What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2023-11-01 compared with 2023-08-02 · 140 added, 101 removed, 356 unchanged (40% of the section changed)

3 unchanged sentences

(in thousands, except per share data)

September 30,

Current assets:

23 unchanged sentences

Preferred stock $ 0.001 par value, authorized 2,500 shares;

none issued and outstanding as of June 30, 2023 and December 31, 2022

none issued and outstanding as of September 30, 2023 and December 31, 2022

Common stock:

$ 0.001 par value, authorized 47,500 shares;

25,770 and 23,973 shares issued and outstanding as of June 30, 2023 and December 31, 2022, respectively;

25,804 shares issued and 25,784 outstanding as of September 30, 2023;

and 23,973 shares issued and outstanding as of December 31, 2022

Additional paid in capital

9 unchanged sentences

Three Months Ended

Six Months Ended

September 30,

Nine Months Ended

September 30,

Cost of revenue

9 unchanged sentences

Interest expense

Other income (expense), net

Total other income (expense), net

1 unchanged sentence

Net loss per common share, diluted

Weighted average number of common shares

outstanding, basic

Weighted average number of common shares

outstanding, diluted

Weighted average number of common shares outstanding, basic

Weighted average number of common shares outstanding, diluted

The accompanying notes are an integral part of

4 unchanged sentences

Three Months Ended

Six Months Ended

September 30,

Nine Months Ended

September 30,

Unrealized gain (loss) on available-for-sale securities

3 unchanged sentences

Statements of Stockholders’ Equity

For the Three and Six Months Ended June 30,

For the Three and Nine Months Ended September

30, 2023 and 2022

15 unchanged sentences

$ ( 193,466 )

Stock-based compensation

Stock option exercise

Forfeited restricted stock awards

At-the-market sale of stock, net

of commissions and expenses

gain (loss) on available-for-sale securities

Balance September 30, 2023

$ ( 198,505 )

Stockholders’

6 unchanged sentences

Stock-based compensation

At-the-market sale of stock, net of commissions and expenses

At-the-market sale of stock, net

of commissions and expenses

Balance June 30, 2022

$ ( 174,421 )

Stock-based compensation

Stock option exercises

At-the-market sale of stock, net

of commissions and expenses

Balance September 30, 2022

$ ( 179,023 )

The accompanying notes are an integral part of

3 unchanged sentences

(in thousands)

Six Months Ended

Nine Months Ended

September 30,

CASH FLOWS FROM OPERATING ACTIVITIES

12 unchanged sentences

Operating lease liability

Deferred revenue

Net cash used in operating activities

2 unchanged sentences

Purchase of available-for-sale securities

Maturity of available-for-sale securities

Net cash used in investing activities

3 unchanged sentences

Payments on principal of financing lease

Net cash provided (used) by financing activities

Net cash provided by financing activities

Net decrease in cash and cash equivalents

8 unchanged sentences

NOTES TO THE UNAUDITED CONDENSED FINANCIAL STATEMENTS

For the Three and Six Months Ended June 30,

For the Three and Nine Months Ended September

30, 2023 and 2022

9 unchanged sentences

LIQUIDITY AND MANAGEMENT PLANS

At June 30, 2023, the Company

had cash, cash equivalents and short-term investments of approximately $ 23.8 million and working capital of approximately $ 21.6 million.

At September 30, 2023, the

Company had cash, cash equivalents and short-term investments of approximately $ 20.4 million and working capital of approximately $ 17.9

The Company has generated only limited revenues since inception and has incurred recurring operating losses.

Accordingly, it is subject

to all the risks inherent in the financing and scaling of a business that is not generating positive

Accordingly, it

is subject to all the risks inherent in the financing and scaling of a business that is not generating positive cashflow.

The Company has primarily

6 unchanged sentences

offerings to or through the agent as its sales agent, having an aggregate offering price of up to $50.0 million (the “ATM Facility”).

During the three months ended June 30, 2023, the Company sold approximately 1.4 million shares pursuant to our ATM Facility at an average

price per share of approximately $ 8.15 , resulting in approximately $ 10.8 million of net proceeds to us after deducting commissions and

During the nine months ended September 30, 2023, the Company sold approximately 1.4 million shares pursuant to its ATM Facility at an

average price per share of approximately $ 8.11 , resulting in approximately $ 11.2 million of net proceeds after deducting commissions and

other offering expenses.

These sales include approximately 24,000 shares sold during the three months ended September 30, 2023 at an average

price of $ 9.17 , resulting in net proceeds of approximately $ 185,000 after deducting commissions and other offering expenses.

Based on the funds it has

22 unchanged sentences

The unaudited condensed financial

statements of the Company for the three and six months ended June 30, 2023 and 2022 have been prepared in accordance with accounting principles

generally accepted in the United States of America (“GAAP”) for interim financial information and pursuant to the requirements

for reporting on Form 10-Q and Article 8 of Regulation S-X.

Accordingly, they do not include all the information and footnotes required

by GAAP for complete financial statements.

However, such information reflects all adjustments (consisting solely of normal recurring adjustments)

which are, in the opinion of management, necessary for the fair presentation of the Company’s financial position and its results

of operations.

Results shown for interim periods are not necessarily indicative of the results to be obtained for a full fiscal year.

The balance sheet information as of December 31, 2022 was derived from the audited financial statements included in the Company's financial

statements as of and for the year ended December 31, 2022, included in the Company’s Annual Report on Form 10-K filed with the SEC

on February 15, 2023.

statements of the Company for the three and nine months ended September 30, 2023 and 2022 have been prepared in accordance with accounting

principles generally accepted in the United States of America (“GAAP”) for interim financial information and pursuant to the

requirements for reporting on Form 10-Q and Article 8 of Regulation S-X.

Accordingly, they do not include all the information and footnotes

required by GAAP for complete financial statements.

However, such information reflects all adjustments (consisting solely of normal recurring

adjustments) which are, in the opinion of management, necessary for the fair presentation of the Company’s financial position and

its results of operations.

Results shown for interim periods are not necessarily indicative of the results to be obtained for a full fiscal

The balance sheet information as of December 31, 2022 was derived from the audited financial statements included in the Company's

financial statements as of and for the year ended December 31, 2022, included in the Company’s Annual Report on Form 10-K filed

with the SEC on February 15, 2023.

These unaudited condensed financial statements should be read in conjunction with that report.

22 unchanged sentences

effective date.

No new accounting standards, issued or effective during the period ended June 30, 2023, have had or are expected to have

a significant impact on the Company’s financial statements.

No new accounting standards, issued or effective during the period ended September 30, 2023, have had or are expected

to have a significant impact on the Company’s financial statements.

FAIR VALUE MEASUREMENTS

4 unchanged sentences

is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or

The three-tiered fair value hierarchy, which prioritizes which inputs should be used in measuring fair value, is comprised

The three-tiered fair value hierarchy, which prioritizes which inputs should be used in measuring fair value, consists of:

Level 1 — Quoted prices (unadjusted) in active markets

7 unchanged sentences

Company’s cash equivalents and short-term investments that were measured at fair value on a recurring basis as Level 1 assets.

Company’s cash, cash equivalents and short-term investments classified by security type as of June 30, 2023 and December 31, 2022

Company’s cash, cash equivalents and short-term investments classified by security type as of September 30, 2023 and December 31,

2022 consisted of the following (in thousands):

Schedule fair value measurements

June 30, 2023

September 30, 2023

December 31, 2022

4 unchanged sentences

US agency bonds

Interest receivable of approximately

$ 50 ,000 as of June 30, 2023 includes approximately $ 8 ,000 of purchased accrued interest.

The Company recognizes revenue

in accordance with Accounting Standards Codification (“ASC”) No.

The Company generates revenues from engineering service

contracts, license agreements and joint development agreements.

The amount of revenue that the Company recognizes reflects the consideration

it expects to receive in exchange for goods or services and such revenue is recognized when the Company satisfies a performance obligation

by transferring the product or service to the customer.

When the Company’s performance obligation is the promise to grant a license,

revenue is recognized either at a point in time (such as a right to use licensed technology that is under the customer’s

control), or over time (typically a right to access technology without obtaining control).

in accordance with ASC No.

The Company generates revenues from engineering service contracts, license agreements and joint development

The amount of revenue that the Company recognizes reflects the consideration it expects to receive in exchange for goods or

services and such revenue is recognized when the Company satisfies a performance obligation by transferring the product or service to

the customer.

When the Company’s performance obligation is to grant a license, revenue is recognized either at a point in time (such

as a right to use licensed technology that is under the customer’s control), or over time (typically a right to access

technology without obtaining control).

The following table provides information about

1 unchanged sentence

Schedule of disaggregated revenue and timing of revenue

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended

September 30,

Nine Months Ended

September 30,

Primary geographic markets

29 unchanged sentences

Schedule of anti dilutive shares

Six Months Ended

Nine Months Ended

September 30,

Stock Options

5 unchanged sentences

Expenses for the Company’s financing leases consists of the amortization expenses recognized on a straight-line

basis over the lease term, variable lease costs and interest expense.

The Company’s lease agreement for a tool used in the development

and marketing of the Company’s technology contains a provision for an annual adjustment of lease payments based on tool availability

The potential lease payment adjustment is determined on August 1 of each year of the lease and is calculated based on the tool

availability and usage for the preceding 12 months.

Effective August 1, 2022, the lease payments for this tool were reduced to $100,824

per month for the period August 1, 2022 through July 31, 2023.

This adjustment to the variable lease payments resulted in a reduction

in ROU and corresponding lease liability .

Effective May 1, 2023, the

Company leased an additional 404 square feet at its Tempe office location under an amendment to its current lease.

The monthly rent payment

increased from $1,277 per month to $2,365 per month and the increased rent under the amended lease is accounted for as a modification

basis over the lease term and interest expense.

The Company’s lease agreement for a tool used in the development and marketing of

the Company’s technology established a monthly lease payment of $150,000 per month.

The lease contains a provision for an annual

adjustment of lease payments based on tool availability and usage during the preceding 12 months and the adjusted payment is calculated

on August 1 of each year of the lease.

Effective August 1, 2022, the lease payments for this tool were reduced to $100,824 per month for

the period August 1, 2022 through July 31, 2023.

This adjustment to the lease payments resulted in a reduction in the ROU and corresponding

lease liability.

Effective August 1, 2023, the lease payments for this tool were adjusted to $137,650 per month for the period August

1, 2023 through July 31, 2024.

This adjustment to the lease payments also resulted in a reduction in the ROU and corresponding lease liability.

Effective May 1, 2023,

the Company leased an additional 404 square feet at its Tempe office location under an amendment to its current lease.

The monthly rent

payment increased from $1,277 per month to $2,365 per month and the increased rent under the amended lease is accounted for as a modification

to the lease under ASC 842 at the time of commencement.

18 unchanged sentences

Schedule components of lease costs

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended

September 30,

Nine Months Ended

September 30,

Financing lease costs:

8 unchanged sentences

Future minimum payments under non-cancellable leases

as of June 30, 2023 were as follows (in thousands):

as of September 30, 2023 were as follows (in thousands):

Schedule of future minimum lease payments

10 unchanged sentences

Supplemental non-cash activity related to operating and financing leases

Three Months Ended June 30,

Six Months Ended June 30,

Three Months Ended

September 30,

Nine Months Ended

September 30,

Operating cash flow information:

3 unchanged sentences

Right-of-use assets obtained in exchange for operating lease obligations

Remeasurement of right-of-use asset and liability in financing lease

The table above does not include

12 unchanged sentences

of 3,750 ,000 shares of common stock.

As of June 30, 2023, approximately 5,000 shares remain available for issuance.

In May 2023, the Company’s

shareholders approved its 2023 Stock Incentive Plan (“2023 Plan”).

The 2023 plan provides for the issuance of 2,000 ,000 shares

of commons stock.

All employees and employees of any subsidiary (including officers and directors who are also employees), as well as

all of the nonemployee directors and other consultants, advisors and other persons who provide services to the Company are eligible to

receive incentive awards under the 2017 Plan and 2023 Plan.

Generally, stock options and restricted stock issued under the 2017 Plan and

2023 Plan vest over a period of one to four years from the date of grant.

As of September 30, 2023, approximately 25 ,000 shares remain available for issuance.

the Company’s shareholders approved its 2023 Stock Incentive Plan (“2023 Plan”).

The 2023 plan provides for the issuance

of 2,000 ,000 shares of common stock.

All employees and employees of any subsidiary (including officers and directors who are also employees),

as well as all of the nonemployee directors and other consultants, advisors and other persons who provide services to the Company are

eligible to receive incentive awards under the 2017 Plan and 2023 Plan.

Generally, stock options and restricted stock issued under the

2017 Plan and 2023 Plan vest over a period of one to four years from the date of grant.

As of September 30, 2023, approximately 1.9 million

shares remain available for issuance.

The following table summarizes

the stock-based compensation expense recorded in the Company’s results of operations during the three and six months ended June

the stock-based compensation expense recorded in the Company’s results of operations during the three and nine months ended September

30, 2023 and 2022 for stock options and restricted stock granted under the Company’s incentive plans (in thousands):

1 unchanged sentence

Three Months Ended

Six Months Ended

September 30,

Nine Months Ended

September 30,

Research and development

1 unchanged sentence

Selling and Marketing

As of June 30, 2023, there

was approximately $ 8.7 million of total unrecognized compensation expense related to unvested share-based compensation arrangements.

cost is expected to be recognized over a weighted-average period of 2.7 years.

As of September 30, 2023,

there was approximately $ 7.6 million of total unrecognized compensation expense related to unvested share-based compensation arrangements.

This cost is expected to be recognized over a weighted-average period of 2.6 years.

The weighted average grant

date fair value per share of the options granted under the Company’s 2017 Plan was $ 4.95 and $ 10.60 for the six months ended June

30, 2023 and 2022, respectively.

No options were issued in the three months ended June 30, 2023 and 2022 from the Company’s 2017

or 2023 Plan and no options were issued from the Company’s 2023 Plan during the periods presented.

date fair value per share of the options granted under the Company’s Plans were $ 4.68 and $ 4.94 for the three and nine months ended

September 30, 2023, respectively.

The weighted average grant date fair value per share of the options granted under the Company’s

Plans were $ 8.48 and $ 10.37 for the three and nine months ended September 30, 2022, respectively.

The following table summarizes

stock option activity during the six months ended June 30, 2023 (in thousands except exercise prices and contractual terms):

stock option activity during the nine months ended September 30, 2023 (in thousands except exercise prices and contractual terms):

Schedule of stock option activity

2 unchanged sentences

Outstanding at January 1, 2023

Outstanding at June 30, 2023

Exercisable at June 30, 2023

During the six months ended

June 30, 2023, the Company granted options under the 2017 Plan to purchase approximately 375 ,000 shares of its common stock to its employees

and consultants.

Outstanding at September 30, 2023

Exercisable at September 30, 2023

During the nine months ended

September 30, 2023, the Company granted options under the 2017 Plan to purchase approximately 391 ,000 shares of its common stock to its

employees and consultants.

The fair value of these options was approximately $ 2 .0 million at the time of grant.

2 unchanged sentences

The following

table summarizes all restricted stock activity during the six months ended June 30, 2023 (in thousands except per share data):

table summarizes all restricted stock activity during the nine months ended September 30, 2023 (in thousands except per share data):

Schedule of restricted stock option activity

2 unchanged sentences

Outstanding at January 1, 2023

Outstanding non-vested shares at June 30, 2023

During the six months ended

June 30, 2023, the Company granted approximately 357 ,000 restricted stock awards under the 2017 Plan and 2023 Plan to its employees and

The fair value of these awards was approximately $ 2.5 million at the time of grant.

Outstanding non-vested shares at September 30, 2023

During the nine months ended

September 30, 2023, the Company granted approximately 357,000 restricted stock awards under the 2017 and 2023 Plans.

The fair value of

these awards was approximately $ 2.5 million at the time of grant.

COMMITMENTS AND CONTINGENCIES

3 unchanged sentences

The Company is not party to any material

litigation as of June 30, 2023, or through the date these financial statements have been issued.

litigation as of September 30, 2023, or through the date these financial statements have been issued.

SUBSEQUENT EVENTS

1 unchanged sentence

events and transactions through the date these financial statements were issued.

Since June 30, 2023, the Company has issued approximately

24,000 additional shares through its ATM offering at an average price per share of $9.17 resulting in additional net proceeds of approximately

Since September 30, 2023, the Company has issued

approximately 15,000 additional shares through its ATM offering at an average price per share of $7.13 resulting in additional net proceeds

of approximately $104,000.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements