What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-08-14 compared with 2025-05-14 · 175 added, 101 removed, 669 unchanged (29% of the section changed)

26 unchanged sentences

Finance lease liability 254,000 260,000

Convertible debentures and High Trail Notes payable (at fair value)

Convertible debentures payable (at fair value)

11,762,000 20,362,000

7 unchanged sentences

Preferred stock, $ 0.0001 par value;

10,000,000 shares authorized at March 31, 2025 and December 31, 2024;

no shares issued and outstanding at March 31, 2025 and December 31, 2024

Common stock, $ 0.0001 par value, 400,000,000 shares authorized at March 31, 2025 and December 31, 2024;

3,101,400 and 1,865,400 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively

10,000,000 shares authorized at June 30, 2025 and December 31, 2024;

no shares issued and outstanding at June 30, 2025 and December 31, 2024

Common stock, $ 0.0001 par value, 400,000,000 shares authorized at June 30, 2025 and December 31, 2024;

3,909,400 and 1,865,400 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively

Additional paid-in capital 748,568,000 728,573,000

Accumulated deficit ( 703,184,000 ) ( 693,225,000 )

Accumulated other comprehensive income

Accumulated other comprehensive income (loss)

( 10,000 ) 27,000

5 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

Product revenue $ 6,310,000 $ 6,510,000 $ 12,314,000 $ 13,338,000

9 unchanged sentences

Intangible assets and other long-lived assets impairment

— — — 448,000

Restructuring costs

— 1,215,000 — 5,847,000

Total operating expenses 11,277,000 19,603,000 22,678,000 53,547,000

6 unchanged sentences

Loss before income taxes ( 6,847,000 ) ( 16,198,000 ) ( 9,940,000 ) ( 47,637,000 )

Benefit (provision) for income taxes

Provision for income taxes

( 10,000 ) ( 26,000 ) ( 18,000 ) ( 9,000 )

6 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

Other comprehensive loss:

Unrealized loss on investment securities

$ ( 6,857,000 ) $ ( 16,224,000 ) $ ( 9,958,000 ) $ ( 47,646,000 )

Other comprehensive income (loss):

Unrealized gain (loss) on investment securities

( 1,000 ) 15,000 ( 4,000 ) 2,000

Foreign currency translation adjustments ( 23,000 ) ( 2,000 ) ( 33,000 ) ( 28,000 )

Other comprehensive loss

Other comprehensive income (loss)

$ ( 24,000 ) $ 13,000 $ ( 37,000 ) $ ( 26,000 )

16 unchanged sentences

958,900 $ — $ 695,416,000 $ ( 612,630,000 ) $ ( 16,000 ) $ 82,770,000

Stock-based compensation expense — — 2,583,000 — — 2,583,000

Issue common stock, net of issuance costs 183,800 — 11,181,000 — — 11,181,000

Issue stock for warrant exercises 36,600 — 2,000 — — 2,000

Issue stock for employee stock purchase plan 300 — 10,000 — — 10,000

Net loss — — — ( 16,224,000 ) — ( 16,224,000 )

Other comprehensive income

— — — — 13,000 13,000

Balance at June 30, 2024

1,179,600 $ — $ 709,192,000 $ ( 628,854,000 ) $ ( 3,000 ) $ 80,335,000

Balance at January 1, 2025

11 unchanged sentences

3,101,400 $ — $ 744,501,000 $ ( 696,327,000 ) $ 14,000 $ 48,188,000

Stock-based compensation expense — — 1,080,000 — — 1,080,000

Issue common stock, net of issuance costs 807,000 — 2,986,000 — — 2,986,000

Issuance of common stock due to the vesting of restricted stock units, net of shares withheld to cover taxes

1,000 — 1,000 — — 1,000

Net loss — — — ( 6,857,000 ) — ( 6,857,000 )

Other comprehensive loss

— — — — ( 24,000 ) ( 24,000 )

Balance at June 30, 2025

3,909,400 $ — $ 748,568,000 $ ( 703,184,000 ) $ ( 10,000 ) $ 45,374,000

See accompanying notes to the unaudited condensed consolidated financial statements.

1 unchanged sentence

Condensed Consolidated Statements of Cash Flows

Three Months Ended

Six Months Ended

Operating activities:

14 unchanged sentences

( 5,250,000 ) ( 7,084,000 )

Loss on issuance of convertible debentures

Gain on High Trail extinguishment — ( 3,965,000 )

Intangible assets and other long-lived assets impairment

8 unchanged sentences

Accounts payable ( 719,000 ) ( 1,648,000 )

Accrued expenses and contract liabilities ( 488,000 ) 3,174,000

Accrued expenses, contract liabilities, and lease liabilities, net

( 1,823,000 ) ( 2,078,000 )

Net cash used in operating activities ( 6,251,000 ) ( 49,109,000 )

9 unchanged sentences

16,408,000 27,602,000

Offering expenses on sale of common stock and warrants

Offering costs on sale of common stock and warrants

( 1,023,000 ) ( 1,362,000 )

Proceeds from sale of common stock under employee stock purchase plan — 10,000

Proceeds from warrant exercises

Proceeds from issuance of convertible debentures

Payments on High Trail Notes

2 unchanged sentences

( 3,000,000 ) ( 1,444,000 )

Debt issuance costs on sale of convertible debentures

— ( 5,375,000 )

Net cash provided by/(used in) financing activities

1 unchanged sentence

Effect of exchange rates on cash, cash equivalents and restricted cash ( 33,000 ) ( 27,000 )

Net decrease in cash, cash equivalents and restricted cash ( 5,948,000 ) ( 2,189,000 )

Net increase (decrease) in cash, cash equivalents and restricted cash

( 6,011,000 ) 3,485,000

Cash, cash equivalents and restricted cash at beginning of period 9,573,000 18,348,000

9 unchanged sentences

Transfer of instruments and servers from inventory to property and equipment, net $ 654,000 $ 4,490,000

Debt issuance costs included in accounts payable

Issuance of common stock for convertible debentures payable

2 unchanged sentences

$ 1,584,000 $ —

Operating lease liabilities resulting from obtaining right-of-use assets $ 2,966,000 $ —

See accompanying notes to the unaudited condensed consolidated financial statements.

26 unchanged sentences

The Company has experienced recurring net losses from operations and negative cash flows from operating activities since its inception, has a significant accumulated deficit and expects to continue to incur net losses into the foreseeable future.

As of March 31, 2025, the Company had approximately $ 3.6 million in cash and cash equivalents, $ 14.6 million in short-term investments, $ 11.0 million in restricted short-term investments and working capital of $ 18.5 million.

As of June 30, 2025, the Company had approximately $ 3.6 million in cash and cash equivalents, $ 12.9 million in short-term investments, $ 11.0 million in restricted short-term investments and working capital of $ 18.5 million.

The amount the Company is required to hold as restricted cash or investments is equal to the lesser of (a) $ 11.0 million and (b) the then outstanding principal balance of the Debentures (as defined in Note 5 (Debt) in these notes accompanying the unaudited condensed consolidated financial statements).

As of March 31, 2025 the Company had $ 13.6 million of principal outstanding under the Debentures (see Note 5 (Debt) to our unaudited condensed consolidated financial statements) and an accumulated deficit of $ 696.3 million.

During the three months ended March 31, 2025, the Company used $ 2.8 million of cash in operations.

As of June 30, 2025, the Company had $ 12.1 million of principal outstanding under the Debentures (see Note 5 (Debt) to our unaudited condensed consolidated financial statements) and an accumulated deficit of $ 703.2 million.

During the six months ended June 30, 2025, the Company used $ 6.3 million of cash in operations.

Management expects operating losses and negative cash flows to continue for at least the next year as the Company continues to incur costs related to product development and commercialization efforts.

Management has prepared cash flows forecasts which indicate that based on the Company’s expected operating losses and negative cash flows, there is substantial doubt about the Company’s ability to continue as a going concern within 12 months after the date that the unaudited condensed consolidated financial statements for the three months ended March 31, 2025, are issued.

Management’s ability to continue as a going concern is dependent upon its ability to raise additional funding.

Management’s plans to raise additional capital to fulfill its operating and capital requirements for at least 12 months include public or private equity or debt financings.

Company may not be able to secure such financing in a timely manner or on favorable terms, if at all, and if the Company is unable to raise sufficient additional capital in the very near term, it may need to further curtail or cease operations and seek protection by filing a voluntary petition for relief under the United States Bankruptcy Code.

However, the Company may not

be able to secure such financing in a timely manner or on favorable terms, if at all, and if the Company is unable to raise sufficient additional capital in the very near term, it may need to further curtail or cease operations and seek protection by filing a voluntary petition for relief under the United States Bankruptcy Code.

Furthermore, if the Company issues equity securities to raise additional funds, its existing stockholders may experience dilution, and the new equity securities may have rights, preferences and privileges senior to those of the Company’s existing stockholders.

1 unchanged sentence

Significant Accounting Policies

During the three months ended March 31, 2025, there were no material changes to the Company’s significant accounting policies as described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

During the three and six months ended June 30, 2025, there were no material changes to the Company’s significant accounting policies as described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

Restructuring Expenses

2 unchanged sentences

As a result of reducing facility costs and discretionary spending unrelated to headcount and combined with the cost savings from the 2023 Workforce Reductions and 2024 Workforce Reductions, such plans were intended to decrease expenses and maintain a streamlined organization to support the Company’s business.

In connection with the Company’s restructuring initiatives, the Company entered into a lease termination agreement on February 28, 2024 with the landlord for the facility in Salt Lake City that resulted in a one-time termination fee of approximately $ 0.2 million in the first quarter of 2024.

The Company continued to lease the property through June 2024.

17 unchanged sentences

The Company recognized an impairment loss of $ 0.4 million during the three months ended March 31, 2024.

No impairment losses were recorded during the three months ended March 31, 2025.

No impairment losses were recorded during the six months ended June 30, 2025.

The Company reviews its inventories for classification purposes.

The value of inventories not expected to be realized in cash, sold or consumed during the next 12 months are classified as non-current within other long-term assets.

As of March 31, 2025, $ 1.9 million of inventories were included in other long-term assets.

As of June 30, 2025, $ 1.7 million of inventories were included in other long-term assets.

Loss on disposal of property and equipment

Loss on disposal of property and equipment includes the net book value of assets that have been abandoned or retired and consists primarily of our leasehold improvements, furniture, equipment and fixtures that were abandoned and disposed of in the normal course of business.

We recorded an immaterial loss on disposal of property and equipment during the three months ended March 31, 2025 and $ 0.3 million during the three months ended March 31, 2024.

We recorded a $ 0.3 million loss on disposal of property and equipment during the six months ended June 30, 2025 and $ 0.4 million during the six months ended June 30, 2024.

Change in depreciable lives of property and equipment

4 unchanged sentences

The effect of this change in estimate reduced depreciation expense by $ 1.8 million for the fiscal year 2024.

There were no changes to the depreciable lives of property and equipment during the three months ended March 31, 2025.

There were no changes to the depreciable lives of property and equipment during the six months ended June 30, 2025.

Segment Reporting

27 unchanged sentences

The Company is currently evaluating the impact of this accounting standard update on the Company’s consolidated financial statements and related disclosures.

Recently Issued Tax Legislation

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S.

The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act of 2017, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions.

The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027.

The Company is currently evaluating the impact of OBBBA on the Company’s consolidated financial statements and related disclosures.

Net Loss Per Share

5 unchanged sentences

Potentially dilutive securities not included in the calculation of diluted net loss per share because to do so would be anti-dilutive were as follows (in common stock equivalent shares):

2025 March 31,

2025 June 30,

Common stock options

8 unchanged sentences

Revenue by Source

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Instruments $ 1,399,000 $ 2,260,000 $ 2,088,000 $ 3,874,000

5 unchanged sentences

Revenue by Geographic Location

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

$ % $ % $ % $ %

Americas $ 2,926,000 43.5 % $ 3,386,000 43.6 % $ 5,984,000 45.4 % $ 8,076,000 48.8 %

6 unchanged sentences

Asia Pacific includes China, Japan, South Korea, Singapore, India and Australia.

For the three months ended March 31, 2025 and 2024, the United States represented 38.4 % and 42.6 % of total revenue, respectively.

No other countries represented greater than 10% of total revenue during the three months ended March 31, 2025 and 2024.

For the three months ended June 30, 2025 and 2024, the United States represented 38.9 % and 38.6 % of total revenue, respectively.

For the six months ended June 30, 2025 and 2024, the United States represented 38.7 % and 40.7 % of total revenue, respectively.

No other countries represented greater than 10% of total revenue during the three and six months ended June 30, 2025 and 2024.

Remaining Performance Obligations

As of March 31, 2025, the estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied was approximately $ 1.3 million.

As of June 30, 2025, the estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied was approximately $ 1.4 million.

These remaining performance obligations primarily relate to extended warranty, support and maintenance obligations, as well as obligations related to software under hosting arrangements.

1 unchanged sentence

Warranty revenue is included in service and other revenue.

The Company recognized revenue of approximately $ 0.7 million and $ 0.6 million during the three months ended March 31, 2025 and 2024, respectively, which was included in the contract liability balance at the end of the year preceding each period .

The Company recognized revenue of approximately $ 0.4 million and $ 0.4 million during the three months ended June 30, 2025 and 2024, respectively, which was included in the contract liability balance at the end of the year preceding each period.

The Company recognized revenue of approximately $ 1.0 million and $ 1.0 million during the six months ended June 30, 2025 and 2024, respectively, which was included in the contract liability balance at the end of the year preceding each period.

Balance Sheet Account Details

6 unchanged sentences

$ 3,493,000 $ 4,752,000 $ 9,319,000

Changes to the allowance for credit losses during the three months ended March 31, 2025 and 2024 were as follows:

Changes to the allowance for credit losses during the six months ended June 30, 2025 and 2024 were as follows:

Allowance for Credit Losses

2 unchanged sentences

Provision for expected credit loss ( 9,000 )

Balance as of March 31, 2024

Balance as of June 30, 2024

$ ( 438,000 )

2 unchanged sentences

Provision for expected credit loss —

Balance as of March 31, 2025

Balance as of June 30, 2025

$ ( 108,000 )

14 unchanged sentences

Intangible assets that are subject to amortization consisted of the following for the periods presented:

March 31, 2025

June 30, 2025

December 31, 2024

4 unchanged sentences

Intangibles, net $ 26,800,000 $ ( 19,877,000 ) $ 6,923,000 $ 26,800,000 $ ( 17,197,000 ) $ 9,603,000

Intangible assets not subject to amortization totaled $ 0.1 million at March 31, 2025 and December 31, 2024, and related to the Company’s domain name.

Intangible assets not subject to amortization totaled $ 0.1 million at June 30, 2025 and December 31, 2024, and related to the Company’s domain name.

See Note 1 (Organization and Basis of Presentation) in these notes accompanying the unaudited condensed consolidated financial statements for further discussion on the impairment charges impacting the Company’s intangible assets in the period.

21 unchanged sentences

The Debentures mature on May 24, 2026, and have an interest rate of 11 % per annum payable monthly on the last business day of each calendar month.

For the three months ended March 31, 2025, the Company had paid the Holders $ 0.4 million in interest, which is included in the change in fair value within other income (expense), net.

During the six months ended June 30, 2025, the Company paid the Holders $ 0.8 million in interest, which is included in the change in fair value within other income (expense), net.

The Company recorded the Debentures at their fair value at issuance of $ 19.9 million, per the fair value option under ASC 825 (refer to Note 8 (Investments and Fair Value Measurements)) and they will be measured on a recurring basis and adjusted through other income and expense, net.

2 unchanged sentences

The Company incurred debt issuance costs of $ 1.7 million related to the JGB Debentures Offering, which was charged to interest expense and recorded in other income (expense) on the unaudited condensed consolidated statement of operations.

The Holders of the Debentures requested that the Company redeem up to $ 1.0 million per calendar month of its Debentures may request redemption up to $ 0.5 million per calendar month beginning in January 2025 to July 2025, and up to $ 1.4 million from August 2025 onward.

The table below shows the amount of potential redemptions each year until the maturity of the Debentures as of March 31, 2025.

The Holders of the Debentures requested that the Company redeem up to $ 1.0 million per calendar month of its Debentures and may request redemption up to $ 0.5 million per calendar month beginning in January 2025 to July 2025, and up to $ 1.4 million from August 2025 onward.

The table below shows the amount of potential redemptions each year until the maturity of the Debentures as of June 30, 2025.

The Company may redeem the Debentures, subject to certain Equity Conditions (as defined in the Debentures), at any time after August 2025 by paying an amount equal to the entire outstanding principal amount of the Debenture, plus all accrued and unpaid interest, plus the applicable Company Redemption Premium (as defined in the Debentures, the “Premium”) plus any other amounts due and payable under the Debentures.

15 unchanged sentences

declared immediately due and payable, including certain types of bankruptcy or insolvency events of default involving the Company and its subsidiaries, and in the event of a change of control or fundamental transaction as defined in the Debentures.

As of March 31, 2025 the Company had $ 13.6 million of principal outstanding, including $ 0.5 million of the “Fill-Up Amount” (as defined in the JGB Amendment).

As of June 30, 2025, the Company had $ 12.1 million of principal outstanding, including $ 0.5 million of the “Fill-Up Amount” (as defined in the JGB Amendment (as defined below)).

The Fill-Up Amount represents the shares issuable to adjust for stock price volatility between the date of the settlement agreement and the effective date of the resale registration statement registering such shares for issuance.

1 unchanged sentence

Refer to Note 8 (Investments and Fair Value Measurements), for fair value measurements and additional discussion.

The activity for the three months ended March 31, 2025 was as follows:

The activity for the six months ended June 30, 2025 was as follows:

Principal balance, January 1, 2025

1 unchanged sentence

( 3,000,000 )

Debentures principal balance, March 31, 2025

Debentures principal balance, June 30, 2025

JGB Amendment

9 unchanged sentences

High Trail Agreement & Amendment

On February 27, 2024, the Company entered into a letter agreement and an Amendment to the Registered Note (the “Note Amendment”), with the Purchaser of the High Trail Notes which provided for, among other things, the following:

On February 27, 2024, the Company entered into a letter agreement and an Amendment to the Initial Registered Note (the “Note Amendment”), with the purchaser of the High Trail Notes (as defined below), which provided for, among other things, the following:

• Reduction of the minimum available liquidity covenant from $ 50.0 million to $ 25.0 million;

6 unchanged sentences

High Trail Redemption Agreement

On May 23,2024, in connection with the JGB Debentures Offering, the Company entered into a redemption agreement with High Trail (the “High Trail Agreement”).

On May 23,2024, in connection with the JGB Debentures Offering, the Company entered into a redemption agreement (the “High Trail Agreement”) with High Trail Special Situations LLC (“High Trail”).

Pursuant to the High Trail Agreement, the Company agreed to redeem the entire outstanding principal amount of $ 15.3 million under the High Trail Note at a redemption price of 115 % for a total redemption payment of $ 17.6 million (the “Redemption Payment”).

2 unchanged sentences

The Company recognized a loss on the extinguishment of the High Trail Note of $ 1.1 million, and a gain on the extinguishment of the Purchase Option (as defined in Note 8 (Investments and Fair Value Measurements)) of $ 5.1 million, for a net gain of $ 4.0 million, which was recorded in other income (expense) on the unaudited condensed consolidated statement of operations in May 2024 upon extinguishment.

As of March 31, 2025, the Company had no principal outstanding under the High Trail Notes (refer to Note 8 (Investments and Fair Value Measurements), for fair value measurements and additional discussion).

In addition to redeeming $ 15.3 million and $ 27.7 million of the principal outstanding under the High Trail Notes on May 24, 2024, and March 1, 2024, respectively, for an aggregate principal redemption of $ 43.0 million at the aggregate Redemption Price of $ 49.5 million, the Holders redeemed $ 4.5 million each of principal on January 1, 2024, February 1, 2024, April 20, 2024, and May 1, 2024, for an aggregate principal redemption of $ 18.0 million at an aggregate Repayment Price of $ 20.7 million.

1 unchanged sentence

The April 2024 payment was delayed to April 20, 2024, under the Note Amendment as discussed above.

As of June 30, 2025, the Company had no principal outstanding under the High Trail Notes (refer to Note 8 (Investments and Fair Value Measurements), for fair value measurements and additional discussion).

Other Income (Expense), Net

The following is a summary of the charges included within other income (expense), net on the unaudited condensed consolidated statement of operations:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Debt issuance costs on sale of convertible debenture

$ — $ ( 1,444,000 ) $ — $ ( 1,444,000 )

Other interest expense

4 unchanged sentences

1,336,000 ( 492,000 ) 1,430,000 ( 579,000 )

Gain on High Trail extinguishment — 3,965,000 — 3,965,000

Loss on issuance of convertible debentures

— ( 1,890,000 ) — ( 1,890,000 )

Total other income (expense) $ 676,000 $ 363,000 $ 5,756,000 $ ( 998,000 )

16 unchanged sentences

In February and March 2025, the Company sold approximately 0.4 million shares of common stock under the ATM Agreement at an average share price of $ 3.84 per share and received gross proceeds of approximately $ 1.4 million before deducting offering costs of $ 0.05 million.

In April and May 2025, the Company sold approximately 0.3 million shares of common stock under the ATM Agreement at an average share price of $ 4.11 per share, and received gross proceeds of approximately $ 1.3 million before deducting offering costs of $ 0.05 million.

In the three months ended June 30, 2025, the Company sold approximately 0.8 million shares of common stock under the ATM Agreement at an average share price of $ 3.83 per share and received gross proceeds of approximately $ 3.1 million before deducting offering costs of $ 0.1 million.

In July and August 2025, the Company sold approximately 0.8 million shares of common stock under the ATM Agreement at an average share price of $ 3.43 per share, and received gross proceeds of approximately $ 2.7 million before deducting offering costs of $ 0.09 million.

Stock Warrants

A summary of the Company’s warrant activity during the three months ended March 31, 2025 was as follows:

A summary of the Company’s warrant activity during the six months ended June 30, 2025 was as follows:

Shares of Stock under Warrants Weighted-

6 unchanged sentences

Canceled ( 200 ) 198.00 — —

Outstanding at March 31, 2025

Outstanding at June 30, 2025

2,080,500 $ 67.11 0.84 $ —

1 unchanged sentence

Stock Options

A summary of the Company’s stock option activity during the three months ended March 31, 2025 was as follows:

A summary of the Company’s stock option activity during the six months ended June 30, 2025 was as follows:

Shares of Stock under Stock Options Weighted-

6 unchanged sentences

Canceled ( 7,000 ) 601.60 —

Outstanding and expected to vest at March 31, 2025

Outstanding and expected to vest at June 30, 2025

190,000 $ 254.38 9.14 $ —

Vested and exercisable at March 31, 2025

Vested and exercisable at June 30, 2025

41,000 $ 1,037.54 7.39 $ —

For the three months ended March 31, 2025, the weighted-average grant date fair value of stock options granted was $ 3.17 per share.

For the three and six months ended June 30, 2025, the weighted-average grant date fair value of stock options granted was $ 3.14 and $ 3.16 per share, respectively.

Stock-Based Compensation

1 unchanged sentence

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

Cost of product revenue $ 40,000 $ 81,000 $ 77,000 $ 162,000

5 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

Risk-free interest rate 4.0 % 4.3 % 4.1 % 4.3 %

3 unchanged sentences

Restricted Stock Units and Performance Stock Units

The following table summarizes RSU activity during the three months ended March 31, 2025:

The following table summarizes RSU activity during the six months ended June 30, 2025:

Stock Units Weighted- Average Grant Date Fair Value per Share

3 unchanged sentences

Forfeited ( 440 ) 210.47

Outstanding at March 31, 2025

Outstanding at June 30, 2025

4,160 $ 278.17

The total fair value of the RSUs that vested during the three months ended March 31, 2025 was $ 0.4 million, determined as of the date of vesting.

The weighted average remaining contractual term for the RSUs is 2.8 years as of March 31, 2025.

The following table summarizes PSU activity during the three months ended March 31, 2025:

The total fair value of the RSUs that vested during the six months ended June 30, 2025 was $ 0.5 million, determined as of the date of vesting.

The weighted average remaining contractual term for the RSUs was 2.4 years as of June 30, 2025.

The following table summarizes PSU activity during the six months ended June 30, 2025:

Stock Units Weighted- Average Grant Date Fair Value per Share

3 unchanged sentences

Forfeited — —

Outstanding at March 31, 2025

During the year ended December 31, 2023, the Company reassessed the implicit service period on its performance-based stock units relative to specified revenue targets and determined that the performance conditions were met from an accounting perspective, but subject to certain certifications and approval from the Compensation Committee;

Outstanding at June 30, 2025

therefore, the remaining expense was accelerated as of December 31, 2023.

As a result of the accelerated vesting terms, the weighted average remaining contractual term for the PSUs is 0 years as of March 31, 2025.

As a result of the accelerated vesting terms, the weighted average remaining contractual term for the PSUs was 0 years as of December 31, 2023.

On March 14, 2025, the Compensation Committee certified that the Company had achieved the performance goals for the above PSUs.

Executive Option Grants and RSUs

On March 14, 2025, the compensation committee of the Company’s board of directors granted various executive officers stock options to purchase an aggregate of approximately 41,000 shares of common stock at an exercise price of $ 3.47 per share, with an effective grant date and vesting commencement date of March 14, 2025.

On March 14, 2025, the Compensation Committee granted various executive officers stock options to purchase an aggregate of approximately 41,000 shares of common stock at an exercise price of $ 3.47 per share, with an effective grant date and vesting commencement date of March 14, 2025.

These stock option grants were issued from the 2018 Plan.

1 unchanged sentence

Registered Direct Offerings

On January 3, 2025, the Company entered into a securities purchase agreement (the “January 2025 Purchase Agreement”) with certain institutional investors, pursuant to which the Company agreed to issue and sell, in a registered direct offering priced at-the-market consistent with the rules of the Nasdaq Stock Market (the “January 2025 Offering”) (i) an aggregate of approximately 382,000 shares of the Company’s common stock, (ii) pre-funded warrants to purchase up to an aggregate of approximately 280,000 shares of common stock (the “January Pre-Funded Warrants”) and (iii) warrants to purchase up to an aggregate of approximately 661,000 shares of common stock (the “January Purchase Warrants”).

On January 3, 2025, the Company entered into a securities purchase agreement (the “January 2025 Purchase Agreement”) with certain institutional investors, pursuant to which the Company agreed to issue and sell, in a registered direct offering priced at-the-market consistent with the rules of the Nasdaq Stock Market (i) an aggregate of approximately 382,000 shares of the Company’s common stock, (ii) pre-funded warrants to purchase up to an aggregate of approximately 280,000 shares of common stock (the “January Pre-Funded Warrants”) and (iii) warrants to purchase up to an aggregate of approximately 661,000 shares of common stock (the “January Purchase Warrants”).

Each share of common stock and each January Pre-Funded Warrant sold pursuant to the January 2025 Purchase Agreement were accompanied by a January Purchase Warrant.

2 unchanged sentences

The combined purchase price of each January Pre-Funded Warrant and accompanying January Purchase Warrant was $ 15.119 (equal to the combined purchase price per share of common stock and accompanying January Purchase Warrant, minus $ 0.001 ).

The gross proceeds to the Company from the January 2025 Offering were approximately $ 10.0 million (excluding up to approximately $ 10.0 million of aggregate gross proceeds that may be received in the future upon the cash exercise of the January Purchase Warrants which is contingent upon stockholder approval), before deducting placement agent fees and other offering expenses payable by the Company.

The gross proceeds to the Company from the January 2025 registered direct offering were approximately $ 10.0 million (excluding up to approximately $ 10.0 million of aggregate gross proceeds that may be received in the future upon the cash exercise of the January Purchase Warrants which was contingent upon stockholder approval), before deducting placement agent fees and other offering expenses payable by the Company.

Each January Purchase Warrant is exercisable for one share of common stock at an exercise price of $ 15.120 per share beginning on the effective date of stockholder approval of the issuance of the shares of common stock upon exercise of the January Purchase Warrants (the “Stockholder Approval”).

3 unchanged sentences

On January 15, 2025, the Company’s board of directors approved a reverse stock split at a ratio of 1-for-60, and on January 24, 2025, the Company filed a certificate of amendment to effect the reverse split ratio chosen by the Company’s board of directors as further described above under the section “Reverse Stock Split.”

On June 11, 2025, the Company held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”) and obtained stockholder approval, in compliance with Nasdaq Listing Rule 5635(d), for the issuance of the shares of common stock issuable upon exercise of the January Purchase Warrants issued in a registered direct offering on January 3, 2025.

Commitments and Contingencies

The Company has entered into various operating lease agreements and a finance lease agreement, primarily relating to our office, laboratory, and manufacturing space.

The future minimum payments under non-cancellable operating and finance leases as of March 31, 2025, are as follows:

The future minimum payments under non-cancellable operating and finance leases as of June 30, 2025, are as follows:

Operating Leases Finance Lease

2 unchanged sentences

782,000 347,000

769,000 355,000

803,000 364,000

840,000 373,000

Thereafter 1,052,000 4,857,000

5 unchanged sentences

The Company accounted for the lease amendment as a lease termination and recorded a gain of $ 0.4 million during the three months ended March 31, 2025.

Further, the restricted cash of $ 0.4 million held under the letter of credit related to the lease assumed in the acquisition of Purigen in 2022 expired concurrently with the payment of the above termination fee.

Further, the restricted cash of $ 0.4 million held under the letter of credit related to the lease assumed in the acquisition of Purigen Biosystems, Inc.

(“Purigen”) in 2022 expired concurrently with the payment of the above termination fee.

In June 2025, the Company executed an amendment to its headquarters facility to extend the lease term through December 2030.

The Company accounted for the lease amendment as a lease modification and recorded a gain of $ 0.1 million during the three and six months ended June 30, 2025.

Purchase Commitments

3 unchanged sentences

The Company will continue to evaluate the financial impact of this commitment and assess the need for future disclosures or accruals in accordance with ASC 450.

As of March 31, 2025, the Company did not accrue any amounts related to this agreement as it was not probable that the amounts would be incurred.

As of June 30, 2025, the Company did not accrue any amounts related to this agreement as it was not probable that the amounts would be incurred.

Restructuring

The 2024 Workforce Reductions described in Note 1 (Organization and Basis of Presentation) comprised primarily of severance payments and wages for the 60-day notice period in accordance with the California Worked Adjustment and Retraining Notification (WARN) Act.

There were no restructuring charges incurred for the three months ended March 31, 2025.

The following is a summary of restructuring charges associated with the reduction in force for the three months ended March 31, 2024 including severance and other exit related costs:

Three Months Ended March 31,

There were no restructuring charges incurred for the three and six months ended June 30, 2025.

The following is a summary of restructuring charges associated with the reduction in force for the three and six months ended June 30, 2024 including severance and other exit related costs:

Three Months Ended June 30, Six Months Ended June 30,

$ 552,000 $ 4,426,000

Lease related expenses

163,000 374,000

500,000 1,047,000

Total restructuring charges including in operating expenses

$ 1,215,000 $ 5,847,000

COGS restructuring

$ 7,000 $ 18,000

Total restructuring charges

The following restructuring liability activity was recorded in connection with the reductions in force for the three months ended March 31, 2025 included within accrued expenses on the unaudited condensed consolidated financial statements:

$ 1,222,000 $ 5,865,000

The following restructuring liability activity was recorded in connection with the reductions in force for the six months ended June 30, 2025 included within accrued expenses on the unaudited condensed consolidated financial statements:

Accrued restructuring as of January 1, 2025

1 unchanged sentence

Cash payments

Accrued restructuring as of March 31, 2025

Accrued restructuring as of June 30, 2025

From time to time, the Company may be subject to potential liabilities under various claims and legal actions that are pending or may be asserted.

10 unchanged sentences

Such valuations may be based on trade prices in active markets for identical assets or liabilities (Level 1 inputs) or valuation models using inputs that are observable either directly or indirectly (Level 2 inputs), such as quoted prices for similar assets or liabilities, yield curves, volatility factors, credit spreads, default rates, loss severity, current market and contractual prices for the underlying instruments or debt, and broker and dealer quotes, as well as other relevant economic measures.

The following table presents the Company’s financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2025 and December 31, 2024:

March 31, 2025

The following table presents the Company’s financial assets and liabilities measured at fair value on a recurring basis as of June 30, 2025 and December 31, 2024:

June 30, 2025

Total Fair Value and Carrying Value on Balance Sheet Fair Value Measurement Category

1 unchanged sentence

$ 3,160,000 $ — $ 3,160,000 $ —

government agencies

$ 9,716,000 — $ 9,716,000 —

Money market funds classified as cash equivalents

13 unchanged sentences

JGB Convertible debentures payable, High Trail convertible notes payable and purchase option liability

The fair value of the JGB convertible debentures maturing in 2026, which were issued on May 24, 2024, and the High Trail convertible notes payable that were issued in October 2023, were estimated using a scenario-based analysis as of March 31, 2025 and March 31, 2024, respectively.

The fair value was estimated using a lattice model.

1 unchanged sentence

Convertible Debentures Payable High Trail Convertible Notes Payable

March 31, 2025

December 31, 2024 March 31, 2024 December 31, 2023

June 30, 2025

December 31, 2024 December 31, 2023

Expected volatility

12 unchanged sentences

The outstanding amount of the High Trail Notes was redeemed on May 24, 2024, and the Purchase Option rights no longer exist.

The terms used to estimate the fair value of the Subsequently Purchased Notes and warrant underlying the Purchase Option liability (the “Subsequently Purchased Warrants”) as of March 31, 2024 and December 31, 2023 are as follows:

Subsequently Purchased Notes

Subsequently Purchased

March 31, 2024 December 31, 2023 March 31, 2024 December 31, 2023

December 31, 2023 December 31, 2023

Expected volatility

3 unchanged sentences

Term to maturity (years)

1.42 1.50 5.00 5.00

Dividend yield

— % — % — % — %

Exercise price

— — $ 3.19 $ 3.19

Debt discount rate

16.50 % 16.60 % — % — %

Equity discount rate

4.79 % 4.46 % — % — %

Changes in estimated fair value of convertible debentures payable in the three months ended March 31, 2025 are as follows:

Changes in estimated fair value of convertible debentures payable in the six months ended June 30, 2025 are as follows:

Debentures Payable (Level 3 Measurement)

5 unchanged sentences

( 3,000,000 )

Balance as of March 31, 2025

Changes in estimated fair value of contingent consideration liability, convertible High Trail notes payable and option liability in the three months ended March 31, 2024 is as follows:

Balance as of June 30, 2025

Changes in estimated fair value of contingent consideration liability, convertible debentures payable, convertible High Trail notes payable and option liability in the six months ended June 30, 2024 is as follows:

Consideration

Debentures Payable (Level 3 Measurement)

High Trail Notes Payable (Level 3 Measurement)

2 unchanged sentences

$ 10,890,000 $ — $ 69,803,000 $ 8,534,000

Issuance of convertible debentures payable, convertible notes payable and option

— 19,890,000 — —

Change in estimated fair value, recorded in selling, general and administrative expenses ( 5,116,000 ) — —

1 unchanged sentence

— ( 531,000 ) ( 4,524,000 ) ( 3,474,000 )

Cash payments

— — ( 61,000,000 ) —

Cash payments on redemptions

— — ( 5,374,000 ) $ —

Balance as of March 31, 2024

(Gain)/loss on extinguishment of High Trail

— — 1,095,000 ( 5,060,000 )

Balance as of June 30, 2024

$ 5,774,000 $ 19,359,000 $ — $ —

Available for Sale Investments

8 unchanged sentences

Moreover, the Company continues to receive payments of interest and principal as they become due, and our expectation is that those payments will continue to be received timely.

Based on this evaluation, as of March 31, 2025 and December 31, 2024, the Company determined that unrealized losses of the below securities were primarily attributable to changes in interest rates and non-credit related factors.

Based on this evaluation, as of June 30, 2025 and December 31, 2024, the Company determined that unrealized losses of the below securities were primarily attributable to changes in interest rates and non-credit related factors.

As such, no allowances for credit losses were recorded during these periods.

As of March 31, 2025 and December 31, 2024, the Company held 10 and 1 securities, respectively, which have been in an unrealized loss position for a period of less than 12 months.

As of March 31, 2025 and December 31, 2024, the Company held no securities, which have been in an unrealized loss position for a period of greater than 12 months.

As of June 30, 2025 and December 31, 2024, the Company held 8 and 1 securities, respectively, which have been in an unrealized loss position for a period of less than 12 months.

As of June 30, 2025 and December 31, 2024, the Company held no securities, which have been in an unrealized loss position for a period of greater than 12 months.

Realized gains and losses are calculated using the specific identification method and recorded in other income (expense) in the Company’s unaudited condensed consolidated statements of operations and comprehensive loss.

The Company has the ability, if necessary, to liquidate any of its cash equivalents and marketable securities to meet its liquidity needs in the next 12 months.

During the three months ended March 31, 2025, there were no sales of the Company’s available for sale securities.

During the six months ended June 30, 2025, there were no sales of the Company’s available for sale securities.

Amounts are reclassified out of accumulated other comprehensive income into earnings using the specific identification method when sales are realized.

Interest receivable as of March 31, 2025 and December 31, 2024 was immaterial .

Interest receivable as of June 30, 2025 and December 31, 2024 was immaterial .

Interest receivable is recorded as a component of prepaid expenses and other current assets on the unaudited condensed consolidated balance sheets.

As of March 31, 2025, the following table summarizes the amortized cost and the unrealized gains (losses) of the available for sale securities presented within investments:

As of June 30, 2025, the following table summarizes the amortized cost and the unrealized gains (losses) of the available for sale securities presented within investments:

Remaining Contractual Maturity (in years) Amortized Cost Unrealized Gains Unrealized Losses Aggregate Estimated Fair Value

Less than 1 $ 3,161,000 $ — $ ( 1,000 ) $ 3,160,000

government agencies Less than 1 9,717,000 — ( 1,000 ) 9,716,000

Total maturity less than 1 year $ 12,878,000 $ — $ ( 2,000 ) $ 12,876,000

As of March 31, 2025, the following table summarizes the amortized cost and the unrealized gains (losses) of the available for sale securities presented within restricted investments:

As of June 30, 2025, the following table summarizes the amortized cost and the unrealized gains (losses) of the available for sale securities presented within restricted investments:

Remaining Contractual Maturity (in years) Amortized Cost Unrealized Gains Unrealized Losses Aggregate Estimated Fair Value

9 unchanged sentences

Total maturity less than 1 year $ 11,000,000 $ — $ — $ 11,000,000

As of March 31, 2025, the following table summarizes available-for-sale securities in an unrealized loss position:

As of June 30, 2025, the following table summarizes available-for-sale securities in an unrealized loss position:

Less Than 12 Months 12 Months or Greater Total

2 unchanged sentences

Gross Unrealized Loss

treasuries 14,606,000 ( 2,000 ) — — 14,606,000 ( 2,000 )

$ 3,160,000 $ ( 1,000 ) $ — $ — $ 3,160,000 $ ( 1,000 )

government agencies 9,716,000 ( 1,000 ) — — 9,716,000 ( 1,000 )

Total $ 12,876,000 $ ( 2,000 ) $ — $ — $ 12,876,000 $ ( 2,000 )

As of March 31, 2025, the available-for-sale securities listed as restricted investments in an unrealized loss position was zero .

As of June 30, 2025, the available-for-sale securities listed as restricted investments in an unrealized loss position was zero .

As of December 31, 2024, the following table summarizes available-for-sale securities in an unrealized loss position:

8 unchanged sentences

The following table presents financial information with respect to the Company’s single operating segment, including significant segment expenses, which are regularly provided to the CODM and included within consolidated operating loss:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Revenues $ 6,733,000 $ 7,771,000 $ 13,190,000 $ 16,540,000

14 unchanged sentences

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