BUTTERFLY NETWORK, INC., 10-K filed on 3/4/2024
Annual Report
v3.24.0.1
Document and Entity Information - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Feb. 09, 2024
Jun. 30, 2023
Entity Listings [Line Items]      
Document Type 10-K    
Document Annual Report true    
Document Transition Report false    
Document Period End Date Dec. 31, 2023    
Entity File Number 001-39292    
Entity Registrant Name Butterfly Network, Inc.    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 84-4618156    
Entity Address, Address Line One 1600 District Avenue    
Entity Address, City or Town Burlington    
Entity Address, State or Province MA    
Entity Address, Postal Zip Code 01803    
City Area Code 781    
Local Phone Number 557-4800    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Non-accelerated Filer    
Entity Small Business true    
Entity Emerging Growth Company false    
ICFR Auditor Attestation Flag false    
Entity Well-known Seasoned Issuer No    
Entity Voluntary Filers No    
Entity Shell Company false    
Entity Public Float     $ 355.5
Auditor Name Deloitte & Touche LLP    
Auditor Firm ID 34    
Auditor Location New York, New York    
Entity Central Index Key 0001804176    
Current Fiscal Year End Date --12-31    
Document Fiscal Year Focus 2023    
Document Fiscal Period Focus FY    
Amendment Flag false    
Document Financial Statement Error Correction [Flag] false    
Class A Common Stock      
Entity Listings [Line Items]      
Title of 12(b) Security Class A common stock, $0.0001 par value per share    
Trading Symbol BFLY    
Security Exchange Name NYSE    
Entity Common Stock, Shares Outstanding   181,707,275  
Warrants to purchase one share of Class A common stock, each at an exercise price of $11.50 per share      
Entity Listings [Line Items]      
Title of 12(b) Security Warrants to purchase one share of Class A common stock,each at an exercise price of $11.50 per share    
Trading Symbol BFLY WS    
Security Exchange Name NYSE    
Class B Common Stock      
Entity Listings [Line Items]      
Entity Common Stock, Shares Outstanding   26,426,937  
v3.24.0.1
CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Current assets:    
Cash and cash equivalents $ 134,437 $ 162,561
Marketable securities   75,250
Accounts receivable, net 13,418 14,685
Inventories 73,022 59,970
Current portion of vendor advances 2,815 35,182
Prepaid expenses and other current assets 7,571 9,489
Total current assets 231,263 357,137
Property and equipment, net 25,321 31,331
Intangible assets, net 10,317  
Non-current portion of vendor advances 15,276  
Operating lease assets 15,675 21,567
Other non-current assets 6,422 7,535
Total assets 304,274 417,570
Current liabilities:    
Accounts payable 5,090 7,211
Deferred revenue, current 15,625 15,856
Accrued purchase commitments, current 131 2,146
Accrued expenses and other current liabilities 23,425 26,116
Total current liabilities 44,271 51,329
Deferred revenue, non-current 7,394 4,957
Warrant liabilities 826 5,370
Operating lease liabilities 22,835 29,966
Other non-current liabilities 8,895 588
Total liabilities 84,221 92,210
Commitments and contingencies (Note 18)
Stockholders' equity:    
Additional paid-in capital 949,670 921,278
Accumulated deficit (729,638) (595,938)
Total stockholders' equity 220,053 325,360
Total liabilities and stockholders' equity 304,274 417,570
Class A Common Stock    
Stockholders' equity:    
Common stock 18 17
Class B Common Stock    
Stockholders' equity:    
Common stock $ 3 $ 3
v3.24.0.1
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares
Dec. 31, 2023
Dec. 31, 2022
Class A Common Stock    
Common stock, par value $ 0.0001 $ 0.0001
Common stock, shares authorized 600,000,000 600,000,000
Common stock shares issued 181,221,794 174,459,956
Common stock, shares outstanding (in shares) 181,221,794 174,459,956
Class B Common Stock    
Common stock, par value $ 0.0001 $ 0.0001
Common stock, shares authorized 27,000,000 27,000,000
Common stock shares issued 26,426,937 26,426,937
Common stock, shares outstanding (in shares) 26,426,937 26,426,937
v3.24.0.1
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Revenue:      
Total revenue $ 65,900 $ 73,390 $ 62,565
Cost of revenue:      
Total cost of revenue 49,044 33,930 45,511
Gross profit 16,856 39,460 17,054
Operating expenses:      
Research and development 55,616 88,044 74,461
Sales and marketing 39,073 59,494 49,604
General and administrative 49,613 77,596 85,717
Other 18,164 7,346  
Total operating expenses 162,466 232,480 209,782
Loss from operations (145,610) (193,020) (192,728)
Interest income 7,450 3,384 2,573
Interest expense   (2) (651)
Change in fair value of warrant liabilities 4,544 20,859 161,095
Other income (expense), net (2) 98 (2,577)
Loss before provision for income taxes (133,618) (168,681) (32,288)
Provision for income taxes 82 42 121
Net loss and comprehensive loss $ (133,700) $ (168,723) $ (32,409)
Net loss per common share - basic $ (0.65) $ (0.84) $ (0.19)
Net loss per common share - diluted $ (0.65) $ (0.84) $ (0.19)
Weighted-average common shares outstanding - basic 205,385,544 199,848,386 173,810,053
Weighted-average common shares outstanding - diluted 205,385,544 199,848,386 173,810,053
Product      
Revenue:      
Total revenue $ 40,036 $ 50,263 $ 47,868
Cost of revenue:      
Total cost of revenue 40,655 26,804 29,308
Software and other services      
Revenue:      
Total revenue 25,864 23,127 14,697
Cost of revenue:      
Total cost of revenue $ 8,389 $ 7,126 2,238
Loss on product purchase commitments      
Cost of revenue:      
Total cost of revenue     $ 13,965
v3.24.0.1
CONSOLIDATED STATEMENTS OF CHANGES IN CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY (DEFICIT) - USD ($)
$ in Thousands
Convertible Preferred Stock
Common Stock
Class A Common Stock
Common Stock
Class B Common Stock
Additional Paid-In Capital
Accumulated Deficit
Class A Common Stock
Class B Common Stock
Total
Convertible Preferred Stock, Balance at beginning of the period at Dec. 31, 2020 $ 360,937              
Convertible Preferred Stock, Balance at beginning of the period (in shares) at Dec. 31, 2020 107,197,118              
Increase (Decrease) in Convertible Preferred Stock                
Conversion of convertible preferred stock $ (360,937)              
Conversion of convertible preferred stock (in shares) (107,197,118)              
Balance at beginning of the period at Dec. 31, 2020   $ 1   $ 32,874 $ (394,806)     $ (361,931)
Balance at beginning of the period (in shares) at Dec. 31, 2020   6,593,291            
Increase (Decrease) in Stockholders' Equity                
Net loss         (32,409)     (32,409)
Common stock issued upon exercise of stock options and warrants   $ 1   21,708       21,709
Common stock issued upon exercise of stock options and warrants (in shares)   8,886,801            
Common stock issued upon vesting of restricted stock units, net (in shares)   1,018,828            
Conversion of convertible preferred stock   $ 8 $ 3 360,926       360,937
Conversion of convertible preferred stock (in shares)   80,770,178 26,426,937          
Conversion of convertible debt   $ 1   49,916       49,917
Conversion of convertible debt (in shares)   5,115,140            
Net equity infusion from the Business Combination   $ 6   361,281       361,287
Net equity infusion from the Business Combination (in shares)   69,228,811            
Stock-based compensation expense       48,181       48,181
Balance at end of the period at Dec. 31, 2021   $ 17 $ 3 874,886 (427,215)     447,691
Balance at end of the period (in shares) at Dec. 31, 2021   171,613,049 26,426,937          
Increase (Decrease) in Stockholders' Equity                
Net loss         (168,723)     (168,723)
Common stock issued upon exercise of stock options and warrants       2,982       $ 2,982
Common stock issued upon exercise of stock options and warrants (in shares)   1,081,313           1,081,213
Common stock issued upon vesting of restricted stock units, net       (106)       $ (106)
Common stock issued upon vesting of restricted stock units, net (in shares)   1,765,594            
Stock-based compensation expense       43,516       43,516
Balance at end of the period at Dec. 31, 2022   $ 17 $ 3 921,278 (595,938)     325,360
Balance at end of the period (in shares) at Dec. 31, 2022   174,459,956 26,426,937     174,459,956 26,426,937  
Increase (Decrease) in Stockholders' Equity                
Net loss         (133,700)     (133,700)
Common stock issued upon exercise of stock options and warrants       228       $ 228
Common stock issued upon exercise of stock options and warrants (in shares)   180,467           180,467
Common stock issued upon vesting of restricted stock units, net   $ 1           $ 1
Common stock issued upon vesting of restricted stock units, net (in shares)   6,581,371            
Stock-based compensation expense       28,164       28,164
Balance at end of the period at Dec. 31, 2023   $ 18 $ 3 $ 949,670 $ (729,638)     $ 220,053
Balance at end of the period (in shares) at Dec. 31, 2023   181,221,794 26,426,937     181,221,794 26,426,937  
v3.24.0.1
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Cash flows from operating activities:      
Net loss $ (133,700) $ (168,723) $ (32,409)
Adjustments to reconcile net loss to net cash used in operating activities:      
Depreciation, amortization, and impairments 10,574 5,935 2,090
Write-down of vendor advance     2,300
Non-cash interest expense on convertible debt     389
Write-down of inventories 21,083 783 889
Stock-based compensation expense 27,480 42,531 47,798
Change in fair value of warrant liabilities (4,544) (20,859) (161,095)
Gain on lease termination (214)    
Other 633 615 1,900
Changes in operating assets and liabilities:      
Accounts receivable (162) (3,063) (6,127)
Inventories (34,135) (24,510) (11,285)
Prepaid expenses and other assets 2,979 3,819 (10,669)
Vendor advances 17,091 5,100 (2,621)
Accounts payable (1,875) 1,216 (10,521)
Deferred revenue 2,206 2,266 7,314
Accrued purchase commitments (2,015) (17,383) (23,063)
Change in operating lease assets and liabilities (635) 2,257 1,901
Accrued expenses and other liabilities (3,586) 901 4,022
Net cash used in operating activities (98,820) (169,115) (189,187)
Cash flows from investing activities:      
Purchases of marketable securities (297) (75,534) (1,019,003)
Sales of marketable securities 76,484   1,017,010
Purchases of property, equipment, and intangible assets, including capitalized software (5,783) (18,302) (7,877)
Sales of property and equipment 10 57  
Net cash provided by (used in) investing activities 70,414 (93,779) (9,870)
Cash flows from financing activities:      
Proceeds from exercise of stock options and warrants 228 2,982 21,707
Net proceeds from equity infusion from the Business Combination     548,403
Payment of loan payable     (4,366)
Payments of debt issuance costs     (52)
Other financing activities   (101)  
Net cash provided by financing activities 228 2,881 565,692
Net (decrease) increase in cash, cash equivalents, and restricted cash (28,178) (260,013) 366,635
Cash, cash equivalents, and restricted cash, beginning of period 166,828 426,841 60,206
Cash, cash equivalents, and restricted cash, end of period 138,650 166,828 426,841
Supplemental disclosure of non-cash investing and financing activities      
Acquisition of property, equipment, and intangible assets, including capitalized software $ 9,247 $ 4,501 $ 1,841
v3.24.0.1
Organization and Description of Business
 12 Months Ended
Dec. 31, 2023
Organization and Description of Business  
Organization and Description of Business

Note 1. Organization and Description of Business

​

Butterfly Network, Inc., formerly known as Longview Acquisition Corp. (the “Company”), was incorporated in Delaware on February 4, 2020. The Company’s legal name became Butterfly Network, Inc. following the Business Combination. The prior period financial information represents the financial results and condition of BFLY Operations, Inc. (formerly Butterfly Network, Inc.).

​

The Company is an innovative digital health business transforming care with hand-held, whole-body ultrasound. Powered by its proprietary Ultrasound-on-Chip™ technology, the Company’s solution enables the acquisition of imaging information from an affordable, powerful device that fits in a healthcare professional’s pocket with a combination of cloud-connected software and hardware technology that is easily accessed through a mobile app.

​

The Company operates wholly-owned subsidiaries in Australia, Germany, the Netherlands, Taiwan, and the United Kingdom.

​

The Company has incurred net losses and negative cash flows from operating activities in each year since inception, and we expect to continue to incur losses for at least the next few years. The Company expects its cash and cash equivalents of $134.4 million at December 31, 2023 will be sufficient to fund operations and capital requirements for at least the next twelve months from the date the consolidated financial statements are issued.  We may need to satisfy our future cash needs through the sale of equity securities, debt financings, working capital lines of credit or partnerships, or a combination of one or more of these sources.

​
v3.24.0.1
Summary of Significant Accounting Policies
 12 Months Ended
Dec. 31, 2023
Summary of Significant Accounting Policies  
Summary of Significant Accounting Policies

Note 2. Summary of Significant Accounting Policies

Basis of Presentation and Principles of Consolidation

​

The accompanying consolidated financial statements include the accounts of BFLY Operations, Inc. (formerly Butterfly Network, Inc.) and its wholly-owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the accounting disclosure rules and regulations of the Securities and Exchange Commission (the “SEC”). All intercompany balances and transactions have been eliminated in consolidation.

​

Certain prior period amounts presented on the consolidated statement of operations and comprehensive loss for the year ended December 31, 2022 have been reclassified to conform to the current period presentation. See the Operating Expenses – Other section of this note for additional information regarding these reclassifications.

​

Functional Currency

​

The Company’s worldwide operations utilize the U.S. dollar (“USD”) as the functional currency considering the significant dependency of each subsidiary on the Company. Subsidiary operations are financed through the funding received from the Company in USD. For foreign entities where the USD is the functional currency, all foreign currency-denominated monetary assets and liabilities are remeasured at end-of-period exchange rates. Exchange gains and losses arising from the remeasurement of foreign currency-denominated monetary assets and liabilities are included in the Company’s operating results in the consolidated statements of operations and comprehensive loss.

​

Concentration of Credit Risk

​

Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash and cash equivalents, marketable securities and accounts receivable. As of December 31, 2023 and 2022, substantially all of the Company’s cash and cash equivalents and marketable securities were invested in money market accounts and mutual

funds, respectively, with one financial institution. The Company also maintains balances in various operating accounts above federally insured limits. The Company has not experienced any significant losses on such accounts and does not believe it is exposed to any significant credit risk on cash and cash equivalents and marketable securities.

​

As of December 31, 2023 and 2022, no customer accounted for more than 10% of the Company’s accounts receivable. For the years ended December 31, 2023, 2022, and 2021, no customer accounted for more than 10% of the Company’s total revenue.

​

Segment Information

​

The Company’s chief operating decision maker, its chief executive officer (“CEO”), reviews the financial information presented on a consolidated basis for purposes of allocating resources and evaluating its financial performance. Accordingly, the Company has determined that it operates in a single reportable segment. Substantially all of the Company’s long-lived assets are located in the United States. Since the Company operates in one operating segment, all required financial segment information can be found in the consolidated financial statements.

​

Use of Estimates

​

The preparation of the consolidated financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions about future events that affect the amounts reported in its consolidated financial statements and accompanying notes. Future events and their effects cannot be determined with certainty. On an ongoing basis, management evaluates these estimates and assumptions. Significant estimates and assumptions include:

​

●revenue recognition, including determination of the timing and pattern of satisfaction of performance obligations and determination of the standalone selling price (“SSP”) of performance obligations;
●assumptions underlying the warranty liability calculation;
●assumptions underlying the measurement of the purchase commitment loss;
●measurement and allocation of capitalized costs, the net realizable value (the selling price as well as estimated costs of completion, disposal and transportation) of inventory, and demand and future use of inventory;
●assumptions underlying incremental borrowing rate calculations;
●assumptions underlying the warrant liability calculation;
●assumptions underlying the measurement of contingent losses; and
●assumptions underlying the fair value used in the stock-based compensation expense calculation.

​

The Company bases these estimates on historical and anticipated results and trends and on various other assumptions that the Company believes are reasonable under the circumstances, including assumptions about future events. Changes in estimates are recorded in the period in which they become known. Actual results could differ from these estimates, and any such differences may be material to the Company’s consolidated financial statements.

​

Revenue Recognition

​

The Company recognizes revenue in accordance with Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“Topic 606”). Revenue is recognized when or as a customer obtains control of the promised goods and services. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled to in exchange for these goods and services. To achieve this core principle, the Company applies the following 5 steps:

​

●Step 1: Identify Contracts with Customers: The Company typically enters into contracts with customers through direct sales executed via signed contracts with payment terms of 60 days or less. Multi-year software subscriptions typically require advance payment for each annual subscription period.
●Step 2: Identify Performance Obligations: The Company’s contracts with customers often include multiple performance obligations. The Company has identified the following performance obligations in its contracts with customers:
●Hardware devices and accessories
●Software subscriptions, including renewal subscriptions, which represent an obligation to provide the customer with ongoing access to the Company’s cloud-hosted software applications on a continuous basis throughout the subscription period
●Implementation and integration services
●Extended warranties and customer service
●Step 3: Determine Transaction Price: The Company’s contracts with customers include variable consideration in the form of refunds and credits for product returns and price concessions. The Company estimates variable consideration using the expected value method based on a portfolio of data from similar contracts.
●Step 4: Allocate Transaction Price to Performance Obligations: The Company allocates transaction price to the performance obligations in contracts with customers based on the relative SSPs of the goods and services. For the software subscriptions and renewal subscriptions, which the Company sells to customers on a standalone basis, the Company uses the observable SSPs of new and renewal subscriptions, respectively. The Company’s sales of hardware devices and accessories represent single performance obligations.
●Step 5: Recognize Revenue as Performance Obligations are Satisfied: Each sale of a hardware device or accessory is a performance obligation satisfied at a point in time when control of the good transfers from the Company to the customer based on shipping terms. The Company’s software subscriptions, extended warranties and customer service are stand-ready performance obligations that are satisfied over time by providing the customer with ongoing access to the Company’s resources. The Company uses the time-elapsed (i.e., straight-line) measure of progress to recognize revenue as these performance obligations are satisfied evenly over the respective service periods. The implementation and integration services are a performance obligation satisfied over time, and the Company uses the costs incurred as inputs into the measure of progress to recognize revenue as it satisfies the performance obligation.

​

Deferred Revenue

​

Deferred revenue primarily consists of billings or payments received in advance of revenue recognition from software subscriptions and other services and is reduced as the revenue recognition criteria are met. Deferred revenue is classified as current or non-current on the consolidated balance sheets based on the expected timing of revenue recognition. The deferred revenue that will be recognized as revenue within the next twelve months is classified as current, and the deferred revenue that will be recognized thereafter is classified as non-current.

​

Warranties

​

The Company offers a standard product warranty that its products will function according to standard specifications and free of significant defects for a period of one year from when control is transferred to the customer. The Company evaluated the warranty liability under ASC Topic 606 and determined that it is an assurance-type warranty. When product revenue is recognized, an estimate of future warranty costs is recognized as cost of product revenue and accrued expenses. Factors that affect the estimate of future warranty costs include historical and current product failure rates, service delivery costs incurred in correcting product failures and warranty policies and business practices.

​

Cash and Cash Equivalents

​

All highly liquid investments purchased with a maturity of three months or less are considered to be cash equivalents. As of December 31, 2023 and 2022, cash and cash equivalents consist principally of cash and money market accounts.

​

Trade Accounts Receivable and Allowance for Doubtful Accounts

​

Accounts receivable are recognized as the original amount invoiced less an allowance for doubtful accounts based on the probability of future collection. In accordance with ASC Topic 326, Financial Instruments-Credit Losses, the Company estimates its allowance for doubtful accounts based on historical loss patterns, the number of days that billings are past due, current market conditions, and reasonable and supportable forecasts of future economic conditions. Accounts

receivable are written off when deemed uncollectible and collection of the receivable is no longer being actively pursued. The following table summarizes the allowance for doubtful accounts activity:

​

​

​

​

​

(in thousands)

    

Fair Value

Allowance for doubtful accounts as of December 31, 2021

​

$

440

Additions

​

 

315

Deductions – write offs

​

 

(227)

Allowance for doubtful accounts as of December 31, 2022

​

​

528

Additions

​

​

1,446

Deductions – write offs

​

​

(187)

Allowance for doubtful accounts as of December 31, 2023

​

$

1,787

​

Inventories

​

Inventories primarily consist of raw materials, work-in-progress and finished goods which are purchased and held by the Company’s third-party contract manufacturers. Inventories are stated at the lower of actual cost, determined using the average cost method, or net realizable value. Actual cost includes all direct and indirect production costs to convert materials into a finished product. Net realizable value is based upon an estimated average selling price reduced by the estimated costs of completion, disposal and transportation. The determination of net realizable value involves certain judgments including estimating average selling prices. The Company reduces the value of inventory for estimated obsolescence or lack of marketability by the difference between the cost of the affected inventory and the net realizable value.

​

The valuation of inventories also requires the Company to estimate excess and obsolete inventory. The Company considers new product development schedules, the effect that new products might have on the sale of existing products, product obsolescence, product merchantability and whether older products can be remanufactured into new products, among other factors.

​

Losses expected to arise from firm, non-cancelable and unhedged commitments for the future purchase of inventories are recognized unless the losses are recoverable through firm sales contracts or other means.

​

Restricted Cash

​

Restricted cash includes deposits in financial institutions restricted according to an agreement and used to secure a lease agreement. The Company classifies the amount restricted according to an agreement as prepaid expenses and other current assets as the Company expects the deposit to be released from restriction within the next twelve months. The Company classifies the amount used to secure a lease agreement within other non-current assets as the lease is long-term. The amount shown as restricted cash is included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown in the consolidated statement of cash flows.

​

Vendor Advances

​

Vendor advances represent amounts paid to third-party vendors for future services to be received related to production of the Company’s inventories. The amounts are presented net of write offs.  The classification of vendor advances as current or non-current is based on the estimated timing of inventory delivery.

​

Property and Equipment

​

Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation expense is computed using the straight-line method over the estimated useful lives of the related assets. Leasehold improvements are amortized on a straight-line basis over the shorter of the remaining lease term or the estimated useful lives of related improvements.

​

Useful lives for property and equipment are as follows:

​

​

​

​

Property and Equipment

    

Estimated Useful Life

Software

 

3 years

Machinery and equipment

 

3 – 5 years

Furniture and fixtures

 

5 – 7 years

Leasehold improvements

 

Lesser of estimated useful life or remaining lease term

​

Expenditures for major renewals and improvements are capitalized. Expenditures for repairs and maintenance are expensed as incurred. When assets are retired or otherwise disposed of, the cost of those assets and the related accumulated depreciation and amortization is eliminated from the balance sheet, and any resulting gains or losses are included in the statements of operations and comprehensive loss in the period of disposal.

​

Capitalized Software Development Costs

​

Costs to develop or obtain software for internal use are capitalized and recorded as capitalized software development costs on the consolidated balance sheets as a component of property and equipment. The Company capitalizes qualifying costs associated with internal-use software incurred during the application development stage if management with relevant authority authorizes the project, it is probable the project will be completed and the software will be used to perform the function intended. Costs incurred during the preliminary project and post-implementation stages, including training and maintenance, are expensed as incurred. Capitalized costs are amortized on a project-by-project basis using the straight-line method over the estimated economic life of the software, which is three years, beginning when the software is substantially ready for use. Amortization expense is classified in the consolidated statements of operations and comprehensive loss based on the nature of the software.

​

Leases

​

The Company primarily enters into leases for office space that are classified as operating leases. The Company determines if an agreement is or contains a lease at inception. The Company accounts for leases in accordance with ASC Topic 842, Leases, by recognizing right-of-use assets and lease liabilities.  The Company classifies right-of-use assets as operating lease assets on the consolidated balance sheets. The Company classifies the current portion of lease liabilities, representing lease payments due within the next twelve months, as accrued expenses and other current liabilities on the consolidated balance sheets. The Company classifies the non-current portion of lease liabilities as operating lease liabilities on the consolidated balance sheets. The lease term includes the non-cancelable period of the lease plus any additional periods covered by an option to extend that the Company is reasonably certain to exercise. Generally, the Company may terminate its leases with the notice required in the lease agreement and upon payment of a termination fee, if required. The Company’s leases do not include substantial variable payments based on indexes or rates. The Company’s lease agreements do not contain any significant residual value guarantees or restrictive covenants.

​

The Company’s leases do not provide a readily determinable implicit discount rate. The Company’s incremental borrowing rate is estimated to approximate an interest rate on a collateralized basis with similar terms and payments and in similar economic environments. Operating lease right-of-use assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. The Company recognizes a single lease cost on a straight-line basis over the lease term, and the Company includes all cash payments within cash flows from operating activities as the change in operating lease assets and liabilities in the consolidated statements of cash flows.

​

The Company does not have any finance leases as of December 31, 2023 and 2022.

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Impairment of Long-Lived Assets

​

The Company reviews its long-lived assets, including its property and equipment, definite-lived intangible assets, and operating lease assets, for impairment at least annually or whenever events or changes in business circumstances indicate that the carrying amount of assets may not be fully recoverable. Each impairment test is based on a comparison of the

undiscounted cash flows to the recorded value of the asset. If the recorded value of the asset is less than the undiscounted cash flows, the asset is written down to its estimated fair value.

​

Warrant Liability

​

The Company’s outstanding warrants include publicly-traded warrants (the “Public Warrants”), which were issued as one-third of a warrant per unit during the Company’s initial public offering on May 26, 2020 (the “IPO”), and warrants sold in a private placement to Longview’s sponsor (the “Private Warrants”). The Company evaluated its warrants under ASC Subtopic 815-40, Derivatives and Hedging—Contracts in Entity’s Own Equity, and concluded that they do not meet the criteria to be classified in stockholders’ equity. Since the Public Warrants and Private Warrants meet the definition of a derivative under ASC Topic 815, Derivatives and Hedging, the Company recorded these warrants as non-current liabilities on the consolidated balance sheets at fair value upon the closing of the Business Combination, with subsequent changes in their respective fair values recognized in the consolidated statements of operations and comprehensive loss at each reporting date.

​

Cost of Revenue

​

Cost of product revenue includes manufacturing costs, personnel costs and benefits, inbound freight, packaging, warranty replacement costs, payment processing fees and inventory obsolescence and write offs. Cost of software and other services revenue includes personnel costs, cloud hosting costs, amortization of capitalized software development costs and payment processing fees.

​

Research and Development

​

R&D expenses primarily consist of personnel costs and benefits, facilities expenses, consulting and professional fees, fabrication services, software and other outsourcing expenses. Substantially all of the Company’s R&D expenses are related to developing new products and services and improving existing products and services. R&D expenses are expensed as incurred.

​

Sales and Marketing

​

Sales and marketing expenses primarily consist of personnel costs and benefits, third-party logistics, fulfillment and outbound shipping costs, facilities expenses, advertising, and travel and entertainment. Advertising expenses are expensed as incurred. For the years ended December 31, 2023, 2022, and 2021, advertising expenses were $4.3 million, $5.8 million and $8.3 million, respectively.

​

General and Administrative

​

General and administrative expenses primarily consist of personnel costs and benefits, insurance, patent fees, software costs, facilities costs and outside services. Outside services consist of professional services, legal fees and other professional fees.

​

Operating Expenses – Other

​

The Company classifies certain operating expenses that are not representative of the Company’s ongoing operations as other on the consolidated statements of operations and comprehensive loss. These include costs related to the Company’s reductions in force, litigation, and legal settlements. To conform to current period presentation of the consolidated statements of operations and comprehensive loss, the Company reclassified certain expenses presented as research and development, sales and marketing, and general and administrative in its Annual Report on Form 10-K for the year ended December 31, 2022 as other in this Annual Report on Form 10-K.

​

The following table summarizes the Company’s operating expenses reclassified as other from research and development, sales and marketing, and general and administrative (in thousands):

​

​

​

​

​

​

​

Year ended

​

    

December 31, 2022

Reclassified from:

​

​

​

Research and development

​

$

1,077

Sales and marketing

​

​

394

General and administrative

​

 

5,875

Total reclassified as other

​

$

7,346

​

The following table summarizes the types of expenses classified as other in the Company’s consolidated statements of operations and comprehensive loss (in thousands):

​

​

​

​

​

​

​

​

​

Year ended December 31, 

​

    

2023

    

2022

Employment-related expenses

​

$

8,701

​

$

2,019

Legal-related expenses

​

 

9,463

​

 

5,327

Total other

​

$

18,164

​

$

7,346

​

See Note 15 “Reductions in Force” for additional information regarding the employment-related expenses classified as other in the consolidated statements of operations and comprehensive loss.

Net Loss per Common Share

​

We compute net loss per share of Class A and Class B common stock using the two-class method. Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of each class of the Company’s common stock outstanding during the period. Diluted net loss per share is computed by giving effect to all of the Company’s potential common shares outstanding of the Company’s common stock to the extent the potential shares are dilutive. Basic and diluted net loss per share were the same for each period presented in the consolidated statements of operations and comprehensive loss as the inclusion of all potential shares of the Company’s common stock would have been anti-dilutive. Since the Company was in a net loss position for all periods presented, the basic net loss per share calculation excludes the Company’s convertible preferred stock as it does not participate in net losses of the Company. Refer to Note 12 “Net Loss Per Share” for further discussion.

​

Stock-Based Compensation Expense

​

The measurement of stock-based compensation expense for all stock-based payment awards, including stock options and restricted stock units granted to employees, directors and nonemployees, is based on the estimated fair value of the awards on the grant date.

​

The Company recognizes stock-based compensation expense for its awards on a straight-line basis over the requisite service period of the individual grants, which is generally the vesting period, based on the awards’ estimated grant date fair values. Generally, awards fully vest three to four years from the grant date and stock options have a contractual term of 10 years. The Company recognizes the effect of forfeiture in stock-based compensation expense based on actual forfeitures when they occur.

​

The Company granted performance-based restricted stock units during the years ended December 31, 2023, 2022, and 2021. The Company accounted for these awards according to the relevant provisions of ASC Topic 718, Compensation-Stock Compensation. For performance-based awards, the Company recognizes expense using the accelerated attribution method. Refer to Note 11 “Equity Incentive Plan” for further discussion about the nature of the transactions.

​

Income Taxes

​

The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the consolidated financial statements or in the Company’s tax returns. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company assesses the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent it believes, based upon the weight of available evidence, that it is more likely than not that all or a portion of the deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax expense. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected and considering prudent and feasible tax planning strategies.

The Company accounts for uncertainty in income taxes recognized in the consolidated financial statements by applying a two-step process to determine the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the likelihood that it will be sustained upon external examination by the taxing authorities. If the tax position is deemed more likely than not to be sustained, the tax position is then assessed to determine the amount of benefit to recognize in the consolidated financial statements. The amount of the benefit that may be recognized is the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The provision for income taxes includes the effects of any resulting tax reserves, or unrecognized tax benefits, that are considered appropriate as well as the related net interest and penalties.

​

Recent Accounting Pronouncements Issued but Not Yet Adopted

​

In November 2023, the Financial Accounting Standards Board issued Accounting Standards Update 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which introduced new guidance on disclosures for reportable segments and significant segment expenses, including for entities with a single reportable segment. This guidance is effective for the Company for annual reporting periods beginning January 1, 2024 and interim periods beginning January 1, 2025. The Company is currently evaluating the impact that the adoption of this pronouncement will have on the Company’s consolidated financial statements and disclosures.

​

In December 2023, the Financial Accounting Standards Board issued Accounting Standards Update 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which introduced new guidance on disclosures for income taxes, including enhancements to the rate reconciliation and income taxes paid disclosures. This guidance is effective for the Company for annual reporting periods beginning January 1, 2025. The Company is currently evaluating the impact that the adoption of this pronouncement will have on the Company’s consolidated financial statements and disclosures.

​
v3.24.0.1
Revenue Recognition
 12 Months Ended
Dec. 31, 2023
Revenue Recognition  
Revenue Recognition

Note 3. Revenue Recognition

Disaggregation of Revenue

​

The Company disaggregates revenue from contracts with customers by product type and by geographical market. The Company believes that these categories aggregate the payor types by nature, amount, timing and uncertainty of its revenue

streams. The following table summarizes the Company’s disaggregated revenues (in thousands) for the years ended December 31:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pattern of

​

​

​

​

​

​

​

​

​

​

​

Recognition

​

2023

    

2022

    

2021

By product type:

   

​

   

  

​

​

  

​

​

  

​

Devices and accessories

​

Point-in-time

​

$

40,036

​

$

50,263

​

$

47,868

Software and other services

​

Over time

​

 

25,864

​

 

23,127

​

 

14,697

Total revenue

​

​

​

$

65,900

​

$

73,390

​

$

62,565

​

​

​

​

​

​

​

​

​

​

​

​

By geographical market:

​

​

​

 

  

​

 

  

​

 

  

United States

​

​

​

$

52,116

​

$

51,072

​

$

42,993

International

​

​

​

 

13,784

​

 

22,318

​

 

19,572

Total revenue

​

​

​

$

65,900

​

$

73,390

​

$

62,565

​

Contract Balances

​

Contract balances represent amounts presented in the consolidated balance sheets when the Company has either transferred goods or services to the customer or the customer has paid consideration to the Company under the contract. These contract balances include trade accounts receivable and deferred revenue. The Company recognizes a receivable when it has an unconditional right to payment, and payment terms are typically 60 days for product and software and other services sales on credit. The amount of revenue recognized during the years ended December 31, 2023 and 2022 that was included in the deferred revenue balance at the beginning of the period was $14.9 million and $13.0 million, respectively.

​

Transaction Price Allocated to Remaining Performance Obligations

​

As of December 31, 2023, the Company had $32.0 million of remaining performance obligations. The Company expects to recognize approximately 60% of its remaining performance obligations as revenue in the next twelve months and approximately 40% thereafter.

​

Costs of Obtaining or Fulfilling Contracts

​

The Company incurs incremental costs of obtaining contracts and costs of fulfilling contracts with customers. Incremental costs of obtaining contracts, which include commissions and referral fees paid to third parties as a result of obtaining contracts with customers, are capitalized to the extent that the Company expects to recover such costs. Costs of fulfilling contracts that relate specifically to a contract with a customer, result from activities that generate resources for the Company and enable the Company to satisfy its performance obligations in the contract with the customer are capitalized to the extent that the Company expects to recover such costs. Capitalized costs are amortized in a pattern that is consistent with the Company’s transfer of the related goods and services to the customer. The Company had $1.4 million and $1.1 million of capitalized costs of obtaining or fulfilling contracts as of December 31, 2023 and 2022, respectively. The Company’s amortization costs for capitalized costs of obtaining or fulfilling contracts was $0.6 million for the year ended December 31, 2023. The Company’s amortization costs for capitalized costs of obtaining or fulfilling contracts was not significant for the years ended December 31, 2022 and 2021.

​

Practical Expedients and Accounting Policy Elections

​

In determining the transaction price of its contracts with customers, the Company estimates variable consideration using a portfolio of data from similar contracts.

​

As a practical expedient, the Company does not adjust the transaction price for the effects of a significant financing component in contracts in which the period between when the Company transfers the promised good or service to the customer and when the customer pays for that good or service is a year or less.

​

The Company has made an accounting policy election to exclude all sales taxes from the transaction price of its contracts with customers. Accordingly, sales taxes collected from customers and remitted to government authorities are not included in revenue and are accounted for as a liability until they have been remitted to the respective government authority.
v3.24.0.1
Fair Value of Financial Instruments
 12 Months Ended
Dec. 31, 2023
Fair Value of Financial Instruments  
Fair Value of Financial Instruments

Note 4. Fair Value of Financial Instruments

Fair value estimates of financial instruments are made at a specific point in time, based on relevant information about financial markets and specific financial instruments. As these estimates are subjective in nature, involving uncertainties and matters of significant judgment, they cannot be determined with precision. Changes in assumptions can significantly affect estimated fair value.

​

The Company measures fair value as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The Company utilizes a three-tier hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value:

​

●Level 1 — Valuations based on quoted prices in active markets for identical assets or liabilities that an entity has the ability to access.
●Level 2 — Valuations based on quoted prices for similar assets or liabilities, quoted prices for identical assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable data for substantially the full term of the assets or liabilities.
●Level 3 — Valuations based on 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 has no assets or liabilities valued with Level 3 inputs.

The carrying value of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses approximates their fair values due to the short-term or on demand nature of these instruments.

​

There were no transfers between fair value measurement levels during the years ended December 31, 2023 and 2022.

​

The Company’s investments in marketable securities are ownership interests in mutual funds. The equity securities are stated at fair value, as determined by quoted market prices. As the securities have readily determinable fair value, unrealized gains and losses are reported as other income (expense), net on the consolidated statements of operations and comprehensive loss. Subsequent gains or losses realized upon redemption or sale of these securities are also recorded as other income (expense), net on the consolidated statements of operations and comprehensive loss. The Company considers all of its investments in marketable securities as available for use in current operations and therefore classifies these securities within current assets on the consolidated balance sheets.  The Company did not hold any equity securities as of December 31, 2023. For the year ended December 31, 2022, the Company recognized $0.3 million of unrealized losses that relate to equity securities still held as of December 31, 2022. The Company did not hold any equity securities as of December 31, 2021.

​

The Company determined the fair value of its Public Warrants as Level 1 financial instruments, as they are traded in active markets. Because any transfer of Private Warrants from the initial holder of the Private Warrants would result in the Private Warrants having substantially the same terms as the Public Warrants, management determined that the fair value of each Private Warrant is the same as that of a Public Warrant. Accordingly, the Private Warrants are classified as Level 2 financial instruments.

​

The following table summarizes the Company’s assets and liabilities that are measured at fair value on a recurring basis, by level, within the fair value hierarchy (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Fair Value Measurement Level

​

​

Total

​

Level 1

​

Level 2

​

Level 3

December 31, 2023:

    

​

  

    

​

  

    

​

  

    

​

  

Warrants:

​

​

​

​

​

​

​

​

​

​

​

​

Public Warrants

​

$

552

​

$

552

​

$

—

​

$

—

Private Warrants

​

​

274

​

​

—

​

​

274

​

​

—

Total liabilities at fair value on a recurring basis

​

$

826

​

$

552

​

$

274

​

$

—

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 2022:

​

​

​

​

​

​

​

​

​

​

​

​

Marketable securities:

 

​

  

 

​

  

 

​

  

 

​

  

Mutual funds

​

$

75,250

​

$

75,250

​

$

—

​

$

—

Total assets at fair value on a recurring basis

​

$

75,250

​

$

75,250

​

$

—

​

$

—

​

​

​

​

​

​

​

​

​

​

​

​

​

Warrants:

​

​

​

​

​

​

​

​

​

​

​

​

Public Warrants

​

$

3,588

​

$

3,588

​

$

—

​

$

—

Private Warrants

​

​

1,782

​

​

—

​

​

1,782

​

​

—

Total liabilities at fair value on a recurring basis

​

$

5,370

​

$

3,588

​

$

1,782

​

$

—

​
v3.24.0.1
Inventories
 12 Months Ended
Dec. 31, 2023
Inventories  
Inventories

Note 5. Inventories

A summary of inventories is as follows at December 31 (in thousands):

​

​

​

​

​

​

​

​

​

    

2023

    

2022

Raw materials

​

$

49,366

 

​

41,265

Work-in-progress

​

 

3,384

 

​

1,962

Finished goods

​

 

20,272

 

​

16,743

Total inventories

​

$

73,022

​

$

59,970

​

Work-in-progress represents inventory items in intermediate stages of production by third party manufacturers. For the years ended December 31, 2023, 2022, and 2021, net realizable value inventory adjustments and excess and obsolete inventory charges were $21.1 million, $0.8 million and $0.9 million, respectively, and were recognized in cost of product revenue.
v3.24.0.1
Restricted Cash
 12 Months Ended
Dec. 31, 2023
Restricted Cash  
Restricted Cash

Note 6. Restricted Cash

A reconciliation of cash, cash equivalents and restricted cash from the consolidated balance sheets to the consolidated statements of cash flows as of December 31, 2023 and 2022 is as follows:

​

​

​

​

​

​

​

​

​

    

2023

    

2022

Reconciliation of cash, cash equivalents and restricted cash:

​

​

​

​

​

​

Cash and cash equivalents

​

$

134,437

​

$

162,561

Restricted cash included within prepaid expenses and other current assets

​

 

199

​

 

253

Restricted cash included within other non-current assets

​

​

4,014

​

​

4,014

Total cash, cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows

​

$

138,650

​

$

166,828

​

In 2021, the Company delivered a $4.0 million letter of credit for the Company’s Burlington, MA lease, secured by a deposit of the same amount with a financial institution that issued the letter of credit. The deposit is classified as restricted cash and included in other non-current assets on the consolidated balance sheets.

In 2022, the Company received $5.5 million as part of an agreement with the Gates Foundation. Due to a legal restriction in the agreement, these funds are classified as restricted cash and included in prepaid expenses and other current assets on the consolidated balance sheets. As of December 31, 2023, the Company has released $5.3 million of the Gates Foundation funds from restricted cash as the Company partially fulfilled its obligations under the agreement.
v3.24.0.1
Other Non-Current Assets
 12 Months Ended
Dec. 31, 2023
Other Non-Current Assets  
Other Non-Current Assets

Note 7. Other Non-Current Assets

Other non-current assets consist of the following at December 31 (in thousands):

​

​

​

​

​

​

​

​

​

    

2023

    

2022

Security deposits

​

$

989

​

$

1,882

Restricted cash

​

​

4,014

​

​

4,014

Other long-term assets

​

​

1,419

​

​

1,639

Total other non-current assets

​

$

6,422

​

$

7,535

​
v3.24.0.1
Property, Equipment, and Intangible Assets
 12 Months Ended
Dec. 31, 2023
Property, Equipment, and Intangible Assets  
Property, Equipment, and Intangible Assets

Note 8. Property, Equipment, and Intangible Assets

Property and equipment, net, are recorded at historical cost and consist of the following at December 31 (in thousands):

​

​

​

​

​

​

​

​

​

    

2023

    

2022

Capitalized internally developed software

​

$

17,722

​

$

14,746

Leasehold improvements

​

​

11,102

​

​

13,793

Machinery and equipment

​

 

9,930

​

 

9,663

Furniture and fixtures

​

 

2,152

​

 

2,121

Construction in progress

​

 

2,566

​

 

1,937

Other

​

 

44

​

 

125

​

​

 

43,516

​

 

42,385

Less: accumulated depreciation and amortization

​

 

(18,195)

​

 

(11,054)

Property and equipment, net

​

$

25,321

​

$

31,331

​

Total depreciation and amortization expense related to property and equipment amounted to $8.7 million, $5.9 million, and $2.1 million for the years ended December 31, 2023, 2022, and 2021, respectively. For the Company’s capitalized internally developed software assets, accumulated amortization was $9.4 million and $3.9 million as of December 31, 2023 and 2022, respectively. Amortization expense recognized on these capitalized internally developed software assets was $5.5 million, $3.3 million, and $0.5 million for the years ended December 31, 2023, 2022 and 2021, respectively.

​

During 2023, the Company acquired $10.3 million of technology licenses with a weighted-average useful life of 8 years. The Company also recognized a commitment on its consolidated balance sheets related to the acquired technology licenses, with $1.3 million recognized for the current portion in accrued expenses and other current liabilities and $7.6 million recognized for the non-current portion other non-current liabilities as of December 31, 2023. The Company's intangible assets consist of the following at December 31, 2023 (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

Gross Carrying

​

Accumulated

​

Net Carrying

​

    

Amount

    

Amortization

    

Amount

Technology licenses

​

$

10,317

​

$

—

​

$

10,317

​

Estimated amortization expense for the Company’s capitalized internally developed software assets and intangible assets over the next five years ended December 31 is as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

2024

    

2025

    

2026

    

2027

    

2028

$

6,785

​

$

4,018

​

$

1,766

​

$

1,333

​

$

1,128

​

The Company fully impaired its leasehold improvements related to a lease that was terminated during the third quarter of 2023. The Company recognized an impairment loss of $1.8 million for the year ended December 31, 2023 in operating

expenses on the consolidated statements of operations and comprehensive loss. See Note 18, “Leases” for further discussion of the terminated lease. The Company did not recognize any impairment losses for the years ended December 31, 2022 and 2021.
v3.24.0.1
Accrued Expenses and Other Current Liabilities
 12 Months Ended
Dec. 31, 2023
Accrued Expenses and Other Current Liabilities  
Accrued Expenses and Other Current Liabilities

Note 9. Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following at December 31 (in thousands):

​

​

​

​

​

​

​

​

​

    

2023

    

2022

Employee compensation

​

$

9,442

​

$

12,166

Customer deposits

​

 

1,613

​

 

1,135

Accrued warranty liability

​

 

297

​

 

287

Non-income tax

​

 

1,197

​

 

1,442

Professional fees

​

 

2,481

​

 

3,450

Current portion of operating lease liabilities

​

​

2,192

​

​

1,926

Other

​

 

6,203

​

 

5,710

Total accrued expenses and other current liabilities

​

$

23,425

​

$

26,116

​

Warranty expense activity for the years ended December 31 is as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

    

2023

    

2022

    

2021

Balance, beginning of period

​

$

873

​

$

1,116

​

$

1,826

Warranty provision charged to operations

​

 

276

​

 

296

​

 

58

Warranty claims

​

 

(452)

​

 

(539)

​

 

(768)

Balance, end of period

​

$

697

​

$

873

​

$

1,116

​

The Company classifies its accrued warranty liability based on the timing of expected warranty activity. The future costs of expected activity greater than one year is recorded within other non-current liabilities on the consolidated balance sheet.
v3.24.0.1
Stockholders' Equity (Deficit)
 12 Months Ended
Dec. 31, 2023
Stockholders' Equity (Deficit)  
Stockholders' Equity (Deficit)

Note 10. Stockholders’ Equity (Deficit)

Common stock

​

Dividends

​

Holders of the Company’s Class A and Class B common stock are not entitled to receive dividends unless declared by the Board. Any such dividends would be subject to the preferential dividend rights of the holders of the then outstanding preferred stock or any other series stock having preferential rights. Holders of the Class A and Class B common stock will share ratably, if and when any dividend is declared, out of funds legally available. There have been no dividends declared to date.

​

Voting rights

​

The holders of shares of the Class A common stock are entitled to 1 vote per share on all matters on which the shares shall be entitled to vote. The holders of shares of the Class B common stock are entitled to 20 votes per share on all matters on which the shares shall be entitled to vote. Generally, holders of all classes of common stock vote together as a single class.

​

Liquidation Rights

​

On the liquidation, dissolution, distribution of assets or winding up of the Company, each holder of Class B common stock, together with each holder of Class A common stock, will be entitled, pro rata on a per share basis, to all assets of the Company of whatever kind available for distribution to the holders of common stock, subject to the designations, preferences, limitations, restrictions and relative rights of any other class or series of preferred stock of the Company then outstanding and unless disparate or different treatment of the shares of Class A common stock and Class B common stock

is approved by the affirmative vote of the holders of a majority of the outstanding shares of Class A common stock and Class B common stock, each voting separately as a class.

​

Other Matters

​

Holders of shares of Class A common stock do not have subscription, redemption or conversion rights.

​

Holders of Class B common stock have the right to convert shares of their Class B common stock into fully paid and non-assessable shares of Class A common stock, on a one-to-one basis, at the option of the holder at any time upon written notice to the Company. Holders of Class B common stock will have their Class B common stock automatically converted into Class A common stock, on a one-to-one basis, upon the occurrence of any of the events described below:

​

(1)Any sale, assignment, transfer, conveyance, hypothecation, or other transfer or disposition, directly or indirectly, of any Class B common stock or any legal or beneficial interest in such share, whether or not for value and whether voluntary or involuntary or by operation of law (including by merger, consolidation, or otherwise), including, without limitation the transfer of a share of Class B common stock to a broker or other nominee or the transfer of, or entering into a binding agreement with respect to, voting control over such share by proxy or otherwise, other than a permitted transfer.

​

(2)Upon the first date on which Dr. Rothberg, together with all other qualified stockholders, collectively cease to beneficially own at least 20% of the number of Class B common stock (as such number of shares is equitably adjusted in respect of any reclassification, stock dividend, subdivision, combination, or recapitalization of the Class B common stock) collectively beneficially owned by Dr. Rothberg and permitted transferees of Class B common stock as of the effective time of the Merger.

​

(3)Upon the date specified by the affirmative vote of the holders of at least two-thirds (2/3) of the outstanding shares of Class B common stock, voting as a separate class.

​
v3.24.0.1
Equity Incentive Plan
 12 Months Ended
Dec. 31, 2023
Equity Incentive Plan  
Equity Incentive Plan

Note 11. Equity Incentive Plan

The Company’s 2012 Employee, Director and Consultant Equity Incentive Plan (the "2012 Plan") was approved by the Board and the Company’s stockholders in March 2012. In connection with the closing of the Business Combination, the Company has not granted and will not grant any additional awards under the 2012 Plan. However, the 2012 Plan will continue to govern the terms and conditions of the outstanding awards previously granted thereunder. As of December 31, 2023, the number of shares of common stock reserved for issuance under the 2012 Plan was 5.4 million.

​

The Butterfly Network, Inc. Amended and Restated 2020 Equity Incentive Plan (the “2020 Plan”, and together with the 2012 Plan, the “Plans”) was approved by the Board in the fourth quarter of 2020 and by the stockholders in the first quarter of 2021. The 2020 Plan is administered by the Board. The Board may grant stock-based awards, restricted stock and options to purchase shares either as incentive stock options or non-qualified stock options. The restricted stock and options grants are subject to certain terms and conditions, option periods and conditions, exercise rights and privileges and are fully discussed in the 2020 Plan. Grants under the Plans are included in the tables below.

​

As of December 31, 2023, the number of shares of common stock reserved for issuance under the 2020 Plan was 44.9 million and 20.6 million common shares remain available for issuance under the 2020 Plan.

​

Stock option activity

​

Each stock option grant carries varying vesting schedules whereby the options may be exercised at the participant’s sole discretion provided they are an employee, director or consultant of the Company on the applicable vesting date. Each option shall terminate not more than ten years from the grant date.

​

A summary of the stock option activity under the Plans is presented in the table below:

​

​

​

​

​

​

​

​

​

​

​

    

​

    

​

    

Weighted

    

​

​

​

​

​

Weighted

​

Average

​

Aggregate

​

​

​

​

Average

​

Remaining

​

Intrinsic

​

​

Number of

​

Exercise

​

Contractual

​

Value

​

​

Options

​

Price

​

Term

​

(in thousands)

Outstanding at December 31, 2021

 

16,243,532

​

8.11

 

7.63

 

24,398

Granted

 

869,778

​

4.37

 

  

 

  

Exercised

 

(1,081,213)

​

2.76

 

  

 

  

Forfeited

 

(3,460,185)

​

10.43

 

  

 

  

Outstanding at December 31, 2022

 

12,571,912

​

7.67

 

5.62

 

1,342

Granted

 

—

​

—

 

  

 

  

Exercised

 

(180,467)

​

1.26

 

  

 

  

Forfeited

 

(4,952,258)

​

10.14

 

  

 

  

Outstanding at December 31, 2023

 

7,439,187

​

6.17

​

4.68

​

—

Options exercisable at December 31, 2022

 

9,478,419

​

7.06

 

4.75

 

1,263

Options exercisable at December 31, 2023

 

6,537,433

​

5.88

​

4.37

​

—

​

The total intrinsic value excludes those options whereby the stock price does not exceed the exercise price of the option.

​

Additional information about the Company’s stock option activity during the years ended December 31, 2023, 2022 and 2021 is presented in the table below:

​

​

​

​

​

​

​

​

​

​

​

​

   

2023

    

2022

    

2021

Cash proceeds from the exercise of stock options (in millions)

​

$

0.2

​

$

3.0

​

$

21.7

Total intrinsic value of stock options exercised (in millions)

​

 

0.2

​

 

3.6

​

 

80.9

Weighted average grant date fair value of options granted

​

 

—

​

 

2.79

​

 

6.47

​

The intrinsic value of a stock option that’s been exercised is the amount by which the stock price exceeds the exercise price of the option on the date of exercise.

​

Valuation of stock options

​

In accordance with ASC Topic 718, Compensation-Stock Compensation, the Company estimates and records the compensation cost associated with the grants described above with an offsetting entry to paid-in capital. As described in Note 2 “Summary of Significant Accounting Policies”, the Company selected the Black-Scholes option pricing model for determining the estimated fair value for service. The Black-Scholes model requires the use of subjective assumptions which determine the fair value of stock-based awards. The assumptions used to value option grants to employees were as follows:

​

​

​

​

​

​

​

​

​

    

2023

    

2022

    

2021

Risk-free interest rate

 

3.6% – 3.9%

​

1.7% – 3.0%

​

0.6% – 1.4%

Expected dividend yield

 

0%

​

0%

​

0%

Expected term

 

5.0 years

​

5.8 years – 6.5 years

​

5.5 years – 6.2 years

Expected volatility

 

76%

​

70% – 73%

​

51% – 63%

​

The Company did not grant any stock options during the years ended December 31, 2023. The assumptions for 2023 shown above were used to value the market-based restricted stock units granted in 2023 as described below. The Company did not grant any options to non-employees during the years ended December 31, 2022 and 2021.

​

Risk-free interest rate

​

The risk-free interest rate for periods within the expected term of the awards is based on the U.S. Treasury yield curve in effect on the grant date.

​

Expected dividend yield

​

The Company has never declared or paid any cash dividends and does not expect to pay any cash dividends in the foreseeable future.

​

Expected term

​

For employee awards, the Company calculates the expected term using the “simplified” method, which is the simple average of the vesting period and the contractual term. The simplified method is applied as the Company does not have sufficient historical data to provide a reasonable basis for an estimate of the expected term. The Company calculates the expected term for employee awards that take into account the effects of employee’s expected exercise and post-vesting employment termination behavior. For non-employee awards, the expected term is determined on an award by award basis.

​

Expected volatility

​

Prior to the closing of the Business Combination, as the Company was privately held from inception until the closing of the Business Combination in 2021, there was no specific historical or implied volatility information available. Accordingly, the Company estimates the expected volatility on the historical stock volatility of a group of similar companies that are publicly traded over a period equivalent to the expected term of the stock-based awards.

​

Subsequent to the closing of the Business Combination, the Company considered the historical stock volatilities of its’ peer companies, the historical volatility of the Company's stock price, and the implied stock price volatility derived from the price of exchange traded options on the Company's stock. Due to the lack of historical and implied volatility data of the Company’s common stock for a significant portion of 2021, the Company primarily estimated the expected volatility using the historical stock volatility of a group of similar companies that are publicly traded over a period equivalent to the expected term of the stock-based awards. During 2023 and 2022, the Company used a combination of the historical and implied volatilities of its own stock and of peer companies as described above.

​

Exercise price

​

The exercise price is taken directly from the grant notice issued to employees and non-employees.

​

Restricted stock unit activity

​

A summary of the restricted stock unit activity under the Plans is presented in the table below:

​

​

​

​

​

​

​

​

​

​

Weighted

​

​

Number of

​

Average

​

​

Restricted

​

Grant Date

​

​

Stock Units

​

Fair Value

Outstanding at December 31, 2021

 

3,958,825

​

13.73

Granted

 

12,076,285

​

3.98

Vested

 

(2,947,832)

​

11.80

Forfeited

 

(3,125,987)

​

6.85

Outstanding at December 31, 2022

 

9,961,291

​

4.55

Granted

 

16,082,613

​

2.23

Vested

 

(5,418,832)

​

4.09

Forfeited

 

(5,055,089)

​

3.65

Outstanding at December 31, 2023

 

15,569,983

​

2.61

​

The total fair value of the restricted stock units vested was $7.3 million, $10.7 million, and $10.4 million during the years ended December 31, 2023, 2022, and 2021, respectively.

​

Included in the table above are performance-based restricted stock units that include certain service conditions in the award. In 2022, the Company granted 0.2 million performance-based restricted stock units to certain executives. The service condition for these awards is satisfied by providing service to the Company based on the defined service period per the award agreement. The performance-based conditions are objective performance metrics defined in the award agreement. An insignificant amount of expense for these awards was recognized during the years ended December 31, 2023 and 2022.

​

Also included in the table above are market-based restricted stock units that include a service condition. In 2023, the Company granted 1.8 million of these awards to certain executives. The market-based conditions for these awards are objective metrics related to the Company’s stock price defined in the award agreement. The service condition for these awards is satisfied by providing service to the Company through the achievement date of the market-based conditions. The grant date fair value of the awards is recognized as stock-based compensation expense over the derived service period. The grant date fair value and derived service period were determined by using a Monte Carlo simulation with similar risk-free interest rate, expected dividend yield, and expected volatility assumptions as those used by the Company for determining the grant date fair value of its stock options. The Company recognized $2.5 million of expense for these awards during the year ended December 31, 2023.

​

Award accelerations and modifications

​

On January 23, 2021, Legacy Butterfly’s former CEO resigned from his position. Pursuant to the separation agreement between the former CEO and Legacy Butterfly, he received equity-based compensation including the acceleration of vesting of 1.6 million service-based options. The acceleration was pursuant to the original award agreements. The Company recognized $2.6 million of incremental stock-based compensation expense related to the acceleration of this option award during the year ended December 31, 2021.

​

On December 30, 2022, the Company’s CEO resigned from his position. Pursuant to the separation agreement between the CEO and the Company, he received equity-based compensation including the acceleration of vesting of 1.7 million of the CEO’s service-based stock options and service-based restricted stock units. This acceleration was pursuant to the original award agreements. As a modification to the original award agreements, 0.1 million performance-based restricted stock units had an acceleration of vesting, and 0.3 million service-based stock options had their post-employment exercise period extended. The Company recognized a total of $7.8 million of incremental stock-based compensation expense during the year ended December 31, 2022 related to the acceleration of these awards pursuant to the original award agreements and the modifications to the original award agreements. The incremental stock-based compensation expense resulting from the modifications was not significant.

​

Stock-based compensation expense

​

The Company’s stock-based compensation expense for the periods presented was as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 

​

   

2023

    

2022

    

2021

Research and development

​

$

9,772

​

$

12,834

​

 

9,081

Sales and marketing

​

 

4,260

​

 

5,974

​

 

8,074

General and administrative

​

 

13,448

​

 

23,723

​

 

30,643

Total stock-based compensation expense

​

$

27,480

​

$

42,531

​

$

47,798

​

No related tax benefits of the stock-based compensation expense have been recognized and no related tax benefits have been realized from the exercise of stock options due to the Company’s net operating loss carryforwards. The Company has capitalized $0.7 million, $1.0 million and $0.4 million of stock-based compensation expense as part of the cost of its capitalized internally developed software assets during the years ended December 31, 2023, 2022 and 2021, respectively.

​

Total unrecognized stock-based compensation expense as of December 31, 2023 was $33.0 million which will be recognized over the remaining weighted average vesting period of 2.0 years.
v3.24.0.1
Net Loss Per Share
 12 Months Ended
Dec. 31, 2023
Net Loss Per Share  
Net Loss Per Share

Note 12. Net Loss Per Share

We compute net loss per share of Class A and Class B common stock using the two-class method. Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of each class of the Company’s common stock outstanding during the period. Diluted net loss per share is computed by giving effect to all potential shares of the Company’s common stock, including those presented in the table below, to the extent dilutive. Basic and diluted net loss per share was the same for each period presented as the inclusion of all potential shares of the Company’s common stock outstanding would have been anti-dilutive. Since the Company was in a net loss position for all periods presented, the basic earnings per share (“EPS”) calculation excludes preferred stock as it does not participate in net losses of the Company.

​

As the Company uses the two-class method required for companies with multiple classes of common stock, the following table presents the calculation of basic and diluted net loss per share for each class of the Company’s common stock outstanding (in thousands, except share and per share amounts):

​

​

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 2023

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total

​

​

    

Class A

    

Class B

    

Common Stock

​

Numerator:

​

​

  

​

​

  

 

​

  

​

Allocation of undistributed earnings

​

$

(116,497)

​

$

(17,203)

​

$

(133,700)

​

Numerator for basic and diluted net loss per share – loss available to common stockholders

​

$

(116,497)

​

$

(17,203)

​

$

(133,700)

​

Denominator:

​

 

  

​

 

  

​

 

  

​

Weighted-average common shares outstanding

​

 

178,958,607

​

 

26,426,937

​

 

205,385,544

​

Denominator for basic and diluted net loss per share – weighted-average common stock

​

 

178,958,607

​

 

26,426,937

​

 

205,385,544

​

Basic and diluted net loss per share

​

$

(0.65)

​

$

(0.65)

​

$

(0.65)

​

​

​

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 2022

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total

​

​

    

Class A

    

Class B

    

Common Stock

​

Numerator:

​

​

  

​

​

  

 

​

  

​

Allocation of undistributed earnings

​

$

(146,412)

​

$

(22,311)

​

$

(168,723)

​

Numerator for basic and diluted net loss per share – loss available to common stockholders

​

$

(146,412)

​

$

(22,311)

​

$

(168,723)

​

Denominator:

​

 

  

​

 

  

​

 

  

​

Weighted-average common shares outstanding

​

 

173,421,449

​

 

26,426,937

​

 

199,848,386

​

Denominator for basic and diluted net loss per share – weighted-average common stock

​

 

173,421,449

​

 

26,426,937

​

 

199,848,386

​

Basic and diluted net loss per share

​

$

(0.84)

​

$

(0.84)

​

$

(0.84)

​

​

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 2021

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total

​

    

Class A

    

Class B

    

Common Stock

Numerator:

​

​

  

​

​

  

 

​

  

Allocation of undistributed earnings

​

$

(28,048)

​

$

(4,361)

​

$

(32,409)

Numerator for basic and diluted net loss per share – loss available to common stockholders

​

$

(28,048)

​

$

(4,361)

​

$

(32,409)

Denominator:

​

 

  

​

 

  

​

 

  

Weighted-average common shares outstanding

​

 

150,424,024

​

 

23,386,029

​

 

173,810,053

Denominator for basic and diluted net loss per share – weighted-average common stock

​

 

150,424,024

​

 

23,386,029

​

 

173,810,053

Basic and diluted net loss per share

​

$

(0.19)

​

$

(0.19)

​

$

(0.19)

​

For the periods presented above, the net loss per share amounts are the same for Class A and Class B common stock because the holders of each class are entitled to equal per-share dividends or distributions in liquidation in accordance with the Company’s Restated Certificate. The undistributed earnings for each year are allocated based on the contractual participation rights of the Class A and Class B common stock as if the earnings for the year had been distributed. As the liquidation and dividend rights are identical, the undistributed earnings are allocated on a proportionate basis.

​

Anti-dilutive common equivalent shares were as follows:

​

​

​

​

​

​

​

​

​

​

December 31, 

​

    

2023

    

2022

    

2021

Outstanding options to purchase common stock

​

7,439,187

​

12,571,912

 

16,243,532

Outstanding restricted stock units

​

15,569,983

​

9,961,291

​

3,577,894

Outstanding warrants

​

20,652,690

​

20,652,690

​

20,652,837

Total anti-dilutive common equivalent shares

​

43,661,860

​

43,185,893

 

40,474,263

​
v3.24.0.1
Income Taxes
 12 Months Ended
Dec. 31, 2023
Income Taxes  
Income Taxes

Note 13. Income Taxes

Income (loss) before provision for income taxes consisted of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 

​

​

2023

    

2022

    

2021

Federal

​

$

(133,961)

​

$

(169,122)

​

$

(32,706)

Foreign

​

 

343

​

 

441

​

 

418

Loss before provision for income taxes

​

$

(133,618)

​

$

(168,681)

​

$

(32,288)

​

The Company recorded a tax provision of $0.08 million, $0.04 million and $0.12 million for the years ended December 31, 2023, 2022 and 2021, respectively, due to foreign income and return to provision adjustments. Due to the Company’s loss position domestically, the Company has not recorded a significant federal tax provision for the years ended December 31, 2023, 2022, and 2021.

​

A reconciliation of the Company’s statutory income tax rate to the Company’s effective income tax rate is as follows:

​

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 

 

​

​

2023

    

2022

    

2021

 

Income at US statutory rate

​

21.00

%  

21.00

%  

21.00

%

State taxes, net of federal benefit

​

4.65

​

2.21

​

15.42

​

Stock compensation

​

(2.57)

​

(5.01)

​

(10.10)

​

Change in fair value of warrants

​

0.71

​

2.60

​

104.78

​

Tax credits

​

1.74

​

2.16

​

12.51

​

Valuation allowance

​

(25.47)

​

(22.91)

​

(142.86)

​

Other

​

(0.12)

​

(0.08)

​

(1.13)

​

​

​

(0.06)

%  

(0.03)

%  

(0.38)

%

​

Net deferred tax assets as of December 31, 2023 and 2022 consisted of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 

​

    

2023

    

2022

Deferred tax assets

 

​

  

 

​

  

Net operating loss carryforwards

​

$

151,230

​

$

135,733

Tax credits

​

 

16,288

​

 

14,047

Stock compensation

​

 

4,812

​

 

3,680

Accruals and reserves

​

 

2,061

​

 

2,747

Inventory reserve

​

​

15,207

​

​

8,797

Lease liability

​

​

6,114

​

​

7,646

Depreciation

​

​

2,197

​

​

914

Capitalized tax R&E

​

​

25,844

​

​

15,127

Other

​

 

1,581

​

 

3,901

Total deferred tax assets

​

​

225,334

​

​

192,592

Valuation allowance

​

 

(221,454)

​

 

(187,421)

Total deferred tax assets

​

​

3,880

​

​

5,171

Deferred tax liabilities

​

 

  

​

 

  

Right-of-use asset

​

​

(3,829)

​

​

(5,171)

Net deferred tax assets

​

$

51

​

$

—

​

As of December 31, 2023 and 2022, the Company had federal net operating loss (“NOL”) carryforwards of approximately $609.8 million and $552.2 million, respectively. As of December 31, 2023 and 2022, the Company had state NOL carryforwards of approximately $407.8 million and $352.9 million, respectively. Of the $609.8 million of federal NOL carryforwards, $73.7 million will begin to expire at various dates in 2031 and $536.1 million may be carried forward indefinitely. The state NOL carryforwards will begin to expire in 2031. As of December 31, 2023, the Company also had federal and state tax credits of $14.1 million and $1.9 million, which will begin to expire in 2032 and 2022, respectively.

​

The Tax Cuts and Jobs Act resulted in significant changes to the treatment of research and experimental (“R&E”) expenditures under Section 174. For tax years beginning after December 31, 2021, companies are required to capitalize and amortize all R&E expenditures that are paid or incurred in connection with their trade or business. Specifically, costs for U.S. based R&E activities must be amortized over five years. Previously, these expenses could be deducted in the year incurred. The implementation of this provision didn’t increase our cash income tax payment in 2023 due to our significant pre-tax net loss.

​

Future realization of the tax benefits of existing temporary differences and net operating loss carryforwards ultimately depends on the existence of sufficient taxable income within the carryforward period. As of December 31, 2023 and 2022, the Company performed an evaluation to determine whether a valuation allowance was needed. The Company considered all available evidence, both positive and negative, which included the results of operations for the current and preceding years. The Company determined that it was not possible to reasonably quantify future taxable income and determined that it is more likely than not that all of the deferred tax assets will not be realized. Accordingly, the Company maintained a full valuation allowance as of December 31, 2023 and 2022.

​

The Company’s valuation allowance increased by $34.0 million and $38.7 million for the years ended December 31, 2023 and 2022, respectively, due primarily to the generation of NOLs.

​

The utilization of NOLs and tax credit carryforwards to offset future taxable income may be subject to an annual limitation as a result of ownership changes that have occurred previously or may occur in the future. Under Sections 382 and 383 of the Internal Revenue Code of 1986, as amended, (“IRC”), a corporation that undergoes an ownership change may be subject to limitations on its ability to utilize its pre-change NOLs and other tax attributes otherwise available to offset future taxable income and/or tax liability. An ownership change is defined as a cumulative change of 50% or more in the ownership positions of certain stockholders during a rolling three-year period. The Company conducted an ownership analysis under IRC Section 382 based upon publicly available information as of December 31, 2023 and determined that

there has not been an ownership change since the last ownership change event on February 12, 2021 that would limit the Company’s utilization of its NOLs and tax credits.

​

The calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax laws and regulations for both federal taxes and the many states in which the Company operates or does business. ASC 740-10 states that a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, on the basis of the technical merits.

​

The Company records uncertain tax positions as liabilities in accordance with ASC 740-10 and adjusts these liabilities when the Company’s judgment changes as a result of the evaluation of new information not previously available. Because of the complexity of some of these uncertainties, the ultimate resolution may result in a payment that is materially different from the Company’s current estimate of the unrecognized tax benefit liabilities. These differences will be reflected as increases or decreases to income tax expense in the period in which new information is available. As of December 31, 2023 and 2022, the Company has not recorded any uncertain tax positions in its financial statements.

​

The Company recognizes interest and penalties related to unrecognized tax benefits within the provision for income taxes on the consolidated statements of operations and comprehensive loss. As of December 31, 2023 and 2022, there was no significant accrued interest or penalties.

​

The Company files tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Company is subject to examination by federal, state and foreign jurisdictions, where applicable. There are currently no pending tax examinations. The Company’s tax years are still open under statute from December 31, 2019 to the present. Federal and state net operating losses are subject to review by taxing authorities in the year utilized.

​

From time to time, the Company applies for government assistance in the form of non-income tax refundable credits based on meeting various eligibility criteria. To account for government assistance, where there is limited GAAP guidance for for-profit entities, the Company analogizes to International Accounting Standards 20, Accounting for Government Grants and Disclosures of Government Assistance. Under that standard, the Company recognizes government assistance when there is reasonable assurance that it will comply with the relevant conditions and that the assistance will be received. During the year ended December 31, 2022, the Company received a tax credit paid in cash of $0.9 million under the state of Massachusetts Life Sciences Tax Incentive Program and recorded the receipt as other income (expense), net on the consolidated statements of operations and comprehensive loss. The government grant is subject to claw-back if the Company fails to meet certain targets in the tax year following the time of the award. During the year ended December 31, 2023, the Company determined that it did not ultimately meet the required targets in 2022 and expects to repay the tax credit received. As a result, the Company has accrued $0.9 million for the expected repayment in other non-current liabilities on the consolidated balance sheets as of December 31, 2023 and recognized a corresponding expense in other income (expense), net on the consolidated statements of operations and comprehensive loss for the year ended December 31, 2023.

​
v3.24.0.1
401(k) Retirement Plan
 12 Months Ended
Dec. 31, 2023
401(k) Retirement Plan  
401(k) Retirement Plan

Note 14. 401(k) Retirement Plan

​

The Company sponsors a 401(k) defined contribution plan covering all eligible U.S. employees. Contributions to the 401(k) plan are discretionary. In 2022, the Company began making matching contributions to the 401(k) plan. The expense related to the matching contributions was $0.8 million and $1.3 million for the years ended December 31, 2023 and 2022, respectively. The Company did not make any matching contributions to the 401(k) plan for the year ended December 31, 2021.
v3.24.0.1
Reductions in Force
 12 Months Ended
Dec. 31, 2023
Reductions in Force  
Reductions in Force

Note 15. Reductions in Force

​

During 2022 and 2023, the Company implemented plans designed to better align the Company’s commercial objectives and prioritization with its existing strengths and offerings as well as improve the Company’s efficiency by reducing operating expenses and extending liquidity. In addition to decreasing other operating expenses, these plans included reductions in force announced in July 2022, January 2023, and July 2023 representing approximately 10%, 25%, and 25%

of the Company’s workforce at each announcement date, respectively. For the years ended December 31, 2023 and 2022, the Company incurred $8.7 million and $2.0 million, respectively, of employee severance and benefit costs related to the reductions in force. As of December 31, 2023, $1.1 million of accrued employee severance and benefit costs related to the reductions in force were included in accrued expenses and other current liabilities on the consolidated balance sheets. As of December 31, 2022, the amount of accrued employee severance and benefit costs related to the reductions in force included in accrued expenses and other current liabilities on the consolidated balance sheets was not significant.

​
v3.24.0.1
Warrants
 12 Months Ended
Dec. 31, 2023
Warrants  
Warrants

Note 16. Warrants

​

Public Warrants

​

The Company issued Public Warrants and Private Warrants in connection with its IPO during the year ended December 31, 2020. As of December 31, 2023, there were an aggregate of 13,799,357 outstanding Public Warrants, which entitle the holder to acquire Class A common stock. Each whole warrant entitles the registered holder to purchase one share of Class A common stock at an exercise price of $11.50 per share, subject to adjustment as discussed below, beginning on May 26, 2021. The warrants will expire on February 12, 2026 or earlier upon redemption or liquidation. During the years ended December 31, 2023, 2022, and 2021, the amount of exercises of Public Warrants was not significant. The amount reclassified into equity upon the exercise of the Public Warrants was not significant.

​

Redemptions

​

At any time while the warrants are exercisable, the Company may redeem not less than all of the outstanding Public Warrants:

​

●at a price of $0.01 per warrant;
●upon a minimum of 30 days’ prior written notice of redemption (the “30-day redemption period”) to each warrant holder;
●provided that the last reported sale price of the Class A common stock equals or exceeds $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like and for certain issuances of Class A common stock and equity-linked securities) for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date the Company sends the notice of redemption to the warrant holders; and
●provided that there is an effective registration statement covering the issuance of the shares of Class A common stock issuable upon exercise of the warrants, and a current prospectus relating thereto, available through the 30-day redemption period or the Company has elected to require the exercise of the warrants on a “cashless basis” (as described below).

​

If the foregoing conditions are satisfied and the Company issues a notice of redemption of the Public Warrants at $0.01 per warrant, each holder of Public Warrants will be entitled to exercise their Public Warrants prior to the scheduled redemption date.

​

If the Company calls the Public Warrants for redemption for $0.01 as described above, the Board may elect to require any holder that wishes to exercise his, her or its Public Warrant to do so on a “cashless basis.” If the Board makes such election, all holders of Public Warrants would pay the exercise price by surrendering their warrants for that number of shares of Class A common stock equal to the quotient obtained by dividing (x) the product of the number of shares of Class A common stock underlying the warrants, multiplied by the excess of the “fair market value” ​over the exercise price of the warrants by (y) the “fair market value.” For purposes of the redemption provisions of the warrants, the “fair market value” means the average last reported sale price of the Class A common stock for the 10 trading days ending on the third trading day prior to the date on which the notice of redemption is sent to the holders of warrants.

​

Commencing 90 days after the warrants become exercisable, the Company may redeem not less than all of the outstanding Public Warrants and Private Warrants:

​

●at $0.10 per warrant;
●upon a minimum of 30 days’ prior written notice of redemption;
●provided that the last reported sale price of the Class A common stock equals or exceeds $10.00 per share (as adjusted per stock splits, stock dividends, reorganizations, reclassifications, recapitalizations and the like) on the trading day prior to the date on which the Company sends the notice of redemption to the warrant holders;
●provided that the Private Warrants are also concurrently exchanged at the same price (equal to a number of shares of Class A common stock) as the outstanding Public Warrants; and
●provided that there is an effective registration statement covering the issuance of the shares of Class A common stock issuable upon exercise of the warrants and a current prospectus relating thereto available throughout the 30-day redemption period.

​

If the foregoing conditions are satisfied and the Company issues a notice of redemption of the warrants at $0.10 per warrant, each warrant holder will be entitled to exercise their warrant prior to the scheduled redemption date on a cashless basis and receive that number of shares based on the redemption date and the “fair market value” of the Class A common stock, in accordance with a table set forth in the warrant agreement.

​

The Company evaluated the Public Warrants under ASC 815-40, Derivatives and Hedging—Contracts in Entity’s Own Equity, in conjunction with the SEC Division of Corporation Finance’s April 12, 2021 Public Statement, Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies (“SPACs”), and concluded that they do not meet the criteria to be classified in stockholders’ equity. Specifically, the exercise of the warrants may be settled in cash upon the occurrence of a tender offer or exchange offer in which the maker of the tender offer or exchange offer, upon completion of the tender offer or exchange offer, beneficially owns more than 50% of the outstanding shares of the Company’s Class A common stock, even if it would not result in a change of control of the Company. This provision would preclude the warrants from being classified in equity and thus the warrants should be classified as a liability.

​

Private Warrants

​

As of December 31, 2023, there were 6,853,333 Private Warrants outstanding. There have been no exercises of the Private Warrants. The Private Warrants are identical to the Public Warrants, except that so long as they are held by Longview Investors LLC (the “Sponsor”) or any of its permitted transferees, (i) the Private Warrants and the shares of Class A common stock issuable upon the exercise of the Private Warrants are not transferable, assignable or saleable until 30 days after the completion of the Business Combination, (ii) the Private Warrants will be exercisable for cash or on a cashless basis, at the holder’s option, and (iii) the Private Warrants are not subject to the Company’s redemption option at the price of $0.01 per warrant. The Private Warrants are subject to the Company’s redemption option at the price of $0.10 per warrant, provided that the other conditions of such redemption are met, as described above. If the Private Warrants are held by a holder other than the Sponsor or any of its permitted transferees, the Private Warrants will be redeemable by the Company in all redemption scenarios applicable to the Public Warrants and exercisable by such holders on the same basis as the Public Warrants.

​

The Company evaluated the Private Warrants under ASC 815-40, Derivatives and Hedging—Contracts in Entity’s Own Equity, in conjunction with the SEC Division of Corporation Finance’s April 12, 2021 Public Statement, Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies (“SPACs”), and concluded that they do not meet the criteria to be classified in stockholders’ equity. Specifically, the terms of the warrants provide for potential changes to the settlement amounts dependent upon the characteristics of the warrant holder, and, because the holder of a warrant is not an input into the pricing of a fixed-for-fixed option on equity shares, such provision would preclude the warrant from being classified in equity and thus the warrants should be classified as a liability.

​

The Company recognized gains of $4.5 million, $20.9 million, and  $161.1 million as a change in fair value of warrant liabilities in the consolidated statements of operations and comprehensive loss for the years ended December 31, 2023, 2022, and 2021.

​
v3.24.0.1
Leases
 12 Months Ended
Dec. 31, 2023
Leases  
Leases

Note 17. Leases

The Company primarily enters into leases for office space that are classified as operating leases.  Most leases are not cancelable prior to their expiration.

​

The Company terminated one of its operating leases for office space and modified another during the third quarter of 2023 that increased its lease payments by $0.2 million. The Company recognized a total decrease of $4.2 million to operating lease assets, $0.7 million to the current portion of operating lease liabilities included in accrued expenses and other current liabilities, and $4.7 million to the non-current portion of operating lease liabilities on the consolidated balance sheets for the lease termination and lease modification. As part of the lease termination, the Company agreed to forfeit a $0.9 million security deposit included in other non-current assets on the consolidated balance sheets. The Company recognized a $0.2 million gain on lease termination within operating expenses on the consolidated statements of operations and comprehensive loss for the year ended December 31, 2023.

​

The following table presents the components of operating lease cost for the years ended December 31, 2023, 2022, and 2021 (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 

​

    

2023

    

2022

    

2021

Operating lease cost

​

$

3,206

​

$

4,300

​

$

2,927

Short-term lease cost

​

 

73

​

 

249

​

 

287

Variable lease cost

​

 

317

​

 

353

​

 

100

Total operating lease cost

​

$

3,596

​

$

4,902

​

$

3,314

​

The expected maturities related to the Company’s leases with initial non-cancellable lease terms in excess of one year as of December 31, 2023 are as follows:

​

​

​

​

​

Year ended December 31, 

    

Operating Lease Payments

2024

​

$

3,559

2025

​

 

3,664

2026

​

​

3,749

2027

​

​

3,835

2028

​

​

3,921

2029 and thereafter

​

​

12,809

Total gross operating lease payments

​

​

31,537

Less: imputed interest

​

​

(6,510)

Total operating lease liabilities, reflecting the present value of net lease payments

​

$

25,027

​

Additional information related to operating leases is presented as follows:

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 

​

    

2023

    

2022

    

2021

Weighted average remaining lease term (in years)

​

8.4

​

​

8.8

​

​

9.4

​

Weighted average discount rate

​

5.9

%

​

5.5

%

​

5.5

%

​

​

​

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 

​

    

2023

    

2022

    

2021

Cash paid for amounts included in the measurement of lease liabilities:

​

​

​

​

​

​

​

​

​

Operating cash flows from operating leases

​

$

3,121

​

$

2,042

​

$

1,012

Non-cash activities involving right-of-use assets and lease liabilities:

​

​

​

​

​

​

​

​

​

Right-of-use assets obtained in exchange for new operating lease liabilities

​

​

—

​

​

—

​

​

13,929

Derecognition of right-of-use assets

​

​

4,163

​

​

—

​

​

—

Derecognition of operating lease liabilities

​

​

5,401

​

​

—

​

​

—

​
v3.24.0.1
Commitments and Contingencies
 12 Months Ended
Dec. 31, 2023
Commitments and Contingencies.  
Commitments and Contingencies

Note 18. Commitments and Contingencies

Commitments

​

Purchase commitments:

​

The Company enters into inventory purchase commitments with third-party manufacturers in the ordinary course of business, including a non-cancellable inventory supply agreement with a certain third-party manufacturing vendor. The provisions of the agreement allowed the Company, once it reached a certain cumulative purchase threshold in the fourth quarter of 2021, to pay for a portion of the subsequent inventory purchases using an advance previously paid to the vendor. As of December 31, 2023, the aggregate amount of minimum inventory purchase commitments is $14.8 million and the Company has a vendor advance asset of $1.4 million, net of write-downs, and an insignificant accrued purchase commitment liability. The portion of the balances that is expected to be utilized in the next twelve months is included in current assets and current liabilities in the accompanying consolidated balance sheets.

The Company applied the guidance in ASC Topic 330, Inventory, to assess the purchase commitment and related loss, using such factors as Company-specific forecasts which are reliant on the Company’s limited sales history, agreement-specific provisions, macroeconomic factors and market and industry trends. There were no significant changes to the purchase commitment liability assessment factors during the years ended December 31, 2023 and 2022, and therefore no related change in the accrual and loss for the purchase commitment was recognized. During the year ended December 31, 2021, due to changes to the purchase commitment liability assessment factors, the Company recognized net losses, write-downs of the vendor advance, and additional accrued liability for the vendor purchase commitment. For the year ended December 31, 2021, the Company recognized a net loss of $14.0 million comprising a $2.3 million write-down of the vendor advance and $11.7 million of additional accrued purchase commitment liability.

The Company reviews its inventory on hand, including inventory acquired under the purchase commitments, for excess and obsolescence (“E&O”) on a quarterly basis. Any E&O inventory acquired that was previously accounted for as a purchase commitment liability accrual or vendor advance write-down is recorded at zero value. During the year ended December 31, 2023, the Company utilized $2.0 million of the accrued purchase commitment liability and $0 of the vendor advance that was previously written down to acquire such E&O inventory. During the year ended December 31, 2022, the Company utilized $17.4 million of the accrued purchase commitment liability and $15.1 million of the vendor advance that was previously written down to acquire such E&O inventory.

​

Contingencies

​

The Company is involved in litigation and legal matters from time to time including our legal structure, which have arisen in the normal course of business. Although the ultimate results of these matters are not currently determinable, management does not expect that they will have a material effect on the Company’s condensed consolidated balance sheets, statements of operations and comprehensive loss, or statements of cash flows.

​

On February 16, 2022, a putative class action lawsuit, styled Rose v. Butterfly Network, Inc., et al. was filed in the United States District Court for the District of New Jersey against the Company, its President and Chief Executive Officer, its then Chief Financial Officer, the Chairman of its board of directors, as well as Longview’s Chairman (who is a director of the Company), Chief Executive Officer, Chief Financial Officer and members of Longview’s board of directors prior to the Business Combination, alleging violations of Sections 10(b), 14(a) and 20(a) of the Exchange Act, and Rules 10b-5 and 14a-9 promulgated thereunder.  On August 8, 2022, the Court appointed KNS Holdings LLC DBPP UA Jan. 1, 2016 as lead plaintiff and Levy & Korsinsky as lead counsel.  On November 1, 2022, lead plaintiff, along with plaintiff Carl Metzgar, filed an Amended Class Action Complaint.  In addition to alleging violations of Sections 10(b), 14(a) and 20(a) of the Exchange Act, plaintiff also alleges violations of Sections 11 and 15 of the Securities Act of 1933, as amended. The alleged class consists of all persons or entities who purchased or otherwise acquired the Company’s stock between January 12, 2021 and November 15, 2021, persons who exchanged Longview shares for the Company’s common stock and persons who purchased Longview stock pursuant, or traceable to, the Proxy/Registration Statement filed with the SEC on November 27, 2020 or any amendment thereto. The lawsuit is premised upon allegations that the defendants made false and misleading statements and/or omissions about its post-Business Combination business and financial prospects. The

Company intends to vigorously defend against this action. The lawsuit seeks unspecified damages, together with interest thereon, as well as the costs and expenses of litigation. There is no assurance that the Company will be successful in the defense of the litigation or that insurance will be available or adequate to fund any potential settlement or judgment or the litigation costs of the action. The Company is unable to predict the outcome or reasonably estimate a range of possible loss at this time.

​

On March 9, 2022, Fujifilm filed a complaint against the Company, styled Fujifilm Sonosite, Inc. v. Butterfly Network, Inc. in the United States District Court for the District of Delaware. The complaint alleged that the iQ and iQ+ ultrasound probes, hard carrying case, and mobile device application software infringe certain patents purportedly owned by Fujifilm. During the third quarter of 2023, the Company recognized $1.6 million for the potential loss in other on the consolidated statements of operations and comprehensive loss. The Company resolved the complaint with Fujifilm during the fourth quarter of 2023 with no change to the estimated loss previously recognized.

​

On June 21, 2022, a stockholder derivative action, styled Koenig v. Todd M. Fruchterman, et al. was filed in the United States District Court for the District of Delaware against the Board of Directors and the Company as nominal defendant. On November 28, 2023, a stockholder derivative action, styled Bhavsar v. Todd M. Fruchterman, et al. was filed in the United States District Court for the District of Delaware against the Board of Directors and the Company as nominal defendant. The actions allege violation of Section 14(a) of the Exchange Act, as amended, and Rule 14a-9 promulgated thereunder, and claims for breach of fiduciary duty, contribution and indemnification, aiding and abetting and gross mismanagement. The lawsuits are premised upon allegedly inadequate internal controls, purportedly misleading representations regarding the Company’s financial condition and business prospects, and the Company’s November 2021 earnings announcement.  The Company intends to vigorously defend against these actions. The lawsuits seek unspecified damages, disgorgement and restitution, together with interest thereon, as well as the costs and expenses of litigation. There is no assurance that the Company will be successful in the defense of the litigation or that insurance will be available or adequate to fund any potential settlement or judgment or the litigation costs of the actions. The Company is unable to predict the outcome or reasonably estimate a range of possible loss at this time.

​

The Company enters into agreements that contain indemnification provisions with other parties in the ordinary course of business, including business partners, investors, contractors, customers and the Company’s officers, directors and certain employees. The Company has agreed to indemnify and defend the indemnified party claims and related losses suffered or incurred by the indemnified party from actual or threatened third-party claims because of the Company’s activities or non-compliance with certain representations and warranties made by the Company. It is not possible to determine the maximum potential loss under these indemnification provisions due to the Company’s limited history of prior indemnification claims and the unique facts and circumstances involved in any particular case. To date, losses recorded in the Company’s condensed consolidated statements of operations and comprehensive loss in connection with the indemnification provisions have not been material.

​

The Company, as well as certain current and former directors and executive officers, is also involved in other legal matters for employment-related claims that have not been fully resolved and for which it is unable to predict the outcome.

​
v3.24.0.1
Summary of Significant Accounting Policies (Policies)
 12 Months Ended
Dec. 31, 2023
Summary of Significant Accounting Policies  
Basis of Presentation and Principles of Consolidation

Basis of Presentation and Principles of Consolidation

​

The accompanying consolidated financial statements include the accounts of BFLY Operations, Inc. (formerly Butterfly Network, Inc.) and its wholly-owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the accounting disclosure rules and regulations of the Securities and Exchange Commission (the “SEC”). All intercompany balances and transactions have been eliminated in consolidation.

​

Certain prior period amounts presented on the consolidated statement of operations and comprehensive loss for the year ended December 31, 2022 have been reclassified to conform to the current period presentation. See the Operating Expenses – Other section of this note for additional information regarding these reclassifications.
Functional Currency

Functional Currency

​

The Company’s worldwide operations utilize the U.S. dollar (“USD”) as the functional currency considering the significant dependency of each subsidiary on the Company. Subsidiary operations are financed through the funding received from the Company in USD. For foreign entities where the USD is the functional currency, all foreign currency-denominated monetary assets and liabilities are remeasured at end-of-period exchange rates. Exchange gains and losses arising from the remeasurement of foreign currency-denominated monetary assets and liabilities are included in the Company’s operating results in the consolidated statements of operations and comprehensive loss.
Concentration of Credit Risk

Concentration of Credit Risk

​

Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash and cash equivalents, marketable securities and accounts receivable. As of December 31, 2023 and 2022, substantially all of the Company’s cash and cash equivalents and marketable securities were invested in money market accounts and mutual

funds, respectively, with one financial institution. The Company also maintains balances in various operating accounts above federally insured limits. The Company has not experienced any significant losses on such accounts and does not believe it is exposed to any significant credit risk on cash and cash equivalents and marketable securities.

​

As of December 31, 2023 and 2022, no customer accounted for more than 10% of the Company’s accounts receivable. For the years ended December 31, 2023, 2022, and 2021, no customer accounted for more than 10% of the Company’s total revenue.
Segment Reporting

Segment Information

​

The Company’s chief operating decision maker, its chief executive officer (“CEO”), reviews the financial information presented on a consolidated basis for purposes of allocating resources and evaluating its financial performance. Accordingly, the Company has determined that it operates in a single reportable segment. Substantially all of the Company’s long-lived assets are located in the United States. Since the Company operates in one operating segment, all required financial segment information can be found in the consolidated financial statements.
Use of Estimates

Use of Estimates

​

The preparation of the consolidated financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions about future events that affect the amounts reported in its consolidated financial statements and accompanying notes. Future events and their effects cannot be determined with certainty. On an ongoing basis, management evaluates these estimates and assumptions. Significant estimates and assumptions include:

​

●revenue recognition, including determination of the timing and pattern of satisfaction of performance obligations and determination of the standalone selling price (“SSP”) of performance obligations;
●assumptions underlying the warranty liability calculation;
●assumptions underlying the measurement of the purchase commitment loss;
●measurement and allocation of capitalized costs, the net realizable value (the selling price as well as estimated costs of completion, disposal and transportation) of inventory, and demand and future use of inventory;
●assumptions underlying incremental borrowing rate calculations;
●assumptions underlying the warrant liability calculation;
●assumptions underlying the measurement of contingent losses; and
●assumptions underlying the fair value used in the stock-based compensation expense calculation.

​

The Company bases these estimates on historical and anticipated results and trends and on various other assumptions that the Company believes are reasonable under the circumstances, including assumptions about future events. Changes in estimates are recorded in the period in which they become known. Actual results could differ from these estimates, and any such differences may be material to the Company’s consolidated financial statements.
Revenue Recognition

Revenue Recognition

​

The Company recognizes revenue in accordance with Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“Topic 606”). Revenue is recognized when or as a customer obtains control of the promised goods and services. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled to in exchange for these goods and services. To achieve this core principle, the Company applies the following 5 steps:

​

●Step 1: Identify Contracts with Customers: The Company typically enters into contracts with customers through direct sales executed via signed contracts with payment terms of 60 days or less. Multi-year software subscriptions typically require advance payment for each annual subscription period.
●Step 2: Identify Performance Obligations: The Company’s contracts with customers often include multiple performance obligations. The Company has identified the following performance obligations in its contracts with customers:
●Hardware devices and accessories
●Software subscriptions, including renewal subscriptions, which represent an obligation to provide the customer with ongoing access to the Company’s cloud-hosted software applications on a continuous basis throughout the subscription period
●Implementation and integration services
●Extended warranties and customer service
●Step 3: Determine Transaction Price: The Company’s contracts with customers include variable consideration in the form of refunds and credits for product returns and price concessions. The Company estimates variable consideration using the expected value method based on a portfolio of data from similar contracts.
●Step 4: Allocate Transaction Price to Performance Obligations: The Company allocates transaction price to the performance obligations in contracts with customers based on the relative SSPs of the goods and services. For the software subscriptions and renewal subscriptions, which the Company sells to customers on a standalone basis, the Company uses the observable SSPs of new and renewal subscriptions, respectively. The Company’s sales of hardware devices and accessories represent single performance obligations.
●Step 5: Recognize Revenue as Performance Obligations are Satisfied: Each sale of a hardware device or accessory is a performance obligation satisfied at a point in time when control of the good transfers from the Company to the customer based on shipping terms. The Company’s software subscriptions, extended warranties and customer service are stand-ready performance obligations that are satisfied over time by providing the customer with ongoing access to the Company’s resources. The Company uses the time-elapsed (i.e., straight-line) measure of progress to recognize revenue as these performance obligations are satisfied evenly over the respective service periods. The implementation and integration services are a performance obligation satisfied over time, and the Company uses the costs incurred as inputs into the measure of progress to recognize revenue as it satisfies the performance obligation.

​

Deferred Revenue

​

Deferred revenue primarily consists of billings or payments received in advance of revenue recognition from software subscriptions and other services and is reduced as the revenue recognition criteria are met. Deferred revenue is classified as current or non-current on the consolidated balance sheets based on the expected timing of revenue recognition. The deferred revenue that will be recognized as revenue within the next twelve months is classified as current, and the deferred revenue that will be recognized thereafter is classified as non-current.

​

Warranties

​

The Company offers a standard product warranty that its products will function according to standard specifications and free of significant defects for a period of one year from when control is transferred to the customer. The Company evaluated the warranty liability under ASC Topic 606 and determined that it is an assurance-type warranty. When product revenue is recognized, an estimate of future warranty costs is recognized as cost of product revenue and accrued expenses. Factors that affect the estimate of future warranty costs include historical and current product failure rates, service delivery costs incurred in correcting product failures and warranty policies and business practices.
Cash and Cash Equivalents

Cash and Cash Equivalents

​

All highly liquid investments purchased with a maturity of three months or less are considered to be cash equivalents. As of December 31, 2023 and 2022, cash and cash equivalents consist principally of cash and money market accounts.
Trade Accounts Receivable and Allowance for Doubtful Accounts

Trade Accounts Receivable and Allowance for Doubtful Accounts

​

Accounts receivable are recognized as the original amount invoiced less an allowance for doubtful accounts based on the probability of future collection. In accordance with ASC Topic 326, Financial Instruments-Credit Losses, the Company estimates its allowance for doubtful accounts based on historical loss patterns, the number of days that billings are past due, current market conditions, and reasonable and supportable forecasts of future economic conditions. Accounts

receivable are written off when deemed uncollectible and collection of the receivable is no longer being actively pursued. The following table summarizes the allowance for doubtful accounts activity:

​

​

​

​

​

(in thousands)

    

Fair Value

Allowance for doubtful accounts as of December 31, 2021

​

$

440

Additions

​

 

315

Deductions – write offs

​

 

(227)

Allowance for doubtful accounts as of December 31, 2022

​

​

528

Additions

​

​

1,446

Deductions – write offs

​

​

(187)

Allowance for doubtful accounts as of December 31, 2023

​

$

1,787
Inventories

Inventories

​

Inventories primarily consist of raw materials, work-in-progress and finished goods which are purchased and held by the Company’s third-party contract manufacturers. Inventories are stated at the lower of actual cost, determined using the average cost method, or net realizable value. Actual cost includes all direct and indirect production costs to convert materials into a finished product. Net realizable value is based upon an estimated average selling price reduced by the estimated costs of completion, disposal and transportation. The determination of net realizable value involves certain judgments including estimating average selling prices. The Company reduces the value of inventory for estimated obsolescence or lack of marketability by the difference between the cost of the affected inventory and the net realizable value.

​

The valuation of inventories also requires the Company to estimate excess and obsolete inventory. The Company considers new product development schedules, the effect that new products might have on the sale of existing products, product obsolescence, product merchantability and whether older products can be remanufactured into new products, among other factors.

​

Losses expected to arise from firm, non-cancelable and unhedged commitments for the future purchase of inventories are recognized unless the losses are recoverable through firm sales contracts or other means.
Restricted Cash

Restricted Cash

​

Restricted cash includes deposits in financial institutions restricted according to an agreement and used to secure a lease agreement. The Company classifies the amount restricted according to an agreement as prepaid expenses and other current assets as the Company expects the deposit to be released from restriction within the next twelve months. The Company classifies the amount used to secure a lease agreement within other non-current assets as the lease is long-term. The amount shown as restricted cash is included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown in the consolidated statement of cash flows.
Vendor Advances

Vendor Advances

​

Vendor advances represent amounts paid to third-party vendors for future services to be received related to production of the Company’s inventories. The amounts are presented net of write offs.  The classification of vendor advances as current or non-current is based on the estimated timing of inventory delivery.

​
Property and Equipment

Property and Equipment

​

Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation expense is computed using the straight-line method over the estimated useful lives of the related assets. Leasehold improvements are amortized on a straight-line basis over the shorter of the remaining lease term or the estimated useful lives of related improvements.

​

Useful lives for property and equipment are as follows:

​

​

​

​

Property and Equipment

    

Estimated Useful Life

Software

 

3 years

Machinery and equipment

 

3 – 5 years

Furniture and fixtures

 

5 – 7 years

Leasehold improvements

 

Lesser of estimated useful life or remaining lease term

​

Expenditures for major renewals and improvements are capitalized. Expenditures for repairs and maintenance are expensed as incurred. When assets are retired or otherwise disposed of, the cost of those assets and the related accumulated depreciation and amortization is eliminated from the balance sheet, and any resulting gains or losses are included in the statements of operations and comprehensive loss in the period of disposal.
Capitalized Software Development Costs

Capitalized Software Development Costs

​

Costs to develop or obtain software for internal use are capitalized and recorded as capitalized software development costs on the consolidated balance sheets as a component of property and equipment. The Company capitalizes qualifying costs associated with internal-use software incurred during the application development stage if management with relevant authority authorizes the project, it is probable the project will be completed and the software will be used to perform the function intended. Costs incurred during the preliminary project and post-implementation stages, including training and maintenance, are expensed as incurred. Capitalized costs are amortized on a project-by-project basis using the straight-line method over the estimated economic life of the software, which is three years, beginning when the software is substantially ready for use. Amortization expense is classified in the consolidated statements of operations and comprehensive loss based on the nature of the software.
Leases

Leases

​

The Company primarily enters into leases for office space that are classified as operating leases. The Company determines if an agreement is or contains a lease at inception. The Company accounts for leases in accordance with ASC Topic 842, Leases, by recognizing right-of-use assets and lease liabilities.  The Company classifies right-of-use assets as operating lease assets on the consolidated balance sheets. The Company classifies the current portion of lease liabilities, representing lease payments due within the next twelve months, as accrued expenses and other current liabilities on the consolidated balance sheets. The Company classifies the non-current portion of lease liabilities as operating lease liabilities on the consolidated balance sheets. The lease term includes the non-cancelable period of the lease plus any additional periods covered by an option to extend that the Company is reasonably certain to exercise. Generally, the Company may terminate its leases with the notice required in the lease agreement and upon payment of a termination fee, if required. The Company’s leases do not include substantial variable payments based on indexes or rates. The Company’s lease agreements do not contain any significant residual value guarantees or restrictive covenants.

​

The Company’s leases do not provide a readily determinable implicit discount rate. The Company’s incremental borrowing rate is estimated to approximate an interest rate on a collateralized basis with similar terms and payments and in similar economic environments. Operating lease right-of-use assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. The Company recognizes a single lease cost on a straight-line basis over the lease term, and the Company includes all cash payments within cash flows from operating activities as the change in operating lease assets and liabilities in the consolidated statements of cash flows.

​

The Company does not have any finance leases as of December 31, 2023 and 2022.

Impairment of Long-Lived Assets

Impairment of Long-Lived Assets

​

The Company reviews its long-lived assets, including its property and equipment, definite-lived intangible assets, and operating lease assets, for impairment at least annually or whenever events or changes in business circumstances indicate that the carrying amount of assets may not be fully recoverable. Each impairment test is based on a comparison of the

undiscounted cash flows to the recorded value of the asset. If the recorded value of the asset is less than the undiscounted cash flows, the asset is written down to its estimated fair value.
Warrant Liability

Warrant Liability

​

The Company’s outstanding warrants include publicly-traded warrants (the “Public Warrants”), which were issued as one-third of a warrant per unit during the Company’s initial public offering on May 26, 2020 (the “IPO”), and warrants sold in a private placement to Longview’s sponsor (the “Private Warrants”). The Company evaluated its warrants under ASC Subtopic 815-40, Derivatives and Hedging—Contracts in Entity’s Own Equity, and concluded that they do not meet the criteria to be classified in stockholders’ equity. Since the Public Warrants and Private Warrants meet the definition of a derivative under ASC Topic 815, Derivatives and Hedging, the Company recorded these warrants as non-current liabilities on the consolidated balance sheets at fair value upon the closing of the Business Combination, with subsequent changes in their respective fair values recognized in the consolidated statements of operations and comprehensive loss at each reporting date.
Cost of Revenue

Cost of Revenue

​

Cost of product revenue includes manufacturing costs, personnel costs and benefits, inbound freight, packaging, warranty replacement costs, payment processing fees and inventory obsolescence and write offs. Cost of software and other services revenue includes personnel costs, cloud hosting costs, amortization of capitalized software development costs and payment processing fees.
Research and Development

Research and Development

​

R&D expenses primarily consist of personnel costs and benefits, facilities expenses, consulting and professional fees, fabrication services, software and other outsourcing expenses. Substantially all of the Company’s R&D expenses are related to developing new products and services and improving existing products and services. R&D expenses are expensed as incurred.
Sales and Marketing

Sales and Marketing

​

Sales and marketing expenses primarily consist of personnel costs and benefits, third-party logistics, fulfillment and outbound shipping costs, facilities expenses, advertising, and travel and entertainment. Advertising expenses are expensed as incurred. For the years ended December 31, 2023, 2022, and 2021, advertising expenses were $4.3 million, $5.8 million and $8.3 million, respectively.

​
General and Administrative

General and Administrative

​

General and administrative expenses primarily consist of personnel costs and benefits, insurance, patent fees, software costs, facilities costs and outside services. Outside services consist of professional services, legal fees and other professional fees.
Operating Expenses - Other

Operating Expenses – Other

​

The Company classifies certain operating expenses that are not representative of the Company’s ongoing operations as other on the consolidated statements of operations and comprehensive loss. These include costs related to the Company’s reductions in force, litigation, and legal settlements. To conform to current period presentation of the consolidated statements of operations and comprehensive loss, the Company reclassified certain expenses presented as research and development, sales and marketing, and general and administrative in its Annual Report on Form 10-K for the year ended December 31, 2022 as other in this Annual Report on Form 10-K.

​

The following table summarizes the Company’s operating expenses reclassified as other from research and development, sales and marketing, and general and administrative (in thousands):

​

​

​

​

​

​

​

Year ended

​

    

December 31, 2022

Reclassified from:

​

​

​

Research and development

​

$

1,077

Sales and marketing

​

​

394

General and administrative

​

 

5,875

Total reclassified as other

​

$

7,346

​

The following table summarizes the types of expenses classified as other in the Company’s consolidated statements of operations and comprehensive loss (in thousands):

​

​

​

​

​

​

​

​

​

Year ended December 31, 

​

    

2023

    

2022

Employment-related expenses

​

$

8,701

​

$

2,019

Legal-related expenses

​

 

9,463

​

 

5,327

Total other

​

$

18,164

​

$

7,346

​

See Note 15 “Reductions in Force” for additional information regarding the employment-related expenses classified as other in the consolidated statements of operations and comprehensive loss.
Net Loss per Common Share

Net Loss per Common Share

​

We compute net loss per share of Class A and Class B common stock using the two-class method. Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of each class of the Company’s common stock outstanding during the period. Diluted net loss per share is computed by giving effect to all of the Company’s potential common shares outstanding of the Company’s common stock to the extent the potential shares are dilutive. Basic and diluted net loss per share were the same for each period presented in the consolidated statements of operations and comprehensive loss as the inclusion of all potential shares of the Company’s common stock would have been anti-dilutive. Since the Company was in a net loss position for all periods presented, the basic net loss per share calculation excludes the Company’s convertible preferred stock as it does not participate in net losses of the Company. Refer to Note 12 “Net Loss Per Share” for further discussion.
Stock-Based Compensation Expense

Stock-Based Compensation Expense

​

The measurement of stock-based compensation expense for all stock-based payment awards, including stock options and restricted stock units granted to employees, directors and nonemployees, is based on the estimated fair value of the awards on the grant date.

​

The Company recognizes stock-based compensation expense for its awards on a straight-line basis over the requisite service period of the individual grants, which is generally the vesting period, based on the awards’ estimated grant date fair values. Generally, awards fully vest three to four years from the grant date and stock options have a contractual term of 10 years. The Company recognizes the effect of forfeiture in stock-based compensation expense based on actual forfeitures when they occur.

​

The Company granted performance-based restricted stock units during the years ended December 31, 2023, 2022, and 2021. The Company accounted for these awards according to the relevant provisions of ASC Topic 718, Compensation-Stock Compensation. For performance-based awards, the Company recognizes expense using the accelerated attribution method. Refer to Note 11 “Equity Incentive Plan” for further discussion about the nature of the transactions.
Income Taxes

Income Taxes

​

The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the consolidated financial statements or in the Company’s tax returns. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company assesses the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent it believes, based upon the weight of available evidence, that it is more likely than not that all or a portion of the deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax expense. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected and considering prudent and feasible tax planning strategies.

The Company accounts for uncertainty in income taxes recognized in the consolidated financial statements by applying a two-step process to determine the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the likelihood that it will be sustained upon external examination by the taxing authorities. If the tax position is deemed more likely than not to be sustained, the tax position is then assessed to determine the amount of benefit to recognize in the consolidated financial statements. The amount of the benefit that may be recognized is the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The provision for income taxes includes the effects of any resulting tax reserves, or unrecognized tax benefits, that are considered appropriate as well as the related net interest and penalties.
Recent Accounting Pronouncements Issued but Not Yet Adopted

Recent Accounting Pronouncements Issued but Not Yet Adopted

​

In November 2023, the Financial Accounting Standards Board issued Accounting Standards Update 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which introduced new guidance on disclosures for reportable segments and significant segment expenses, including for entities with a single reportable segment. This guidance is effective for the Company for annual reporting periods beginning January 1, 2024 and interim periods beginning January 1, 2025. The Company is currently evaluating the impact that the adoption of this pronouncement will have on the Company’s consolidated financial statements and disclosures.

​

In December 2023, the Financial Accounting Standards Board issued Accounting Standards Update 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which introduced new guidance on disclosures for income taxes, including enhancements to the rate reconciliation and income taxes paid disclosures. This guidance is effective for the Company for annual reporting periods beginning January 1, 2025. The Company is currently evaluating the impact that the adoption of this pronouncement will have on the Company’s consolidated financial statements and disclosures.

​
v3.24.0.1
Summary of Significant Accounting Policies (Tables)
 12 Months Ended
Dec. 31, 2023
Summary of Significant Accounting Policies  
Schedule of allowance for doubtful accounts

​

​

​

​

​

(in thousands)

    

Fair Value

Allowance for doubtful accounts as of December 31, 2021

​

$

440

Additions

​

 

315

Deductions – write offs

​

 

(227)

Allowance for doubtful accounts as of December 31, 2022

​

​

528

Additions

​

​

1,446

Deductions – write offs

​

​

(187)

Allowance for doubtful accounts as of December 31, 2023

​

$

1,787
Schedule of useful life for property and equipment

​

​

​

​

Property and Equipment

    

Estimated Useful Life

Software

 

3 years

Machinery and equipment

 

3 – 5 years

Furniture and fixtures

 

5 – 7 years

Leasehold improvements

 

Lesser of estimated useful life or remaining lease term
Schedule of operating expenses reclassified as other

​

The following table summarizes the Company’s operating expenses reclassified as other from research and development, sales and marketing, and general and administrative (in thousands):

​

​

​

​

​

​

​

Year ended

​

    

December 31, 2022

Reclassified from:

​

​

​

Research and development

​

$

1,077

Sales and marketing

​

​

394

General and administrative

​

 

5,875

Total reclassified as other

​

$

7,346
Schedule of other expenses

The following table summarizes the types of expenses classified as other in the Company’s consolidated statements of operations and comprehensive loss (in thousands):

​

​

​

​

​

​

​

​

​

Year ended December 31, 

​

    

2023

    

2022

Employment-related expenses

​

$

8,701

​

$

2,019

Legal-related expenses

​

 

9,463

​

 

5,327

Total other

​

$

18,164

​

$

7,346
v3.24.0.1
Revenue Recognition (Tables)
 12 Months Ended
Dec. 31, 2023
Revenue Recognition  
Schedule of disaggregated revenue The following table summarizes the Company’s disaggregated revenues (in thousands) for the years ended December 31:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Pattern of

​

​

​

​

​

​

​

​

​

​

​

Recognition

​

2023

    

2022

    

2021

By product type:

   

​

   

  

​

​

  

​

​

  

​

Devices and accessories

​

Point-in-time

​

$

40,036

​

$

50,263

​

$

47,868

Software and other services

​

Over time

​

 

25,864

​

 

23,127

​

 

14,697

Total revenue

​

​

​

$

65,900

​

$

73,390

​

$

62,565

​

​

​

​

​

​

​

​

​

​

​

​

By geographical market:

​

​

​

 

  

​

 

  

​

 

  

United States

​

​

​

$

52,116

​

$

51,072

​

$

42,993

International

​

​

​

 

13,784

​

 

22,318

​

 

19,572

Total revenue

​

​

​

$

65,900

​

$

73,390

​

$

62,565
v3.24.0.1
Fair Value of Financial Instruments (Tables)
 12 Months Ended
Dec. 31, 2023
Fair Value of Financial Instruments  
Schedule of assets and liabilities measured at fair value on a recurring basis

The following table summarizes the Company’s assets and liabilities that are measured at fair value on a recurring basis, by level, within the fair value hierarchy (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Fair Value Measurement Level

​

​

Total

​

Level 1

​

Level 2

​

Level 3

December 31, 2023:

    

​

  

    

​

  

    

​

  

    

​

  

Warrants:

​

​

​

​

​

​

​

​

​

​

​

​

Public Warrants

​

$

552

​

$

552

​

$

—

​

$

—

Private Warrants

​

​

274

​

​

—

​

​

274

​

​

—

Total liabilities at fair value on a recurring basis

​

$

826

​

$

552

​

$

274

​

$

—

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 2022:

​

​

​

​

​

​

​

​

​

​

​

​

Marketable securities:

 

​

  

 

​

  

 

​

  

 

​

  

Mutual funds

​

$

75,250

​

$

75,250

​

$

—

​

$

—

Total assets at fair value on a recurring basis

​

$

75,250

​

$

75,250

​

$

—

​

$

—

​

​

​

​

​

​

​

​

​

​

​

​

​

Warrants:

​

​

​

​

​

​

​

​

​

​

​

​

Public Warrants

​

$

3,588

​

$

3,588

​

$

—

​

$

—

Private Warrants

​

​

1,782

​

​

—

​

​

1,782

​

​

—

Total liabilities at fair value on a recurring basis

​

$

5,370

​

$

3,588

​

$

1,782

​

$

—

​
v3.24.0.1
Inventories (Tables)
 12 Months Ended
Dec. 31, 2023
Inventories  
Summary of inventories

A summary of inventories is as follows at December 31 (in thousands):

​

​

​

​

​

​

​

​

​

    

2023

    

2022

Raw materials

​

$

49,366

 

​

41,265

Work-in-progress

​

 

3,384

 

​

1,962

Finished goods

​

 

20,272

 

​

16,743

Total inventories

​

$

73,022

​

$

59,970
v3.24.0.1
Restricted Cash (Tables)
 12 Months Ended
Dec. 31, 2023
Restricted Cash  
Summary of reconciliation of cash, cash equivalents and restricted cash

​

​

​

​

​

​

​

​

​

    

2023

    

2022

Reconciliation of cash, cash equivalents and restricted cash:

​

​

​

​

​

​

Cash and cash equivalents

​

$

134,437

​

$

162,561

Restricted cash included within prepaid expenses and other current assets

​

 

199

​

 

253

Restricted cash included within other non-current assets

​

​

4,014

​

​

4,014

Total cash, cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows

​

$

138,650

​

$

166,828
v3.24.0.1
Other Non-Current Assets (Tables)
 12 Months Ended
Dec. 31, 2023
Other Non-Current Assets  
Schedule of other non-current assets

Other non-current assets consist of the following at December 31 (in thousands):

​

​

​

​

​

​

​

​

​

    

2023

    

2022

Security deposits

​

$

989

​

$

1,882

Restricted cash

​

​

4,014

​

​

4,014

Other long-term assets

​

​

1,419

​

​

1,639

Total other non-current assets

​

$

6,422

​

$

7,535

​
v3.24.0.1
Property, Equipment, and Intangible Assets (Tables)
 12 Months Ended
Dec. 31, 2023
Property, Equipment, and Intangible Assets  
Schedule of property and equipment, net

Property and equipment, net, are recorded at historical cost and consist of the following at December 31 (in thousands):

​

​

​

​

​

​

​

​

​

    

2023

    

2022

Capitalized internally developed software

​

$

17,722

​

$

14,746

Leasehold improvements

​

​

11,102

​

​

13,793

Machinery and equipment

​

 

9,930

​

 

9,663

Furniture and fixtures

​

 

2,152

​

 

2,121

Construction in progress

​

 

2,566

​

 

1,937

Other

​

 

44

​

 

125

​

​

 

43,516

​

 

42,385

Less: accumulated depreciation and amortization

​

 

(18,195)

​

 

(11,054)

Property and equipment, net

​

$

25,321

​

$

31,331
Schedule of company's intangible assets

​

​

​

​

​

​

​

​

​

​

​

​

​

Gross Carrying

​

Accumulated

​

Net Carrying

​

    

Amount

    

Amortization

    

Amount

Technology licenses

​

$

10,317

​

$

—

​

$

10,317
Schedule of estimated intangible asset amortization expense

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

2024

    

2025

    

2026

    

2027

    

2028

$

6,785

​

$

4,018

​

$

1,766

​

$

1,333

​

$

1,128
v3.24.0.1
Accrued Expenses and Other Current Liabilities (Tables)
 12 Months Ended
Dec. 31, 2023
Accrued Expenses and Other Current Liabilities  
Schedule of accrued expenses and other current liabilities

Accrued expenses and other current liabilities consist of the following at December 31 (in thousands):

​

​

​

​

​

​

​

​

​

    

2023

    

2022

Employee compensation

​

$

9,442

​

$

12,166

Customer deposits

​

 

1,613

​

 

1,135

Accrued warranty liability

​

 

297

​

 

287

Non-income tax

​

 

1,197

​

 

1,442

Professional fees

​

 

2,481

​

 

3,450

Current portion of operating lease liabilities

​

​

2,192

​

​

1,926

Other

​

 

6,203

​

 

5,710

Total accrued expenses and other current liabilities

​

$

23,425

​

$

26,116
Schedule of warranty expense activity

Warranty expense activity for the years ended December 31 is as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

    

2023

    

2022

    

2021

Balance, beginning of period

​

$

873

​

$

1,116

​

$

1,826

Warranty provision charged to operations

​

 

276

​

 

296

​

 

58

Warranty claims

​

 

(452)

​

 

(539)

​

 

(768)

Balance, end of period

​

$

697

​

$

873

​

$

1,116
v3.24.0.1
Equity Incentive Plan (Tables)
 12 Months Ended
Dec. 31, 2023
Equity Incentive Plan  
Summary of the stock option activity

​

​

​

​

​

​

​

​

​

​

​

    

​

    

​

    

Weighted

    

​

​

​

​

​

Weighted

​

Average

​

Aggregate

​

​

​

​

Average

​

Remaining

​

Intrinsic

​

​

Number of

​

Exercise

​

Contractual

​

Value

​

​

Options

​

Price

​

Term

​

(in thousands)

Outstanding at December 31, 2021

 

16,243,532

​

8.11

 

7.63

 

24,398

Granted

 

869,778

​

4.37

 

  

 

  

Exercised

 

(1,081,213)

​

2.76

 

  

 

  

Forfeited

 

(3,460,185)

​

10.43

 

  

 

  

Outstanding at December 31, 2022

 

12,571,912

​

7.67

 

5.62

 

1,342

Granted

 

—

​

—

 

  

 

  

Exercised

 

(180,467)

​

1.26

 

  

 

  

Forfeited

 

(4,952,258)

​

10.14

 

  

 

  

Outstanding at December 31, 2023

 

7,439,187

​

6.17

​

4.68

​

—

Options exercisable at December 31, 2022

 

9,478,419

​

7.06

 

4.75

 

1,263

Options exercisable at December 31, 2023

 

6,537,433

​

5.88

​

4.37

​

—
Summary of additional information about stock option activity

​

​

​

​

​

​

​

​

​

​

​

​

   

2023

    

2022

    

2021

Cash proceeds from the exercise of stock options (in millions)

​

$

0.2

​

$

3.0

​

$

21.7

Total intrinsic value of stock options exercised (in millions)

​

 

0.2

​

 

3.6

​

 

80.9

Weighted average grant date fair value of options granted

​

 

—

​

 

2.79

​

 

6.47
Schedule of assumptions used to value option grants to employees and non-employees

​

​

​

​

​

​

​

​

​

    

2023

    

2022

    

2021

Risk-free interest rate

 

3.6% – 3.9%

​

1.7% – 3.0%

​

0.6% – 1.4%

Expected dividend yield

 

0%

​

0%

​

0%

Expected term

 

5.0 years

​

5.8 years – 6.5 years

​

5.5 years – 6.2 years

Expected volatility

 

76%

​

70% – 73%

​

51% – 63%
Summary of the restricted stock unit activity

​

​

​

​

​

​

​

​

​

​

Weighted

​

​

Number of

​

Average

​

​

Restricted

​

Grant Date

​

​

Stock Units

​

Fair Value

Outstanding at December 31, 2021

 

3,958,825

​

13.73

Granted

 

12,076,285

​

3.98

Vested

 

(2,947,832)

​

11.80

Forfeited

 

(3,125,987)

​

6.85

Outstanding at December 31, 2022

 

9,961,291

​

4.55

Granted

 

16,082,613

​

2.23

Vested

 

(5,418,832)

​

4.09

Forfeited

 

(5,055,089)

​

3.65

Outstanding at December 31, 2023

 

15,569,983

​

2.61
Schedule of stock-based compensation expense

​

​

​

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 

​

   

2023

    

2022

    

2021

Research and development

​

$

9,772

​

$

12,834

​

 

9,081

Sales and marketing

​

 

4,260

​

 

5,974

​

 

8,074

General and administrative

​

 

13,448

​

 

23,723

​

 

30,643

Total stock-based compensation expense

​

$

27,480

​

$

42,531

​

$

47,798
v3.24.0.1
Net Loss Per Share (Tables)
 12 Months Ended
Dec. 31, 2023
Net Loss Per Share  
Schedule of calculation of basic and diluted net loss per share

​

​

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 2023

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total

​

​

    

Class A

    

Class B

    

Common Stock

​

Numerator:

​

​

  

​

​

  

 

​

  

​

Allocation of undistributed earnings

​

$

(116,497)

​

$

(17,203)

​

$

(133,700)

​

Numerator for basic and diluted net loss per share – loss available to common stockholders

​

$

(116,497)

​

$

(17,203)

​

$

(133,700)

​

Denominator:

​

 

  

​

 

  

​

 

  

​

Weighted-average common shares outstanding

​

 

178,958,607

​

 

26,426,937

​

 

205,385,544

​

Denominator for basic and diluted net loss per share – weighted-average common stock

​

 

178,958,607

​

 

26,426,937

​

 

205,385,544

​

Basic and diluted net loss per share

​

$

(0.65)

​

$

(0.65)

​

$

(0.65)

​

​

​

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 2022

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total

​

​

    

Class A

    

Class B

    

Common Stock

​

Numerator:

​

​

  

​

​

  

 

​

  

​

Allocation of undistributed earnings

​

$

(146,412)

​

$

(22,311)

​

$

(168,723)

​

Numerator for basic and diluted net loss per share – loss available to common stockholders

​

$

(146,412)

​

$

(22,311)

​

$

(168,723)

​

Denominator:

​

 

  

​

 

  

​

 

  

​

Weighted-average common shares outstanding

​

 

173,421,449

​

 

26,426,937

​

 

199,848,386

​

Denominator for basic and diluted net loss per share – weighted-average common stock

​

 

173,421,449

​

 

26,426,937

​

 

199,848,386

​

Basic and diluted net loss per share

​

$

(0.84)

​

$

(0.84)

​

$

(0.84)

​

​

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 2021

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Total

​

    

Class A

    

Class B

    

Common Stock

Numerator:

​

​

  

​

​

  

 

​

  

Allocation of undistributed earnings

​

$

(28,048)

​

$

(4,361)

​

$

(32,409)

Numerator for basic and diluted net loss per share – loss available to common stockholders

​

$

(28,048)

​

$

(4,361)

​

$

(32,409)

Denominator:

​

 

  

​

 

  

​

 

  

Weighted-average common shares outstanding

​

 

150,424,024

​

 

23,386,029

​

 

173,810,053

Denominator for basic and diluted net loss per share – weighted-average common stock

​

 

150,424,024

​

 

23,386,029

​

 

173,810,053

Basic and diluted net loss per share

​

$

(0.19)

​

$

(0.19)

​

$

(0.19)
Schedule of anti-dilutive common equivalent shares

​

​

​

​

​

​

​

​

​

​

December 31, 

​

    

2023

    

2022

    

2021

Outstanding options to purchase common stock

​

7,439,187

​

12,571,912

 

16,243,532

Outstanding restricted stock units

​

15,569,983

​

9,961,291

​

3,577,894

Outstanding warrants

​

20,652,690

​

20,652,690

​

20,652,837

Total anti-dilutive common equivalent shares

​

43,661,860

​

43,185,893

 

40,474,263

​
v3.24.0.1
Income Taxes (Tables)
 12 Months Ended
Dec. 31, 2023
Income Taxes  
Schedule of income (loss) before provision for income taxes

Income (loss) before provision for income taxes consisted of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 

​

​

2023

    

2022

    

2021

Federal

​

$

(133,961)

​

$

(169,122)

​

$

(32,706)

Foreign

​

 

343

​

 

441

​

 

418

Loss before provision for income taxes

​

$

(133,618)

​

$

(168,681)

​

$

(32,288)
Schedule of reconciliation of the statutory income tax rate to the effective income tax rate

​

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 

 

​

​

2023

    

2022

    

2021

 

Income at US statutory rate

​

21.00

%  

21.00

%  

21.00

%

State taxes, net of federal benefit

​

4.65

​

2.21

​

15.42

​

Stock compensation

​

(2.57)

​

(5.01)

​

(10.10)

​

Change in fair value of warrants

​

0.71

​

2.60

​

104.78

​

Tax credits

​

1.74

​

2.16

​

12.51

​

Valuation allowance

​

(25.47)

​

(22.91)

​

(142.86)

​

Other

​

(0.12)

​

(0.08)

​

(1.13)

​

​

​

(0.06)

%  

(0.03)

%  

(0.38)

%
Schedule of net deferred tax assets

Net deferred tax assets as of December 31, 2023 and 2022 consisted of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 

​

    

2023

    

2022

Deferred tax assets

 

​

  

 

​

  

Net operating loss carryforwards

​

$

151,230

​

$

135,733

Tax credits

​

 

16,288

​

 

14,047

Stock compensation

​

 

4,812

​

 

3,680

Accruals and reserves

​

 

2,061

​

 

2,747

Inventory reserve

​

​

15,207

​

​

8,797

Lease liability

​

​

6,114

​

​

7,646

Depreciation

​

​

2,197

​

​

914

Capitalized tax R&E

​

​

25,844

​

​

15,127

Other

​

 

1,581

​

 

3,901

Total deferred tax assets

​

​

225,334

​

​

192,592

Valuation allowance

​

 

(221,454)

​

 

(187,421)

Total deferred tax assets

​

​

3,880

​

​

5,171

Deferred tax liabilities

​

 

  

​

 

  

Right-of-use asset

​

​

(3,829)

​

​

(5,171)

Net deferred tax assets

​

$

51

​

$

—
v3.24.0.1
Leases (Tables)
 12 Months Ended
Dec. 31, 2023
Leases  
Schedule of operating lease cost

​

​

​

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 

​

    

2023

    

2022

    

2021

Operating lease cost

​

$

3,206

​

$

4,300

​

$

2,927

Short-term lease cost

​

 

73

​

 

249

​

 

287

Variable lease cost

​

 

317

​

 

353

​

 

100

Total operating lease cost

​

$

3,596

​

$

4,902

​

$

3,314
Schedule of operating lease expected future payments

​

​

​

​

​

Year ended December 31, 

    

Operating Lease Payments

2024

​

$

3,559

2025

​

 

3,664

2026

​

​

3,749

2027

​

​

3,835

2028

​

​

3,921

2029 and thereafter

​

​

12,809

Total gross operating lease payments

​

​

31,537

Less: imputed interest

​

​

(6,510)

Total operating lease liabilities, reflecting the present value of net lease payments

​

$

25,027
Schedule of lease term, discount rate and cash flows from operating lease

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 

​

    

2023

    

2022

    

2021

Weighted average remaining lease term (in years)

​

8.4

​

​

8.8

​

​

9.4

​

Weighted average discount rate

​

5.9

%

​

5.5

%

​

5.5

%

​

​

​

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 

​

    

2023

    

2022

    

2021

Cash paid for amounts included in the measurement of lease liabilities:

​

​

​

​

​

​

​

​

​

Operating cash flows from operating leases

​

$

3,121

​

$

2,042

​

$

1,012

Non-cash activities involving right-of-use assets and lease liabilities:

​

​

​

​

​

​

​

​

​

Right-of-use assets obtained in exchange for new operating lease liabilities

​

​

—

​

​

—

​

​

13,929

Derecognition of right-of-use assets

​

​

4,163

​

​

—

​

​

—

Derecognition of operating lease liabilities

​

​

5,401

​

​

—

​

​

—

​
v3.24.0.1
Organization and Description of Business (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Organization and Description of Business    
Cash and cash equivalents $ 134,437 $ 162,561
v3.24.0.1
Summary of Significant Accounting Policies - Allowance for Doubtful Accounts (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Accounts Receivable, Allowance for Credit Loss [Roll Forward]    
Allowance for doubtful accounts as of beginning balance $ 528 $ 440
Additions 1,446 315
Deductions - write offs (187) (227)
Allowance for doubtful accounts as of ending balance $ 1,787 $ 528
v3.24.0.1
Summary of Significant Accounting Policies - Property and Equipment (Details)
Dec. 31, 2023
Capitalized internally developed software  
Property, Plant and Equipment [Line Items]  
Estimated Useful Life (in years) 3 years
Minimum | Machinery and equipment  
Property, Plant and Equipment [Line Items]  
Estimated Useful Life (in years) 3 years
Minimum | Furniture and fixtures  
Property, Plant and Equipment [Line Items]  
Estimated Useful Life (in years) 5 years
Maximum | Machinery and equipment  
Property, Plant and Equipment [Line Items]  
Estimated Useful Life (in years) 5 years
Maximum | Furniture and fixtures  
Property, Plant and Equipment [Line Items]  
Estimated Useful Life (in years) 7 years
v3.24.0.1
Summary of Significant Accounting Policies - Additional Information (Details)
$ in Millions
 12 Months Ended
May 26, 2020
Dec. 31, 2023
USD ($)
segment
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Number of operating segments | segment   1    
Warranty period   1 year    
Value of public warrants per warrant issued during IPO (as a percent) 33.00%      
Advertising expense | $   $ 4.3 $ 5.8 $ 8.3
Term of stock options   10 years    
Capitalized Software        
Weighted-average useful life of intangible assets (in years)   3 years    
Minimum        
Vesting period of stock options   3 years    
Maximum        
Vesting period of stock options   4 years    
v3.24.0.1
Summary of Significant Accounting Policies - Operating Expenses - Other (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Research and development $ 55,616 $ 88,044 $ 74,461
Sales and marketing 39,073 59,494 49,604
General and administrative 49,613 77,596 $ 85,717
Employment-related expenses   2,019  
Legal-related expenses   5,327  
Total other 18,164 7,346  
Employee Severance      
Employment-related expenses 8,701 2,000  
Legal-related expenses 9,463    
Total other $ 18,164    
Prior period reclassification      
Research and development   1,077  
Sales and marketing   394  
General and administrative   5,875  
Total other   $ 7,346  
v3.24.0.1
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Revenue Recognition      
Total revenue $ 65,900 $ 73,390 $ 62,565
United States      
Revenue Recognition      
Total revenue 52,116 51,072 42,993
International      
Revenue Recognition      
Total revenue 13,784 22,318 19,572
Devices and accessories      
Revenue Recognition      
Total revenue 40,036 50,263 47,868
Software and other services      
Revenue Recognition      
Total revenue $ 25,864 $ 23,127 $ 14,697
v3.24.0.1
Revenue Recognition - Contract Balances (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Revenue Recognition    
Payment terms 60 days  
Amount of revenue recognized $ 14.9 $ 13.0
v3.24.0.1
Revenue Recognition - Performance Obligations (Details)
$ in Millions
Dec. 31, 2023
USD ($)
Revenue Recognition  
Remaining performance obligations $ 32.0
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01  
Revenue Recognition  
Percentage of remaining performance obligations as revenue 60.00%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 12 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01  
Revenue Recognition  
Percentage of remaining performance obligations as revenue 40.00%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 12 months
v3.24.0.1
Revenue Recognition - Costs of Obtaining or Fulfilling Contracts (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Revenue Recognition      
Capitalized costs of obtaining or fulfilling contracts $ 1.4 $ 1.1  
Amortization of capitalized costs $ 0.6 $ 0.0 $ 0.0
v3.24.0.1
Fair Value of Financial Instruments (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2023
Fair Value of Financial Instruments    
Equity securities, unrealized losses $ 300  
Fair Value, Recurring    
Assets    
Total assets at fair value on a recurring basis 75,250  
Liabilities    
Total liabilities at fair value on a recurring basis 5,370 $ 826
Fair Value, Recurring | Public Warrants    
Liabilities    
Warrants 3,588 552
Fair Value, Recurring | Private Warrants    
Liabilities    
Warrants 1,782 274
Fair Value, Recurring | Mutual funds    
Assets    
Mutual funds 75,250  
Fair Value, Recurring | Level 1    
Assets    
Total assets at fair value on a recurring basis 75,250  
Liabilities    
Total liabilities at fair value on a recurring basis 3,588 552
Fair Value, Recurring | Level 1 | Public Warrants    
Liabilities    
Warrants 3,588 552
Fair Value, Recurring | Level 1 | Mutual funds    
Assets    
Mutual funds 75,250  
Fair Value, Recurring | Level 2    
Liabilities    
Total liabilities at fair value on a recurring basis 1,782 274
Fair Value, Recurring | Level 2 | Private Warrants    
Liabilities    
Warrants $ 1,782 $ 274
v3.24.0.1
Inventories (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Inventories      
Raw materials $ 49,366 $ 41,265  
Work-in-progress 3,384 1,962  
Finished goods 20,272 16,743  
Total inventories 73,022 59,970  
Net realizable value inventory adjustments and excess and obsolete inventory charges $ 21,083 $ 783 $ 889
v3.24.0.1
Restricted Cash (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Reconciliation of cash, cash equivalents and restricted cash:        
Cash and cash equivalents $ 134,437 $ 162,561    
Restricted cash included within prepaid expenses and other current assets 199 253    
Restricted cash included within other non-current assets 4,014 4,014    
Total cash, cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows $ 138,650 $ 166,828 $ 426,841 $ 60,206
Restricted Cash and Cash Equivalents, Current, Statement of Financial Position [Extensible Enumeration] Prepaid Expense and Other Assets, Current Prepaid Expense and Other Assets, Current    
Restricted Cash and Cash Equivalents, Noncurrent, Statement of Financial Position [Extensible Enumeration] Other Assets, Noncurrent Other Assets, Noncurrent    
v3.24.0.1
Restricted Cash - Narratives (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2022
Dec. 31, 2023
Dec. 31, 2021
Restricted Cash      
Security given as collateral     $ 4.0
Proceeds received from Bill & Melinda Gates Foundation $ 5.5    
Gate foundation funds released from restricted cash   $ 5.3  
v3.24.0.1
Other Non-Current Assets (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Other Non-Current Assets    
Security deposits $ 989 $ 1,882
Restricted cash $ 4,014 $ 4,014
Restricted Cash, Noncurrent, Statement of Financial Position [Extensible Enumeration] Total other non-current assets Total other non-current assets
Other long-term assets $ 1,419 $ 1,639
Total other non-current assets $ 6,422 $ 7,535
v3.24.0.1
Property, Equipment, and Intangible Assets (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Property and Equipment, Net      
Property and equipment, gross $ 43,516 $ 42,385  
Less: accumulated depreciation and amortization (18,195) (11,054)  
Property and equipment, net 25,321 31,331  
Depreciation and amortization expense 8,700 5,900 $ 2,100
Operating expenses      
Property and Equipment, Net      
Impairments of long-lived assets 1,800    
Capitalized internally developed software      
Property and Equipment, Net      
Property and equipment, gross 17,722 14,746  
Less: accumulated depreciation and amortization (9,400) (3,900)  
Leasehold improvements      
Property and Equipment, Net      
Property and equipment, gross 11,102 13,793  
Machinery and equipment      
Property and Equipment, Net      
Property and equipment, gross 9,930 9,663  
Furniture and fixtures      
Property and Equipment, Net      
Property and equipment, gross 2,152 2,121  
Construction in progress      
Property and Equipment, Net      
Property and equipment, gross 2,566 1,937  
Other      
Property and Equipment, Net      
Property and equipment, gross $ 44 $ 125  
v3.24.0.1
Property, Equipment, and Intangible Assets - Intangible Assets (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Property, Equipment, and Intangible Assets      
Accumulated amortization $ 18,195 $ 11,054  
Capitalized Software      
Property, Equipment, and Intangible Assets      
Weighted-average useful life of intangible assets (in years) 3 years    
Technology licenses      
Property, Equipment, and Intangible Assets      
Finite-Lived Intangible Assets Acquired $ 10,300    
Weighted-average useful life of acquired intangible assets (in years) 8 years    
Current portion of commitments related to intangible assets $ 1,300    
Noncurrent portion of commitments related to intangible assets 7,600    
Capitalized internally developed software      
Property, Equipment, and Intangible Assets      
Property and equipment included amortization expense 5,500 3,300 $ 500
Accumulated amortization $ 9,400 $ 3,900  
v3.24.0.1
Property, Equipment, and Intangible Assets - Schedule Of Intangible Assets (Details)
$ in Thousands
Dec. 31, 2023
USD ($)
Finite-Lived Intangible Assets [Line Items]  
Net Carrying Amount $ 10,317
Technology licenses  
Finite-Lived Intangible Assets [Line Items]  
Gross Carrying Amount 10,317
Net Carrying Amount $ 10,317
v3.24.0.1
Property, Equipment, and Intangible Assets - Estimated Intangible Asset Amortization Expense (Details)
$ in Thousands
Dec. 31, 2023
USD ($)
Estimated intangible asset amortization expense  
2024 $ 6,785
2025 4,018
2026 1,766
2027 1,333
2028 $ 1,128
v3.24.0.1
Accrued Expenses and Other Current Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Accrued Expenses and Other Current Liabilities    
Employee compensation $ 9,442 $ 12,166
Customer deposits 1,613 1,135
Accrued warranty liability 297 287
Non-income tax 1,197 1,442
Professional fees 2,481 3,450
Current portion of operating lease liabilities $ 2,192 $ 1,926
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Total accrued expenses and other current liabilities Total accrued expenses and other current liabilities
Other $ 6,203 $ 5,710
Total accrued expenses and other current liabilities $ 23,425 $ 26,116
v3.24.0.1
Accrued Expenses and Other Current Liabilities - Warranty Expense Activity (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Accrued Expenses and Other Current Liabilities      
Balance, beginning of period $ 873 $ 1,116 $ 1,826
Warranty provision charged to operations 276 296 58
Warranty claims (452) (539) (768)
Balance, end of period $ 697 $ 873 $ 1,116
v3.24.0.1
Stockholders' Equity (Deficit) (Details)
 12 Months Ended
Dec. 31, 2023
Vote
$ / shares
Stockholders' Equity (Deficit)  
Dividends declared | $ / shares $ 0
Common stock, conversion ratio 1
Class A Common Stock  
Stockholders' Equity (Deficit)  
Votes per share 1
Class B Common Stock  
Stockholders' Equity (Deficit)  
Votes per share 20
Common stock, beneficial ownership 20.00%
Number of affirmative vote 67.00%
v3.24.0.1
Equity Incentive Plan (Details) - USD ($)
shares in Millions
 12 Months Ended
Dec. 30, 2022
Jan. 23, 2021
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Equity Incentive Plan          
Expiration period     10 years    
Tax benefits of the stock-based compensation expense     $ 0    
Tax benefits from the exercise of stock options     0    
Capitalized stock-based compensation expense     700,000 $ 1,000,000.0 $ 400,000
Unrecognized stock-based compensation expense     $ 33,000,000.0    
Remaining weighted average vesting period     2 years    
Employee Stock Option          
Equity Incentive Plan          
Number of accelerated shares 1.7 1.6      
Expense related to acceleration       7,800,000 2,600,000
Employee Stock Option | Maximum          
Equity Incentive Plan          
Expiration period     10 years    
Service Based Restricted Stock Units          
Equity Incentive Plan          
Number of accelerated shares 0.3        
Performance Based Restricted Stock Units          
Equity Incentive Plan          
Number of accelerated shares 0.1        
Restricted stock units          
Equity Incentive Plan          
Total fair value     $ 7,300,000 $ 10,700,000 $ 10,400,000
2012 Plan          
Equity Incentive Plan          
Common Stock reserved for issuance     5.4    
2020 Plan          
Equity Incentive Plan          
Common Stock reserved for issuance     44.9    
Common shares remain available for issuance     20.6    
v3.24.0.1
Equity Incentive Plan - Stock option activity (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Number of Options      
Outstanding at beginning of the period 12,571,912 16,243,532  
Granted 0 869,778  
Exercised (180,467) (1,081,213)  
Forfeited (4,952,258) (3,460,185)  
Outstanding at end of the period 7,439,187 12,571,912 16,243,532
Options exercisable 6,537,433 9,478,419  
Weighted Average Exercise Price      
Outstanding at beginning of year $ 7.67 $ 8.11  
Granted   4.37  
Exercised 1.26 2.76  
Forfeited 10.14 10.43  
Outstanding at end of year 6.17 7.67 $ 8.11
Options exercisable $ 5.88 $ 7.06  
Weighted Average Remaining Contractual Term      
Outstanding at the end of year 4 years 8 months 4 days 5 years 7 months 13 days 7 years 7 months 17 days
Options exercisable 4 years 4 months 13 days 4 years 9 months  
Aggregate Intrinsic Value      
Outstanding at beginning of year $ 1,342 $ 24,398  
Outstanding at end of year   1,342 $ 24,398
Options exercisable   $ 1,263  
v3.24.0.1
Equity Incentive Plan - Additional information about stock option activity (Details) - USD ($)
$ / shares in Units, $ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Equity Incentive Plan      
Cash proceeds from the exercise of stock options $ 0.2 $ 3.0 $ 21.7
Total intrinsic value of stock options exercised $ 0.2 $ 3.6 $ 80.9
Weighted average grant date fair value of options granted (in dollars per share)   $ 2.79 $ 6.47
v3.24.0.1
Equity Incentive Plan - Option grants to employees and non-employees (Details) - shares
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Number of options granted 0 869,778  
Non-employees      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Number of options granted   0 0
Employee Stock Option | Employees      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Risk free interest rate, minimum 3.60% 1.70% 0.60%
Risk free interest rate, maximum 3.90% 3.00% 1.40%
Expected dividend yield 0.00% 0.00% 0.00%
Expected term 5 years    
Expected volatility 76.00%    
Employee Stock Option | Employees | Minimum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected term   5 years 9 months 18 days 5 years 6 months
Expected volatility   70.00% 51.00%
Employee Stock Option | Employees | Maximum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected term   6 years 6 months 6 years 2 months 12 days
Expected volatility   73.00% 63.00%
v3.24.0.1
Equity Incentive Plan - Restricted stock unit activity (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Weighted Average Grant Date Fair Value      
Stock-based compensation expense $ 27,480 $ 42,531 $ 47,798
Restricted stock units      
Number of Restricted Stock Units      
Outstanding at beginning of the period 9,961,291 3,958,825  
Granted 16,082,613 12,076,285  
Vested (5,418,832) (2,947,832)  
Forfeited (5,055,089) (3,125,987)  
Outstanding at end of the period 15,569,983 9,961,291 3,958,825
Weighted Average Grant Date Fair Value      
Outstanding at beginning of year $ 4.55 $ 13.73  
Granted 2.23 3.98  
Vested 4.09 11.80  
Forfeited 3.65 6.85  
Outstanding at end of year $ 2.61 $ 4.55 $ 13.73
Performance Based Restricted Stock Units | Employees      
Number of Restricted Stock Units      
Granted   200,000  
Market-based restricted stock | Employees      
Number of Restricted Stock Units      
Granted 1,800,000    
Weighted Average Grant Date Fair Value      
Stock-based compensation expense $ 2,500    
v3.24.0.1
Equity Incentive Plan - Stock-based compensation expense (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Equity Incentive Plan      
Total stock-based compensation expense $ 27,480 $ 42,531 $ 47,798
Research and development      
Equity Incentive Plan      
Total stock-based compensation expense 9,772 12,834 9,081
Sales and marketing      
Equity Incentive Plan      
Total stock-based compensation expense 4,260 5,974 8,074
General and administrative      
Equity Incentive Plan      
Total stock-based compensation expense $ 13,448 $ 23,723 $ 30,643
v3.24.0.1
Net Loss Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Numerator:      
Allocation of undistributed earnings $ (133,700) $ (168,723) $ (32,409)
Numerator for basic and diluted net loss per share - loss available to common stockholders $ (133,700) $ (168,723) $ (32,409)
Denominator:      
Weighted-average common shares outstanding - basic 205,385,544 199,848,386 173,810,053
Weighted-average common shares outstanding - diluted 205,385,544 199,848,386 173,810,053
Basic loss per share $ (0.65) $ (0.84) $ (0.19)
Diluted loss per share $ (0.65) $ (0.84) $ (0.19)
Class A Common Stock      
Numerator:      
Allocation of undistributed earnings $ (116,497) $ (146,412) $ (28,048)
Numerator for basic and diluted net loss per share - loss available to common stockholders $ (116,497) $ (146,412) $ (28,048)
Denominator:      
Weighted-average common shares outstanding - basic 178,958,607 173,421,449 150,424,024
Weighted-average common shares outstanding - diluted 178,958,607 173,421,449 150,424,024
Basic loss per share $ (0.65) $ (0.84) $ (0.19)
Diluted loss per share $ (0.65) $ (0.84) $ (0.19)
Class B Common Stock      
Numerator:      
Allocation of undistributed earnings $ (17,203) $ (22,311) $ (4,361)
Numerator for basic and diluted net loss per share - loss available to common stockholders $ (17,203) $ (22,311) $ (4,361)
Denominator:      
Weighted-average common shares outstanding - basic 26,426,937 26,426,937 23,386,029
Weighted-average common shares outstanding - diluted 26,426,937 26,426,937 23,386,029
Basic loss per share $ (0.65) $ (0.84) $ (0.19)
Diluted loss per share $ (0.65) $ (0.84) $ (0.19)
v3.24.0.1
Net Loss Per Share - Anti-dilutive common equivalent shares (Details) - shares
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Net Loss Per Share      
Total anti-dilutive common equivalent shares 43,661,860 43,185,893 40,474,263
Outstanding options to purchase common stock      
Net Loss Per Share      
Total anti-dilutive common equivalent shares 7,439,187 12,571,912 16,243,532
Outstanding restricted stock units      
Net Loss Per Share      
Total anti-dilutive common equivalent shares 15,569,983 9,961,291 3,577,894
Outstanding warrants      
Net Loss Per Share      
Total anti-dilutive common equivalent shares 20,652,690 20,652,690 20,652,837
v3.24.0.1
Income Taxes - Income (loss) before provision for income taxes (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Income Taxes      
Federal $ (133,961) $ (169,122) $ (32,706)
Foreign 343 441 418
Loss before provision for income taxes $ (133,618) $ (168,681) $ (32,288)
v3.24.0.1
Income Taxes - Statutory income tax rate (Details)
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Income Taxes      
Income at US statutory rate 21.00% 21.00% 21.00%
State taxes, net of federal benefit 4.65% 2.21% 15.42%
Stock compensation (2.57%) (5.01%) (10.10%)
Change in fair value of warrants 0.71% 2.60% 104.78%
Tax credits 1.74% 2.16% 12.51%
Valuation allowance (25.47%) (22.91%) (142.86%)
Other (0.12%) (0.08%) (1.13%)
Total (0.06%) (0.03%) (0.38%)
v3.24.0.1
Income Taxes - Net deferred tax assets (Details) - USD ($)
$ in Thousands
Dec. 31, 2023
Dec. 31, 2022
Deferred tax assets    
Net operating loss carryforwards $ 151,230 $ 135,733
Tax credits 16,288 14,047
Stock compensation 4,812 3,680
Accruals and reserves 2,061 2,747
Inventory reserve 15,207 8,797
Lease liability 6,114 7,646
Depreciation 2,197 914
Capitalized tax R&E 25,844 15,127
Other 1,581 3,901
Total deferred tax assets 225,334 192,592
Valuation allowance (221,454) (187,421)
Total deferred tax assets 3,880 5,171
Deferred tax liabilities    
Right-of-use asset (3,829) $ (5,171)
Net deferred tax assets $ 51  
v3.24.0.1
Income Taxes (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Operating Loss Carryforwards [Line Items]      
Tax provision $ 80 $ 40 $ 120
Federal tax provision 0 0 $ 0
Valuation allowance related to net operating losses 34,000 38,700  
Accrued interest or penalties 0 0  
Other noncurrent liabilities      
Operating Loss Carryforwards [Line Items]      
Accrued repayment tax credit, noncurrent 900    
Other income (expense)      
Operating Loss Carryforwards [Line Items]      
State of Massachusetts Life Sciences tax credit received   900  
Expense recognized for expected repayment of tax credit 0    
Federal      
Operating Loss Carryforwards [Line Items]      
Net operating loss ("NOL") carryforwards 609,800 552,200  
Net operating loss ("NOL") carryforwards, subject to expire 73,700    
Net operating loss ("NOL") carryforwards, carried forward indefinitely 536,100    
Federal and state tax credits 14,100    
State      
Operating Loss Carryforwards [Line Items]      
Net operating loss ("NOL") carryforwards 407,800 $ 352,900  
Federal and state tax credits $ 1,900    
v3.24.0.1
401(k) Retirement Plan (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
401(k) Retirement Plan      
401(k) Employer match contribution $ 0.8 $ 1.3 $ 0.0
v3.24.0.1
Reductions in Force (Details) - USD ($)
$ in Thousands
 1 Months Ended 12 Months Ended
Jul. 31, 2023
Jan. 31, 2023
Jul. 31, 2022
Dec. 31, 2023
Dec. 31, 2022
Restructuring Cost and Reserve [Line Items]          
Employee severance and benefits costs         $ 2,019
Employee Severance          
Restructuring Cost and Reserve [Line Items]          
Reduction in force (as a percent) 0.25% 0.25% 0.10%    
Employee severance and benefits costs       $ 8,701 $ 2,000
Employee Severance | Accrued expenses and other current liabilities          
Restructuring Cost and Reserve [Line Items]          
Employee severance and benefits costs       $ 1,100  
v3.24.0.1
Warrants (Details)
$ / shares in Units, $ in Thousands
 12 Months Ended
Dec. 31, 2023
USD ($)
D
$ / shares
shares
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Warrants      
Change in fair value of warrant liabilities | $ $ 4,544 $ 20,859 $ 161,095
Public Warrants      
Warrants      
Outstanding warrants | shares 13,799,357    
Warrants settleable in cash shares held for tender offer percentage 50.00%    
Private Warrants      
Warrants      
Outstanding warrants | shares 6,853,333    
Fair market value trading days | D 30    
Warrants exercised | shares 0    
Class A Common Stock | Public Warrants      
Warrants      
Shares called by warrants | shares 1    
Exercise price $ 11.50    
Warrant Redemption $0.01 | Public Warrants      
Warrants      
Warrants redemption price per warrant $ 0.01    
Warrants redemption period 30 days    
Warrant Redemption $0.01 | Private Warrants      
Warrants      
Warrants redemption price per warrant $ 0.01    
Warrant Redemption $0.01 | Class A Common Stock | Public Warrants      
Warrants      
Trading day period 30 days    
Trading day period for cashless basis redemption 10 days    
Stock price trigger $ 18.00    
Threshold trading days | D 20    
Warrant Redemption $0.10 | Public Warrants      
Warrants      
Period of warrants become exercisable 90 days    
Warrants redemption price per warrant $ 0.10    
Warrants redemption period 30 days    
Warrant Redemption $0.10 | Private Warrants      
Warrants      
Warrants redemption price per warrant $ 0.10    
Warrant Redemption $0.10 | Class A Common Stock | Public Warrants      
Warrants      
Stock price trigger $ 10.00    
v3.24.0.1
Leases (Details) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Sep. 30, 2023
Dec. 31, 2023
Dec. 31, 2022
Leases      
Security deposits   $ 989 $ 1,882
Increase in operating lease payments $ 200    
Decrease in operating lease assets 4,200    
Decrease in current operating lease liability 700    
Decrease in noncurrent operating lease liability $ 4,700    
Security deposit forfeited   900  
Gain on lease termination   $ 214  
v3.24.0.1
Leases - Lease cost (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Leases      
Operating lease cost $ 3,206 $ 4,300 $ 2,927
Short-term lease cost 73 249 287
Variable lease cost 317 353 100
Total operating lease cost $ 3,596 $ 4,902 $ 3,314
v3.24.0.1
Leases - Operating lease payments (Details)
$ in Thousands
Dec. 31, 2023
USD ($)
Operating lease payments  
2024 $ 3,559
2025 3,664
2026 3,749
2027 3,835
2028 3,921
2029 and thereafter 12,809
Total gross operating lease payments 31,537
Less: imputed interest (6,510)
Total operating lease liabilities, reflecting the present value of net lease payments $ 25,027
v3.24.0.1
Leases - Lease term and discount rate (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Leases      
Weighted average remaining lease term (in years) 8 years 4 months 24 days 8 years 9 months 18 days 9 years 4 months 24 days
Weighted average discount rate (as a percent) 5.90% 5.50% 5.50%
Cash paid for amounts included in the measurement of lease liabilities:      
Operating lease payments, included in cash flows from operating activities $ 3,121 $ 2,042 $ 1,012
Non-cash additions to operating lease assets     $ 13,929
Derecognition of right-of-use assets 4,163    
Derecognition of operating lease liabilities $ 5,401    
v3.24.0.1
Commitments and Contingencies (Details) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Sep. 30, 2023
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Commitments and Contingencies        
Increase in operating lease payments $ 200      
Decrease in operating lease assets 4,200      
Decrease in current operating lease liability 700      
Decrease in noncurrent operating lease liability $ 4,700      
Security deposit forfeited   $ 900    
Write-down of vendor advance       $ 2,300
Accrued expenses and other current liabilities        
Commitments and Contingencies        
Estimated liability for legal contingencies   1,600    
Inventory purchase commitments        
Commitments and Contingencies        
Prepaid vendor advance, net of write-downs   1,400    
Net loss on vendor purchase commitment   0   14,000
Write-down of vendor advance       2,300
Increase in accrued purchase commitment liability   2,000 $ 0 $ 11,700
Utilization of accrual of purchase commitment liability     17,400  
Utilization of vendor advance previously written down     $ 15,100  
Minimum | Inventory purchase commitments        
Commitments and Contingencies        
Minimum inventory purchase commitments   $ 14,800    
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 Income (Loss) $ (133,700) $ (168,723) $ (32,409)
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