfers between Level 1, Level 2 and Level 3 during the periods presented.
Acquisition-related contingent consideration is measured at fair value on a quarterly basis and changes in estimated contingent consideration to be paid are included in general and administrative expense in the consolidated statements of operations. The fair value of acquisition-related contingent consideration is estimated using a multiple-outcome discounted cash flow valuation technique. Contingent consideration is classified within Level 3 of the fair value hierarchy, as it is based on a probability that includes significant unobservable inputs. The significant unobservable inputs include a probability-weighted estimate of achievement of certain commercialization milestones, and discount rate to present value the expected payments. A significant change in any of these input factors in isolation could have a material impact to fair value measurement. As of December 31, 2023 and 2022, the Company's acquisition-related contingent consideration liability was $6.5 million and $6.4 million, respectively, of which $5.0 million and $4.9 million was considered long-term and recorded within other long-term liabilities on the accompanying consolidated balance sheets.
Prior to the completion of the Joint Venture Acquisition in June 2022, the fair value of the noncontrolling interest liability was considered to be a Level 3 measurement and was determined based on an annual internal rate of return of 20% on the initial amount of $41.0 million invested by SoftBank in May 2018, to the date of Company's exercising the call right in November 2021. The noncontrolling interest liability was fully paid by June 30, 2022 (see Note 3, Joint Venture).
The following tables summarize the activities for the Level 3 financial instruments for the years ended December 31, 2023, 2022 and 2021:
Contingent Consideration
Year Ended December 31,
202320222021
(in thousands)
Fair value — beginning of period$6,430 $3,625 $1,245 
Increase in fair value 110 4,305 2,380 
Settlement— (1,500)— 
Fair value — end of period$6,540 $6,430 $3,625 
Noncontrolling
Interest Liability
Redeemable Noncontrolling Interest
Year Ended December 31,Year Ended December 31,
202220212021
(in thousands)
Fair value — beginning of period$78,000 $— $57,100 
Increase in fair value 99,785 — 27,244 
Net loss for the period— — (6,344)
Settlement(177,785)— — 
Reclassification of redeemable noncontrolling interest to noncontrolling interest liability— 78,000 (78,000)
Fair value — end of period$— $78,000 $— 
The Company considers the fair value of the Convertible Notes as of December 31, 2023 to be a Level 2 measurement. The fair value of the Convertible Notes is primarily affected by the trading price of the Company's common stock and market interest rates. As such, the carrying value of the Convertible Notes does not reflect the market rate. See Note 7, Debt, for additional information related to the fair value of the Convertible Notes.
The following tables summarize the Company’s cash equivalents and marketable debt securities’ amortized costs, gross unrealized gains, gross unrealized losses and estimated fair values by significant investment category:
December 31, 2023
Amortized CostGross Unrealized GainGross Unrealized LossEstimated Fair Value
(in thousands)
Money market fund
$1,032,500 $— $— $1,032,500 
U.S. government debt securities
35,108 — (11)35,097 
Total
$1,067,608 $— $(11)$1,067,597 
December 31, 2022
Amortized CostGross Unrealized GainGross Unrealized LossEstimated Fair Value
(in thousands)
Money market fund
$3,104 $— $— $3,104 
U.S. government debt securities
901,342 8 (16,779)884,571 
Total
$904,446 $8 $(16,779)$887,675 
None of the Company’s marketable debt securities had been in an unrealized loss position for more than one year as of December 31, 2023. The following table presents the estimated fair values and gross unrealized losses of the Company's marketable debt securities that had been in an unrealized loss position as of December 31, 2022.
December 31, 2022
Less Than 12 Months12 Months or GreaterTotal
Estimated Fair ValueGross Unrealized LossEstimated Fair ValueGross Unrealized LossEstimated Fair ValueGross Unrealized Loss
(in thousands)
U.S. government debt securities
$170,975 $(2,958)$685,754 $(13,821)$856,729 $(16,779)
Total
$170,975 $(2,958)$685,754 $(13,821)$856,729 $(16,779)
There have been no material realized gains or losses on marketable debt securities for the periods presented. The Company determined that it did have the ability and intent to hold all marketable debt securities that had been in a continuous loss position until maturity or recovery and the loss position was temporary due to market volatility, thus there has been no recognition of credit losses for the years ended December 31, 2023, 2022 and 2021, respectively.
v3.24.0.1
Intangible Assets, Net and Goodwill
 12 Months Ended
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Intangible Assets, Net and Goodwill Intangible Assets, Net and Goodwill
The following table presents details of purchased intangible assets as of December 31, 2023 and 2022:
December 31, 2023
Gross Carrying AmountAccumulated AmortizationNet Carrying AmountRemaining Weighted-Average Useful Life
(in thousands)(in years)
Intangible assets subject to amortization:
Acquired license$11,886 $(4,686)$7,200 6.8
Non-compete agreements and other covenant rights
5,100 (3,588)1,512 1.9
Acquired technology1,600 (1,333)267 0.3
Total intangible assets subject to amortization
18,586 (9,607)8,979 
Intangible assets not subject to amortization:
Goodwill3,290 — 3,290 
Total purchased intangible assets
$21,876 $(9,607)$12,269 
December 31, 2022
Gross Carrying AmountAccumulated AmortizationNet Carrying AmountRemaining Weighted-Average Useful Life
(in thousands)(in years)
Intangible assets subject to amortization:
Acquired license$11,886 $(3,579)$8,307 7.8
Non-compete agreements and other covenant rights5,100 (2,747)2,353 2.9
Acquired technology1,600 (533)1,067 1.4
Total intangible assets subject to amortization
18,586 (6,859)11,727 
Intangible assets not subject to amortization:
Goodwill3,290 — 3,290 
Total purchased intangible assets
$21,876 $(6,859)$15,017 
Amortization of finite-lived intangible assets was $2.7 million, $2.5 million and $1.9 million, for the years ended December 31, 2023, 2022 and 2021, respectively.
The following table summarizes estimated future amortization expense of finite-lived intangible assets, net:
Year Ending December 31,
(in thousands)
2024$2,219 
20251,670 
20261,212 
20271,107 
20281,109 
2029 and thereafter
1,662 
Total$8,979 
v3.24.0.1
Debt
 12 Months Ended
Dec. 31, 2023
Debt Disclosure [Abstract]  
Debt Debt
Convertible Senior Notes
In November 2020, the Company issued $1.15 billion principal amount of its 0% Convertible Senior Notes due 2027, or the 2027 Notes. The 2027 Notes do not bear interest, and the principal amount of the Notes will not accrete. However, special interest and additional interest may accrue on the 2027 Notes at a rate per annum not exceeding 0.50% (subject to certain exceptions) upon the occurrence of certain events such as the failure to file certain reports to the Securities and Exchange Commission, or to remove certain restrictive legends from the Notes. The Notes will mature on November 15, 2027, unless repurchased, redeemed or converted earlier.
Before August 15, 2027, holders of the 2027 Notes will have the right to convert their 2027 Notes only under the following circumstances:
•during any calendar quarter (and only during such calendar quarter) commencing after the calendar quarter ending on March 31, 2021, if the last reported sale price of the Company's common stock exceeds 130% of the conversion price for each of at least 20 trading days (whether or not consecutive) during the 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter, or the sale price condition;
•during the five consecutive business days immediately after any ten consecutive trading day period, or the measurement period, if the trading price per $1,000 principal amount of the Notes for each trading day of the measurement period is less than 98% of the product of the last reported sale price of the Company's common stock on such trading day and the conversion rate on such trading day; or
•upon the occurrence of specified corporate events
From and after August 15, 2027, holders of the 2027 Notes may convert their 2027 Notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date.
The Company will settle conversions by paying or delivering, as applicable, cash, shares of its common stock or a combination of cash and shares of its common stock, at the Company’s election.
The initial conversion rate is 7.1523 shares of common stock per $1,000 principal amount of 2027 Notes, which represents an initial conversion price of approximately $139.82 per share of common stock. The conversion rate and conversion price will be subject to customary adjustments upon the occurrence of certain events. In addition, if certain corporate events that constitute a “Make-Whole Fundamental Change” occur, then the conversion rate will, in certain circumstances, be increased for a specified period of time.
The Company may not redeem the 2027 Notes at its option at any time before November 20, 2024. The Notes will be redeemable, in whole or in part, at the Company’s option at any time, and from time to time, on or after November 20, 2024 and on or before the 25th scheduled trading day immediately before the maturity date, at a cash redemption price equal to the principal amount of the Notes to be redeemed, plus accrued and unpaid special interest and additional interest, if any, to, but excluding, the redemption date, but only if the last reported sale price per share of the Company’s common stock exceeds 130% of the conversion price on (i) each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the trading day immediately before the date the Company sends the related redemption notice; and (ii) the trading day immediately before the date the Company sends such notice. In addition, calling any Note for redemption will constitute a Make-Whole Fundamental Change with respect to that Note, in which case the conversion rate applicable to the conversion of that Note will be increased in certain circumstances if it is converted after it is called for redemption.
If certain corporate events that constitute a “Fundamental Change” occur, then, subject to a limited exception for certain cash mergers, holders of Notes may require the Company to repurchase their 2027 Notes at a cash repurchase price equal to the principal amount of the 2027 Notes to be repurchased, plus accrued and unpaid special interest and additional interest, if any, to, but excluding, the fundamental change repurchase date. The definition of Fundamental Change includes certain business combination transactions involving the Company and certain de-listing events with respect to the Company’s common stock.
Since the 2027 Notes were not convertible as of December 31, 2023, the net carrying amount of the 2027 Notes was classified as a long-term liability.
The following table sets forth the net carrying amounts of the 2027 Notes as of December 31, 2023 and 2022:
As of December 31,
20232022
(in thousands)
Principal$1,150,000 $1,150,000 
Less: debt issuance costs, net of amortization(10,034)(12,609)
Net carrying amount$1,139,966 $1,137,391 
The total estimated fair value of the 2027 Notes was $0.8 billion and $0.7 billion as of December 31, 2023 and 2022, respectively. The fair value was determined based on the closing trading price per $100 of the 2027 Notes as of the last day of trading for the period.
The following table sets forth interest expense recognized and effective interest rate represented related to the 2027 Notes:
For the Year Ended December 31,
202320222021
(in thousands)
Amortization of debt issuance costs$2,575 $2,569 $2,564 
Total interest expense recognized$2,575 $2,569 $2,564 
Effective interest rate0.2 %0.2 %0.2 %
Note Hedges
To minimize the impact of potential economic dilution upon conversion of the 2027 Notes, the Company entered into convertible note hedge transactions, or the 2027 Note Hedges, with respect to its common stock concurrent with the issuance of the Notes. The 2027 Note Hedges cover, subject to customary adjustments, the number of shares of common stock initially underlying the Notes. The strike price of the 2027 Note Hedges will initially be approximately $182.60 per share, which represents a premium of 75% over the last reported sale price of the Company’s common stock of $104.34 per share on November 16, 2020, and is subject to certain adjustments under the terms of the 2027 Note Hedges.
The 2027 Note Hedges will expire upon maturity of the 2027 Notes. The 2027 Note Hedges are separate transactions and are not part of the terms of the 2027 Notes. Holders of the 2027 Notes will not have any rights with respect to the 2027 Note Hedges. The shares receivable related to the 2027 Note Hedges are excluded from the calculation of diluted earnings per share as they are anti-dilutive.
As these transactions meet certain accounting criteria, the 2027 Note Hedges are recorded in stockholders’ equity and are not accounted for as derivatives. The Company paid an aggregate amount of $90.0 million for the 2027 Note Hedges, which has been recorded as a reduction to additional paid-in capital and will not be remeasured.
v3.24.0.1
Leases
 12 Months Ended
Dec. 31, 2023
Leases [Abstract]  
Leases Leases
The Company has entered into various operating lease agreements for office space, data center, lab and warehouse use, with remaining terms ranging from 0.75 to 9.5 years, some of which include one or more options to renew. As leases approach maturity, the Company considers various factors such as market conditions and the terms of any renewal options that may exist to determine whether it will renew the lease, as such, the Company does not include renewal options in its lease terms for calculating its lease liability, as the renewal options allow it to maintain operational flexibility and the Company is not reasonably certain it will exercise these renewal options at the time of the lease commencement. In July 2020, the Company entered into two lease agreements for additional office space in Palo Alto, California, or the Palo Alto Lease, and in San Diego, California, or the San Diego Lease, and took possession of these facilities in March 2021. The San Diego Lease has a term of 8 years, and the Palo Alto Lease has a term of 12 years with an option to renew the lease term for an additional 10 years which has not been considered in the determination of ROU asset or lease liability as the Company does not consider it reasonably certain of exercising the renewal option. Both leases consist of fixed and variable payments and are being accounted for as operating leases. The Company estimated the incremental borrowing rate to determine the present value of lease payments for the San Diego and Palo Alto leases using trading data of the Company's convertible debt adjusted for credit rating and market yield curves.
Operating lease expense for the years ended December 31, 2023, 2022 and 2021, was $29.7 million, $28.6 million and $24.7 million, respectively, which includes both lease and non-lease components (primarily common area maintenance charges and property taxes).
As of December 31,
20232022
Weighted-average remaining lease term (in years)
8.39.1
Weighted-average discount rate
3.87 %3.93 %
The following table summarizes the Company's future principal contractual obligations for operating lease commitments as of December 31, 2023:
Year Ending December 31,
(in thousands)
2024$35,460 
202533,237 
202628,166 
202724,479 
202823,321 
2029 and thereafter
101,835 
Total operating lease payments$246,498 
Less: imputed interest(32,700)
Total operating lease liabilities$213,798 
Finance leases are not material to the Company's consolidated financial statements.
v3.24.0.1
Commitments and Contingencies
 12 Months Ended
Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
Indemnification Agreements
The Company has entered into indemnification agreements with certain directors and officers that require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. To date, no such matters have arisen and the Company does not believe that the outcome of any claims under indemnification arrangements will have a material adverse effect on its financial positions, results of operations or cash flows. Accordingly, the Company has not recorded a liability related to such indemnifications as of December 31, 2023.
Legal Proceedings
In addition to commitments and obligations incurred in the ordinary course of business, from time to time the Company may be subject to a variety of claims and legal proceedings, including claims from customers and vendors, pending and potential legal actions for damages, governmental investigations and other matters. For example, the Company has received, and may in the future continue to receive letters, claims or complaints from others alleging false advertising, patent infringement, violation of employment practices and trademark infringement. The Company has also instituted, and may in the future institute, additional legal proceedings to enforce its rights and seek remedies, such as monetary damages, injunctive relief and declaratory relief. The Company cannot predict the results of any such disputes, and despite the potential outcomes, the existence thereof may have an adverse material impact on the Company because of diversion of management time and attention as well as the financial costs related to resolving such disputes.
The Company and its affiliates are parties to the legal claims and proceedings described below. The Company is vigorously defending itself against those claims and in those proceedings. Significant developments in those matters are described below. If the Company is unsuccessful in defending, or if it determines to settle, any of these matters, it may be required to pay substantial sums, be subject to injunction and/or be forced to change how it operates its business, which could have a material adverse impact on its financial position or results of operations.
Unless otherwise stated, the Company is unable to reasonably estimate the loss or a range of possible loss for the matters described below. Often, it is not reasonably possible for the Company to determine that a loss is probable for a claim, or to reasonably estimate the amount of loss or a range of loss, because of the limited information available and the potential effects of future events and decisions by third parties, such as courts and regulators, that will determine the ultimate resolution of the claim. Many of the matters described are at preliminary stages, raise novel theories of liability or seek an indeterminate amount of damages. It is not uncommon for claims to be resolved over a number of years. The Company reviews loss contingencies at least quarterly to determine whether the loss probability has changed and whether it can make a reasonable estimate of the possible loss or range of loss. When the Company determines that a loss from a claim is probable and reasonably estimable, it records a liability in the amount of its estimate for the ultimate loss. The Company also provides disclosure when it is reasonably possible that a loss may be incurred or when it is reasonably possible that the amount of a loss will exceed its recorded liability.
Intellectual Property Disputes
In August 2021, TwinStrand Biosciences, Inc., or TwinStrand Biosciences, and the University of Washington filed a patent infringement suit in the United States District Court for the District of Delaware alleging that the Company infringes U.S. Patent Nos. 10,287,631; 10,689,699; 10,752,951; and 10,760,127. The Company answered the complaint in October 2021, denying TwinStrand Biosciences’ allegations and asserted counterclaims of invalidity, unenforceability due to inequitable conduct and infringement of four of the Company’s patents. Discovery in the case has concluded. In October 2023, the District Court dismissed with prejudice TwinStrand’s infringement claims related to U.S. Patent Nos. 10,689,699 and 10,752,951.
On November 14, 2023, a jury verdict was entered in favor of TwinStrand Biosciences and the University of Washington and against the Company. The jury found that the Company willfully infringed U.S. Patent Nos. 10,287,631 and 10,760,127, and awarded TwinStrand Biosciences and the University of Washington $83.4 million in damages, representing a 6% royalty on past sales. As a result, the Company recorded a liability of $83.4 million in the fourth quarter of 2023, which is reflected as a charge to other operating expense on its consolidated statements of operations, and as a component of other long-term liabilities on its consolidated balance sheets. Post-trial motions by both parties are due on March 4, 2024, where the Company will file motions to overturn the jury’s verdict, seek a new trial, and/or amend the judgment. TwinStrand BioSciences has indicated to the District Court that it will seek treble damages based on the jury’s finding of willful infringement, pre- and post-judgment interest, and a go-forward running royalty. A hearing date has not yet been set on the post-trial motions. The Company strongly disagrees with the jury verdict and will vigorously contest the verdict and judgment through post-trial motions in the District Court, and if needed, through appeal to the U.S. Court of Appeals for the Federal Circuit.
On August 1, 2023, the Company publicly announced that it entered into a Collaboration and Settlement Agreement, or the Collaboration Agreement, with Illumina, Inc., or Illumina. Under the terms of the Collaboration Agreement, the parties have agreed to extend their long-standing commercial relationship by agreeing to collaborate on the sharing of specimen samples in order to advance cancer research, and by entering into a new long-term purchase and supply commitment. Furthermore, the parties agreed to dismiss with prejudice the March 2022 lawsuit filed by Illumina in the U.S. District Court for the District of Delaware, Illumina, Inc. v. Guardant Health, Inc. et al, Case No. 1:22-cv-00334-GBW-CJB, including any allegations related to the subject intellectual property.
False Advertising Dispute
In May 2021, the Company also filed a lawsuit against Natera, Inc., or Natera, in the United States District Court for the Northern District of California, wherein the Company alleged that Natera is misleading healthcare providers about the performance of the Company’s new oncology test, Guardant Reveal, by suggesting the test is inaccurate and/or insensitive, and inferior to Natera’s Signatera assay. The Company is seeking an injunction to prevent Natera from continuing to make false and misleading statements and to require Natera to take corrective actions. Natera has asserted counterclaims of false and misleading statements, false advertising, unlawful trade practices and unfair competition. The Company moved to dismiss Natera’s counterclaims, and in January 2022, the court granted in part and denied in part the Company's motion to dismiss. The Company and Natera have both moved for summary judgment on various claims, with the court granting in part non-dispositive motions brought by each party. Trial is scheduled to commence in March 2024.
Civil Investigative Demand
In January 2022, the Company received a Civil Investigative Demand, or CID, from the United States Attorney for the Northern District of California in connection with an investigation under the False Claims Act. The CID requests information and documents regarding billing of government-funded programs for the Company’s panel of genetic tests known as Guardant360. The Company is fully cooperating with the investigation. At this time, the Company is unable to predict the outcome of this investigation.
v3.24.0.1
Common Stock
 12 Months Ended
Dec. 31, 2023
Equity [Abstract]  
Common Stock Common Stock
The Company’s common stockholders are entitled to dividends if and when declared by the Company’s Board of Directors, or the Board of Directors. As of December 31, 2023 and 2022, no dividends on the Company’s common stock had been declared by the Board of Directors.
The Company’s common stock has been reserved for the following potential future issuances:
As of December 31,
20232022
Shares underlying outstanding stock options
4,012,903 3,402,574
Shares underlying unvested restricted stock units4,346,785 3,687,888
Shares underlying unvested market-based restricted stock units2,260,764 2,260,764
Shares underlying unvested performance-based restricted stock units412,490 341,713
Shares available for issuance under the 2018 Incentive Award Plan
7,053,406 5,438,296
Shares available for issuance under the 2018 Employee Stock Purchase Plan1,679,635 1,118,311
Shares available for issuance under the 2023 Employment Inducement Incentive Award Plan4,949,988 — 
Total 24,715,97116,249,546
Equity Offering
In May 2023, the Company completed a follow-on underwritten public offering, in which it issued and sold 14,375,000 shares of its common stock at a price of $28.00 per share, and received net proceeds of $381.4 million after deducting underwriting discounts and commissions and other offering costs of $21.1 million. In December 2023, the Company completed a registered direct offering with an investment management firm, in which it issued and sold 3,387,446 shares of its common stock at a price of $26.77 per share, and received net proceeds of $90.6 million.
v3.24.0.1
Stock-Based Compensation
 12 Months Ended
Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation
2012 Stock Plan and 2018 Incentive Award Plan
In June 2012 and September 2018, the Company’s Board of Directors adopted and its stockholders approved the Company’s 2012 Stock Plan (as amended and restated), or the 2012 Plan, and the Company’s 2018 Incentive Award Plan, or the 2018 Plan, respectively, under which the Company may grant cash and equity incentive awards to its employees and non-employees. Upon effectiveness of the 2018 Plan in connection with the IPO in October 2018, the 2012 Plan was terminated and 508,847 shares reserved under the 2012 Plan were forfeited. Any outstanding awards granted under the 2012 Plan remain outstanding, subject to the terms of the 2012 Plan and applicable award agreement, and further cancellation of awards granted under the 2012 Plan are not available for grant in the future. No further grants will be made under the 2012 Plan. The number of shares of common stock available for issuance under the 2018 Plan may be increased on January 1 of each calendar year beginning in 2019 and ending in 2028 by an amount equal to the least of (i) 3,689,000 shares, (ii) four percent of the shares of common stock outstanding (on an as-converted basis) on the final day of the immediately preceding calendar year, assuming the conversion of any shares of preferred stock, but excluding shares issuable upon the exercise or payment of stock options, warrants or other equity securities with respect to which shares have not actually been issued, and (iii) such smaller number of shares as determined by the Company’s Board of Directors.
2023 Employment Inducement Incentive Award Plan
In August 2023, the Company’s Board of Directors adopted the 2023 Employment Inducement Incentive Award Plan, or the 2023 Plan, under which the Company may exclusively grant awards to its new employees as an inducement material to the employee’s entry into employment with the Company. The 2023 Plan was approved by the Company's Board of Directors without stockholder approval in accordance with Rule 5635(c)(4) of the Nasdaq Listing Rules.
Stock Option Activity
A summary of the Company’s stock option activity under the 2012 Plan, the 2018 Plan and the 2023 Plan, and related information is as follows:
Options Outstanding
Shares
Available for Grant 		Shares Subject to Options OutstandingWeighted-Average Exercise Price Weighted-Average Remaining Contractual Life (Years)Aggregate Intrinsic Value
(in thousands)
Balance as of January 1, 2021
1,819,223 3,101,181 $15.80 6.9$350,670 
2018 Plan annual increase(1)
3,689,000 — 
Granted(345,774)345,774 119.82 
Exercised— (693,074)11.19 
Canceled65,523 (128,907)47.51 
Restricted stock units granted(873,916)— 
Restricted stock units canceled
315,988 — 
Market-based restricted stock units canceled558,254 — 
Performance-based restricted stock units granted(52,917)— 
Performance-based restricted stock units canceled56,243 — 
Balance as of December 31, 2021
5,231,624 2,624,974 29.17 6.5193,014 
2018 Plan annual increase(1)
3,689,000 — 
Granted(1,051,466)1,051,466 44.86 
Granted in connection with the Joint Venture Acquisition(15,128)15,128 4.90 
Exercised— (228,311)6.29 
Canceled56,391 (60,683)90.84 
Restricted stock units granted(2,995,533)— 
Restricted stock units canceled
490,525 — 
Performance-based restricted stock units granted(26,935)— 
Performance-based restricted stock units canceled59,818 — 
Balance as of December 31, 2022
5,438,296 3,402,574 34.34 6.839,749 
2018 Plan annual increase(1)
3,689,000 — 
Shares authorized under the 2023 Plan5,000,000 — 
Granted(1,000,760)1,000,760 30.80 
Exercised— (51,124)7.93 
Canceled338,570 (339,307)58.45 
Restricted stock units granted(2,436,947)— 
Restricted stock units canceled
1,049,447 — 
Performance-based restricted stock units granted(126,041)— 
Performance-based restricted stock units canceled51,829 — 
Balance as of December 31, 2023
12,003,394 4,012,903 $31.76 6.6$39,115 
Vested and Exercisable as of December 31, 2023
2,401,061 $25.39 4.9$37,730 
(1)Effective as of January 1, 2021, 2022 and 2023, an additional 3,689,000 shares of common stock became available for issuance under the 2018 Plan, as a result of the operation of the automatic annual increase provision therein.
Aggregate intrinsic value represents the difference between the estimated fair value of the underlying common stock and the exercise price of outstanding, in-the-money options. The total intrinsic value of the options exercised was $1.0 million, $12.2 million and $83.5 million for the years ended December 31, 2023, 2022 and 2021, respectively.
The weighted-average grant date fair value of options granted was $19.90, $28.61 and $70.25 per share for the years ended December 31, 2023, 2022 and 2021, respectively.
Future stock-based compensation for unvested options as of December 31, 2023 was $39.8 million, which is expected to be recognized over a weighted-average period of 2.4 years.
Restricted Stock Units
A summary of the Company’s restricted stock unit activity excluding the performance-based and market-based restricted stock units under the 2012 Plan, the 2018 Plan and the 2023 Plan, and related information is as follows:
Restricted Stock Units OutstandingWeighted-Average Grant Date Fair Value
Balance as of January 1, 2021
1,118,655 $92.89 
Granted873,916 123.36 
Vested and released(178,030)92.14 
Canceled(315,988)97.79 
Balance as of December 31, 2021
1,498,553 109.72 
Granted2,902,21745.04 
Granted in connection with the Joint Venture Acquisition93,31638.24 
Vested and released(315,673)96.36 
Canceled(490,525)90.52 
Balance as of December 31, 2022
3,687,88860.70 
Granted2,436,94726.62 
Vested and released(728,603)60.07 
Canceled(1,049,447)56.85 
Balance as of December 31, 2023
4,346,785$42.63 
Future stock-based compensation for unvested restricted stock units as of December 31, 2023 was $151.9 million, which is expected to be recognized over a weighted-average period of 2.4 years.
Performance-based Restricted Stock Units
Since November 2020, the Compensation Committee of the Board of Directors started to approve, and the Company started to grant performance-based restricted stock units, or PSUs, to its employees and non-employees. The PSUs granted to employees consist of financial and/or operational metrics to be met over a performance period of approximately 0.3 to 4 years and an additional service period requirement of up to 2 years after the performance metrics are met. The PSUs granted to a consultant consistent of operational metrics to be met over a performance period of 4 years. The PSUs are expected to be expensed over a period of approximately 0.3 to 4.5 years subject to meeting the respective performance metrics and service requirements.
In November 2020, and as part of these PSU programs, the Company granted PSUs consisting of a performance period of 4 years combined with an additional service period requirement of six months should the vesting criteria be met. As of December 31, 2023, these PSUs had a grant-date fair value of approximately $25.7 million, net of forfeitures, however no compensation expense for these PSUs has been recorded to-date since the achievement of the performance metrics did not meet the criteria for accrual as of December 31, 2023.
A summary of the Company’s performance-based restricted stock unit activity under the 2018 Plan and related information is as follows:
Performance-based Restricted Stock Units OutstandingWeighted-Average Grant Date Fair Value
Balance as of January 1, 2021
377,922 $113.40 
Granted52,917 135.94 
Canceled(56,243)113.40 
Balance as of December 31, 2021
374,596 116.58 
Granted26,935 37.50 
Canceled(59,818)114.94 
Balance as of December 31, 2022
341,713 110.64 
Granted126,041 32.84 
Vested and released(3,435)32.86 
Canceled(51,829)80.91 
Balance as of December 31, 2023
412,490$91.25 
Stock-based compensation recorded for the PSUs for the years ended December 31, 2023, 2022 and 2021 was $2.6 million, $1.3 million and $1.3 million, respectively. Future stock-based compensation for unvested PSUs that are probable to vest as of December 31, 2023 was $5.3 million, which is expected to be recognized over a weighted-average period of 1.8 years.
Market-based Restricted Stock Units
In May 2020, the Board of Directors approved and granted 1,695,574 market-based restricted stock units, or MSUs, under the 2018 Plan to each of the Company's Co-Chief Executive Officers, which is subject to the achievement of market-based share price goals established by the Board of Directors. The MSUs consist of three separate tranches and the vesting of each tranche is subject to the Company's common stock closing price being maintained at or above a predetermined share price goal for a period of 30 consecutive calendar days. The share price goal can be met any time during the seven-year performance period from the date of grant. Upon vesting, the MSUs must be held for a period of six to twelve months depending on the time of vesting within the seven-year performance period. The vesting of the MSUs can also be triggered upon a change in control event and achievement of a certain change in control price goal, or when there is a qualifying termination or in the event of death or disability. Any MSUs that remain unvested at the end of the seven-year performance period will automatically be forfeited and terminated without further consideration. The following table presents additional information relating to each MSU award:
TranchePrice GoalNumber of RSUs
Tranche 1
$120 per share
565,192
Tranche 2
$150 per share
565,191
Tranche 3
$200 per share
565,191
The grant date fair values of the MSUs were determined using a Monte Carlo valuation model for each tranche. The related stock-based compensation expense for each tranche was recognized based on an accelerated attribution method over the estimated derived service period. The derived service period was the median duration of the successful stock price paths to meet the price goal for each tranche as simulated in the Monte Carlo valuation model. The Monte Carlo valuation model used assumptions such as volatility, risk-free interest rate, cost of equity and dividend estimated for the performance period of the MSU. The weighted-average grant date fair value of the MSUs was $67.00 per share and the weighted-average derived service period was estimated to be in the range of 0.83 – 2.07 years.
On January 1, 2021, Tranche 1 of the MSUs became vested because it had met both service requirement and market-based performance metrics as the predetermined share price goal of $120 per share was achieved for a period of 30 consecutive calendar days. No MSUs were granted, vested or canceled during the years ended December 31, 2023, and 2022. A summary of the Company’s market-based restricted stock unit activity under the 2018 Plan and related information is as follows:
Market-based Restricted Stock Units OutstandingWeighted-Average Grant Date Fair Value
Balance as of January 1, 2021
3,391,148 $67.00 
Vested and released(572,130)70.58 
Canceled (1)
(558,254)70.58 
Balance as of December 31, 2021
2,260,764 65.20 
Balance as of December 31, 2022
2,260,764 65.20 
Balance as of December 31, 2023
2,260,764 $65.20 
(1)Represented shares withheld by the Company for the holders' tax obligation upon release of vested MSUs.
The MSUs were fully expensed as of June 30, 2022. Stock-based compensation for the MSUs for the years ended December 31, 2022 and 2021 was $16.1 million and $99.2 million, respectively, which was recorded in general and administrative expenses on the accompanying consolidated statement of operations.
AMEA 2020 Equity Incentive Plan
In August 2020, the board of directors of the Joint Venture approved its 2020 Equity Incentive Plan, or the AMEA 2020 Plan, under which the Joint Venture may grant equity incentive awards to its employees and non-employees.
In June 2022, in connection with the Joint Venture Acquisition, the Company issued a tender offer to purchase the Joint Venture's Class B common stock issued and issuable upon exercise of vested Joint Venture's stock options, at a price of $4.44 per share determined pursuant to an independent valuation. In July 2022, the Company settled the tender offer with the 39 grantees for a total amount of $13.7 million. In addition, in connection with the Joint Venture Acquisition, the unvested Joint Venture's stock options were cancelled and such grantees received replacement awards covering a number of shares of the Company's common stock. The replacement awards, valued at $4.1 million, are subject to the same vesting schedule that applied to the unvested Joint Venture's stock option immediately prior to the close of the Joint Venture Acquisition transaction, to be recognized over a weighted-average period of 2.2 years. The Company accounted for this as a modification which resulted in an immaterial incremental stock-based compensation expense. After the settlement of the tender offer in July 2022, the Company cancelled the AMEA 2020 Plan.
A summary of the Joint Venture's stock option activity under the AMEA 2020 Plan and related information is as follows:
Options Outstanding
Shares
Available for Grant 		Shares Subject to Options OutstandingWeighted-Average Exercise Price Weighted-Average Remaining Contractual Life (Years)Aggregate Intrinsic Value
(in thousands)
Balance as of January 1, 2021
542,2204,053,335$0.58 9.6$— 
Granted(826,667)826,6670.58 
Exercised—(602,408)0.58 
Canceled625,375(625,375)0.58 
Balance as of December 31, 2021
340,9283,652,2190.58 8.8— 
Exercised—(2,051,645)0.58 
Canceled82,407(82,407)0.58 
Canceled in connection with the Joint Venture Acquisition(423,335)(1,518,167)0.58 
Balance as of December 31, 2022
——$— 0.0$— 
No stock options were granted under the AMEA 2020 Plan for the year ended December 31, 2022. The weighted-average grant date fair value of options granted under the AMEA 2020 Plan was $0.33 per share for the year ended December 31, 2021.
Stock‑Based Compensation Expense
The following table presents the effect of employee and non‑employee related stock‑based compensation expense including the Joint Venture:
Year Ended December 31,
202320222021
(in thousands)
Cost of precision oncology testing
$4,614 $5,498 $3,468 
Cost of development services and other1,851 — — 
Research and development expense
34,682 26,630 18,907 
Sales and marketing expense
24,764 25,442 15,479 
General and administrative expense
24,848 37,115 113,595 
Total stock-based compensation expense
$90,759 $94,685 $151,449 
Valuation of Stock Options
The grant date fair value of stock options was estimated using a Black-Scholes option-pricing model with the following weighted-average assumptions including the Joint Venture:
Year Ended December 31,
202320222021
Expected term (in years)
5.50 – 6.10
5.50 – 6.10
5.49 – 6.06
Expected volatility
69.3% – 70.5%
63.3% – 67.6%
63.6% – 66.7%
Risk-free interest rate
3.4% – 4.5%
1.9% – 4.4%
0.3% – 1.3%
Expected dividend yield
0%
0%
0%
The determination of the fair value of stock options on the date of grant using a Black-Scholes option-pricing model is affected by the estimated fair value of common stock of the Company and the Joint Venture, as well as assumptions regarding a number of variables that are complex, subjective and generally require significant judgment to determine. The valuation assumptions were determined as follows:
Fair Value of Common Stock
The fair value of the Company’s common stock is determined by the closing price, on the date of grant, of its common stock, which is traded on the Nasdaq Global Select Market.
The grant date fair value of the Joint Venture's common stock was determined by the board of directors of the Joint Venture, using valuation methodologies which utilize certain assumptions including probability weighting of events, volatility, time to liquidation, a risk-free interest rate and an assumption for a discount for lack of marketability. The methodologies used to estimate the enterprise value of the Joint Venture were performed using methodologies, approaches, and assumptions consistent with the American Institute of Certified Public Accountants Accounting and Valuation Guide, Valuation of Privately-Held-Company Equity Securities Issued as Compensation.
Expected Term
The expected term represents the period that the options granted 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) as the Company has concluded that its stock option exercise history does not provide a reasonable basis upon which to estimate expected term.
Expected Volatility
Prior to the commencement of trading of the Company’s common stock on the Nasdaq Global Select Market on October 4, 2018 in connection with its IPO, there was no active trading market for the Company’s common stock. Due to limited historical data for the trading of the Company’s common stock, expected volatility is estimated based on the average volatility for comparable publicly traded peer group companies in the same industry plus the Company's expected volatility for the available periods. The comparable companies are chosen based on their similar size, stage in the life cycle or area of specialty.
The Joint Venture derived the expected volatility from the average historical volatility over a period approximately equal to the expected term of comparable publicly traded companies within its peer group that were deemed to be representative of future stock price trends as the Joint Venture did not have any trading history for its common stock.
Risk-Free Interest Rate
The risk-free interest rate is based on the U.S. Treasury rate, with maturities similar to the expected term of the stock options.
Expected Dividend Yield
The Company does not anticipate paying any dividends in the foreseeable future and, therefore, uses an expected dividend yield of zero.
The Joint Venture did not anticipate paying any dividends, therefore used an expected dividend yield of zero.
2018 Employee Stock Purchase Plan
In September 2018, the Company’s Board of Directors adopted and its stockholders approved the 2018 Employee Stock Purchase Plan, or the ESPP. A total of 922,250 shares of common stock were initially reserved for issuance under the ESPP. On the first day of each calendar year beginning on January 1, 2019 and ending on and including January 1, 2028, the number of shares of common stock available for issuance under the ESPP may be increased by the least of (i) 1,106,700 shares, (ii) 1% of the shares outstanding (on an as-converted basis) on the last day of the immediately preceding calendar year, assuming the conversion of any shares of preferred stock, but excluding shares issuable upon the exercise or payment of stock options, warrants or other equity securities with respect to which shares have not actually been issued, and (iii) such smaller number of shares as determined by the Company’s Board of Directors. Effective as of January 1, 2020 and March 2, 2023, an additional 942,614 and 1,026,194 shares of common stock became available for issuance under the ESPP.
Subject to any plan limitations, the ESPP allows eligible employees to contribute, normally through payroll deductions, up to 10% of their earnings for the purchase of the Company’s common stock at a discounted price per share. The price at which common stock is purchased under the ESPP is equal to 85% of the fair market value of the Company’s common stock on the first or last day of the offering period, whichever is lower. The ESPP provides for separate six-month offering periods beginning on May 15 and November 15 of each year.
Shares of common stock purchased under the ESPP were 464,870, 307,953 and 110,227, for the years ended December 31, 2023, 2022 and 2021, respectively. The total compensation expense related to the ESPP was $5.1 million, $4.6 million and $3.5 million, for the years ended December 31, 2023, 2022 and 2021, respectively.
The grant date fair value of the stock purchase right granted under the ESPP was estimated on the first day of each offering period using the Black-Scholes option pricing model. The following assumptions used in the valuation were substantially consistent with the assumptions used to value stock options with the exception of the expected term which was based on the term of each purchase period:
Year Ended December 31,
202320222021
Expected term (in years)
0.50
0.50
0.50
Expected volatility
51.5% – 76.6%
81.8% – 92.0%
46.5% – 50.8%
Risk-free interest rate
5.2% – 5.4%
1.5% – 4.5%
0% – 0.1%
Expected dividend yield
0%
0%
0%
As of December 31, 2023, the unrecognized stock-based compensation expense related to the ESPP was $2.1 million, which is expected to be recognized over the remaining term of the offering period of 0.4 years.
v3.24.0.1
Net Loss Per Share Attributable to Guardant Health, Inc. Common Stockholders
 12 Months Ended
Dec. 31, 2023
Earnings Per Share [Abstract]  
Net Loss Per Share Attributable to Guardant Health, Inc. Common Stockholders Net Loss Per Share Attributable to Guardant Health, Inc. Common Stockholders
The following table sets forth the computation of the basic and diluted net loss per share attributable to Guardant Health, Inc. common stockholders:
Year Ended December 31,
202320222021
(in thousands, except per share data)
Net loss$(479,449)$(654,588)$(384,770)
Adjustment of redeemable noncontrolling interest
— — (20,900)
Net loss attributable to Guardant Health, Inc. common stockholders, basic and diluted
$(479,449)$(654,588)$(405,670)
Net loss per share attributable to Guardant Health, Inc. common stockholders, basic and diluted
$(4.28)$(6.41)$(4.00)
Weighted-average shares used in computing net loss per share attributable to Guardant Health, Inc. common stockholders, basic and diluted
111,988 102,178 101,314 
Since the Company was in a loss position for all periods presented, basic net loss per share attributable to Guardant Health, Inc. common stockholders is the same as diluted net loss per share attributable to Guardant Health, Inc. common stockholders, as the inclusion of all potential shares of common stock outstanding would have been anti-dilutive. The following weighted-average common stock equivalents were excluded from the calculation of diluted net loss per share attributable to Guardant Health, Inc. common stockholders for the periods presented as they had an anti-dilutive effect:
Year Ended December 31,
202320222021
(in thousands)
Stock options issued and outstanding3,566 2,799 2,715 
Restricted stock units3,474 2,342 1,208 
MSUs2,261 2,261 2,357 
PSUs389 354 397 
ESPP obligation176 105 45 
Common stock subject to repurchase— — 7 
Convertible senior notes8,225 8,225 8,225 
Total18,091 16,086 14,954 
v3.24.0.1
Income Taxes
 12 Months Ended
Dec. 31, 2023
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
The components of (loss) income before provision for income taxes are as follows:
Year Ended December 31,
202320222021
(in thousands)
United States$(481,405)$(659,757)$(384,976)
Foreign2,641 6,308 506 
Total$(478,764)$(653,449)$(384,470)
The components of the provision for income taxes are as follows:
Year Ended December 31,
202320222021
(in thousands)
Current:
State$35$127$4 
Foreign1,1911,248118 
Total current tax expense
$1,226$1,375$122 
Deferred:
Federal $—$18$108 
State—320 
Foreign(541)(257)50 
Total deferred tax expense
$(541)$(236)$178 
Total provision for income taxes
$685$1,139$300 
Deferred income taxes reflect the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and deferred tax liabilities are as follows:
As of December 31,
20232022
(in thousands)
Deferred tax assets:
Net operating losses carryforwards
$344,314 $294,757 
Capitalized research and development costs122,162 89,084 
Property, equipment and intangible assets12,161 7,422 
Accruals and reserves
40,172 12,917 
Research and development credits
62,533 49,865 
Stock-based compensation
18,278 16,507 
Lease liabilities
54,564 59,757 
Other
73 4,378 
Total deferred tax assets
$654,257 $534,687 
Deferred tax liabilities:
Right-of-use asset$(40,213)$(44,825)
Equity security investments(9,044)— 
Other(206)(316)
Total deferred tax liabilities
$(49,463)$(45,141)
Less: valuation allowance(603,747)(489,040)
Net deferred tax assets$1,047 $506 
    
The following table presents a reconciliation of the income tax expense computed at the statutory federal rate and the Company’s income tax expense for the periods presented:
Year Ended December 31,
202320222021
(in thousands)
Taxes at the statutory federal rate$(100,553)$(137,276)$(80,739)
Capitalized research and expenditures true-up8,212 — — 
Stock-based compensation8,077 7,905 1,354 
Research and development credits(14,549)(15,738)(14,956)
Change in valuation allowance114,707 175,916 106,227 
State taxes, net of federal benefits
(19,117)(28,522)(14,998)
Other
3,908 (1,146)3,412 
Total provision for income taxes
$685 $1,139 $300 
The Company’s actual tax expense differed from the statutory federal income tax expense using a tax rate of 21% for the years ended December 31, 2023, 2022 and 2021, primarily due to the change in valuation allowance, state income taxes net of federal benefits, withholding taxes, research and development tax credits, stock-based compensation expenses, and capitalized research and expenditures true-up.
As of December 31, 2023 and 2022, the Company had net operating loss carryforwards of $1.4 billion and $1.2 billion for federal purposes, and $1.0 billion and $0.9 billion for state and local purposes, respectively, which may be subject to limitations as described below. If not utilized, these carryforwards will begin to expire in 2031 for federal purposes, and 2024 for state and local purposes. Federal net operating losses incurred in 2018 and in future years may be carried forward indefinitely, but the deductibility of such federal net operating losses is limited. Some but not all states conform to the federal treatment of net operating losses.
As of December 31, 2023, the Company had federal and state research and development tax credit carryforwards of $41.9 million, net of reserve of $22.6 million, and $26.1 million, net of reserve of $14.0 million, respectively. As of December 31, 2022, the Company had federal and state research and development tax credit carryforwards of $32.7 million and $21.8 million, respectively. The federal research and development tax credit carryforwards will expire at various dates beginning in the year 2032. The Company’s state research and development tax credit carryforwards do not expire.
Utilization of the net operating loss, or NOL, carryforwards and credits may be subject to a substantial annual limitation due to the ownership change limitations provided by the Internal Revenue Code of 1986, as amended, and similar state provisions. The annual limitation may result in the expiration of NOL carryforwards and credits before utilization. Current laws impose substantial restrictions on the utilization of NOL carryforwards and credits in the event of an “ownership change” within a three-year period as defined by the Internal Revenue Code Section 382, or Section 382. If there should be an ownership change, the Company’s ability to utilize its NOL carryforwards and credits could be limited. The Company has not performed a Section 382 analysis.
Realization of the future tax benefits is dependent on the Company’s ability to generate sufficient taxable income within the carryforward period. Due to the Company’s history of U.S. operating losses, the Company believes that the recognition of the deferred tax assets arising from the above-mentioned future tax benefits is currently not more likely than not to be realized and, accordingly, have provided a full valuation allowance against net U.S. deferred tax assets. The net change in total valuation allowance was an increase of $114.7 million, an increase of $175.9 million and an increase of $188.7 million for the years ended December 31, 2023, 2022 and 2021, respectively.
The Company considers the earnings of certain non-U.S. subsidiaries to be indefinitely reinvested outside the United States on the basis of estimates that future domestic cash generation will be sufficient to meet future domestic cash needs and our specific plans for reinvestment of those subsidiary earnings. The Company has not recorded a provision for deferred U.S. federal and state income tax expense and foreign withholding taxes on approximately $4.7 million of undistributed earnings of foreign subsidiaries indefinitely reinvested outside the United States. If the foreign earnings are repatriated, the income tax provision would be adjusted in the period the earnings are determined to be no longer indefinitely reinvested outside the United States.
The Company has made an accounting policy election to treat Global Intangible Low-Taxed Income, or GILTI, taxes as a current period expense rather than including these amounts in the measurement of deferred taxes.
Uncertain Tax Positions
The Company records unrecognized tax benefits, where appropriate, for all uncertain income tax positions. The Company recorded unrecognized tax benefits for uncertain tax positions of $36.9 million and $29.6 million as of December 31, 2023 and 2022, respectively, which, if recognized, would not affect the effective income tax rate due to the valuation allowance that currently offsets the deferred tax assets.
A reconciliation of the beginning and ending balance of total unrecognized tax benefits is as follows:
Year Ended December 31,
202320222021
(in thousands)
Unrecognized tax benefits - Beginning of period$29,634 $20,100 $11,269 
Increases related to current year’s tax positions8,465 9,233 8,223 
(Decreases) increases related to prior years’ tax positions(1,153)301 608 
Unrecognized tax benefits - End of period$36,946 $29,634 $20,100 
The Company’s policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. During the years ended December 31, 2023, 2022 and 2021, the Company recognized no interest and penalties associated with unrecognized tax benefits. There are no tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly increase or decrease within twelve months of the reporting date.
Due to the net operating loss carryforwards, all years remain open for income tax examination by tax authorities in the United States, various states and foreign tax jurisdictions in which the Company files tax returns.
v3.24.0.1
Employee Benefit Plan
 12 Months Ended
Dec. 31, 2023
Retirement Benefits [Abstract]  
Employee Benefit Plan Employee Benefit Plan
The Company sponsors a defined contribution plan (or a 401(k) plan), and pursuant to its terms, eligible employees can elect to contribute to the 401(k) plan, subject to certain limitations, up to the lesser of the statutory maximum or 100% of eligible compensation on a pre-tax basis. For the years ended December 31, 2023, 2022 and 2021, the Company contributed $7.1 million, $6.7 million and $4.5 million, respectively, to match employee contributions as permitted by the plan. The Company pays the administrative costs for the plan.
v3.24.0.1
Segment and Geographic Information
 12 Months Ended
Dec. 31, 2023
Segment Reporting [Abstract]  
Segment and Geographic Information Segment and Geographic Information
The Company operates as one operating segment. The Company's chief operating decision makers are its Co-Chief Executive Officers, who review financial information presented on a consolidated basis for the purposes of making operating decisions, assessing financial performance and allocating resources.
The following table sets forth the Company’s revenue by geographic areas based on the customers’ locations:
Year Ended December 31,
202320222021
(in thousands)
United States $526,524 $420,618 $352,561 
International37,424 28,920 21,092 
Total revenue
$563,948 $449,538 $373,653 
As of December 31, 2023 and 2022, 98% and 99%, respectively, of the Company’s long-lived assets and right-of-use assets are located in the United States.
v3.24.0.1
Related Party Transactions
 12 Months Ended
Dec. 31, 2023
Related Party Transactions [Abstract]  
Related Party Transactions Related Party Transactions
As discussed in Note 3, Joint Venture, in May 2018, the Company and an affiliate of SoftBank formed and capitalized the Joint Venture to accelerate commercialization of its products in Asia, the Middle East and Africa. Prior to the completion of the Joint Venture Acquisition in June 2022, the Company had consolidated the financial position, results of operations and cash flows of the Joint Venture in its financial statements and all intercompany balances had been eliminated in consolidation.
v3.24.0.1
Pay vs Performance Disclosure - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Pay vs Performance Disclosure      
Net loss $ (479,449) $ (654,588) $ (384,770)
v3.24.0.1
Insider Trading Arrangements
 3 Months Ended
Dec. 31, 2023
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.24.0.1
Summary of Significant Accounting Policies (Policies)
 12 Months Ended
Dec. 31, 2023
Accounting Policies [Abstract]  
Basis of Presentation and Consolidation
Basis of Presentation and Consolidation
The Company’s consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, or GAAP, and in conjunction with the rules and regulations of the Securities and Exchange Commission, or the SEC. The accompanying consolidated financial statements include the accounts of Guardant Health, Inc., its consolidated Joint Venture (see Note 3, Joint Venture), and its wholly owned subsidiaries. Other stockholders’ interests in the Joint Venture were shown in the consolidated financial statements as noncontrolling interest liability before the Joint Venture Acquisition was completed in June 2022. All intercompany balances and transactions have been eliminated in consolidation. Certain reclassifications of prior period amounts were made to conform with the current period presentation.
The Company believes that its existing cash and cash equivalents and marketable debt securities as of December 31, 2023 will be sufficient to allow the Company to fund its current operating plan through at least a period of one year after the date the accompanying consolidated financial statements are issued. As the Company continues to incur losses, its transition to profitability is dependent upon a level of revenues adequate to support the Company’s cost structure. If the Company’s transition to profitability is not consistent with its current operating plan, the Company may have to seek additional capital.
Use of Estimates
Use of Estimates
The preparation of consolidated financial statements in conformity with GAAP requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and the related disclosures at the date of the consolidated financial statements, as well as the reported amounts of revenues and expenses during the periods presented. The Company bases its estimates on historical experience and other market-specific or other relevant assumptions that it believes to be reasonable under the circumstances. Estimates are used in several areas including, but not limited to, estimation of variable consideration, estimation of credit losses, standalone selling price allocation included in contracts with multiple performance obligations, goodwill and identifiable intangible assets, stock-based compensation, incremental borrowing rate for operating leases, contingencies, certain inputs into the provision for income taxes, including related reserves, valuation of non-marketable securities, among others. These estimates generally involve complex issues and require judgments, involve the analysis of historical results and prediction of future trends, can require extended periods of time to resolve and are subject to change from period to period. Actual results may differ materially from management’s estimates.
Segment Information
Segment Information
The Company operates as one operating and reportable segment. The Company's chief operating decision makers are its Co-Chief Executive Officers, who review financial information presented on a consolidated basis for the purposes of making operating decisions, assessing financial performance and allocating resources.
Cash and Cash Equivalents and Restricted Cash
Cash and Cash Equivalents and Restricted Cash
Cash equivalents consist of highly liquid investments with original maturities at the time of purchase of three months or less. Cash equivalents include bank demand deposits and money market accounts that invest primarily in U.S. government-backed securities and treasuries. Cash equivalents are carried at cost, which approximates their fair value.
Restricted cash consists of payroll withholding related to the Company's enrollment in certain voluntary disability insurance plan.
Marketable Debt Securities
Marketable Debt Securities
Marketable debt securities consist primarily of high-grade U.S. government and agency securities and corporate bonds. Marketable debt securities with original maturities at the time of purchase between three and twelve months from balance sheet dates are classified as short-term marketable debt securities and those with maturities over twelve months from balance sheet dates are classified as long-term marketable debt securities. The Company classifies all marketable debt securities as available-for-sale, which are recorded at fair value. Unrealized gains and losses are included in accumulated other comprehensive gain (loss) in stockholders’ equity. Any premium or discount arising at purchase is amortized or accreted to interest income or expense.
The Company periodically evaluates its available-for-sale marketable debt securities for impairment. When the fair value of a marketable debt security is below its amortized cost, the amortized cost is reduced to its fair value if it is more likely than not that the Company is required to sell the impaired security before recovery of its amortized cost basis, or the Company has the intention to sell the security. If neither of these conditions are met, the Company determines whether the impairment is due to credit losses by comparing the present value of the expected cash flows of the security with its amortized cost basis. The amount of impairment recognized is limited to the excess of the amortized cost over the fair value of the security. An allowance for credit losses for the excess of amortized cost over the expected cash flows is recorded in other income (expense), net on the consolidated statements of operations. Impairment losses that are not credit-related are included in accumulated other comprehensive gain (loss) in stockholders’ equity.
Non Marketable Securities
Non-Marketable Securities
The Company acquires certain equity investments in private companies to promote business and strategic objectives. The Company's investments in non-marketable equity securities do not give the Company the ability to control or exercise significant influence over the investees. One of the investees is concluded to be a variable interest entity, or VIE, but the Company is deemed not to be the primary beneficiary as the Company does not have the power to direct the activities that most significantly impact the VIE’s economic performance. The Company's non-marketable equity and other related investments totaled $8.6 million and $25.0 million as of December 31, 2023, and 2022, respectively, and are included in other assets, net on the accompanying consolidated balance sheets.
Non-marketable securities are recorded at cost, subject to periodic impairment reviews and adjustments for observable price changes from orderly transactions. The Company's evaluation of impairment of such non-marketable securities is based on adverse changes in market conditions and the regulatory or economic environment, qualitative and quantitative analysis of the operating performance and financial condition of the investee; changes in operating structure or management of the investee; and additional funding requirements of the investee. As a result of the evaluation, the Company recorded an impairment of $22.1 million for the year ended December 31, 2023 for one of its non-marketable equity security investments, included in other income (expense), net on the accompanying consolidated statements of operations. In addition, in connection with the investment in non-marketable securities purchased by the Company, the Company acquired rights to purchase the investee at a pre-determined price subject to additional adjustments based on the performance of the investee, on or before December 31, 2022. In September 2022, the Company decided not to exercise such rights to purchase the investee and recorded an impairment of $5.3 million for the year ended December 31, 2022, included in other income (expense), net on the accompanying consolidated statements of operations.
Pursuant to another investment in non-marketable securities purchased by the Company, the Company acquired rights to purchase the investee at a pre-determined price subject to additional adjustments based on the performance of the Company, on or before October 1, 2023, and acquired rights to obtain the exclusive license of the investee's certain technologies. In June 2023, the Company decided not to exercise such rights and recorded an impairment of $7.0 million for the year ended December 31, 2023, included in other income (expense), net on the accompanying consolidated statements of operations.
No other impairment or downward adjustments to the carrying value of the Company's non-marketable securities have been otherwise recorded.
Concentration of Risk
Concentration of Risk
The Company is subject to credit risk from its portfolio of cash equivalents held at one commercial bank and investments in marketable debt securities. The Company limits its exposure to credit losses by investing in money market funds through a U.S. bank with high credit ratings. The Company’s cash may consist of deposits held with banks that may at times exceed federally insured limits, however, its exposure to credit risk in the event of default by the financial institution is limited to the extent of amounts recorded on the consolidated balance sheets. The Company performs evaluations of the relative credit standing of these financial institutions to limit the amount of credit exposure.
The Company also invests in investment‑grade debt instruments and has policy limits for the amount it can invest in any one type of security, except for securities issued or guaranteed by the U.S. government. The goals of the Company’s investment policy, in order of priority, are as follows: safety and preservation of principal and diversification of risk; liquidity of investments sufficient to meet cash flow requirements; and a competitive after‑tax rate of return. Under its investment policy, the Company limits amounts invested in such securities by credit rating, maturity, investment type and issuer, as a result, the Company is not exposed to any significant concentrations of credit risk from these financial instruments.
The Company is subject to credit risk from its accounts receivable. The majority of the Company’s accounts receivable arises from the provision of precision oncology services and development services and other, primarily with biopharmaceutical companies and international laboratory partners, all of which have high credit ratings. The Company has not experienced any material losses related to receivables from individual customers, or groups of customers. The Company does not require collateral. Accounts receivable are recorded net of allowance for credit losses, if any.The Company is also subject to credit risk from its other receivables and other assets.
Accounts Receivable, Net
Accounts Receivable, Net
Accounts receivable represent valid claims against commercial and governmental payers, biopharmaceutical companies, research institutes, international laboratory partners and distributors, including unbilled receivables, and royalty payments due from third parties for licensing the Company’s technologies. Unbilled receivables include balances due from biopharmaceutical customers related to development services and other revenues that are recognized upon the achievement of performance-based milestones but prior to the achievement of contractual billing rights. As of December 31, 2023 and 2022, the Company had unbilled receivables of $4.9 million and $5.4 million, respectively.
The Company evaluates the collectability of its accounts receivable based on historical collection trends, the financial condition of payment partners, and external market factors and provides for an allowance for potential credit losses based on management’s best estimate of the amount of probable credit losses. The Company recorded immaterial credit losses related to its accounts receivable for the years ended December 31, 2023, 2022 and 2021.
Inventory, Net
Inventory, Net
Inventories are stated at the lower of cost or net realizable value on a first-in, first-out basis. Inventory consisted entirely of supplies, which are consumed when providing tests, and therefore the Company does not maintain any finished goods inventory.
In order to assess the ultimate realization of inventories, the Company is required to make judgments as to future demand requirements compared to current or committed inventory levels. The Company periodically reviews its inventories for excess or obsolescence and writes down obsolete or otherwise unmarketable inventory to its estimated net realizable value. If the actual net realizable value is less than that estimated by the Company, or if it is determined that inventory utilization will further diminish based on estimates of demand, additional inventory write-downs may be required. Amounts written-down due to unmarketable inventory are recorded in cost of precision oncology testing and cost of development services and other, as appropriate.
Property and Equipment, Net
Property and Equipment, Net
Property and equipment are recorded at cost. Depreciation is computed over estimated useful lives of the related assets using the straight-line method. Leasehold improvements are amortized using the straight-line method over the estimated useful lives of the assets or the remaining term of the lease, whichever is shorter. The Company periodically reviews the depreciable lives assigned to property and equipment placed in service and changes the estimates of useful lives, if necessary. Maintenance and repairs that do not improve or extend the lives of the respective assets are expensed as incurred.
Goodwill and Intangible Assets, net
Goodwill and Intangible Assets, net
Intangible assets related to in-process research and development costs, or IPR&D, acquired in a business combination are considered to be indefinite-lived until the completion or abandonment of the associated research and development efforts. If and when development is complete, the associated assets would be deemed finite-lived and would then be amortized based on their respective estimated useful lives at that point in time. Prior to completion of the research and development efforts, the assets are considered indefinite-lived. During this period, the assets will not be amortized but will be tested for impairment on an annual basis and between annual tests if the Company becomes aware of any events occurring or changes in circumstances that would indicate a reduction in the fair value of the IPR&D projects below their respective carrying amounts. In connection with the launch of Shield LDT in May 2022, the Company's IPR&D of $1.6 million was reclassified as an intangible asset with a useful life of 2 years.
Goodwill represents the excess of the purchase price over the fair value of net identifiable assets and liabilities. Goodwill is not amortized but is tested for impairment at least annually during the fourth fiscal quarter, or if circumstances indicate its value may no longer be recoverable. The Company continues to operate in one segment, which is considered to be the sole reporting unit and, therefore, goodwill is tested for impairment at the enterprise level. As of December 31, 2023, there has been no impairment of goodwill.
Intangible assets are carried at cost, net of accumulated amortization. The Company does not have intangible assets with indefinite useful lives other than goodwill. Amortization is recorded on a straight-line basis over the intangible asset's useful life, which is approximately 2—12 years.
Impairment for Long-Lived Assets
Impairment for Long-Lived Assets
The Company evaluates its long-lived assets, including property and equipment, finite-lived intangible assets, and right-of-use assets, for impairment whenever events or changes in business circumstances indicate that the carrying amount of the asset may not be fully recoverable. An impairment loss would be recognized when estimated undiscounted future cash flows expected to result from the use of the asset and its eventual disposition are less than its carrying amount. Impairment, if any, is measured as the amount by which the carrying amount of a long-lived asset exceeds its fair value.
Post-acquisition Contingent Consideration
Post-acquisition Contingent Consideration
Post-acquisition contingent consideration is recognized over the service period, subject to meeting the respective service requirements and performance metrics.
Leases
Leases
The Company determines if an arrangement contains a lease at inception. Operating lease right-of-use, or ROU, assets and operating leases liabilities are recognized based on the present value of the future minimum lease payments over the lease term at the commencement date. ROU assets also include any initial direct costs incurred and any lease payments made at or before the lease commencement date, less lease incentives received or receivable. The Company uses its incremental borrowing rate based on the information available at the commencement date in determining the lease liabilities, as the Company's leases generally do not provide an implicit rate. Lease terms may include options to extend or terminate when the Company is reasonably certain the option will be exercised. Lease expense is recognized on a straight-line basis over the lease term. The Company also has lease arrangements with lease and non-lease components. The Company elected the practical expedient not to separate non-lease components from lease components for the Company’s facility leases. The Company also elected to apply the short-term lease measurement and recognition exemption in which ROU assets and lease liabilities are not recognized for leases with terms of 12 months or less.
Convertible Senior Notes
Convertible Senior Notes
Upon adoption of ASU 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity on January 1, 2021, the Company reclassified the carrying amount of the equity component of the cash conversion feature including the allocated debt issuance costs from additional paid-in capital to convertible senior notes, net. Convertible senior notes are accounted for as a liability and measured at their amortized cost. Transaction costs related to the issuance of the notes are netted with the liability and are amortized to interest expense over the term of the notes, using an effective interest rate method.
Revenue Recognition
Revenue Recognition
The Company derives revenue from the provision of precision oncology testing services, as well as from development services and other. Precision oncology testing revenue includes amount derived from the delivery of the Company's precision oncology tests, including those tests delivered by labs operated by our strategic partners. Development services include companion diagnostic development and regulatory approval, clinical study setup, monitoring and maintenance, testing development and support, GuardantConnect and GuardantINFORM. Other revenue includes amounts derived from licensing the Company's technologies, and kit fulfillment. The Company currently receives payments from third-party commercial and governmental payers, certain hospitals and oncology centers and individual patients, as well as biopharmaceutical companies, research institutes, international laboratory partners and distributors.
Revenues are recognized when control of services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. FASB ASC Topic 606, Revenue from Contracts with Customers, provides for a five-step model that includes identifying the contract with a customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction price to the performance obligations, and recognizing revenue when, or as, an entity satisfies a performance obligation.
Precision oncology testing
The Company recognizes revenue from the sale of its precision oncology tests for clinical customers, including certain hospitals, cancer centers, other institutions and patients, at the time results of the test are reported to physicians. Most precision oncology tests requested by clinical customers are sold without a written agreement; however, the Company determines an implied contract exists with its clinical customers. The Company identifies each sale of its test to a clinical customer as a single performance obligation. With the exception of certain limited contracted arrangements with insurance carriers and other institutions where the transaction price is fixed, a stated contract price does not exist and the transaction price for each implied contract with clinical customers represents variable consideration. The Company estimates the variable consideration under the portfolio approach and considers the historical reimbursement data from third-party commercial and governmental payers and patients, as well as known or anticipated reimbursement trends not reflected in the historical data. The Company monitors the estimated amount to be collected in the portfolio at each reporting period based on actual cash collections in order to assess whether a revision to the estimate is required. Both the estimate and any subsequent revision contain uncertainty and require the use of significant judgment in the estimation of the variable consideration and application of the constraint for such variable consideration. The Company analyzes its actual cash collections over the expected reimbursement period and compares it with the estimated variable consideration for each portfolio and any difference is recognized as an adjustment to estimated revenue after the expected reimbursement period, subject to assessment of the risk of future revenue reversal.
Revenue from sales of precision oncology tests to biopharmaceutical customers are based on a negotiated price per test or on the basis of an agreement to provide certain testing volume over a defined period. The Company identifies its promise to transfer a series of distinct tests to biopharmaceutical customers as a single performance obligation. Precision oncology tests to biopharmaceutical customers are generally billed at a fixed price for each test performed. For agreements involving testing volume to be satisfied over a defined period, revenue is recognized over time based on the number of tests performed as the performance obligation is satisfied over time. Results of the Company’s precision oncology services are delivered electronically, and as such there are no shipping or handling fees incurred by the Company or billed to customers.
Development services and other
The Company performs development services for its biopharmaceutical customers utilizing its precision oncology information platform. Development services typically represent a single performance obligation as the Company performs a significant integration service, such as analytical validation and regulatory submissions. The individual promises are not separately identifiable from other promises in the contracts and, therefore, are not distinct. However, under certain contracts, a biopharmaceutical customer may engage the Company for multiple distinct development services which are both capable of being distinct and separately identifiable from other promises in the contracts and, therefore, distinct performance obligations.
The Company collaborates with biopharmaceutical companies in the development of new drugs. As part of these collaborations, the Company provides services related to regulatory filings to support companion diagnostic device submissions for the Company’s testing panels. Under these collaborations, the Company generates revenue from achievement of milestones, as well as provision of on-going support. For the companion diagnostic development and regulatory approval services performed, the Company is compensated through a combination of an upfront fee and performance-based, non-refundable regulatory and other developmental milestone payments. The transaction price of these contracts typically represents variable consideration. Application of the constraint for variable consideration to milestone payments is an area that requires significant judgment. The Company evaluates factors such as the scientific, clinical, regulatory, commercial, and other risks that must be managed to achieve the respective milestone and the level of effort and investment required to achieve the respective milestone. In making this assessment, the Company considers its historical experience with similar milestones, the degree of complexity and uncertainty associated with each milestone, and whether achievement of the milestone is dependent on parties other than the Company. The constraint for variable consideration is applied such that it is probable a significant reversal of revenue will not occur when the uncertainty associated with the contingency is resolved. Application of the constraint for variable consideration is assessed and updated at each reporting period as a revision to the estimated transaction price.
The Company recognizes companion diagnostic development and regulatory approval services revenue over the period in which biopharmaceutical research and development services are provided. Specifically, the Company recognizes revenue using an input method to measure progress, utilizing costs incurred to-date relative to total expected costs as its measure of progress. The Company assesses the changes to the total expected cost estimates as well as any incremental fees negotiated resulting from changes to the scope of the original contract in determining the revenue recognition at each reporting period. For development of new products or services under these arrangements, costs incurred before technological feasibility is reached are included as research and development expenses in the Company’s consolidated statements of operations, while costs incurred thereafter are recorded as cost of development services and other.
The Company also recognizes revenue from other development services, in addition to companion diagnostic development and regulatory approval services noted above, such as clinical study setup, monitoring and maintenance, testing development and support, GuardantConnect and GuardantINFORM. These revenues are generally recognized over time based on an input method to measure progress in the period when the associated services have been performed.
In addition, the Company licenses its digital sequencing technologies to its domestic customers and international laboratory partners. For the licensed technology, the Company is compensated through royalty-based payments, non-refundable upfront payments, guaranteed minimum payments, and/or sample milestone payments. Depending on the nature of the technology licensing arrangements, and considering factors including but not limited to enforceable right to payment and payment terms, and if an asset with alternative use is created, these revenues are recognized in the period when royalty-bearing sales occur, when the technology transfer is complete or over the technology transfer period. Other revenue also includes kit fulfillment, which is recognized when such products are delivered.
Contracts with multiple performance obligations
Contracts with biopharmaceutical customers and international laboratory partners may include multiple distinct performance obligations, such as provision of precision oncology testing, the above-mentioned development services, and digital sequencing technology licensing, among others. The Company evaluates the terms and conditions included within its contracts with biopharmaceutical customers and international laboratory partners to ensure appropriate revenue recognition, including whether services are considered distinct performance obligations that should be accounted for separately versus together. The Company first identifies material promises, in contrast to immaterial promises or administrative tasks, under the contract, and then evaluates whether these promises are both capable of being distinct and distinct within the context of the contract. In assessing whether a promised service is capable of being distinct, the Company considers whether the customer could benefit from the service either on its own or together with other resources that are readily available to the customer, including factors such as the research, development, and commercialization capabilities of a third party as well as the availability of the associated expertise in the general marketplace. In assessing whether a promised service is distinct within the context of the contract, the Company considers whether it provides a significant integration of the services, whether the services significantly modify or customize one another, or whether the services are highly interdependent or interrelated.
For contracts with multiple performance obligations, the transaction price is allocated to the separate performance obligations on a relative standalone selling price basis. The Company determines standalone selling price by considering the historical selling price of these performance obligations in similar transactions as well as other factors, including, but not limited to, the price that customers in the market would be willing to pay, competitive pricing of other vendors, industry publications and current pricing practices, and expected costs of satisfying each performance obligation plus appropriate margin; or by using the residual approach if standalone selling price is not observable, by reference to the total transaction price less the sum of the observable standalone selling prices of other performance obligations promised in the contract.
Deferred revenue
Deferred revenue, which is a contract liability, consists primarily of payments received in advance of revenue recognition from contracts with customers. For example, development services and other contracts with biopharmaceutical customers often contain upfront payments which results in the recording of deferred revenue to the extent cash is received prior to the Company’s performance of the related services. Contract liabilities are relieved as the Company performs its obligations under the contract and revenue is consequently recognized. As of December 31, 2023 and 2022, the Company's deferred revenue balance was $22.9 million and $21.2 million, respectively, of which $5.0 million and $3.8 million was considered long-term and recorded within other long-term liabilities on the accompanying consolidated balance sheets. Revenue recognized in the year ended December 31, 2023 that was included in the deferred revenue balance as of December 31, 2022 was $13.9 million, and revenue recognized in the year ended December 31, 2022 that was included in the deferred revenue balance as of December 31, 2021 was $7.6 million, respectively.
Transaction price allocated to the remaining performance obligations
Transaction price allocated to remaining performance obligations represents contracted revenue that has not yet been recognized, which includes deferred revenue and non-cancelable amounts that will be invoiced and recognized as revenues in future periods. The Company expects to recognize substantially all of the remaining transaction price in the next 1-2 years.
Costs of Precision Oncology Testing
Costs of Precision Oncology Testing
Cost of precision oncology testing generally consists of cost of materials, cost of labor, including bonus, benefit and stock-based compensation, equipment and infrastructure expenses associated with processing test samples (including sample accessioning, library preparation, sequencing, and quality control analyses), freight, curation of test results for physicians, phlebotomy, and license fees due to third parties. Infrastructure expenses include depreciation of laboratory equipment, lease costs, amortization of leasehold improvements, and information technology costs. Costs associated with performing the Company’s tests are recorded as the tests are performed regardless of whether revenue was recognized with respect to that test.
Cost of Development Services and Other
Cost of Development Services and Other
Cost of development services and other primarily includes costs incurred for the performance of development services requested by the Company’s biopharmaceutical customers, and costs associated with the Company's partnership agreements and delivery of screening tests. For development of new products, costs incurred before technological feasibility has been achieved are reported as research and development expenses, while costs incurred thereafter are reported as cost of development services and other.
Research and Development Expenses
Research and Development Expenses
Research and development expenses consist of costs incurred to develop technology and include salaries and benefits including stock-based compensation, reagents and supplies used in research and development laboratory work, infrastructure expenses, including facility occupancy and information technology costs, contract services, other outside costs and costs to develop the Company's technology capabilities. Research and development expenses also include costs related to activities performed under contracts with biopharmaceutical companies before technological feasibility has been achieved. Research and development costs are expensed as incurred. Payments made prior to the receipt of goods or services to be used in research and development are deferred and recognized as expense in the period in which the related goods are received or services are rendered. Costs to develop technology capabilities are recorded as research and development expenses unless they meet the criteria to be capitalized as internal-use software costs.
Advertising
Advertising
The Company expenses advertising costs as incurred.
Stock-Based Compensation
Stock‑Based Compensation
Stock‑based compensation related to stock options granted to the Company’s and the Joint Venture's employees, directors and nonemployees is measured at the grant date based on the fair value of the award. The fair value is recognized as expense over the requisite service period, which is generally the vesting period of the respective awards. Compensation expense for stock options with performance metrics is calculated based upon expected achievement of the metrics specified in the grant.
The Company uses the Black‑Scholes option‑pricing model to estimate the fair value of stock options granted under the 2012 Stock Plan (as amended and restated), or the 2012 Plan, the 2018 Incentive Award Plan, or the 2018 Plan, the former Joint Venture's 2020 Equity Incentive Plan (see Note 11, Stock-Based Compensation), and the 2023 Employment Inducement Incentive Award Plan, or the 2023 Plan, and stock purchase rights granted under the 2018 Employee Stock Purchase Plan. The Black-Scholes option-pricing model requires assumptions to be made related to the expected term of an award, expected volatility, risk-free rate and expected dividend yield. The board of directors of the Joint Venture determined the fair value of common stock of the Joint Venture.
The Company measures the grant date fair value of its service-based and performance-based restricted stock units issued to employees and non-employees based on the closing market price of the common stock on the date of grant. For restricted stock units with only service-based vesting conditions, compensation expense is recognized in the Company’s consolidated statement of operations on a straight-line basis over the requisite service period. Compensation expense for restricted stock units with performance metrics, or PSUs, is calculated based upon expected achievement of the metrics specified in the grant, and is recognized in the Company’s consolidated statement of operations using an accelerated attribution model over the requisite service period for each separately vesting portion of the award. No stock-based compensation expense is recorded for PSUs, unless it is determined to be probable that the related performance metrics will be met. Any PSUs that remain unvested at the end of the performance period will be forfeited. Forfeitures are accounted for as they occur.
For market-based restricted stock units, or MSU, the Company derived the requisite service period using the Monte Carlo simulation model and the related compensation expense was recognized over the derived service period using an accelerated attribution model commencing on the grant date. Stock-based compensation expense was recorded regardless of whether the market conditions were achieved or not. The MSUs were fully expensed as of June 30, 2022.
Income Taxes
Income Taxes
Income taxes are recorded using an asset and liability approach. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. Tax benefits are recognized when it is more likely than not that a tax position will be sustained during an audit. Deferred tax assets are reduced by a valuation allowance if current evidence indicates that it is considered more likely than not that these benefits will not be realized.
The Company’s tax positions are subject to income tax audits. The Company recognizes the tax benefit of an uncertain tax position only if it is more likely than not that the position is sustainable upon examination by the taxing authority, based on the technical merits. The tax benefit recognized is measured as the largest amount of benefit which is more likely than not to be realized upon settlement with the taxing authority. The Company recognizes interest accrued and penalties related to unrecognized tax benefits in its tax provision. The Company evaluates uncertain tax positions on a regular basis. The evaluations are based on a number of factors, including changes in facts and circumstances, changes in tax law, correspondence with tax authorities during the course of the audit, and effective settlement of audit issues. The provision for income taxes includes the effects of any accruals that the Company believes are appropriate, as well as the related net interest and penalties.
Net Loss Per Share Attributable to Common Stockholders
Net Loss Per Share Attributable to Common Stockholders
The Company calculates basic net loss per share attributable to common stockholders by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding for the period. The diluted net loss per share attributable to common stockholders is computed by giving effect to all potential dilutive common stock equivalents outstanding for the period determined using the treasury stock method or the as-if converted method, as appropriate. For purposes of this calculation, stock options, restricted stock units, shares issuable pursuant to the employee stock purchase plan, shares subject to repurchase from early exercised options and contingently issuable shares under the convertible senior notes are considered common stock equivalents but have been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is anti-dilutive.
Accounting Pronouncements Not Yet Adopted
New Accounting Pronouncements Not Yet Adopted
In November 2023, the Financial Accounting Standards Board, or FASB, issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires an enhanced disclosure of significant segment expenses on an annual and interim basis. This guidance will be effective for the annual reporting periods beginning the year ended December 31, 2024, and for interim reporting periods beginning January 1, 2025, with early adoption permitted, and should be applied retrospectively. The Company is currently evaluating the impact of this guidance on its consolidated financial statements.
In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which amended existing income tax disclosure guidance, primarily requiring more detailed disclosures on the effective tax rate reconciliation and income taxes paid. This guidance will be effective for annual reporting periods beginning the year ended December 31, 2025, with early adoption permitted and can be applied on either a prospective or retroactive basis. The Company is currently evaluating the impact of this guidance on its consolidated financial statements.
Fair Value Measurements
Financial instruments consist of cash equivalents, marketable securities, accounts receivable, net, prepaid expenses and other current assets, net, and accounts payable and accrued liabilities. Cash equivalents and marketable securities are stated at fair value. Prepaid expenses and other current assets, net, and accounts payable and accrued liabilities are stated at their carrying value, which approximates fair value due to the short time to the expected receipt or payment date.
Fair value is defined as the exchange price that would be received from sale of an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The identification of market participant assumptions provides a basis for determining what inputs are to be used for pricing each asset or liability. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement.
A fair value hierarchy has been established which gives precedence to fair value measurements calculated using observable inputs over those using unobservable inputs. This hierarchy prioritized the inputs into three broad levels as follows:
Level 1 - Quoted prices in active markets for identical assets or liabilities.
Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
v3.24.0.1
Summary of Significant Accounting Policies (Tables)
 12 Months Ended
Dec. 31, 2023
Accounting Policies [Abstract]  
Schedules of Concentration of Risk, by Risk Factor
A significant customer is any biopharmaceutical customer, clinical testing payer, or international laboratory partner that represents 10% or more of the Company’s total revenue or accounts receivable balance. Revenue attributable to each significant customer, including its affiliated entities, as a percentage of the Company’s total revenue, for the respective period, and accounts receivable balance attributable to each significant customers, including its affiliated entities, as a percentage of the Company’s total accounts receivable balance, at the respective consolidated balance sheet date, are as follows:
RevenueAccounts Receivable, Net
Year Ended December 31,As of December 31,
20232022202120232022
Customer A
***12 %12 %
Customer B
31 %30 %29 %12 %11 %
Customer C
***10 %*
*    less than 10%
Schedule of Contractual Receivables, Allowance For Credit Loss
The following table presents the receivable and the related credit loss amounts:
As of December 31,
20232022
(in thousands)
Prepaid expenses and other current assets:
Gross Amount
$— $— 
Allowance for Credit Losses
— — 
Net Amount
$— $— 
Other assets:
Gross Amount
$3,700 $4,800 
Allowance for Credit Losses
(3,700)(4,800)
Net Amount
$— $— 
The following table summarizes the allowance for credit losses activities for the years ended December 31, 2023, 2022 and 2021:
Year Ended December 31,
202320222021
(in thousands)
Prepaid expenses and other current assets:
Allowance for credit losses—Beginning of period
$— $— $— 
Charged to (reversed from) other income (expense), net
(1,100)(1,100)(1,100)
Reclassification
1,100 1,100 1,100 
Allowance for credit losses—End of period
$— $— $— 
Other assets:
Allowance for credit losses—Beginning of period
$4,800 $5,900 $7,000 
Reclassification
(1,100)(1,100)(1,100)
Allowance for credit losses—End of period
$3,700 $4,800 $5,900 
Schedule of Property, Plant and Equipment
Estimated useful lives for property and equipment are as follows:
Property and EquipmentEstimated Useful Life
Machinery and equipment
5 years
Furniture and fixtures
7 years
Computer hardware and computer software
3 years
Leasehold improvementsLesser of estimated useful life or remaining lease term
Property and equipment, net consist of the following:
As of December 31,
20232022
(in thousands)
Machinery and equipment
$118,117 $95,764 
Leasehold improvements
102,298 99,781 
Computer hardware
34,417 29,744 
Construction in progress
7,508 20,598 
Furniture and fixtures
7,999 8,367 
Computer software
2,065 1,797 
Property and equipment, gross
$272,404 $256,051 
Less: accumulated depreciation
(127,308)(88,131)
Property and equipment, net
$145,096 $167,920 
v3.24.0.1
Consolidated Balance Sheet Components (Tables)
 12 Months Ended
Dec. 31, 2023
Balance Sheet Related Disclosures [Abstract]  
Schedule of Property, Plant and Equipment
Estimated useful lives for property and equipment are as follows:
Property and EquipmentEstimated Useful Life
Machinery and equipment
5 years
Furniture and fixtures
7 years
Computer hardware and computer software
3 years
Leasehold improvementsLesser of estimated useful life or remaining lease term
Property and equipment, net consist of the following:
As of December 31,
20232022
(in thousands)
Machinery and equipment
$118,117 $95,764 
Leasehold improvements
102,298 99,781 
Computer hardware
34,417 29,744 
Construction in progress
7,508 20,598 
Furniture and fixtures
7,999 8,367 
Computer software
2,065 1,797 
Property and equipment, gross
$272,404 $256,051 
Less: accumulated depreciation
(127,308)(88,131)
Property and equipment, net
$145,096 $167,920 
Schedule of Accounts Payable and Accrued Liabilities
Accounts payable and accrued liabilities consist of the following:
As of December 31,
20232022
(in thousands)
Accounts payable$51,741 $68,911 
Accrued compensation72,736 55,788 
Operating lease liabilities
27,950 21,878 
Others
35,525 29,240 
Total accounts payable and accrued liabilities
$187,952 $175,817 
v3.24.0.1
Fair Value Measurements. Cash Equivalents and Marketable Securities (Tables)
 12 Months Ended
Dec. 31, 2023
Fair Value Disclosures [Abstract]  
Schedule of Fair Value Measurements, Recurring and Nonrecurring
The Company’s financial assets and liabilities subject to fair value measurements on a recurring basis and the level of inputs used in such measurements were as follows:
December 31, 2023
Fair ValueLevel 1Level 2Level 3
(in thousands)
Financial Assets:
Money market funds
$1,032,500 $1,032,500 $— $— 
Total cash equivalents
$1,032,500 $1,032,500 $— $— 
U.S. government debt securities
$35,097 $— $35,097 $— 
Total short-term marketable debt securities
$35,097 $— $35,097 $— 
Long-term marketable equity securities$98,002 $98,002 $— $— 
Total
$1,165,599 $1,130,502 $35,097 $— 
Financial Liabilities:
Contingent consideration
$6,540 $— $— $6,540 
Total$6,540 $— $— $6,540 
December 31, 2022
Fair ValueLevel 1Level 2Level 3
(in thousands)
Financial Assets:
Money market funds
$3,104 $3,104 $— $— 
U.S. government debt securities14,987 — 14,987 — 
Total cash equivalents
$18,091 $3,104 $14,987 $— 
U.S. government debt securities
$869,584 $— $869,584 $— 
Total short-term marketable debt securities
$869,584 $— $869,584 $— 
Long-term marketable equity securities
$18,291 $18,291 $— $— 
Total
$905,966 $21,395 $884,571 $— 
Financial Liabilities:
Contingent consideration
$6,430 $— $— $6,430 
Total
$6,430 $— $— $6,430 
Schedule of Level 3 Activity
The following tables summarize the activities for the Level 3 financial instruments for the years ended December 31, 2023, 2022 and 2021:
Contingent Consideration
Year Ended December 31,
202320222021
(in thousands)
Fair value — beginning of period$6,430 $3,625 $1,245 
Increase in fair value 110 4,305 2,380 
Settlement— (1,500)— 
Fair value — end of period$6,540 $6,430 $3,625 
Noncontrolling
Interest Liability
Redeemable Noncontrolling Interest
Year Ended December 31,Year Ended December 31,
202220212021
(in thousands)
Fair value — beginning of period$78,000 $— $57,100 
Increase in fair value 99,785 — 27,244 
Net loss for the period— — (6,344)
Settlement(177,785)— — 
Reclassification of redeemable noncontrolling interest to noncontrolling interest liability— 78,000 (78,000)
Fair value — end of period$— $78,000 $— 
Schedule of Cash Equivalents and Marketable Securities'
The following tables summarize the Company’s cash equivalents and marketable debt securities’ amortized costs, gross unrealized gains, gross unrealized losses and estimated fair values by significant investment category:
December 31, 2023
Amortized CostGross Unrealized GainGross Unrealized LossEstimated Fair Value
(in thousands)
Money market fund
$1,032,500 $— $— $1,032,500 
U.S. government debt securities
35,108 — (11)35,097 
Total
$1,067,608 $— $(11)$1,067,597 
December 31, 2022
Amortized CostGross Unrealized GainGross Unrealized LossEstimated Fair Value
(in thousands)
Money market fund
$3,104 $— $— $3,104 
U.S. government debt securities
901,342 8 (16,779)884,571 
Total
$904,446 $8 $(16,779)$887,675 
Schedule of Debt Securities, Available-for-Sale, Unrealized Loss Position, Fair Value The following table presents the estimated fair values and gross unrealized losses of the Company's marketable debt securities that had been in an unrealized loss position as of December 31, 2022.
December 31, 2022
Less Than 12 Months12 Months or GreaterTotal
Estimated Fair ValueGross Unrealized LossEstimated Fair ValueGross Unrealized LossEstimated Fair ValueGross Unrealized Loss
(in thousands)
U.S. government debt securities
$170,975 $(2,958)$685,754 $(13,821)$856,729 $(16,779)
Total
$170,975 $(2,958)$685,754 $(13,821)$856,729 $(16,779)
v3.24.0.1
Intangible Assets, Net and Goodwill (Tables)
 12 Months Ended
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Finite-Lived Intangible Assets
The following table presents details of purchased intangible assets as of December 31, 2023 and 2022:
December 31, 2023
Gross Carrying AmountAccumulated AmortizationNet Carrying AmountRemaining Weighted-Average Useful Life
(in thousands)(in years)
Intangible assets subject to amortization:
Acquired license$11,886 $(4,686)$7,200 6.8
Non-compete agreements and other covenant rights
5,100 (3,588)1,512 1.9
Acquired technology1,600 (1,333)267 0.3
Total intangible assets subject to amortization
18,586 (9,607)8,979 
Intangible assets not subject to amortization:
Goodwill3,290 — 3,290 
Total purchased intangible assets
$21,876 $(9,607)$12,269 
December 31, 2022
Gross Carrying AmountAccumulated AmortizationNet Carrying AmountRemaining Weighted-Average Useful Life
(in thousands)(in years)
Intangible assets subject to amortization:
Acquired license$11,886 $(3,579)$8,307 7.8
Non-compete agreements and other covenant rights5,100 (2,747)2,353 2.9
Acquired technology1,600 (533)1,067 1.4
Total intangible assets subject to amortization
18,586 (6,859)11,727 
Intangible assets not subject to amortization:
Goodwill3,290 — 3,290 
Total purchased intangible assets
$21,876 $(6,859)$15,017 
Schedule of Indefinite-Lived Intangible Assets
The following table presents details of purchased intangible assets as of December 31, 2023 and 2022:
December 31, 2023
Gross Carrying AmountAccumulated AmortizationNet Carrying AmountRemaining Weighted-Average Useful Life
(in thousands)(in years)
Intangible assets subject to amortization:
Acquired license$11,886 $(4,686)$7,200 6.8
Non-compete agreements and other covenant rights
5,100 (3,588)1,512 1.9
Acquired technology1,600 (1,333)267 0.3
Total intangible assets subject to amortization
18,586 (9,607)8,979 
Intangible assets not subject to amortization:
Goodwill3,290 — 3,290 
Total purchased intangible assets
$21,876 $(9,607)$12,269 
December 31, 2022
Gross Carrying AmountAccumulated AmortizationNet Carrying AmountRemaining Weighted-Average Useful Life
(in thousands)(in years)
Intangible assets subject to amortization:
Acquired license$11,886 $(3,579)$8,307 7.8
Non-compete agreements and other covenant rights5,100 (2,747)2,353 2.9
Acquired technology1,600 (533)1,067 1.4
Total intangible assets subject to amortization
18,586 (6,859)11,727 
Intangible assets not subject to amortization:
Goodwill3,290 — 3,290 
Total purchased intangible assets
$21,876 $(6,859)$15,017 
Schedule of Future Amortization Expense
The following table summarizes estimated future amortization expense of finite-lived intangible assets, net:
Year Ending December 31,
(in thousands)
2024$2,219 
20251,670 
20261,212 
20271,107 
20281,109 
2029 and thereafter
1,662 
Total$8,979 
v3.24.0.1
Debt (Tables)
 12 Months Ended
Dec. 31, 2023
Debt Disclosure [Abstract]  
Schedule of Long-term Debt Instrument Components
The following table sets forth the net carrying amounts of the 2027 Notes as of December 31, 2023 and 2022:
As of December 31,
20232022
(in thousands)
Principal$1,150,000 $1,150,000 
Less: debt issuance costs, net of amortization(10,034)(12,609)
Net carrying amount$1,139,966 $1,137,391 
Schedule of Interest Expense
The following table sets forth interest expense recognized and effective interest rate represented related to the 2027 Notes:
For the Year Ended December 31,
202320222021
(in thousands)
Amortization of debt issuance costs$2,575 $2,569 $2,564 
Total interest expense recognized$2,575 $2,569 $2,564 
Effective interest rate0.2 %0.2 %0.2 %
v3.24.0.1
Leases (Tables)
 12 Months Ended
Dec. 31, 2023
Leases [Abstract]  
Schedule of Lease Information
As of December 31,
20232022
Weighted-average remaining lease term (in years)
8.39.1
Weighted-average discount rate
3.87 %3.93 %
Schedule of Operating Lease Liability Maturities
The following table summarizes the Company's future principal contractual obligations for operating lease commitments as of December 31, 2023:
Year Ending December 31,
(in thousands)
2024$35,460 
202533,237 
202628,166 
202724,479 
202823,321 
2029 and thereafter
101,835 
Total operating lease payments$246,498 
Less: imputed interest(32,700)
Total operating lease liabilities$213,798 
v3.24.0.1
Common Stock (Tables)
 12 Months Ended
Dec. 31, 2023
Equity [Abstract]  
Schedule of Common Stock Reserved for Future Issuance
The Company’s common stock has been reserved for the following potential future issuances:
As of December 31,
20232022
Shares underlying outstanding stock options
4,012,903 3,402,574
Shares underlying unvested restricted stock units4,346,785 3,687,888
Shares underlying unvested market-based restricted stock units2,260,764 2,260,764
Shares underlying unvested performance-based restricted stock units412,490 341,713
Shares available for issuance under the 2018 Incentive Award Plan
7,053,406 5,438,296
Shares available for issuance under the 2018 Employee Stock Purchase Plan1,679,635 1,118,311
Shares available for issuance under the 2023 Employment Inducement Incentive Award Plan4,949,988 — 
Total 24,715,97116,249,546
v3.24.0.1
Stock-Based Compensation (Tables)
 12 Months Ended
Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Schedule of Stock Option Activity
A summary of the Company’s stock option activity under the 2012 Plan, the 2018 Plan and the 2023 Plan, and related information is as follows:
Options Outstanding
Shares
Available for Grant 		Shares Subject to Options OutstandingWeighted-Average Exercise Price Weighted-Average Remaining Contractual Life (Years)Aggregate Intrinsic Value
(in thousands)
Balance as of January 1, 2021
1,819,223 3,101,181 $15.80 6.9$350,670 
2018 Plan annual increase(1)
3,689,000 — 
Granted(345,774)345,774 119.82 
Exercised— (693,074)11.19 
Canceled65,523 (128,907)47.51 
Restricted stock units granted(873,916)— 
Restricted stock units canceled
315,988 — 
Market-based restricted stock units canceled558,254 — 
Performance-based restricted stock units granted(52,917)— 
Performance-based restricted stock units canceled56,243 — 
Balance as of December 31, 2021
5,231,624 2,624,974 29.17 6.5193,014 
2018 Plan annual increase(1)
3,689,000 — 
Granted(1,051,466)1,051,466 44.86 
Granted in connection with the Joint Venture Acquisition(15,128)15,128 4.90 
Exercised— (228,311)6.29 
Canceled56,391 (60,683)90.84 
Restricted stock units granted(2,995,533)— 
Restricted stock units canceled
490,525 — 
Performance-based restricted stock units granted(26,935)— 
Performance-based restricted stock units canceled59,818 — 
Balance as of December 31, 2022
5,438,296 3,402,574 34.34 6.839,749 
2018 Plan annual increase(1)
3,689,000 — 
Shares authorized under the 2023 Plan5,000,000 — 
Granted(1,000,760)1,000,760 30.80 
Exercised— (51,124)7.93 
Canceled338,570 (339,307)58.45 
Restricted stock units granted(2,436,947)— 
Restricted stock units canceled
1,049,447 — 
Performance-based restricted stock units granted(126,041)— 
Performance-based restricted stock units canceled51,829 — 
Balance as of December 31, 2023
12,003,394 4,012,903 $31.76 6.6$39,115 
Vested and Exercisable as of December 31, 2023
2,401,061 $25.39 4.9$37,730 
(1)Effective as of January 1, 2021, 2022 and 2023, an additional 3,689,000 shares of common stock became available for issuance under the 2018 Plan, as a result of the operation of the automatic annual increase provision therein.
A summary of the Joint Venture's stock option activity under the AMEA 2020 Plan and related information is as follows:
Options Outstanding
Shares
Available for Grant 		Shares Subject to Options OutstandingWeighted-Average Exercise Price Weighted-Average Remaining Contractual Life (Years)Aggregate Intrinsic Value
(in thousands)
Balance as of January 1, 2021
542,2204,053,335$0.58 9.6$— 
Granted(826,667)826,6670.58 
Exercised—(602,408)0.58 
Canceled625,375(625,375)0.58 
Balance as of December 31, 2021
340,9283,652,2190.58 8.8— 
Exercised—(2,051,645)0.58 
Canceled82,407(82,407)0.58 
Canceled in connection with the Joint Venture Acquisition(423,335)(1,518,167)0.58 
Balance as of December 31, 2022
——$— 0.0$— 
Schedule of Restricted Stock Unit Activity
A summary of the Company’s restricted stock unit activity excluding the performance-based and market-based restricted stock units under the 2012 Plan, the 2018 Plan and the 2023 Plan, and related information is as follows:
Restricted Stock Units OutstandingWeighted-Average Grant Date Fair Value
Balance as of January 1, 2021
1,118,655 $92.89 
Granted873,916 123.36 
Vested and released(178,030)92.14 
Canceled(315,988)97.79 
Balance as of December 31, 2021
1,498,553 109.72 
Granted2,902,21745.04 
Granted in connection with the Joint Venture Acquisition93,31638.24 
Vested and released(315,673)96.36 
Canceled(490,525)90.52 
Balance as of December 31, 2022
3,687,88860.70 
Granted2,436,94726.62 
Vested and released(728,603)60.07 
Canceled(1,049,447)56.85 
Balance as of December 31, 2023
4,346,785$42.63 
A summary of the Company’s performance-based restricted stock unit activity under the 2018 Plan and related information is as follows:
Performance-based Restricted Stock Units OutstandingWeighted-Average Grant Date Fair Value
Balance as of January 1, 2021
377,922 $113.40 
Granted52,917 135.94 
Canceled(56,243)113.40 
Balance as of December 31, 2021
374,596 116.58 
Granted26,935 37.50 
Canceled(59,818)114.94 
Balance as of December 31, 2022
341,713 110.64 
Granted126,041 32.84 
Vested and released(3,435)32.86 
Canceled(51,829)80.91 
Balance as of December 31, 2023
412,490$91.25 
A summary of the Company’s market-based restricted stock unit activity under the 2018 Plan and related information is as follows:
Market-based Restricted Stock Units OutstandingWeighted-Average Grant Date Fair Value
Balance as of January 1, 2021
3,391,148 $67.00 
Vested and released(572,130)70.58 
Canceled (1)
(558,254)70.58 
Balance as of December 31, 2021
2,260,764 65.20 
Balance as of December 31, 2022
2,260,764 65.20 
Balance as of December 31, 2023
2,260,764 $65.20 
(1)Represented shares withheld by the Company for the holders' tax obligation upon release of vested MSUs.
Schedule of Performance-based Restricted Stock Unites Vesting Conditions The following table presents additional information relating to each MSU award:
TranchePrice GoalNumber of RSUs
Tranche 1
$120 per share
565,192
Tranche 2
$150 per share
565,191
Tranche 3
$200 per share
565,191
Schedule of Stock Based Compensation Expense
The following table presents the effect of employee and non‑employee related stock‑based compensation expense including the Joint Venture:
Year Ended December 31,
202320222021
(in thousands)
Cost of precision oncology testing
$4,614 $5,498 $3,468 
Cost of development services and other1,851 — — 
Research and development expense
34,682 26,630 18,907 
Sales and marketing expense
24,764 25,442 15,479 
General and administrative expense
24,848 37,115 113,595 
Total stock-based compensation expense
$90,759 $94,685 $151,449 
Schedule of Stock Options Valuation Assumptions
The grant date fair value of stock options was estimated using a Black-Scholes option-pricing model with the following weighted-average assumptions including the Joint Venture:
Year Ended December 31,
202320222021
Expected term (in years)
5.50 – 6.10
5.50 – 6.10
5.49 – 6.06
Expected volatility
69.3% – 70.5%
63.3% – 67.6%
63.6% – 66.7%
Risk-free interest rate
3.4% – 4.5%
1.9% – 4.4%
0.3% – 1.3%
Expected dividend yield
0%
0%
0%
Schedule of Employee Stock Purchase Plan Valuation Assumptions
The grant date fair value of the stock purchase right granted under the ESPP was estimated on the first day of each offering period using the Black-Scholes option pricing model. The following assumptions used in the valuation were substantially consistent with the assumptions used to value stock options with the exception of the expected term which was based on the term of each purchase period:
Year Ended December 31,
202320222021
Expected term (in years)
0.50
0.50
0.50
Expected volatility
51.5% – 76.6%
81.8% – 92.0%
46.5% – 50.8%
Risk-free interest rate
5.2% – 5.4%
1.5% – 4.5%
0% – 0.1%
Expected dividend yield
0%
0%
0%
v3.24.0.1
Net Loss Per Share Attributable to Guardant Health, Inc. Common Stockholders (Tables)
 12 Months Ended
Dec. 31, 2023
Earnings Per Share [Abstract]  
Schedule of Earnings Per Share, Basic and Diluted
The following table sets forth the computation of the basic and diluted net loss per share attributable to Guardant Health, Inc. common stockholders:
Year Ended December 31,
202320222021
(in thousands, except per share data)
Net loss$(479,449)$(654,588)$(384,770)
Adjustment of redeemable noncontrolling interest
— — (20,900)
Net loss attributable to Guardant Health, Inc. common stockholders, basic and diluted
$(479,449)$(654,588)$(405,670)
Net loss per share attributable to Guardant Health, Inc. common stockholders, basic and diluted
$(4.28)$(6.41)$(4.00)
Weighted-average shares used in computing net loss per share attributable to Guardant Health, Inc. common stockholders, basic and diluted
111,988 102,178 101,314 
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share The following weighted-average common stock equivalents were excluded from the calculation of diluted net loss per share attributable to Guardant Health, Inc. common stockholders for the periods presented as they had an anti-dilutive effect:
Year Ended December 31,
202320222021
(in thousands)
Stock options issued and outstanding3,566 2,799 2,715 
Restricted stock units3,474 2,342 1,208 
MSUs2,261 2,261 2,357 
PSUs389 354 397 
ESPP obligation176 105 45 
Common stock subject to repurchase— — 7 
Convertible senior notes8,225 8,225 8,225 
Total18,091 16,086 14,954 
v3.24.0.1
Income Taxes (Tables)
 12 Months Ended
Dec. 31, 2023
Income Tax Disclosure [Abstract]  
Schedule of components of (loss) income before provision for income taxes
The components of (loss) income before provision for income taxes are as follows:
Year Ended December 31,
202320222021
(in thousands)
United States$(481,405)$(659,757)$(384,976)
Foreign2,641 6,308 506 
Total$(478,764)$(653,449)$(384,470)
Schedule of components of the provision for income taxes
The components of the provision for income taxes are as follows:
Year Ended December 31,
202320222021
(in thousands)
Current:
State$35$127$4 
Foreign1,1911,248118 
Total current tax expense
$1,226$1,375$122 
Deferred:
Federal $—$18$108 
State—320 
Foreign(541)(257)50 
Total deferred tax expense
$(541)$(236)$178 
Total provision for income taxes
$685$1,139$300 
Schedule of the components of deferred tax assets and liabilities Significant components of the Company’s deferred tax assets and deferred tax liabilities are as follows:
As of December 31,
20232022
(in thousands)
Deferred tax assets:
Net operating losses carryforwards
$344,314 $294,757 
Capitalized research and development costs122,162 89,084 
Property, equipment and intangible assets12,161 7,422 
Accruals and reserves
40,172 12,917 
Research and development credits
62,533 49,865 
Stock-based compensation
18,278 16,507 
Lease liabilities
54,564 59,757 
Other
73 4,378 
Total deferred tax assets
$654,257 $534,687 
Deferred tax liabilities:
Right-of-use asset$(40,213)$(44,825)
Equity security investments(9,044)— 
Other(206)(316)
Total deferred tax liabilities
$(49,463)$(45,141)
Less: valuation allowance(603,747)(489,040)
Net deferred tax assets$1,047 $506 
Schedule of effective tax rate reconciliation
The following table presents a reconciliation of the income tax expense computed at the statutory federal rate and the Company’s income tax expense for the periods presented:
Year Ended December 31,
202320222021
(in thousands)
Taxes at the statutory federal rate$(100,553)$(137,276)$(80,739)
Capitalized research and expenditures true-up8,212 — — 
Stock-based compensation8,077 7,905 1,354 
Research and development credits(14,549)(15,738)(14,956)
Change in valuation allowance114,707 175,916 106,227 
State taxes, net of federal benefits
(19,117)(28,522)(14,998)
Other
3,908 (1,146)3,412 
Total provision for income taxes
$685 $1,139 $300 
Schedule of reconciliation of the balance of total gross unrecognized tax benefits
A reconciliation of the beginning and ending balance of total unrecognized tax benefits is as follows:
Year Ended December 31,
202320222021
(in thousands)
Unrecognized tax benefits - Beginning of period$29,634 $20,100 $11,269 
Increases related to current year’s tax positions8,465 9,233 8,223 
(Decreases) increases related to prior years’ tax positions(1,153)301 608 
Unrecognized tax benefits - End of period$36,946 $29,634 $20,100 
v3.24.0.1
Segment and Geographic Information (Tables)
 12 Months Ended
Dec. 31, 2023
Segment Reporting [Abstract]  
Schedule of Segment Reporting Information, by Segment
The following table sets forth the Company’s revenue by geographic areas based on the customers’ locations:
Year Ended December 31,
202320222021
(in thousands)
United States $526,524 $420,618 $352,561 
International37,424 28,920 21,092 
Total revenue
$563,948 $449,538 $373,653 
v3.24.0.1
Summary of Significant Accounting Policies - Narrative (Details)
 1 Months Ended 12 Months Ended
Jun. 30, 2023
USD ($)
Sep. 30, 2022
USD ($)
Aug. 31, 2020
USD ($)
Dec. 31, 2023
USD ($)
segment
investment
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
May 31, 2022
USD ($)
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]              
Number of operating segments | segment       1      
Number of reportable segments | segment       1      
Restricted cash – included in other assets, net       $ 150,000 $ 301,000 $ 86,000  
Non-marketable equity and other investments       8,600,000 25,000,000    
Impairment of other assets $ 7,000,000 $ 5,300,000   $ 22,100,000      
Number of non-marketable equity security investments | investment       1      
Other receivables and other assets due from a third-party     $ 8,000,000        
Other receivables and other assets, term     6 years        
Contractual receivables, installment payment       $ 4,300,000      
Contractual receivables, credit loss       3,700,000      
Contract assets       4,900,000 5,400,000    
Intangible assets, net       8,979,000 11,727,000    
Goodwill impairment       0      
Post-acquisition contingent consideration expense       2,100,000 5,200,000 0  
Deferred revenue       22,900,000 21,200,000    
Deferred revenue long term       5,000,000 3,800,000    
Deferred revenue, revenue recognized         13,900,000 7,600,000  
Advertising expense       $ 2,100,000 $ 8,900,000 $ 2,400,000  
Minimum              
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]              
Intangible assets, useful life       2 years      
Minimum | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01              
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]              
Remaining performance obligation, expected recognition period       1 year      
Maximum              
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]              
Intangible assets, useful life       12 years      
Maximum | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01              
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]              
Remaining performance obligation, expected recognition period       2 years      
IPR&D              
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]              
Intangible assets, net             $ 1,600,000
Intangible assets, useful life             2 years
v3.24.0.1
Summary of Significant Accounting Policies - Schedule of Concentration Risk (Details) - Credit Concentration Risk
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Customer A | Accounts Receivable, Net      
Concentration Risk [Line Items]      
Concentration risk, percentage 12.00% 12.00%  
Customer B | Revenue      
Concentration Risk [Line Items]      
Concentration risk, percentage 31.00% 30.00% 29.00%
Customer B | Accounts Receivable, Net      
Concentration Risk [Line Items]      
Concentration risk, percentage 12.00% 11.00%  
Customer C | Accounts Receivable, Net      
Concentration Risk [Line Items]      
Concentration risk, percentage 10.00%    
v3.24.0.1
Summary of Significant Accounting Policies - Receivable and Related Credit Loss (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Accounting Policies [Abstract]      
Prepaid expenses and other current assets, gross amount $ 0 $ 0  
Prepaid expenses and other current assets, allowance for credit losses 0 0 $ 0
Prepaid expenses and other current assets, net amount 0 0  
Other assets, gross amount 3,700 4,800  
Other assets, allowance for credit losses (3,700) (4,800) (5,900)
Other assets, net amount 0 0  
Financing Receivable, Allowance for Credit Loss [Roll Forward]      
Allowance for credit losses—Beginning of period 0 0 0
Charged to (reversed from) other income (expense), net (1,100) (1,100) (1,100)
Reclassification 1,100 1,100 1,100
Allowance for credit losses—End of period 0 0 0
Allowance for credit losses—Beginning of period 4,800 5,900 7,000
Reclassification (1,100) (1,100) (1,100)
Allowance for credit losses—End of period $ 3,700 $ 4,800 $ 5,900
v3.24.0.1
Summary of Significant Accounting Policies - Useful Life of Property and Equipment, Net (Details)
Dec. 31, 2023
Machinery and equipment  
Property, Plant and Equipment [Line Items]  
Useful life 5 years
Furniture and fixtures  
Property, Plant and Equipment [Line Items]  
Useful life 7 years
Computer hardware and computer software  
Property, Plant and Equipment [Line Items]  
Useful life 3 years
v3.24.0.1
Joint Venture (Details)
$ in Thousands
 1 Months Ended 12 Months Ended
Jun. 30, 2022
USD ($)
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Dec. 31, 2023
USD ($)
Nov. 30, 2021
USD ($)
May 31, 2018
seat
Schedule of Equity Method Investments [Line Items]            
Noncontrolling interest liability   $ 0 $ 78,000 $ 0 $ 78,000  
Level 3 | Fair value, measurements, recurring | Noncontrolling Interest Liability            
Schedule of Equity Method Investments [Line Items]            
Settlement $ 177,800 177,785 0      
Increase in fair value $ 99,800 $ 99,785 $ 0      
Guardant Health AMEA, Inc            
Schedule of Equity Method Investments [Line Items]            
Equity method investment, ownership (as a percent)           50.00%
Number of seats on the board | seat           2
v3.24.0.1
Consolidated Balance Sheet Components - Schedule of Property, Plant and Equipment (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Property, Plant and Equipment [Line Items]    
Property and equipment, gross $ 272,404 $ 256,051
Less: accumulated depreciation (127,308) (88,131)
Property and equipment, net 145,096 167,920
Machinery and equipment    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 118,117 95,764
Leasehold improvements    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 102,298 99,781
Computer hardware    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 34,417 29,744
Construction in progress    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 7,508 20,598
Furniture and fixtures    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 7,999 8,367
Computer software    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross $ 2,065 $ 1,797
v3.24.0.1
Consolidated Balance Sheet Components - Narrative (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Balance Sheet Related Disclosures [Abstract]      
Depreciation expense $ 40.0 $ 33.4 $ 20.2
v3.24.0.1
Consolidated Balance Sheet Components - Schedule of Accounts Payable and Accrued Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Balance Sheet Related Disclosures [Abstract]    
Accounts payable $ 51,741 $ 68,911
Accrued compensation 72,736 55,788
Operating lease liabilities 27,950 21,878
Others 35,525 29,240
Total accounts payable and accrued liabilities $ 187,952 $ 175,817
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] Accounts payable and accrued liabilities Accounts payable and accrued liabilities
v3.24.0.1
Fair Value Measurements. Cash Equivalents and Marketable Securities - Fair Value Assets and Liabilities Measured on Recurring Basis (Details) - Fair value, measurements, recurring - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total cash equivalents $ 1,032,500 $ 18,091
Total short-term marketable debt securities 35,097 869,584
Long-term marketable debt securities 98,002 18,291
Total financial assets 1,165,599 905,966
Contingent consideration 6,540 6,430
Total financial liabilities 6,540 6,430
Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total cash equivalents 1,032,500 3,104
Total short-term marketable debt securities 0 0
Long-term marketable debt securities 98,002 18,291
Total financial assets 1,130,502 21,395
Contingent consideration 0 0
Total financial liabilities 0 0
Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total cash equivalents 0 14,987
Total short-term marketable debt securities 35,097 869,584
Long-term marketable debt securities 0 0
Total financial assets 35,097 884,571
Contingent consideration 0 0
Total financial liabilities 0 0
Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total cash equivalents 0 0
Total short-term marketable debt securities 0 0
Long-term marketable debt securities 0 0
Total financial assets 0 0
Contingent consideration 6,540 6,430
Total financial liabilities 6,540 6,430
U.S. government debt securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total short-term marketable debt securities 35,097 869,584
U.S. government debt securities | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total short-term marketable debt securities 0 0
U.S. government debt securities | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total short-term marketable debt securities 35,097 869,584
U.S. government debt securities | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total short-term marketable debt securities 0 0
Money market funds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total cash equivalents 1,032,500 3,104
Money market funds | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total cash equivalents 1,032,500 3,104
Money market funds | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total cash equivalents 0 0
Money market funds | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total cash equivalents $ 0 0
U.S. government debt securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total cash equivalents   14,987
U.S. government debt securities | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total cash equivalents   0
U.S. government debt securities | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total cash equivalents   14,987
U.S. government debt securities | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Total cash equivalents   $ 0
v3.24.0.1
Fair Value Measurements. Cash Equivalents and Marketable Securities - Narrative (Details) - USD ($)
 1 Months Ended 12 Months Ended
Jul. 31, 2022
May 31, 2018
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Realized gain (loss) on marketable debt securities     $ 0 $ 0 $ 0
Recognition of credit losses     0 0 0
SoftBank          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Threshold percentage of fair value that is no less than internal rate of return (as a percent)   20.00%      
Fair value, measurements, recurring          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Long-term marketable debt securities     98,002,000 18,291,000  
Initial fair value of contingent consideration at acquisition date     6,540,000 6,430,000  
Level 1 | Fair value, measurements, recurring          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Long-term marketable debt securities     98,002,000 18,291,000  
Initial fair value of contingent consideration at acquisition date     0 0  
Level 3 | Fair value, measurements, recurring          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Long-term marketable debt securities     0 0  
Initial fair value of contingent consideration at acquisition date     6,540,000 6,430,000  
Contingent consideration liability, noncurrent     5,000,000 4,900,000  
Lunit Inc.          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Lock up period (in years) 2 years        
Unrealized (loss) gain on marketable equity securities     79,700,000 (7,800,000)  
Unrealized gain (loss) on investments         $ 0
Lunit Inc. | Level 1 | Fair value, measurements, recurring          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Long-term marketable debt securities     $ 98,000,000 $ 18,300,000  
Guardant Health AMEA, Inc | SoftBank          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Redeemable noncontrolling interest, redemption value   $ 41,000,000      
v3.24.0.1
Fair Value Measurements. Cash Equivalents and Marketable Securities - Activity in Level 3 Instruments (Details) - Level 3 - Fair value, measurements, recurring - USD ($)
$ in Thousands
 1 Months Ended 12 Months Ended
Jun. 30, 2022
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Contingent Consideration        
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]        
Fair value — beginning of period   $ 6,430 $ 3,625 $ 1,245
Increase in fair value   110 4,305 2,380
Settlement   0 (1,500) 0
Fair value — end of period   6,540 6,430 3,625
Noncontrolling Interest Liability        
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]        
Fair value — beginning of period   $ 0 78,000 0
Increase in fair value $ 99,800   99,785 0
Net loss for the period     0 0
Settlement $ (177,800)   (177,785) 0
Reclassification of redeemable noncontrolling interest to noncontrolling interest liability     0 78,000
Fair value — end of period     0 78,000
Redeemable Noncontrolling Interest        
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]        
Fair value — beginning of period     $ 0 57,100
Increase in fair value       27,244
Net loss for the period       (6,344)
Settlement       0
Reclassification of redeemable noncontrolling interest to noncontrolling interest liability       (78,000)
Fair value — end of period       $ 0
v3.24.0.1
Fair Value Measurements. Cash Equivalents and Marketable Securities - Cash Equivalents and Marketable Securities (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Debt Securities, Available-for-sale [Line Items]      
Amortization cost, cash and cash equivalents $ 1,133,537 $ 141,647 $ 492,202
Amortized cost, cash and cash equivalents and debt securities available-for-sale 1,067,608 904,446  
Gross Unrealized Gain 0 8  
Gross Unrealized Loss (11) (16,779)  
Cash, cash equivalents and debt securities, fair value 1,067,597 887,675  
Money market funds      
Debt Securities, Available-for-sale [Line Items]      
Amortization cost, cash and cash equivalents 1,032,500 3,104  
Gross Unrealized Gain 0 0  
Gross Unrealized Loss 0 0  
Estimated fair value, cash and cash equivalents 1,032,500 3,104  
U.S. government debt securities      
Debt Securities, Available-for-sale [Line Items]      
Amortized cost, debt securities, available-for-sale 35,108 901,342  
Gross Unrealized Gain 0 8  
Gross Unrealized Loss (11) (16,779)  
Estimated fair value, debt securities $ 35,097 $ 884,571  
v3.24.0.1
Fair Value Measurements, Cash Equivalents and Marketable Securities - Schedule of Unrealized Loss Position, Fair Value (Details)
$ in Thousands
Dec. 31, 2022
USD ($)
Estimated Fair Value  
Less Than 12 Months $ 170,975
12 Months or Greater 685,754
Total 856,729
Gross Unrealized Loss  
Less Than 12 Months (2,958)
12 Months or Greater (13,821)
Total (16,779)
U.S. government debt securities  
Estimated Fair Value  
Less Than 12 Months 170,975
12 Months or Greater 685,754
Total 856,729
Gross Unrealized Loss  
Less Than 12 Months (2,958)
12 Months or Greater (13,821)
Total $ (16,779)
v3.24.0.1
Intangible Assets, Net and Goodwill - Schedule of Intangible Assets by Class (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Finite-Lived Intangible Assets [Line Items]    
Intangible assets subject to amortization, gross carrying amount $ 18,586 $ 18,586
Accumulated Amortization (9,607) (6,859)
Total 8,979 11,727
Goodwill 3,290 3,290
Gross Carrying Amount 21,876 21,876
Net Carrying Amount 12,269 15,017
Acquired license    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets subject to amortization, gross carrying amount 11,886 11,886
Accumulated Amortization (4,686) (3,579)
Total $ 7,200 $ 8,307
Remaining Weighted-Average Useful Life 6 years 9 months 18 days 7 years 9 months 18 days
Non-compete agreements and other covenant rights    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets subject to amortization, gross carrying amount $ 5,100 $ 5,100
Accumulated Amortization (3,588) (2,747)
Total $ 1,512 $ 2,353
Remaining Weighted-Average Useful Life 1 year 10 months 24 days 2 years 10 months 24 days
Acquired technology    
Finite-Lived Intangible Assets [Line Items]    
Intangible assets subject to amortization, gross carrying amount $ 1,600 $ 1,600
Accumulated Amortization (1,333) (533)
Total $ 267 $ 1,067
Remaining Weighted-Average Useful Life 3 months 18 days 1 year 4 months 24 days
v3.24.0.1
Intangible Assets, Net and Goodwill - Narrative (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]      
Amortization of finite-lived intangible assets $ 2.7 $ 2.5 $ 1.9
v3.24.0.1
Intangible Assets, Net and Goodwill - Schedule of Future Amortization (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]    
2024 $ 2,219  
2025 1,670  
2026 1,212  
2027 1,107  
2028 1,109  
2029 and thereafter 1,662  
Total $ 8,979 $ 11,727
v3.24.0.1
Debt - Narrative (Details)
 1 Months Ended 12 Months Ended
Nov. 30, 2020
USD ($)
d
$ / shares
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Nov. 16, 2020
$ / shares
Debt Instrument [Line Items]        
Notes Hedges, strike price (in dollars per share) | $ / shares       $ 182.60
Share price, premium (as a percent)       75.00%
Common stock share price (in dollars per share) | $ / shares       $ 104.34
Purchase of convertible senior note hedges | $   $ 90,000,000    
Senior Notes Due 2027 | Convertible Debt        
Debt Instrument [Line Items]        
Principal amount | $ $ 1,150,000,000 1,150,000,000 $ 1,150,000,000  
Stated interest rate (as a percent) 0.00%      
Maximum special interest rate (as a percent) 0.50%      
Conversion ratio 0.0071523      
Conversion price (in dollars per share) | $ / shares $ 139.82      
Estimated fair value | $   $ 800,000,000 $ 700,000,000  
Senior Notes Due 2027 | Convertible Debt | Measurement Input, Quoted Price | Valuation, Market Approach        
Debt Instrument [Line Items]        
Debt, measurement input denominator | $   100    
Senior Notes Due 2027 | Convertible Debt | Conversion Period One        
Debt Instrument [Line Items]        
Threshold percentage of common stock price trigger (as a percent) 130.00%      
Threshold of common stock trading days (in days) 20      
Threshold of consecutive common stock trading days (in days) 30      
Senior Notes Due 2027 | Convertible Debt | Conversion Period Two        
Debt Instrument [Line Items]        
Threshold of common stock trading days (in days) 5      
Threshold of consecutive common stock trading days (in days) 10      
Minimum percentage of common stock price trigger (as a percent) 98.00%      
Senior Notes Due 2027 | Convertible Debt | Conversion Period Three        
Debt Instrument [Line Items]        
Threshold percentage of common stock price trigger (as a percent) 130.00%      
Threshold of common stock trading days (in days) 20      
Threshold of consecutive common stock trading days (in days) 30      
v3.24.0.1
Debt - Components of Convertible Senior Notes (Details) - Convertible Debt - Senior Notes Due 2027 - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Nov. 30, 2020
Debt Instrument [Line Items]      
Principal $ 1,150,000 $ 1,150,000 $ 1,150,000
Less: debt issuance costs, net of amortization (10,034) (12,609)  
Net carrying amount $ 1,139,966 $ 1,137,391  
v3.24.0.1
Debt - Interest Expense Recognition (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Debt Instrument [Line Items]      
Amortization of debt issuance costs $ 2,575 $ 2,569 $ 2,564
Convertible senior notes | Senior Notes Due 2027      
Debt Instrument [Line Items]      
Amortization of debt issuance costs 2,575 2,569 2,564
Total interest expense recognized $ 2,575 $ 2,569 $ 2,564
Effective interest rate 0.20% 0.20% 0.20%
v3.24.0.1
Leases - Narrative (Details)
$ in Millions
 12 Months Ended
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Jul. 31, 2020
agreement
Lessee, Lease, Description [Line Items]        
Operating lease expense | $ $ 29.7 $ 28.6 $ 24.7  
Additional Office Space        
Lessee, Lease, Description [Line Items]        
Number of lease agreements | agreement       2
San Diego Lease        
Lessee, Lease, Description [Line Items]        
Lease term (in years)       8 years
Palo Alto Lease        
Lessee, Lease, Description [Line Items]        
Lease term (in years)       12 years
Renewal term       10 years
Minimum        
Lessee, Lease, Description [Line Items]        
Lease term (in years) 9 months      
Maximum        
Lessee, Lease, Description [Line Items]        
Lease term (in years) 9 years 6 months      
v3.24.0.1
Leases - Lease Information (Details)
Dec. 31, 2023
Dec. 31, 2022
Leases [Abstract]    
Weighted-average remaining lease term (in years) 8 years 3 months 18 days 9 years 1 month 6 days
Weighted-average discount rate 3.87% 3.93%
v3.24.0.1
Leases - Schedule of Operating Liability Maturities (Details)
$ in Thousands
Dec. 31, 2023
USD ($)
Leases [Abstract]  
2024 $ 35,460
2025 33,237
2026 28,166
2027 24,479
2028 23,321
2029 and thereafter 101,835
Total operating lease payments 246,498
Less: imputed interest (32,700)
Total operating lease liabilities $ 213,798
v3.24.0.1
Commitments and Contingencies (Details) - TwinStrand Biosciences And University Of Washington vs. Guardant Health, Inc.
$ in Millions
 1 Months Ended
Nov. 14, 2023
USD ($)
Oct. 31, 2021
patent
Dec. 31, 2023
USD ($)
Other Commitments [Line Items]      
Gain contingency, patents allegedly infringed upon, number | patent   4  
Settled Litigation      
Other Commitments [Line Items]      
Loss contingency, damages awarded, value $ 83.4    
Reserve for payments related to litigation     $ 83.4
Percentage of royalty 6.00%    
v3.24.0.1
Common Stock - Narrative (Details) - USD ($)
 1 Months Ended 12 Months Ended
Dec. 31, 2023
May 31, 2023
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Equity [Abstract]          
Dividends     $ 0 $ 0  
Issuance of common stock upon follow-on offering, net of offering costs (in shares)   14,375,000      
Share price of stock issued (in usd per share)   $ 28.00      
Proceeds from equity offerings $ 90,600,000 $ 381,400,000 493,116,000 $ 0 $ 0
Issuance of common stock upon follow-on public offering, net of offering costs   $ 21,100,000 $ 21,131,000    
Issuance of common stock upon registered direct offering (in shares) 3,387,446        
Share price of stock issued (in usd per share) $ 26.77   $ 26.77    
v3.24.0.1
Common Stock - Schedule of Common Stock Reserved for Future Issuance (Details) - shares
Dec. 31, 2023
Dec. 31, 2022
Class of Stock [Line Items]    
Common stock, shares reserved for future issuance (in shares) 24,715,971 16,249,546
Shares underlying outstanding stock options    
Class of Stock [Line Items]    
Common stock, shares reserved for future issuance (in shares) 4,012,903 3,402,574
Shares underlying unvested restricted stock units    
Class of Stock [Line Items]    
Common stock, shares reserved for future issuance (in shares) 4,346,785 3,687,888
Shares underlying unvested market-based restricted stock units    
Class of Stock [Line Items]    
Common stock, shares reserved for future issuance (in shares) 2,260,764 2,260,764
Shares underlying unvested performance-based restricted stock units    
Class of Stock [Line Items]    
Common stock, shares reserved for future issuance (in shares) 412,490 341,713
Shares available for issuance under the 2018 Incentive Award Plan    
Class of Stock [Line Items]    
Common stock, shares reserved for future issuance (in shares) 7,053,406 5,438,296
Shares available for issuance under the 2018 Employee Stock Purchase Plan    
Class of Stock [Line Items]    
Common stock, shares reserved for future issuance (in shares) 1,679,635 1,118,311
Shares available for issuance under the 2023 Employment Inducement Incentive Award Plan    
Class of Stock [Line Items]    
Common stock, shares reserved for future issuance (in shares) 4,949,988 0
v3.24.0.1
Stock-Based Compensation - Narrative (Details)
$ / shares in Units, $ in Thousands
 1 Months Ended 12 Months Ended
Mar. 02, 2023
shares
Jan. 01, 2020
shares
Jul. 31, 2022
USD ($)
grantee
Jun. 30, 2022
$ / shares
Nov. 30, 2020
USD ($)
May 31, 2020
segment
$ / shares
shares
Oct. 31, 2018
shares
Sep. 30, 2018
shares
Dec. 31, 2023
USD ($)
$ / shares
shares
Dec. 31, 2022
USD ($)
$ / shares
shares
Dec. 31, 2021
USD ($)
$ / shares
shares
Dec. 31, 2020
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Number of shares of common stock available for issuance (in shares)                 12,003,394 5,438,296 5,231,624 1,819,223
Weighted average grant date fair value, grants in period (in usd per share) | $ / shares                 $ 19.90 $ 28.61 $ 70.25  
Stock based compensation not recognized | $                 $ 39,800      
Stock based compensation not recognized, period for recognition (in years)                 2 years 4 months 24 days      
Total stock-based compensation expense | $                 $ 90,759 $ 94,685 $ 151,449  
Granted (in usd per share) | $ / shares                 $ 30.80 $ 44.86 $ 119.82  
Shares underlying outstanding stock options                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Exercises in period, intrinsic value | $                 $ 1,000 $ 12,200 $ 83,500  
Expected dividend yield                 0.00% 0.00% 0.00%  
Restricted stock units                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Stock based compensation not recognized, period for recognition (in years)                 2 years 4 months 24 days      
Stock based compensation not recognized, restricted stock | $                 $ 151,900      
Weighted-average grant date fair value, granted (in usd per share) | $ / shares                 $ 26.62 $ 45.04 $ 123.36  
Granted (in shares)                 2,436,947 2,902,217 873,916  
Canceled (in shares)                 1,049,447 490,525 315,988  
Vested and released (in shares)                 728,603 315,673 178,030  
PSUs                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Stock based compensation not recognized, period for recognition (in years)                 1 year 9 months 18 days      
Stock based compensation not recognized, restricted stock | $                 $ 5,300      
Service period (in years)         4 years              
Additional service period (in months)         2 years              
Total stock-based compensation expense | $         $ 0       $ 2,600 $ 1,300 $ 1,300  
Total market-based restricted stock units approved and granted (in shares)                 126,041 26,935 52,917  
Weighted-average grant date fair value, granted (in usd per share) | $ / shares                 $ 32.84 $ 37.50 $ 135.94  
Granted (in shares)                 126,041 26,935 52,917  
Canceled (in shares)                 51,829 59,818 56,243  
Vested and released (in shares)                 3,435      
PSUs | Minimum                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Service period (in years)         3 months 18 days              
Vesting period (in years)         3 months 18 days              
PSUs | Maximum                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Service period (in years)         4 years              
Vesting period (in years)         4 years 6 months              
Shares underlying unvested performance-based restricted stock units                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Service period (in years)         4 years              
Vesting period (in years)         6 months              
Forfeitures value | $         $ 25,700              
MSUs                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Vesting period (in years)           7 years            
Total stock-based compensation expense | $                   $ 16,100 $ 99,200  
Market-based restricted stock share price goal (in days)           30 days            
Weighted-average grant date fair value, granted (in usd per share) | $ / shares                 $ 67.00      
Granted (in shares)                 0 0    
Canceled (in shares)                 0 0 558,254  
Vested and released (in shares)                 0 0 572,130  
MSUs | Tranche 1 - $120 per share                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Price goal (in dollars per share) | $ / shares           $ 120     $ 120      
MSUs | Chief Executive Officer                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Total market-based restricted stock units approved and granted (in shares)           1,695,574            
Number of tranches | segment           3            
MSUs | Minimum                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Service period (in years)                 9 months 29 days      
Market-based stock units holding period during vesting (in months)           6 months            
MSUs | Maximum                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Service period (in years)                 2 years 25 days      
Market-based stock units holding period during vesting (in months)           12 months            
ESPP obligation                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Additional amount of shares available (in shares) 1,026,194 942,614                    
Stock based compensation not recognized, period for recognition (in years)                 4 months 24 days      
Stock based compensation not recognized, restricted stock | $                 $ 2,100      
Total stock-based compensation expense | $                 $ 5,100 $ 4,600 $ 3,500  
Expected dividend yield                 0.00% 0.00% 0.00%  
Shares authorized (in shares) 1,026,194 942,614                    
Employee stock purchase plan, maximum employee subscription rate (as a percent)                 10.00%      
Employee stock purchase plan, purchase price of common stock (as a percent)                 85.00%      
Purchase period (in months)                 6 months      
Common stock issued under employee stock purchase plan (in shares)                 464,870 307,953 110,227  
2018 Incentive Award Plan                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Additional amount of shares available (in shares)               3,689,000        
Percentage of common stock outstanding               4.00%        
Shares authorized (in shares)               3,689,000        
2012 Stock Plan                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Shares canceled (in shares)             508,847          
AMEA 2020 Plan                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Granted (in shares)                   0    
AMEA 2020 Plan | Common Class B                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Number of shares of common stock available for issuance (in shares)                   0 340,928 542,220
Weighted average grant date fair value, grants in period (in usd per share) | $ / shares                     $ 0.33  
Total market-based restricted stock units approved and granted (in shares)                     826,667  
Granted (in usd per share) | $ / shares                     $ 0.58  
AMEA 2020 Plan | Guardant Health AMEA, Inc | Common Class B                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Stock based compensation not recognized | $     $ 4,100                  
Stock based compensation not recognized, period for recognition (in years)     2 years 2 months 12 days                  
Granted (in usd per share) | $ / shares       $ 4.44                
Issuance of exercise of vested stock option granted | grantee     39                  
Settled of tender, amount | $     $ 13,700                  
2018 Employee Stock Purchase Plan | ESPP obligation                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Additional amount of shares available (in shares)               1,106,700        
Percentage of common stock outstanding               1.00%        
Common stock, shares reserved for future issuance (in shares)               922,250        
Shares authorized (in shares)               1,106,700        
v3.24.0.1
Stock-Based Compensation - Stock Option Activity (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Shares Available for Grant         
Beginning number of shares, available for grant (in shares) 5,438,296 5,231,624 1,819,223  
2018 plan annual increase (in shares) 3,689,000 3,689,000 3,689,000  
Ending number of shares, available for grant (in shares) 12,003,394 5,438,296 5,231,624 1,819,223
Shares Subject to Options Outstanding        
Beginning number of shares, outstanding (in shares) 3,402,574 2,624,974 3,101,181  
Granted (in shares) 1,000,760 1,051,466 345,774  
Granted in connection with the Joint Venture Acquisition (in shares)   15,128    
Exercised (in shares) (51,124) (228,311) (693,074)  
Canceled (in shares) (339,307) (60,683) (128,907)  
Ending number of shares, outstanding (in shares) 4,012,903 3,402,574 2,624,974 3,101,181
Options vested and exercisable, number of options (in shares) 2,401,061      
Weighted-Average Exercise Price         
Beginning balance of options outstanding (in usd per share) $ 34.34 $ 29.17 $ 15.80  
Granted (in usd per share) 30.80 44.86 119.82  
Granted in connection with the Joint Venture Acquisition (in usd per share)   4.90    
Exercised (in usd per share) 7.93 6.29 11.19  
Canceled (in usd per share) 58.45 90.84 47.51  
Ending balance of options outstanding (in usd per share) 31.76 $ 34.34 $ 29.17 $ 15.80
Options vested and exercisable, weighted average exercise price per share (in usd per share) $ 25.39      
Weighted-Average Remaining Contractual Life and Aggregate Intrinsic Value        
Options outstanding, weighted average remaining contractual term (in years) 6 years 7 months 6 days 6 years 9 months 18 days 6 years 6 months 6 years 10 months 24 days
Options outstanding, aggregate intrinsic value $ 39,115 $ 39,749 $ 193,014 $ 350,670
Options vested and exercisable, weighted average remaining contractual term (in years) 4 years 10 months 24 days      
Options vested and exercisable, aggregate intrinsic value $ 37,730      
Equity Option        
Shares Available for Grant         
Granted (in shares) (1,000,760) (1,051,466) (345,774)  
Granted in connection with the Joint Venture Acquisition (in shares)   (15,128)    
Canceled (in shares) 338,570 56,391 65,523  
Restricted Stock Units        
Shares Available for Grant         
Granted (in shares) (2,436,947) (2,995,533) (873,916)  
Canceled (in shares) 1,049,447 490,525 315,988  
Market-based restricted stock units canceled        
Shares Available for Grant         
Canceled (in shares)     558,254  
PSUs        
Shares Available for Grant         
Granted (in shares) (126,041) (26,935) (52,917)  
Canceled (in shares) 51,829 59,818 56,243  
Shares authorized under the 2023 Plan        
Shares Available for Grant         
Shares authorized under the 2023 Plan (in shares) 5,000,000      
v3.24.0.1
Stock-Based Compensation - Restricted Stock Activity (Details) - $ / shares
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Restricted stock units      
Awards Outstanding      
Beginning unvested balance (in shares) 3,687,888 1,498,553 1,118,655
Granted (in shares) 2,436,947 2,902,217 873,916
Granted in connection with the Joint Venture Acquisition (in shares)   93,316  
Vested and released (in shares) (728,603) (315,673) (178,030)
Canceled (in shares) (1,049,447) (490,525) (315,988)
Ending unvested balance (in shares) 4,346,785 3,687,888 1,498,553
Weighted-Average Grant Date Fair Value      
Beginning balance of options outstanding (in usd per share) $ 60.70 $ 109.72 $ 92.89
Granted (in usd per share) 26.62 45.04 123.36
Granted in connection with the Joint Venture Acquisition (in usd per share)   38.24  
Vested and released (in usd per share) 60.07 96.36 92.14
Canceled (in usd per share) 56.85 90.52 97.79
Ending balance of options outstanding (in usd per share) $ 42.63 $ 60.70 $ 109.72
PSUs      
Awards Outstanding      
Beginning unvested balance (in shares) 341,713 374,596 377,922
Granted (in shares) 126,041 26,935 52,917
Vested and released (in shares) (3,435)    
Canceled (in shares) (51,829) (59,818) (56,243)
Ending unvested balance (in shares) 412,490 341,713 374,596
Weighted-Average Grant Date Fair Value      
Beginning balance of options outstanding (in usd per share) $ 110.64 $ 116.58 $ 113.40
Granted (in usd per share) 32.84 37.50 135.94
Vested and released (in usd per share) 32.86    
Canceled (in usd per share) 80.91 114.94 113.40
Ending balance of options outstanding (in usd per share) $ 91.25 $ 110.64 $ 116.58
MSUs      
Awards Outstanding      
Beginning unvested balance (in shares) 2,260,764 2,260,764 3,391,148
Granted (in shares) 0 0  
Vested and released (in shares) 0 0 (572,130)
Canceled (in shares) 0 0 (558,254)
Ending unvested balance (in shares) 2,260,764 2,260,764 2,260,764
Weighted-Average Grant Date Fair Value      
Beginning balance of options outstanding (in usd per share) $ 65.20 $ 65.20 $ 67.00
Granted (in usd per share) 67.00    
Vested and released (in usd per share)     70.58
Canceled (in usd per share)     70.58
Ending balance of options outstanding (in usd per share) $ 65.20 $ 65.20 $ 65.20
v3.24.0.1
Stock-Based Compensation - Market-based Restricted Stock Units (Details) - MSUs - $ / shares
 1 Months Ended 12 Months Ended
May 31, 2020
Dec. 31, 2023
Tranche 1 - $120 per share    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Price goal (in dollars per share) $ 120 $ 120
Number of MSUs (in shares)   565,192
Tranche 2 - $150 per share    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Price goal (in dollars per share)   $ 150
Number of MSUs (in shares)   565,191
Tranche 3 - $200 per share    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Price goal (in dollars per share)   $ 200
Number of MSUs (in shares)   565,191
v3.24.0.1
Stock-Based Compensation - AMEA 2020 Equity Incentive Plan (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Shares Available for Grant         
Beginning number of shares, available for grant (in shares) 5,438,296 5,231,624 1,819,223  
Ending number of shares, available for grant (in shares) 12,003,394 5,438,296 5,231,624 1,819,223
Shares Subject to Options Outstanding        
Beginning number of shares, outstanding (in shares) 3,402,574 2,624,974 3,101,181  
Granted (in shares) 1,000,760 1,051,466 345,774  
Exercised (in shares) (51,124) (228,311) (693,074)  
Canceled (in shares) (339,307) (60,683) (128,907)  
Ending number of shares, outstanding (in shares) 4,012,903 3,402,574 2,624,974 3,101,181
Weighted-Average Exercise Price         
Beginning balance of options outstanding (in usd per share) $ 34.34 $ 29.17 $ 15.80  
Granted (in usd per share) 30.80 44.86 119.82  
Exercised (in usd per share) 7.93 6.29 11.19  
Canceled (in usd per share) 58.45 90.84 47.51  
Ending balance of options outstanding (in usd per share) $ 31.76 $ 34.34 $ 29.17 $ 15.80
Weighted-Average Remaining Contractual Life and Aggregate Intrinsic Value        
Options outstanding, weighted average remaining contractual term (in years) 6 years 7 months 6 days 6 years 9 months 18 days 6 years 6 months 6 years 10 months 24 days
Options outstanding, aggregate intrinsic value $ 39,115 $ 39,749 $ 193,014 $ 350,670
AMEA 2020 Plan | Common Class B        
Shares Available for Grant         
Beginning number of shares, available for grant (in shares) 0 340,928 542,220  
Granted (in shares)     (826,667)  
Canceled (in shares)   82,407 625,375  
Canceled in connection with the Joint Venture Acquisition (in shares)   (423,335)    
Ending number of shares, available for grant (in shares)   0 340,928 542,220
Shares Subject to Options Outstanding        
Beginning number of shares, outstanding (in shares) 0 3,652,219 4,053,335  
Granted (in shares)     826,667  
Exercised (in shares)   (2,051,645) (602,408)  
Canceled (in shares)   (82,407) (625,375)  
Canceled in connection with the Joint Venture Acquisition (in shares)   (1,518,167)    
Ending number of shares, outstanding (in shares)   0 3,652,219 4,053,335
Weighted-Average Exercise Price         
Beginning balance of options outstanding (in usd per share) $ 0 $ 0.58 $ 0.58  
Granted (in usd per share)     0.58  
Exercised (in usd per share)   0.58 0.58  
Canceled (in usd per share)   0.58 0.58  
Canceled in connection with the Joint Venture Acquisition (in usd per share)   0.58    
Ending balance of options outstanding (in usd per share)   $ 0 $ 0.58 $ 0.58
Weighted-Average Remaining Contractual Life and Aggregate Intrinsic Value        
Options outstanding, weighted average remaining contractual term (in years)   0 years 8 years 9 months 18 days 9 years 7 months 6 days
Options outstanding, aggregate intrinsic value   $ 0 $ 0 $ 0
v3.24.0.1
Stock-Based Compensation - Stock Based Compensation Expense (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total stock-based compensation expense $ 90,759 $ 94,685 $ 151,449
Cost of precision oncology testing      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total stock-based compensation expense 4,614 5,498 3,468
Cost of development services and other      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total stock-based compensation expense 1,851 0 0
Research and development expense      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total stock-based compensation expense 34,682 26,630 18,907
Sales and marketing expense      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total stock-based compensation expense 24,764 25,442 15,479
General and administrative expense      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total stock-based compensation expense $ 24,848 $ 37,115 $ 113,595
v3.24.0.1
Stock-Based Compensation - Valuation of Stock Options (Details) - Stock option
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected dividend yield 0.00% 0.00% 0.00%
Minimum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected term (in years) 5 years 6 months 5 years 6 months 5 years 5 months 26 days
Expected volatility 69.30% 63.30% 63.60%
Risk-free interest rate 3.40% 1.90% 0.30%
Maximum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected term (in years) 6 years 1 month 6 days 6 years 1 month 6 days 6 years 21 days
Expected volatility 70.50% 67.60% 66.70%
Risk-free interest rate 4.50% 4.40% 1.30%
v3.24.0.1
Stock-Based Compensation - Valuation of Employee Stock Purchase Plan (Details) - ESPP obligation
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected term (in years) 6 months    
Expected dividend yield 0.00% 0.00% 0.00%
Minimum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected volatility 51.50% 81.80% 46.50%
Risk-free interest rate 5.20% 1.50% 0.00%
Maximum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected term (in years)   6 months 6 months
Expected volatility 76.60% 92.00% 50.80%
Risk-free interest rate 5.40% 4.50% 0.10%
v3.24.0.1
Net Loss Per Share Attributable to Guardant Health, Inc. Common Stockholders - Schedule of Net Loss Per Share Attributable to Common Stockholders (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Earnings Per Share [Abstract]      
Net loss $ (479,449) $ (654,588) $ (384,770)
Adjustment of redeemable noncontrolling interest 0 0 (20,900)
Net loss attributable to Guardant Health, Inc. common stockholders - basic (479,449) (654,588) (405,670)
Net loss attributable to Guardant Health, Inc. common stockholders - diluted $ (479,449) $ (654,588) $ (405,670)
Net loss per share attributable to Guardant Health, Inc. common stockholders, basic (in usd per share) $ (4.28) $ (6.41) $ (4.00)
Net loss per share attributable to Guardant Health, Inc. common stockholders, diluted (in usd per share) $ (4.28) $ (6.41) $ (4.00)
Weighted-average shares used in computing net loss per share attributable to Guardant Health, Inc. common stockholders, basic (in shares) 111,988 102,178 101,314
Weighted-average shares used in computing net loss per share attributable to Guardant Health, Inc. common stockholders, diluted (in shares) 111,988 102,178 101,314
v3.24.0.1
Net Loss Per Share Attributable to Guardant Health, Inc. Common Stockholders - Schedule of Antidilutive Securities (Details) - shares
shares in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 18,091 16,086 14,954
Stock options issued and outstanding      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 3,566 2,799 2,715
Restricted stock units      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 3,474 2,342 1,208
MSUs      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 2,261 2,261 2,357
PSUs      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 389 354 397
ESPP obligation      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 176 105 45
Common stock subject to repurchase      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 0 0 7
Convertible senior notes      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 8,225 8,225 8,225
v3.24.0.1
Income Taxes - Schedule of (Loss) Income Before Components of the Provision for Income Taxes (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Income Tax Disclosure [Abstract]      
United States $ (481,405) $ (659,757) $ (384,976)
Foreign 2,641 6,308 506
Loss before provision for income taxes $ (478,764) $ (653,449) $ (384,470)
v3.24.0.1
Income Taxes - Schedule of Components of the Provision for Income Taxes (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Current:      
State $ 35 $ 127 $ 4
Foreign 1,191 1,248 118
Total current tax expense 1,226 1,375 122
Deferred:      
Federal 0 18 108
State 0 3 20
Foreign (541) (257) 50
Total deferred tax expense (541) (236) 178
Total provision for income taxes $ 685 $ 1,139 $ 300
v3.24.0.1
Income Taxes - Schedule of the Components of Deferred Tax Assets and Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Deferred tax assets:    
Net operating losses carryforwards $ 344,314 $ 294,757
Capitalized research and development costs 122,162 89,084
Property, equipment and intangible assets 12,161 7,422
Accruals and reserves 40,172 12,917
Research and development credits 62,533 49,865
Stock-based compensation 18,278 16,507
Lease liabilities 54,564 59,757
Other 73 4,378
Total deferred tax assets 654,257 534,687
Deferred tax liabilities:    
Right-of-use asset (40,213) (44,825)
Equity security investments (9,044) 0
Other (206) (316)
Total deferred tax liabilities (49,463) (45,141)
Less: valuation allowance (603,747) (489,040)
Net deferred tax assets $ 1,047 $ 506
v3.24.0.1
Income Taxes - Effective Tax Rate Reconciliation (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Income Tax Disclosure [Abstract]      
Taxes at the statutory federal rate $ (100,553) $ (137,276) $ (80,739)
Capitalized research and expenditures true-up 8,212 0 0
Stock-based compensation 8,077 7,905 1,354
Research and development credits (14,549) (15,738) (14,956)
Change in valuation allowance 114,707 175,916 106,227
State taxes, net of federal benefits (19,117) (28,522) (14,998)
Other 3,908 (1,146) 3,412
Total provision for income taxes $ 685 $ 1,139 $ 300
v3.24.0.1
Income Taxes - Narrative (Details) - USD ($)
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Income Taxes [Line Items]        
Increase in valuation allowance $ 114,700,000 $ 175,900,000 $ 188,700,000  
Undistributed earnings of foreign subsidiaries 4,700,000      
Unrecognized tax benefits 36,946,000 29,634,000 20,100,000 $ 11,269,000
Unrecognized tax benefits, income tax penalties and interest accrued 0 0 $ 0  
Unrecognized tax benefits, period increase (decrease) 0      
Federal        
Income Taxes [Line Items]        
Net operating loss carryforwards 1,400,000,000 1,200,000,000    
Tax credit carryforwards, research 41,900,000 32,700,000    
Tax credit carryforward, reserve 22,600,000      
State        
Income Taxes [Line Items]        
Net operating loss carryforwards 1,000,000,000 900,000,000    
Tax credit carryforwards, research 26,100,000 $ 21,800,000    
Tax credit carryforward, reserve $ 14,000,000      
v3.24.0.1
Income Taxes - Reconciliation of the Balance of Total Gross Unrecognized Tax Benefits (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]      
Unrecognized tax benefits - Beginning of period $ 29,634 $ 20,100 $ 11,269
Increases related to current year’s tax positions 8,465 9,233 8,223
(Decreases) increases related to prior years’ tax positions (1,153) 301 608
Unrecognized tax benefits - End of period $ 36,946 $ 29,634 $ 20,100
v3.24.0.1
Employee Benefit Plan (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Retirement Benefits [Abstract]      
Defined contribution plan, maximum annual employee contributions per employee, percent 100.00%    
Defined contribution plan, employer contributions $ 7.1 $ 6.7 $ 4.5
v3.24.0.1
Segment and Geographic Information (Details)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
USD ($)
segment
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Segment Reporting Information [Line Items]      
Number of operating segments | segment 1    
Total revenue $ 563,948 $ 449,538 $ 373,653
United States      
Segment Reporting Information [Line Items]      
Total revenue $ 526,524 $ 420,618 352,561
United States | Geographic Concentration Risk | Net Assets, Geographic Area      
Segment Reporting Information [Line Items]      
Concentration risk, percentage 98.00% 99.00%  
International      
Segment Reporting Information [Line Items]      
Total revenue $ 37,424 $ 28,920 $ 21,092
v3.24.0.1
Label Element Value
Accounting Standards Update [Extensible Enumeration] us-gaap_AccountingStandardsUpdateExtensibleList Accounting Standards Update 2020-06 [Member]