CODEXIS, INC. 10-K

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA Codexis, Inc. INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Reports of Independent Registered Public Accounting Firm ( BDO USA, P.C. ; San Francisco, CA ; PCAOB ID: 243 ) 62 Consolidated Balance Sheets 65 Consolidated Statements of Operations 66 Consolidated Statements of Stockholders' Equity 67 Consolidated Statements of Cash Flows 68 Notes to Consolidated Financial Statements 69 61 Report of Independent Registered Public Accounting Firm Shareholders and Board of Directors Codexis, Inc. Redwood City, California Opinion on the Consolidated Financial Statements We have audited the accompanying consolidated balance sheets of Codexis, Inc. (the "Company") as of December 31, 2023 and 2022, the related consolidated statements of operations, stockholders’ equity, and cash flows for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the Company's internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) and our report dat ed February 28, 2024 expressed an unqualified opinion thereon. Basis for Opinion These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing separate opinions on the critical audit matter or on the accounts or disclosures to which it relates. Revenue Recognition As described in Notes 2, 3 and 5 to the consolidated financial statements, the Company enters into contracts with customers that include enzyme supply, licensing, and collaborative research and development agreements. Certain contracts with customers may contain multiple performance obligations, options, up-front and/or annual license fees, fees for research and development services, contingent milestone payments upon achievement of contractual criteria, and royalty fees based on the licensees' product revenue or usage. The Company recognizes revenue in a manner that best depicts the transfer of promised goods or services to the customer when control of the product or service is transferred to a customer. The Company makes significant judgments in determining revenue recognition for certain customer contracts. We identified the evaluation of management’s accounting for revenue from certain new and amended contracts with customers as a critical audit matter due to significant judgments and estimates involved in the identification of distinct performance obligations, allocation of transaction price to distinct performance obligations, determination and estimation of material rights, determination of the pattern of transfer of control for each distinct performance obligation and estimation of variable consideration. Auditing these elements involved especially subjective and complex auditor judgments due to the nature and extent of audit effort required. 62 The primary procedures we performed to address this critical audit matter included: • Testing the design, implementation and operating effectiveness of internal controls relating to the Company's accounting for certain new and amended revenue contracts, including controls over identification of distinct performance obligations and material rights, the determination of the timing of revenue recognition, allocation of transaction price to distinct performance obligations, and the estimation of variable consideration. • Examining a sample of these contracts to test management's identification of significant terms for completeness, including the identification of distinct performance obligations, material rights and variable consideration. • Evaluating the reasonableness and accuracy of management’s judgments and estimates used in identification and accounting for material rights. • Assessing the reasonableness of management’s judgments and estimates to calculate variable consideration, and the timing of recognizing the related revenue subject to any constraints. • Evaluating the appropriateness of management’s allocation of the transaction price to the distinct performance obligations and determination of whether identified performance obligations meet the criteria for over-time revenue recognition. /s/ BDO USA, P.C. We have served as the Company's auditor since 2013. San Francisco, California February 28, 2024 63 Report of Independent Registered Public Accounting Firm Shareholders and Board of Directors Codexis, Inc. Redwood City, California Opinion on Internal Control over Financial Reporting We have audited Codexis, Inc.’s (the “Company’s”) internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (the “COSO criteria”). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on the COSO criteria . We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated balance sheets of the Company as of December 31, 2023 and 2022, the related consolidated statements of operations, stockholders’ equity, and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and our report dated February 28, 2024 expressed an unqualified opinion thereon. Basis for Opinion The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying “Item 9A, Controls and Procedures”. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit of internal control over financial reporting in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ BDO USA, P.C. San Francisco, California February 28, 2024 64 Codexis, Inc. Consolidated Balance Sheets (In Thousands, Except Per Share Amounts) December 31, 2023 2022 Assets Current assets: Cash and cash equivalents $ 65,116 $ 113,984 Restricted cash, current 519 521 Financial assets: Accounts receivable 10,036 31,904 Contract assets 815 2,116 Unbilled receivables 9,142 7,016 Total financial assets 19,993 41,036 Less: allowances ( 65 ) ( 163 ) Total financial assets, net 19,928 40,873 Inventories 2,685 2,029 Prepaid expenses and other current assets 5,218 5,487 Total current assets 93,466 162,894 Restricted cash 1,062 1,521 Investment in non-marketable equity securities ($ 0 and $ 13,921 with a related party) 9,700 20,510 Right-of-use assets - Operating leases, net 13,137 39,263 Property and equipment, net 15,487 22,614 Goodwill 2,463 3,241 Other non-current assets 1,246 350 Total assets $ 136,561 $ 250,393 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable $ 5,947 $ 3,246 Accrued compensation 11,246 11,453 Other accrued liabilities 4,735 15,279 Current portion of lease obligations - Operating leases 3,781 5,360 Deferred revenue 10,121 13,728 Total current liabilities 35,830 49,066 Deferred revenue, net of current portion 640 16,881 Long-term lease obligations - Operating leases 12,243 38,278 Other long-term liabilities 1,233 1,371 Total liabilities 49,946 105,596 Commitments and contingencies (Note 13) Stockholders’ equity: Preferred stock, $ 0.0001 par value per share; 5,000 shares authorized, none issued and outstanding — — Common stock, $ 0.0001 par value per share; 200,000 shares authorized; 69,905 and 65,811 shares issued and outstanding at December 31, 2023 and December 31, 2022, respectively 7 6 Additional paid-in capital 584,138 566,081 Accumulated deficit ( 497,530 ) ( 421,290 ) Total stockholders’ equity 86,615 144,797 Total liabilities and stockholders’ equity $ 136,561 $ 250,393 See accompanying notes to consolidated financial statements 65 Codexis, Inc. Consolidated Statements of Operations (In Thousands, Except Per Share Amounts) Year Ended December 31, 2023 2022 2021 Revenues: Product revenue ($ 0 , $ 514 and $ 0 from a related party) $ 42,906 $ 116,676 $ 70,657 Research and development revenue ($ 0 , $ 1,245 and $ 1,955 from a related party) 27,237 21,914 34,097 Total revenues 70,143 138,590 104,754 Costs and operating expenses: Cost of product revenue 12,809 38,033 22,209 Research and development 58,885 80,099 55,919 Selling, general and administrative 53,250 52,172 49,323 Restructuring charges 3,284 3,167 — Asset impairment and other charges 9,984 — — Total costs and operating expenses 138,212 173,471 127,451 Loss from operations ( 68,069 ) ( 34,881 ) ( 22,697 ) Interest income 4,172 1,441 459 Other income (expense), net ($ 0 , $ 208 and $ 983 from a related party) ( 12,274 ) 124 1,148 Loss before income taxes ( 76,171 ) ( 33,316 ) ( 21,090 ) Provision for income taxes 69 276 189 Net loss $ ( 76,240 ) $ ( 33,592 ) $ ( 21,279 ) Net loss per share, basic and diluted $ ( 1.12 ) $ ( 0.51 ) $ ( 0.33 ) Weighted average common stock shares used in computing net loss per share, basic and diluted 68,131 65,344 64,568 See accompanying notes to consolidated financial statements 66 Codexis, Inc. Consolidated Statements of Stockholders’ Equity (In Thousands) Common Stock Additional Paid-in Capital Accumulated Deficit Total Stockholders’ Equity Shares Amount December 31, 2020 64,283 $ 6 $ 536,516 $ ( 366,419 ) $ 170,103 Exercise of stock options 699 — 5,180 — 5,180 Release of stock awards 181 — — — — Employee stock-based compensation — — 11,346 — 11,346 Non-employee stock-based compensation — — 247 — 247 Taxes paid related to net share settlement of equity awards ( 54 ) — ( 1,206 ) — ( 1,206 ) Net loss — — — ( 21,279 ) ( 21,279 ) December 31, 2021 65,109 6 552,083 ( 387,698 ) 164,391 Exercise of stock options 410 — 955 — 955 Release of stock awards 373 — — — — Employee stock-based compensation — — 14,398 — 14,398 Non-employee stock-based compensation — — 133 — 133 Taxes paid related to net share settlement of equity awards ( 81 ) — ( 1,488 ) — ( 1,488 ) Net loss — — — ( 33,592 ) ( 33,592 ) December 31, 2022 65,811 6 566,081 ( 421,290 ) 144,797 Exercise of stock options 283 — 559 — 559 Release of stock awards 796 — — — — Employee stock-based compensation — — 9,969 — 9,969 Non-employee stock-based compensation — — 2 — 2 Issuance of common stock, net of issuance costs of $ 721 3,080 1 7,931 — 7,932 Taxes paid related to net share settlement of equity awards ( 65 ) — ( 404 ) — ( 404 ) Net loss — — — ( 76,240 ) ( 76,240 ) December 31, 2023 69,905 $ 7 $ 584,138 $ ( 497,530 ) $ 86,615 See accompanying notes to consolidated financial statements 67 Codexis, Inc. Consolidated Statements of Cash Flows (In Thousands) Year Ended December 31, 2023 2022 2021 Operating activities: Net loss $ ( 76,240 ) $ ( 33,592 ) $ ( 21,279 ) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Depreciation 5,518 5,402 3,113 Amortization expense - right-of-use assets - operating and finance leases 4,405 4,849 2,834 Stock-based compensation 9,971 14,531 11,593 Provision (recovery) for credit losses ( 65 ) 4 342 Equity securities earned from research and development activities ($ 0 , ($ 1,245 ), and ($ 1,955 ) from a related party) ( 213 ) ( 1,245 ) ( 1,955 ) Unrealized gain on non-marketable securities ($ 0 , ($ 208 ), and ($ 983 ) from a related party) — ( 208 ) ( 1,272 ) Asset impairment and other charges 9,984 — — Impairment of investment in non-marketable securities 12,215 — — Other non-cash items 4 ( 29 ) ( 19 ) Changes in operating assets and liabilities: Financial assets 20,247 ( 3,225 ) ( 9,156 ) Inventories ( 656 ) ( 869 ) ( 196 ) Prepaid expenses and other assets ( 865 ) 181 ( 2,268 ) Accounts payable 2,287 207 268 Accrued compensation and other accrued liabilities ( 14,041 ) 5,983 6,575 Other long-term liabilities ( 5,341 ) ( 5,223 ) ( 4,147 ) Deferred revenue ($ 0 , $ 0 , $ 245 to a related party) ( 19,848 ) 24,518 1,300 Net cash provided by (used in) operating activities ( 52,638 ) 11,284 ( 14,267 ) Investing activities: Purchase of property and equipment ( 4,418 ) ( 8,307 ) ( 13,828 ) Proceeds from sale of property and equipment 751 29 36 Investment in non-marketable securities ($ 0 , $ 0 , and ($ 7,630 ) in a related party) ( 1,191 ) ( 5,300 ) ( 7,630 ) Net cash used in investing activities ( 4,858 ) ( 13,578 ) ( 21,422 ) Financing activities: Proceeds from exercises of stock options 422 955 5,180 Proceeds from issuance of common stock in connection with public offering 8,652 — — Costs incurred in connection with issuance of common stock at public offering ( 503 ) ( 42 ) ( 207 ) Taxes paid related to net share settlement of equity awards ( 404 ) ( 1,488 ) ( 1,206 ) Net cash provided by (used in) financing activities 8,167 ( 575 ) 3,767 Net decrease in cash, cash equivalents and restricted cash ( 49,329 ) ( 2,869 ) ( 31,922 ) Cash, cash equivalents and restricted cash at the beginning of the year 116,026 118,895 150,817 Cash, cash equivalents and restricted cash at the end of the year $ 66,697 $ 116,026 $ 118,895 Supplemental disclosure of cash flow information: Interest paid $ 44 $ 34 $ 14 Income taxes $ 194 $ 100 $ 102 Supplemental non-cash investing and financing activities: Capital expenditures incurred but not yet paid $ 1,068 $ 897 $ 2,533 The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets to the total of the same such amounts shown above (in thousands): Year Ended December 31, 2023 2022 2021 Cash and cash equivalents $ 65,116 $ 113,984 $ 116,797 Restricted cash, current and non-current 1,581 2,042 2,098 Total cash, cash equivalents and restricted cash at the end of the period $ 66,697 $ 116,026 $ 118,895 See accompanying notes to consolidated financial statements 68 Codexis, Inc. Notes to Consolidated Financial Statements Note 1. Description of Business In these notes to the consolidated financial statements, the “Company, ” “we, ” “us, ” and “our ” refers to Codexis, Inc. and its subsidiaries on a consolidated basis. We discover, develop, enhance, and commercialize novel, high performance enzymes and other classes of proteins leveraging our proprietary CodeEvolver ® directed evolution technology platform. We previously managed our business as two business segments, Performance Enzymes and Novel Biotherapeutics. During the fourth quarter of 2023, we made changes to the structure of our organization in connection with the restructuring of our business that we announced in July 2023, including the discontinuation of investment in certain development programs, primarily in our biotherapeutics business, consolidation of operations to our Redwood City, California headquarters, and headcount reduction. In connection with these organizational structure changes, corresponding changes were made to how our business is managed, how results are reported internally and how our Chief Executive Officer (“CEO”), our chief operating decision maker, assesses performance and allocates resources. As a result of these changes, our previous Performance Enzymes and Novel Biotherapeutics operating segments were combined into a single reportable segment. Effective October 1, 2023, the Company's operations are managed and reported to the CEO on a consolidated basis. The CEO assesses performance and allocates resources based on the consolidated results of operations. We believe that these changes better align internal resources and external go to market activities in order to create a more efficient and effective organizational structure. Under this new organizational and reporting structure, we managed our business as one reportable segment as of December 31, 2023. Comparative prior period disclosures that reflected the previous two segments' information have been revised to conform to this change in our reportable segment. Note 2. Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and the applicable rules and regulations of the Securities and Exchange Commission (“SEC”) and include the accounts of Codexis, Inc. and its wholly-owned subsidiaries. The consolidated financial statements include the accounts of Codexis, Inc. and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of our consolidated financial statements in conformity with GAAP requires us to make estimates, judgments and assumptions that may affect the reported amounts of assets, liabilities, equity, revenues and expenses and related disclosure of contingent assets and liabilities. We regularly assess these estimates which primarily affect revenue recognition, deferred revenue, inventories, valuation of equity investments, goodwill arising out of business acquisitions, accrued liabilities, stock awards, and the valuation allowances associated with deferred tax assets. Actual results could differ from those estimates and such differences may be material to the consolidated financial statements. Foreign Currency Translation The USD is the functional currency for our operations outside the United States. Accordingly, non-monetary assets and liabilities originally acquired or assumed in other currencies are recorded in USD at the exchange rates in effect at the date they were acquired or assumed. Monetary assets and liabilities denominated in other currencies are translated into United States dollars at the exchange rates in effect at the balance sheet date. Translation adjustments are recorded in other expense in the consolidated statements of operations. Gains and losses realized from non-USD transactions, including intercompany balances not considered as permanent investments, are included in other expense in the accompanying consolidated statements of operations. Revenue Recognition Our revenues are derived primarily from product revenue and collaborative research and development agreements. The majority of our contracts with customers typically contain multiple products and services. We account for individual products and services separately if they are distinct-that is, if a product or service is separately identifiable from other items in the contract and if a customer can benefit from it on its own or with other resources that are readily available to the customer. 69 In determining the appropriate amount of revenue to be recognized as we fulfill our obligations under our product revenue and collaborative research and development agreements, we perform the following steps: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations based on estimated selling prices; and (v) recognition of revenue when (or as) we satisfy each performance obligation. The majority of our collaborative contracts contain multiple revenue streams such as upfront and/or annual license fees, fees for research and development services, contingent milestone payments upon achievement of contractual criteria, and royalty fees based on the licensees' product revenue or usage, among others. We determine the stand-alone selling price (“SSP”) and allocate consideration to distinct performance obligations. Typically, we base our SSPs on our historical sales. If an SSP is not directly observable, then we estimate the SSP taking into consideration market conditions, forecasted sales, entity-specific factors and available information about the customer. We estimate the SSP for license rights by using historical information if licenses have been previously sold to customers and for new licenses, we consider multiple methods, including a discounted cash flow method which includes the following key assumptions: the development timelines, revenue forecasts, commercialization expenses, discount rate, and the probability of technical and regulatory success. We account for a contract with a customer when there is approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration is probable. Non-cancellable purchase orders received from customers to deliver a specific quantity of product, when combined with our order confirmation, in exchange for future consideration, create enforceable rights and obligations on both parties and constitute a contract with a customer. We measure revenue based on the consideration specified in the contract with each customer, net of any sales incentives and taxes collected on behalf of government authorities. We recognize revenue in a manner that best depicts the transfer of promised goods or services to the customer, when control of the product or service is transferred to a customer. We make significant judgments when determining the appropriate timing of revenue recognition. The following is a description of principal activities from which we generate revenue: Product Revenue Product revenue consist of sales of biocatalysts, pharmaceutical intermediates and Codex ® biocatalyst panels and kits. A majority of our product revenue is made pursuant to purchase orders or supply agreements and is recognized either at a point in time when the control of the product has been transferred to the customer typically upon shipment or over time as the product is manufactured because we have a right to payment from the customer under a binding, non-cancellable purchase order, and there is no alternate use of the product for us as it is specifically made for the customer’s use. Certain of our agreements provide options to customers which they can exercise at a future date, such as the option to purchase our product during the contract duration at discounted prices and an option to extend their contract, among others. In accounting for customer options, we determine whether an option is a material right and this requires us to exercise significant judgment. If a contract provides the customer an option to acquire additional goods or services at a discount that exceeds the range of discounts that we typically give for that product or service for the same class of customer, or if the option provides the customer certain additional goods or services for free, the option may be considered a material right. If the contract gives the customer the option to acquire additional goods or services at their normal SSPs, we would likely determine that the option is not a material right and, therefore, account for it as a separate performance obligation when the customer exercises the option. We primarily account for options which provide material rights using the alternative approach available pursuant to the applicable accounting guidance, as we concluded we meet the criteria for using the alternative approach. Therefore, the transaction price is calculated as the expected consideration to be received for all the goods and services we expect to provide under the contract. We update the transaction price for expected consideration, subject to constraint, each reporting period if our estimates of future goods to be ordered by customers change. Research and Development Revenue We perform research and development activities as specified in each respective customer agreement. We identify each performance obligation in our research and development agreements at contract inception. We allocate the consideration to each distinct performance obligation based on the SSP of each performance obligation. Performance obligations included in our research and services agreements typically include research and development services for a specified term, periodic reports and small samples of enzyme produced. 70 The majority of our research and development agreements are based on a contractual rate per dedicated project team working on the project. The underlying product that we develop for customers does not create an asset with an alternative use to us and the customer receives benefits as we perform the work towards completion. Thus, our performance obligations are generally satisfied over time as the service is performed. We utilize an appropriate method of measuring progress towards the completion of our performance obligations to determine the timing of revenue rec ognition. For each performance obligation that is satisfied over time, we recognize revenue using a single measure of progress either based on hours incurred or output of services provided. Our contracts frequently provide customers with rights to use or access our products or technology, along with other promises or performance obligations. We must first determine whether the license is distinct from other promises, such as our promise to manufacture a product. If we determine that the customer cannot benefit from the license without our manufacturing capability, the license will be accounted for as combined with the other performance obligations. If we determine that a license is distinct and has significant standalone functionality, we recognize revenues from a functional license at a point in time when the license is transferred to the customer, and the customer can use and benefit from it. We estimate the SSP for license rights by using historical information if licenses have been previously sold to customers and for new licenses, we consider multiple methods, including a discounted cash flow method which includes the following key assumptions: the development timelines, revenue forecasts, commercialization expenses, discount rate, and the probability of technical and regulatory success. For licenses that have been previously sold to other customers, we use historical information to determine SSP. At the inception of each arrangement that includes variable consideration such as development milestone payments, we evaluate whether the milestones are considered probable of being reached and estimate the amount to be included in the transaction price using the most likely amount method. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. Milestone payments that are not within our control or the licensee, such as regulatory approvals, are not considered probable of being achieved until those approvals are received. The transaction price is then allocated to each performance obligation on a relative stand-alone selling price basis, for which we recognize revenue as or when the performance obligations under the contract are satisfied. At the end of each subsequent reporting period, we re-evaluate the probability of achievement of such development milestones and any related constraint, and if necessary, adjust our estimate of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect license, collaboration and other revenues and earnings in the period of adjustment. Our CodeEvolver ® technology platform transfer collaboration agreements typically include license fees, upfront fees, and variable consideration in the form of milestone payments, and sales or usage-based royalties. We have recognized revenues from our platform technology transfer agreements over time as our customer uses our technology. For license agreements that include sales or usage-based royalty payments to us, we do not recognize revenue until the underlying sales of the product or usage has occurred. At the end of each reporting period, we estimate the royalty amount. We recognize revenue at the later of (i) when the related sale of the product occurs, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied, or partially satisfied. Practical Expedients, Elections, and Exemptions We apply certain practical expedients available which permit us not to adjust the amount of consideration for the effects of a significant financing component if, at contract inception, the expected period between the transfer of promised goods or services and customer payment is one year or less. We perform monthly services under our research and development agreements, and we use a practical expedient permitting us to recognize revenue at the same time that we have the right to invoice our customer for monthly services completed to date. We have elected to treat shipping and handling activities as fulfillment costs. We have elected to record revenue net of sales and other similar taxes. Contract Assets Contract assets include amounts related to our contractual right to consideration for completed performance obligations not yet invoiced. Contract assets are reclassified to receivables when the rights become unconditional. 71 Contract Liabilities Contract liabilities are recorded as deferred revenues and include payments received in advance of performance under the contract. Contract liabilities are realized when the development services are provided to the customer or control of the products has been transferred to the customer. A portion of our contract liabilities relate to supply arrangements that contain material rights that are recognized using the alternative method, under which the aggregate amount invoiced to the customer for shipped products, including contractual fees, is higher than the amount of revenue recognized based on the transaction price allocated to the shipped products. Contract Costs We recognize a non-current asset for the incremental costs of obtaining a contract with a customer if the entity expects to recover such costs and if those costs would not have been incurred if the contract had not been obtained, such as commissions paid to sales personnel. We do not typically incur significant incremental costs because the compensation of our salespeople is not based on contracts closed but on a mixture of company goals, individual goals, and sales goals. If a commission paid is directly related to obtaining a specific contract, our policy is to capitalize and amortize such costs on a systematic basis, consistent with the pattern of transfer of the good or service to which the asset relates, and over a period beyond 12 months. Contract costs are reported in other non-current assets and were not significant in any of the periods presented. Cost of Product Revenue Cost of product revenue comprises both internal and third party fixed and variable costs including materials and supplies, labor, facilities, and other overhead costs associated with our product sales. Shipping costs are included in our cost of product revenue. Shipping costs were $ 1.0 million, $ 3.0 million, and $ 1.8 million for the years ended December 31, 2023, 2022, and 2021, respectively. Fulfillment costs, such as shipping and handling, are recognized at a point in time and are included in cost of product revenue. Cost of Research and Development Services Cost of research and development services related to services under research and development agreements approximate the research funding over the term of the respective agreements and is included in research and development expense. Costs of services provided under license and platform technology transfer agreements are included in research and development expenses and are expensed in the periods in which such costs are incurred. Research and Development Expenses Research and development expenses consist of costs incurred for internal projects and partner-funded collaborative research and development activities, as well as license and platform technology transfer agreements, as mentioned above. These costs include our direct and research-related overhead expenses, which include salaries and other personnel-related expenses (including stock-based compensation), occupancy-related costs, supplies, and depreciation of facilities and laboratory equipment, as well as external costs, and are expensed as incurred. Costs to acquire technologies that are utilized in research and development and that have no alternative future use are expensed when incurred. Advertising Advertising costs are expensed as incurred and included in selling, general and administrative expenses in the consolidated statements of operations. Advertising costs were $ 0.3 million for each of the years ended December 31, 2023, 2022 and 2021. Stock-Based Compensation We use the Black-Scholes-Merton option pricing model to estimate the fair value of stock options granted under our equity incentive plans and for our employee stock purchase plan ( “ ESPP ” ). The Black-Scholes-Merton option pricing model requires the use of assumptions, including the expected term of the award and the expected stock price volatility. The expected term is based on historical exercise behavior for similar awards, giving consideration to the contractual terms, vesting schedules and expectations of future employee behavior. We use historical volatility to estimate expected stock price volatility. The risk-free rate assumption is based on United States Treasury instruments whose terms are consistent with the expected term of the stock options. The expected dividend assumption is based on our history and expectation of dividend payouts. 72 Restricted Stock Units ( “ RSUs ” ), Restricted Stock Awards ( “ RSAs”) and performance-contingent restricted stock units ( “ PSUs”) are measured based on the fair market values of the underlying stock on the dates of grant. Performance based options ( “ PBOs ” ) are measured using the Black-Scholes-Merton option pricing model. The vesting of PBOs and PSUs awarded is conditioned upon the attainment of one or more performance objectives over a specified period and upon continued employment through the applicable vesting date. At the end of the performance period, shares of stock subject to the PBOs and PSUs vest based upon both the level of achievement of performance objectives within the performance period and continued employment through the applicable vesting date. Stock-based compensation expense is calculated based on awards ultimately expected to vest and is reduced for estimated forfeitures at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The estimated annual forfeiture rates for stock options, RSUs, PSUs, PBOs, and RSAs are based on historical forfeiture experience. The estimated fair value of stock options, RSUs, RSAs and shares to be issued under the ESPP are expensed on a straight-line basis over the vesting term of the grant and the estimated fair value of PSUs and PBOs are expensed using an accelerated method over the term of the award once management has determined that it is probable that the performance objective will be achieved. Compensation expense is recorded over the requisite service period based on management's best estimate as to whether it is probable that the shares awarded are expected to vest. Management assesses the probability of the performance milestones being met on a continuous basis. Cash and Cash Equivalents We consider all highly liquid investments with maturity dates of three months or less at the date of purchase to be cash equivalents. Cash and cash equivalents consist of cash on deposit with banks and money market funds. The majority of cash and cash equivalents is maintained with major financial institutions in the United States. Deposits with these financial institutions may exceed the amount of insurance provided on such deposits. Restricted Cash In 2016, we began the process of liquidating our Indian subsidiary. The local legal requirements for liquidation required us to maintain our subsidiary's cash balance in an account managed by a legal trustee to satisfy our financial obligations. This balance is recorded as current restricted cash on the consolidated balance sheets of $ 0.5 million as of December 31, 2023 and 2022. Pursuant to the terms of our lease agreements, we obtained letters of credit collateralized by cash deposit balances of $ 1.1 million and $ 1.5 million as of December 31, 2023 and 2022, respectively. These cash deposits balances are recorded as non-current restricted cash on the consolidated balance sheets. For additional information, see Note 13, “Commitments and Contingencies.” Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In determining fair value, we utilize valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible and we consider counterparty credit risk in our assessment of fair value. Carrying amounts of financial instruments, including cash equivalents, accounts receivable, accounts payable, and accrued liabilities, approximate their fair values as of the balance sheet dates because of their short maturities. The fair value hierarchy distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, giving the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: • Level 1: Inputs that are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date. • Level 2: Inputs that are either directly or indirectly observable for the asset or liability through correlation with market data at the measurement date and for the duration of the instrument’s anticipated life. 73 • Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities and which reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Concentrations of Credit Risk Financial instruments that potentially subject us to significant concentrations of credit risk consist primarily of cash and cash equivalents, accounts receivable and unbilled receivables, contract assets, non-marketable securities, and restricted cash. Cash that is not required for immediate operating needs is invested principally in money market funds. Cash and cash equivalents are invested through banks and other financial institutions in the United States and India. Such deposits in those countries may be in excess of insured limits. The Company has not experienced material losses on its deposits of cash and cash equivalents. We perform ongoing credit evaluations of our customer's financial condition whenever deemed necessary. We maintain an allowance for doubtful accounts based on the expected collectability of all financial assets, which takes into consideration an analysis of historical bad debts, specific customer creditworthiness and current economic trends. As of December 31, 2023, we h ad four customers that accounted for 58 % of our ac counts receivable balance. As of December 31, 2022, two customers accounted for 63 % of our accounts receivable balance. We believe the accounts receivable balances from our largest customers do not represent a significant credit risk, based on cash flow forecasts, balance sheet analysis, and past collection experience. Financial Assets and Allowances W e currently sell enzymes primarily to pharmaceutical and fine chemicals companies throughout the world by the extension of trade credit terms based on an assessment of each customer's financial condition. Trade credit terms are generally offered without collateral and may include an insignificant discount for prompt payment for specific customers. To manage our credit exposure, we perform ongoing evaluations of our customers' financial conditions. In addition, accounts receivable include amounts owed to us under our collaborative research and development agreements. We recognize accounts receivable at invoiced amounts and we maintain a valuation allowance for credit losses using an impairment model (known as the “current expected credit loss model” or “CECL”) based on estimates and forecasts of future conditions requiring recognition of a lifetime of expected credit losses at inception on our financing receivables measured at amortized costs which consisted of accounts receivable, contract assets, and unbilled receivables. We have determined that our financing receivables share similar risk characteristics including: (i) customer origination in the pharmaceutical and fine chemicals industry, (ii) similar historical credit loss pattern of customers (iii) no meaningful trade receivable differences in terms, (iv) similar historical credit loss experience and (v) our belief that the composition of certain assets are comparable to our historical portfolio used to develop loss history. As a result, we measured the allowance for credit loss (“ACL”) on a collective basis. Our ACL methodology considers how long the asset has been past due, the financial condition of the customers, which includes ongoing quarterly evaluations and assessments of changes in customer credit ratings, and other market data that we believe are relevant to the collectability of the assets. Nearly all financing receivables are due from customers that are highly rated by major rating agencies and have a long history of no credit loss. We derive our ACL by establishing an impairment rate attributable to assets not yet identified as impaired. Unbilled Receivable The timing of revenue recognition may differ from the timing of invoicing to our customers. When we satisfy (or partially satisfy) a performance obligation, prior to being able to invoice the customer, we recognize an unbilled receivable when the right to consideration is unconditional. Inventories Inventories are stated at the lower of cost or net realizable value. Cost is determined using a weighted-average approach, assuming full absorption of direct and indirect manufacturing costs, or based on cost of purchasing from our vendors. If inventory costs exceed expected net realizable value due to obsolescence or lack of demand, valuation adjustments are recorded for the difference between the cost and the expected net realizable value. Concentrations of Supply Risk We rely on a limited number of suppliers for our products. We believe that other vendors would be able to provide similar products; however, the qualification of such vendors may require substantial start-up time. In order to mitigate any adverse impacts from a disruption of supply, we attempt to maintain an adequate supply of critical single-sourced materials. For certain materials, our vendors maintain a supply for us. We outsource the large - scale manufacturing of our products to contract manufacturers with facilities in Austria and Italy. 74 Property and Equipment Property, equipment and leasehold improvements are stated at cost less accumulated depreciation and amortization calculated using the straight-line method over their estimated useful lives as follows: Asset classification Estimated useful life Laboratory equipment 5 years Computer equipment and software 3 years Office equipment and furniture 5 years Leasehold improvements Lesser of useful life or lease term Property and equipment classified as construction in process includes equipment that has been received but not yet placed in service. Normal repairs and maintenance costs are expensed as incurred. Impairment of Long-Lived Assets We evaluate the carrying values of long-lived assets, which include property and equipment and right-of-use assets, whenever events, changes in business circumstances or our planned use of long-lived assets indicate that their carrying amounts may not be fully recoverable or that their useful lives are no longer appropriate. If these facts and circumstances exist, we assess for recovery by comparing the carrying values of long-lived assets with their future net undiscounted cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the asset exceeds the fair value of the asset. For additional information on the impairment charge recorded for the year ended December 31, 2023, s ee Note 8, “Balance Sheets Details” and Note 13, “Commitments and Contingencies.” No impairment charges for long-lived assets were recorded during the year ended December 31, 2022. Investment in Non-Marketable Equity Securities We measure investments in non-marketable equity securities without a readily determinable fair value using a measurement alternative that measures these securities at the cost method minus impairment, if any, plus or minus changes resulting from observable price changes on a non-recurring basis. Gains and losses on these securities are recognized in other income (expense), net. We evaluate equity securities for impairment when circumstances indicate that we may not be able to recover the carrying value. We may impair these securities and establish an allowance for a credit loss when we determine that there has been an "other-than-temporary” decline in the estimated fair value of the equity security compared to its carrying value. We calculate the estimated fair value of these securities using information from the investee, which may include: • Audited and unaudited financial statements; • Projected technological developments of the company; • Projected ability of the company to service its debt obligations; • If a deemed liquidation event were to occur; • Current fundraising transactions; • Current ability of the company to raise additional financing if needed; • Changes in the economic environment which may have a material impact on the operating results of the company; • Contractual rights, obligations or restrictions associated with the investment; and • Other factors deemed relevant by our management to assess valuation. The valuation may be reduced if the company's potential has deteriorated significantly. If the factors that led to a reduction in valuation are overcome, the valuation may be readjusted. For additional information on the impairment charge recorded for the year ended December 31, 2023, s ee Note 6, “Investments in Non-Marketable Securities.” 75 Goodwill Goodwill represents the excess of the consideration transferred over the fair value of net assets of businesses acquired and is assigned to reporting units. We test goodwill for impairment considering amongst other things, whether there have been sustained declines in our share price. If we conclude it is more likely than not that the fair value is less than its carrying amount, a quantitative fair value test is performed. Goodwill had a carrying value of $ 2.5 million and $ 3.2 million as of December 31, 2023 and 2022, respectively. We test goodwill for impairment annually, on the last day of the fourth fiscal quarter, and between annual tests if events and circumstances indicate it is more likely than not that the fair value is less than its carrying amount. The annual impairment test is completed using either: a qualitative "Step 0" assessment based on reviewing relevant events and circumstances; or a quantitative "Step 1" assessment, which determines the fair value. To the extent the carrying amount is less than its estimated fair value, an impairment charge is recorded. Using a relative fair value allocation methodology for assets and liabilities, we compare the carrying amount of net assets and the goodwill to its fair value. If the fair value exceeds its carrying amount, goodwill is considered not impaired. Any excess carrying amount of goodwill over its fair value is recognized as an impairment. We recorded impairment charges related to goodwill of $ 0.8 million, nil , and nil for the years ended December 31, 2023, 2022, and 2021, respectively. For additional information on the impairment charge recorded for the year ended December 31, 2023, s ee Note 8, “Balance Sheets Details.” Lease Accounting We determine if an arrangement is a lease at inception. Where an arrangement is a lease, we determine if it is an operating lease or a finance lease. At lease commencement, we record a lease liability and ROU asset. Lease liabilities represent the present value of our future lease payments over the expected lease term which includes options to extend or terminate the lease when it is reasonably certain those options will be exercised. The present value of our lease liability is determined using our incremental collateralized borrowing rate at lease inception. ROU assets represent our right to control the use of the leased asset during the lease and are recognized in an amount equal to the lease liability for leases with an initial term greater than 12 months. Over the lease term, we use the effective interest rate method to account for the lease liability as lease payments are made and the ROU asset is amortized to the consolidated statement of operations in a manner that results in straight-line expense recognition. We do not apply lease recognition requirements for short-term leases. Instead, we recognize payments related to these arrangements in the consolidated statement of operations as lease costs on a straight-line basis over the lease term. Income Taxes We use the liability method of accounting for income taxes, whereby deferred tax asset or liability account balances are calculated at the balance sheet date using current tax laws and rates in effect for the year in which the differences are expected to affect taxable income. Valuation allowances are provided when necessary to reduce deferred tax assets to the amount that will more likely than not be realized. We make certain estimates and judgments in determining income tax expense for financial statement purposes. These estimates and judgments occur in the calculation of tax credits, benefits and deductions and in the calculation of certain tax assets and liabilities, which arise from differences in the timing of recognition of revenues and expenses for tax and financial statement purposes. Significant changes to these estimates may result in an increase or decrease to our tax provision in a subsequent period. In assessing the realizability of deferred tax assets, we consider whether it is more likely than not that some portion or all of the deferred tax assets will be realized on a jurisdiction by jurisdiction basis. The ultimate realization of deferred tax assets is dependent upon the generation of taxable income in the future. We have recorded a valuation allowance against these deferred tax assets in jurisdictions where ultimate realization of deferred tax assets is more likely than not to occur. As of December 31, 2023 and 2022, we maintain a full valuation allowance in all jurisdictions against the net deferred tax assets as we believe that it is more likely than not that the majority of deferred tax assets will not be realized. We make estimates and judgments about our future taxable income that are based on assumptions that are consistent with our plans and estimates. Should the actual amounts differ from our estimates, the amount of our valuation allowance may be materially impacted. Any adjustment to the deferred tax asset valuation allowance would be recorded in the statements of operations for the periods in which the adjustment is determined to be required. 76 We account for uncertainty in income taxes as required by the provisions of Accounting Standards Update ( “ ASU ” ) 2009-06, Income Taxes (Topic 740) Implementation Guidance on Accounting for Uncertainty in Income Taxes and Disclosure Amendments for Nonpublic Entities , which clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to estimate and measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. It is inherently difficult and subjective to estimate such amounts, as this requires us to determine the probability of various possible outcomes. We consider many factors when evaluating and estimating our tax positions and tax benefits, which may require periodic adjustments and may not accurately anticipate actual outcomes. The Tax Reform Act of 1986 and similar state provisions limit the use of net operating loss (“NOL ” ) carryforwards in certain situations where equity transactions result in a change of ownership as defined by Internal Revenue Code Section 382. In the event we should experience such a change of ownership, utilization of our federal and state NOL carryforwards could be limited. Accounting Pronouncements Recently adopted accounting pronouncements Aside from those recently issued accounting pronouncements not yet adopted and described below, there have not been any recent accounting pronouncements or changes in accounting pronouncements during the year ended December 31, 2023 that are of significance or potential significance to us. Recently issued accounting pronouncements not yet adopted In December 2023, the Financial Accounting Standards Board ( “ FASB ” ) issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . The amendments in the ASU are intended to benefit investors by providing more detailed income tax disclosures that would be useful in making capital allocation decisions. This ASU is effective for public companies with annual periods beginning after December 15, 2024, with early adoption permitted. We are currently evaluating the effects of the standard on our consolidated financial statements and related disclosures. In November 2023, FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . The amendments in the ASU are intended to improve reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. The standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The standard should be applied retrospectively to all prior periods presented in the financial statements. We are currently evaluating the effects of the standard on our consolidated financial statements and related disclosures. In October 2023, FASB issued ASU No. 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative . The amendments in the ASU are intended to amend certain disclosure and presentation requirements for a variety of topics within the Accounting Standards Codification ( “ ASC ”) . These amendments align the requirements in the ASC to the removal of certain disclosure requirements set out in Regulation S-X and Regulation S-K, as announced by the SEC. The effective date for each amended topic in the ASC is either the date on which the SEC’s removal of the related disclosure requirement from Regulation S-X or Regulation S-K becomes effective, or on June 30, 2027, if the SEC has not removed the requirements by that date. Early adoption is prohibited. We are currently evaluating the effects of the standard on our consolidated financial statements and related disclosures. Note 3. Revenue Recognition Disaggregation of Revenue The following table provides information about disaggregated revenue from contracts with customers into the nature of the products and services, and geographic regions, and includes a reconciliation of the disaggregated revenue. The geographic regions that are tracked are the Americas (United States, Canada, and Latin America), EMEA (Europe, Middle East, and Africa), and APAC (Australia, New Zealand, Southeast Asia, and China). 77 Disaggregated information is as follows (in thousands): Year Ended December 31, 2023 2022 2021 Major products and service: Product revenue $ 42,906 $ 116,676 $ 70,657 Research and development revenue 27,237 21,914 34,097 Total revenues $ 70,143 $ 138,590 $ 104,754 Primary geographical markets: Americas $ 13,733 $ 17,000 $ 23,481 EMEA 22,907 56,540 20,187 APAC 33,503 65,050 61,086 Total revenues $ 70,143 $ 138,590 $ 104,754 For additional information regarding revenue disaggregated by geography, see Note 15, “Segment, Geographical and Other Revenue Information. ” Contract Balances The following table presents balances of contract assets, unbilled receivables, contract costs, and contract liabilities (in thousands): December 31, 2023 December 31, 2022 Contract assets $ 815 $ 2,116 Unbilled receivables $ 9,904 $ 7,016 Contract costs $ — $ 19 Contract liabilities: deferred revenue $ 10,761 $ 30,609 We recognize accounts receivable when we have an unconditional right to recognize revenue and have issued an invoice to the customer. Our payment terms are generally between 30 and 90 days. We recognize unbilled receivables when we have an unconditional right to recognize revenue and have not issued an invoice to our customer. Unbilled receivables are transferred to accounts receivable on issuance of an invoice. Unbilled receivables are classified separately on the consolidated balance sheets as an asset. We maintain a valuation allowance on accounts receivables and unbilled receivables. As of December 31, 2023, we have $ 9.1 million of short-term unbilled receivables presented as unbilled receivables within current assets and $ 0.8 million of long-term unbilled receivables that is included within the other non-current assets line item in the consolidated balance sheets. As of December 31, 2022, we had $ 7.0 million of short-term unbilled receivables presented as unbilled receivables within current asset. Contract assets represent our right to recognize revenue for custom products with no alternate use and under binding non-cancellable contracts and are largely related to our procurement of product. We recognize contract assets when we have a conditional right to recognize revenue. The transfer of control of certain products occurs in advance of the invoicing process, which generates contract assets. In addition, we recognize a contract asset related to milestones not eligible for royalty accounting when we assess it is probable of being achieved and there will be no significant reversal of cumulative revenues. Contract assets are classified separately on the consolidated balance sheets as an asset and transferred to accounts receivables when our rights to payment become unconditional. Contract liabilities, or deferred revenue, represent our obligation to transfer a product or service to the customer, and for which we have received consideration from the customer. We recognize a contract liability when we receive advance customer payments under development agreements for research and development services, upfront license payments, and from upfront customer payments received under product supply agreements. Contract liabilities are classified as a liability on the consolidated balance sheets. Contract costs relate to incremental costs of obtaining a contract with a customer. Contract costs are amortized along with the associated revenue over the term of the contract. During the years ended December 31, 2023, 2022 and 2021, we had no asset impairment charges related to contract assets. 78 We recognized the following revenues (in thousands): Year Ended December 31, Revenue recognized in the period for: 2023 2022 Amounts included in contract liabilities at the beginning of the period: Performance obligations satisfied $ 17,937 $ 2,038 Changes in the period: Changes in the estimated transaction price allocated to performance obligations satisfied in prior periods 4,165 279 Performance obligations satisfied from new activities in the period - contract revenue 48,041 136,273 Total revenues $ 70,143 $ 138,590 Performance Obligations The following table includes estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied or partially unsatisfied at the end of the reporting periods. The estimated revenue does not include contracts with original durations of one year or less, amounts of variable consideration attributable to royalties, or contract renewals that are unexercised as of December 31, 2023. The balances in the table below are partially based on judgments involved in estimating future orders from customers subject to the exercise of material rights pursuant to respective contracts (in thousands): 2024 2025 2026 2027 and Thereafter Total Product revenue $ 10,121 $ 140 $ 140 $ 360 $ 10,761 Note 4. Net Loss per Share Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock outstanding, less restricted stock awards ( “ RSAs ” ) subject to forfeiture. Diluted net loss per share is computed by dividing net loss by the weighted-average number of shares of common stock shares outstanding, less RSAs subject to forfeiture, plus all additional common shares that would have been outstanding, assuming dilutive potential common stock shares had been issued for other dilutive securities. For all periods presented, diluted and basic net loss per share are identical since potential common stock shares are excluded from the calculation, as their effect was anti-dilutive. Anti-Dilutive Securities In periods of net loss, the weighted average number of shares outstanding, prior to the application of the treasury stock method, excludes potentially dilutive securities from the computation of diluted net loss per common share because including such shares would have an anti-dilutive effect. The following shares were not considered in the computation of diluted net loss per share because their effect was anti-dilutive (in thousands): Year Ended December 31, 2023 2022 2021 Shares issuable under the Equity Incentive Plans and ESPP (1) 9,028 7,442 5,215 (1) Included 568,224 of anti-dilutive potential common shares from ESPP for the year ended December 31, 2023. Note 5. Collaborative Arrangements GSK Platform Technology Transfer, Collaboration and License Agreement In July 2014, we entered into a CodeEvolver ® Platform Technology Transfer, Collaboration and License agreement (the “GSK CodeEvolver ® Agreement”) with GSK. Pursuant to the terms of the agreement, we granted GSK a non-exclusive license to use the CodeEvolver ® technology platform to develop novel enzymes for use in the manufacture of GSK's pharmaceutical and health care products. We completed the transfer of the CodeEvolver ® technology platform to GSK in April 2016 and all revenues relating to the technology transfer have been recognized as of April 2016. Depending upon GSK's successful application of the licensed technology, we have the potential to receive additional contingent payments that range from $ 5.8 million to $ 38.5 million per project. 79 In 2019, we received a $ 2.0 million milestone payment relating to the advancement of an enzyme developed by GSK using our CodeEvolver ® technology platform. In 2021, we received two additional milestone payments from GSK under the agreement. In 2023, we received an additional milestone payment from GSK under the agreement. We recognized research and development revenue of $ 1.3 million, nil , and $ 4.3 million in the years ended December 31, 2023, 2022, and 2021, respectively. Merck Platform Technology Transfer and License Agreement In August 2015, we entered into a CodeEvolver ® technology platform transfer collaboration and license agreement (the “Merck CodeEvolver ® Agreement”) with Merck, Sharp & Dohme (“Merck”) which allows Merck to use the CodeEvolver ® technology platform in the field of human and animal healthcare. In 2016, we completed the final phase in the transfer of the CodeEvolver ® technology platform to Merck under the Merck CodeEvolver ® Agreement. We recognized research and development revenues of nil , $ 40 thousand, and $ 0.6 million in the years ended December 31, 2023, 2022 and 2021, respectively, for various research projects under our collaborative arrangement. We have the potential to receive payments of up to a maximum of $ 15.0 million for each commercial active pharmaceutical ingredient ("API") that is manufactured by Merck using one or more novel enzymes developed by Merck using the CodeEvolver ® technology platform. The API payments, which are currently not recognized in revenue, are based on the quantity of API developed and manufactured by Merck and will be recognized as usage-based royalties. In October 2018, we entered into an amendment to the Merck CodeEvolver ® Agreement which amended certain licensing provisions and one exhibit. In January 2019, we amended the Merck CodeEvolver ® Agreement to install certain CodeEvolver ® technology platform upgrades into Merck’s platform license installation and maintain those upgrades for a multi-year term that expired in January 2022. The license installation was completed in 2019. No research and development revenues were recognized in the years ended December 31, 2023 and 2022. We recognized $ 0.1 million in research and development revenues under the terms of the amendment in the year ended December 31, 2021. Merck Sitagliptin Catalyst Supply Agreement In February 2012, we entered into a five-year Sitagliptin Catalyst Supply Agreement (“Sitagliptin Supply Agreement”) with Merck whereby Merck may obtain commercial scale enzyme for use in the manufacture of Januvia ® , its product based on the active ingredient sitagliptin. In December 2015, Merck exercised its options under the terms of the Sitagliptin Supply Agreement to extend the agreement for an additional five years through February 2022. In September 2021, the Sitagliptin Supply Agreement was amended to extend the agreement through December 2026. Effective as of January 2016, we and Merck amended the Sitagliptin Supply Agreement to prospectively provide for variable pricing based on the cumulative volume of sitagliptin enzyme purchased by Merck. We have previously determined that the variable pricing, which provides a discount based on the cumulative volume of sitagliptin enzyme purchased by Merck, provides Merck material rights and we recognized product revenues using the alternative method wherein we estimated the total expected consideration and allocated it proportionately with the expected sales. Pursuant to the latest amendment of the Sitagliptin Supply Agreement, we have determined that the latest price per volume of sitagliptin enzyme to be purchased by Merck no longer provides Merck material rights, and as such we are recognizing product revenue based on contractually stated prices effective as of February 2022. We recognized $ 4.4 million, $ 5.9 million and $ 9.8 million in product revenue under this agreement in the years ended December 31, 2023, 2022 and 2021, respectively. This represented 6 %, 4 %, and 9 % of our total revenues in the years ended December 31, 2023, 2022 and 2021, respectively. During the year ended December 31, 2023, we recorded revenue of $ 0.7 million from sitagliptin enzyme sales that were recognized over time based on the progress of the manufacturing process. These products will be shipped within the three-month period following the end of 2023. Enzyme Supply Agreement In November 2016, we entered into a supply agreement whereby our customer may purchase quantities of one of our proprietary enzymes for use in its commercial manufacture of a product. Pursuant to the supply agreement, we received an upfront payment in December 2016 which was recorded as deferred revenue. Such upfront payment will be recognized over the period of the supply agreement as the customer purchases our proprietary enzyme. We additionally have determined that the volume discounts under the supply agreement provide the customer material rights and we are recognizing revenues using the alternative method. In 2023, due to the early termination of the enzyme supply agreement with the customer, we recognized $ 3.2 million of product revenue from the release of prior periods' product revenue deferrals and also recognized $ 1.3 million of product revenue as settlement fee pursuant to the enzyme supply agreement with the same customer. 80 As of December 31, 2023 and 2022, we had deferred revenue balances from the supply agreement of nil and $ 3.3 million. Commercial Agreement In April 2019, we entered into a multi-year commercial agreement with Tate & Lyle under which Tate & Lyle has received an exclusive license to use a suite of Codexis novel performance enzymes in the manufacture of Tate & Lyle’s zero-calorie stevia sweetener, TASTEVA ® M, and other stevia products. Under the agreement, we will supply Tate & Lyle with its requirements for these enzymes over a multiple year period and receive royalties on stevia products. In November 2020, we amended the commercial agreement based on Tate & Lyle's intent to use a specific Codexis novel performance enzyme in its production of TASTEVA ® M Stevia Sweetener and became eligible to receive milestone payments of up to $ 1.1 million. In the fourth quarter of 2020, we became eligible to receive a milestone payment of $ 0.4 million which we subsequently received in February 2021. The commercial agreement with Tate & Lyle was terminated in 2023. Global Development, Option and License Agreement and Strategic Collaboration Agreement In October 2017, we entered into the Nestlé License Agreement with Nestlé Health Science and, solely for the purpose of the integration and the dispute resolution clauses of the Nestlé License Agreement, Nestlé Health Science S.A., to advance CDX-6114, our enzyme biotherapeutic product candidate for the potential treatment of PKU. In January 2019, we received notice from the U.S. Food and Drug Administration (“FDA”) that it had completed its review of our IND for CDX-6114 and concluded that we may proceed with the proposed Phase 1b multiple ascending dose study in healthy volunteers in the United States. In February 2019, Nestlé Health Science exercised its option to obtain an exclusive, worldwide, royalty-bearing, sub-licensable license for the global development and commercialization of CDX-6114 for the management of PKU. Upon exercising its option, Nestlé Health Science made an option payment and assumed all responsibilities for future clinical development and commercialization of CDX-61 14. In October 2023, we provided notice pursuant to Nestlé License Agreement of our intent to abandon or transfer to Nestlé Health Science (at their option) the patents and patent applications related to CDX-6114 as of December 5, 2023, and Nestlé Health Science notified us that they did not exercise their right to assume responsibility of such patents and patent applications. In October 2017, we entered into the Nestlé SCA pursuant to which we and Nestlé Health Science are collaborating to leverage the CodeEvolver ® technology platform to develop novel enzymes for Nestlé Health Science’s established Consumer Care and Medical Nutrition business areas. The term of the Nestlé SCA has expired in December 2023, as we opted out of a renewal period through December 2024. In January 2020, we entered into a development agreement with Nestlé Health Science pursuant to which we and Nestlé Health Science are collaborating to advance a lead candidate discovered through our Nestlé SCA, CDX-7108, targeting exocrine pancreatic insufficiency, into preclinical and early clinical studies. We, together with Nestlé Health Science, initiated a Phase 1 clinical trial of CDX-7108 in the fourth quarter of 2021, and on February 23, 2023, we and Nestlé Health Science announced interim results. In July 2023, we announced plans to discontinue our development support of CDX-7108. Under the Nestlé SCA and the development agreement, we recognized $ 4.1 million , $ 7.1 million and $ 6.9 million in research and development revenue in the years ended December 31, 2023, 2022 and 2021, respectively. Both the Nestlé SCA and the development agreement were terminated in January 2024 . Acquisition Agreement In December 2023 , we entered into an acquisition agreement (the “Acquisition Agreement”) with Nestlé Health Science , pursuant to which we agreed to assign our interests in CDX-7108 (including associated agreements and intellectual property rights) to Nestlé Health Science . Under the terms of the Acquisition Agreement, Nestlé Health Science will be solely responsible for the continued development and commercialization of CDX-7108, including all associated costs, and Codexis will receive upfront payment, future potential milestone payments and net-sales based royalties. We recognized research and development revenue of $ 5.0 million f or the year ended December 31, 2023 related to the Acquisition Agreement. We received the $ 5.0 million upfront fee in January 2024. 81 Strategic Collaboration Agreement In April 2018, we entered into the Porton Agreement with Porton to license key elements of our biocatalyst technology for use in Porton’s global custom intermediate and API development and manufacturing business. Under the Porton Agreement, we are eligible to receive annual collaboration fees and research and development revenues. We received the initial collaboration payments of $ 0.5 million and $ 0.5 million within 30 days of the effective date and on the first anniversary of the effective date of the Porton Agreement, respectively. We also received annual collaboration payments of $ 1.0 million each during the first through fourth anniversaries of the effective date of the Porton Agreement. We completed the technical transfer in the fourth quarter of 2018 and recognized the related revenue in 2018. We recognized revenue related to the functional license provided to Porton at a point in time when control of the license was transferred to the customer. The initial term of the Porton Agreement expired in April 2023 and was not renewed for an extended term. We recognized research and development revenue related to the Porton Agreement of nil , $ 0.1 million and $ 1.1 million in the years ended December 31, 2023, 2022 and 2021, respectively. Platform Technology Transfer and License Agreement In May 2019, we entered into the Novartis CodeEvolver ® Agreement with Novartis. The Novartis CodeEvolver ® Agreement allows Novartis to use our proprietary CodeEvolver ® technology platform in the field of human healthcare. In July 2021, we announced the completion of the technology transfer period during which we transferred our proprietary CodeEvolver ® technology platform to Novartis (the “Technology Transfer Period”). As a part of this technology transfer, we provided to Novartis our proprietary enzymes, proprietary protein engineering protocols and methods, and proprietary software algorithms. In addition, our teams and Novartis scientists participated in technology training sessions and collaborative research projects at our laboratories in Redwood City, California and at a designated Novartis laboratory in Basel, Switzerland. Novartis has now installed the CodeEvolver ® technology platform at its designated laboratory. Pursuant to the agreement, we received an upfront payment of $ 5.0 million shortly after the effective date of the Novartis CodeEvolver ® Agreement. We completed the second technology milestone transfer under the agreement in 2020 and received a milestone payment of $ 4.0 million. We have also received an aggregate of $ 5.0 million for the completion of the third technology milestone in 2021. In consideration for the continued disclosure and license of improvements to the technology and materials during a multi-year period that began on the conclusion of the Technology Transfer Period (the “Improvements Term”), Novartis will pay Codexis annual payments over four years which amount to an additional $ 8.0 million in aggregate. We received an aggregate of $ 4.0 million for the first two annual payments in 2022 and 2023. The Company also has the potential to receive quantity-dependent, usage payments for each API that is manufactured by Novartis using one or more enzymes that have been developed or are in development using the CodeEvolver ® technology platform during the period beginning on the conclusion of the Technology Transfer Period and ending on the expiration date of the last to expire licensed patent. Revenue for the combined initial license and technology transfer performance obligation was recognized overtime based on hours incurred. Revenue allocated to improvements made during the Improvements Term is being recognized during the Improvements Term. We rec ognized $ 1.1 million , $ 1.0 million and $ 1.6 million in research and development revenue in the years ended December 31, 2023, 2022 and 2021, respectively. License Agreement In December 2019, we entered a license agreement with Roche Sequencing Solutions, Inc. (“Roche”) to provide Roche with our evolved T4 DNA ligase high-performance molecular diagnostic enzyme. The royalty bearing license grants Roche worldwide rights to include the evolved T4 DNA ligase in its nucleic acid sequencing products and workflows. Under the license agreement, we received an initial collaboration fee payment of $ 0.8 million within 45 days of the effective date of the agreement, and we received an additional $ 0.9 million milestone payment after the completion of technology transfer in October 202 0. In February 2024, we entered into a new license agreement with Roche granting them rights to our newly engineered DNA ligase, superseding our prior agreement in December 2019 for our evolved T4 DNA ligase. We are eligible to receive an aggregate of mid-single digit millions in upfront and technical milestones payments. No research and development revenues were recognized in the years ended December 31, 2023 and 2022. We recognized research and development fees of $ 0.9 million in the year ended December 31, 2021. Strategic Collaboration and License Agreement In March 2020, we entered into a Strategic Collaboration and License Agreement (the “Takeda Agreement”) with Shire Human Genetic Therapies, Inc., a wholly-owned subsidiary of Takeda Pharmaceutical Co. Ltd. (“Takeda”), pursuant to which we have collaborated with Takeda to research and develop protein sequences for use in gene therapy products for certain diseases in accordance with each applicable program plan. 82 On execution of the Takeda Agreement, we received an upfront non-refundable cash payment of $ 8.5 million and we initiated activities under three program plans for Fabry Disease, Pompe Disease, and an undisclosed blood factor deficiency, respectively (the “Initial Programs”). In May 2021, Takeda elected to exercise its option to initiate an additional program for a certain undisclosed rare genetic disorder; as a result we received the option exercise fee during the third quarter of 2021. We completed the research and development services relating to the fourth program with Takeda during the second quarter of 2023. Pursuant to the Takeda Agreement, we are eligible to receive other payments that include ( i) clinical development and commercialization-based milestones, per target gene, of up to $ 104.0 million and (ii) tiered royalty payments based on net sales of applicable products at percentages ranging from the mid-single digits to low single-digits. Takeda announced in April 2023 the discontinuation of these development programs. Revenue relating to the functional licenses provided to Takeda was recognized at a point in time when the control of the license transferred to the customer. We recognized research and development revenue related to the Takeda Agreement of $ 2.0 million, $ 4.9 million and $ 7.4 million in the years ended December 31, 2023, 2022, and 2021, respectively. As of December 31, 2023 and 2022, we had deferred revenue balances of nil and $ 0.9 million, respectively. Master Collaboration and Research Agreement, Stock Purchase Agreement and Enzyme Supply Agreement In June 2020, we entered into a Stock Purchase Agreement with Molecular Assemblies, Inc. (“MAI”) in which we purchased 1,587,050 shares of MAI's Series A preferred stock for $ 1.0 million. In connection with the June 2020, transaction, John Nicols, our former President and Chief Executive Officer, joined MAI’s board of directors. See Note 14, “Related Party Transactions” for additional information on our investment in MAI. Concurrently with our initial equity investment, we entered into the MAI Agreement, pursuant to which we performed services utilizing our CodeEvolver ® technology platform to improve DNA polymerase enzymes in exchange for compensation in the form of additional shares of MAI's Series A and B preferred stock which are valued based on the observed transaction price of similar securities of MAI issued to third parties. Under the MAI Agreement, we will have the right to use and sell the engineered enzymes to third parties for any purpose other than for the synthesis of native DNA. Under the MAI Agreement, we would make a $ 0.5 million payment to MAI upon our achievement of a milestone of $ 5.0 million in aggregate commercial sales to third parties of the engineered enzymes or any product incorporating or derived from the engineered enzymes for any purpose other than the synthesis of native DNA. As contemplated in the MAI Agreement, we executed the Commercial License and Enzyme Supply Agreement with MAI (“MAI Supply Agreement”) in July 2022 following the completion of certain timelines specified in the SOW. W e completed the R&D service with MAI pursuant to the MAI Agreement during the first quarter of 2022. In December 2021, we received the primary milestone payment pursuant to the MAI Agreement of $ 1.0 million in the form of an additional 1,587,049 shares of MAI Series B preferred stock. Upon execution of the MAI Supply Agreement in July 2022, we received the commercialization and enzyme supply agreement milestone payment pursuant to the MAI Agreement of $ 1.0 million in the form of an additional 1,587,049 shares of MAI Series B preferred stock. Pursuant to the MAI Agreement, we recognized $ 1.2 million and $ 2.0 million in research and development revenue from transactions with MAI in the years ended December 31, 2022 and 2021, respectively. Payment for the services rendered was received in the form of additional MAI Series A and Series B preferred stock. We received an aggregate of 1,587,049 and 3,491,505 shares of MAI's Series A and B preferred stock in the years ended December 31, 2022 and 2021, respectively. In April 2022, we received a purchase order from MAI for the delivery of certain enzyme products to MAI in 2022. In July 2022, we and MAI executed the MAI Supply Agreement that will enable MAI to utilize an evolved terminal deoxynucleotidyl transferase (“TdT”) enzyme in MAI’s Fully Enzymatic Synthesis™ (“FES™”) technology. We recognized $ 0.2 million and $ 0.5 million in product revenue in the years ended December 31, 2023 and 2022, respectively . Pfizer Enzyme Supply Agreement During 2021 and 2022, we received purchase orders from Pfizer, Inc. (“Pfizer”) for large quantities of our proprietary enzyme product, CDX-616, for use by Pfizer in the manufacture of a critical intermediate for its proprietary active pharmaceutical ingredient, nirmatrelvir, used by Pfizer in combination with the active pharmaceutical ingredient ritonavir, as its PAXLOVID™ (nirmatrelvir tablets; ritonavir tablets) product for the treatment of COVID-19 infections in humans. We are a party to an Enzyme Supply Agreement with Pfizer Ireland Pharmaceuticals, a subsidiary of Pfizer, Inc. (the “Pfizer Supply Agreement”), covering the manufacture, sale and purchase of CDX-616 for use by Pfizer in the manufacture of nirmatrelvir. Under the terms of the Pfizer Supply Agreement, Pfizer paid us a fee of $ 25.9 million in August 2022 which was recorded as deferred revenue. Pursuant to the agreement, 90 % of the fee ($ 23.3 million) is creditable against (i) future orders of CDX-616 used to manufacture its PAXLOVID™ with shipment dates prior to December 31, 2023, and (ii) fees associated with 83 any new development and licensing agreements with Pfizer entered into prior to April 4, 2023. On March 31, 2023, we entered into a license agreement whereby Pfizer utilized a portion of the $ 23.3 million credit towards a license to develop future product candidates, for which we recognized $ 5.0 million as non-cash research and development revenue in the second quarter of 2023. Pfizer's ability to utilize the credit under item (i) above expired on December 31, 2023, and under item (ii) above expired on April 4, 2023. We also recognized $ 2.0 million of non-cash research and development revenue, and credited against the $ 25.9 million fee, for other services provided to Pfizer during the year ended December 31, 2023. Up to 50 % of any portion of the $ 25.9 million which has not been credited under items (i) and (ii) is creditable against future orders of CDX-616 used to manufacture PAXLOVID™ with shipment dates in 2024. During the fourth quarter of 2023, and pursuant to the Pfizer Supply Agreement, we released the prior year deferrals for the unused portion of the retainer fee that is not creditable beyond 2023 and we recognized product revenue of $ 8.2 million in the year ended December 31, 2023. We recognized product revenue of $ 75.4 million and $ 34.5 million in the years ended December 31, 2022 and 2021, respectively, from the sale of quantities of CDX-616 to Pfizer. Product revenues recognized by us from the Pfizer Supply Agreement represented 12 %, 54 %, and 33 % of our total revenues for the years ended December 31, 2023, 2022, and 2021 respectively. As of December 31, 2023 and 2022, we had $ 9.5 million and $ 24.4 million, respectively, in deferred revenue related to the $ 25.9 million fee received from Pfizer. Note 6. Investments in Non-Marketable Securities Non-Marketable Debt Securities We classify non-marketable debt securities, which are accounted for as available-for-sale, within Level 3 in the fair value hierarchy because we estimate the fair value based on a qualitative analysis using the most recent observable transaction price and other significant unobservable inputs including volatility, rights, and obligations of the securities we hold. We determine gains or losses on the sale or extinguishment of non-marketable debt securities using a specific identification method. Unrealized gains and losses from bifurcated embedded derivatives, which represent share-settled redemption features, are recorded as other expense, net, in the consolidated statements of operations. Unrealized gains and losses on non-marketable debt securities are recorded as a component of other comprehensive loss until realized. Realized gains or losses are recorded as a component of other income (expense), net. In November 2020, we purchased convertible subordinated notes issued by Arzeda Corp. (“Arzeda”), an early-stage computational protein design company, for $ 1.0 million and the investment was classified as available-for-sale non-marketable interest-bearing debt securities. In July 2021, we converted the non-marketable debt security with a carrying value of $ 1.3 million into 207,070 shares of Series B-2 preferred stock of Arzeda. During the year ended December 31, 2021, we recognized $ 0.3 million in interest income from interest earned on our investment in this debt security. There were no investments in non-marketable debt securities as of December 31, 2023 and 2022. Non-Marketable Equity Securities Our non-marketable equity securities are investments in privately held companies without readily determinable market value and primarily relate to our investments in MAI, seqWell and Arzeda. These investments are accounted for under the measurement alternative and are measured at cost minus impairment, if any, plus or minus changes resulting from observable price changes for identical or similar securities of the same issuer. Non-marketable equity securities are measured at fair value on a non-recurring basis and classified within Level 2 in the fair value hierarchy when we estimate the fair value of these investments using the observable transaction price paid by third party investors for the same or similar security of the same issuers. The fair value of non-marketable equity securities are classified within Level 3 when we estimate fair value using unobservable inputs such as when we remeasure due to impairment and we use discount rates, market data of comparable companies, and rights and obligations of the securities the Company holds, among others. We adjust the carrying value of non-marketable equity securities which have been remeasured during the period and recognize resulting gains or losses as a component of other income (expense), net in the consolidated statements of operations. In November 2023, the 207,070 shares of Arzeda’s Series B preferred stock were converted into 41,414 common stock pursuant to the Stock Purchase Agreement. In March 2023, we purchased an additional 985,545 shares of Series B preferred stock for $ 0.8 million in MAI, a privately held life sciences company . As of December 31, 2023 , we held an aggregate of 19,277,914 shares of MAI's Series A and B preferred stock that we have earned or purchased from MAI. See Note 14, “Related Party Transactions” for additional information on our investment in MAI. 84 In March 2022, we entered into a Stock Purchase Agreement with seqWell Inc. (“seqWell”), a privately held life sciences company, pursuant to which we purchased 1,000,000 shares of seqWell's Series C preferred stock for $ 5.0 million. In March 2023, we entered into a Master Collaboration Agreement and Research Agreement with seqWell (the “seqWell Agreement”), pursuant to which we are providing research and experimental screening and protein engineering activities in exchange for compensation in the form of additional shares of seqWell's common stock. In addition to our initial equity investment and the shares we have received under the seqWell Agreement, in September 2023, we purchased an additional 88,256 shares of seqWell's Series C-1 preferred stock and 44,128 common stock warrants for $ 0.4 million. We received 205,279 shares of seqWell's common stock from research and development services with seqWell and we recognized $ 0.2 million in research and development revenue from these services in the year ended December 31, 2023. As of December 31, 2023, we held an aggregate of 1,088,256 shares of Series C and C-1 preferred stock, 205,279 shares of common stock and 44,128 of common stock warrants that we have earned or purchased from seqWell. For the year ended December 31, 2023, we recognized an impairment charge of $ 12.2 million and included this as adjustment to the carrying value of our investments in seqWell, Arzeda and MAI. This adjustment, which is presented within other income (expense), net in the consolidated statements of operations, included the write-down of the carrying value of our investment in seqWell by $ 3.0 million during the third quarter of 2023 to its estimated fair value as determined based on valuation methods using the recent transaction price of similar preferred stock securities issued by seqWell and adjusted for the rights and obligations of the preferred stock securities the Company holds. The $ 1.2 million of impairment charge on our investment in Arzeda is related to the write-down to its estimated fair value based on the latest observed transaction price of Arzeda's preferred stock securities issued during the fourth quarter of 2023 and the subsequent conversion of our existing Series B preferred stock into Arzeda's common stock during the fourth quarter of 2023. The other $ 8.0 million of impairment charge represents the difference between the estimated fair value and carrying value of our investment in MAI as of December 31, 2023 based on quantitative and qualitative analysis. This analysis involved use of judgment, estimates and assumptions, such as the near-term prospects of the investee in the market in which it operates, evaluation of the investee’s financial condition in relation to its outstanding obligations, and probabilities of securing additional capital through various alternative scenarios. For the year ended December 31, 2022, we recogniz ed a $ 0.2 million u nrealized gain in other income, net, and included as adjustment to the carrying value of our investment in MAI, for the remeasurement of the additional 1,587,049 shares of Series B preferred stock received as a milestone payment during the third quarter of 2022 based on the latest observed transaction price of MAI's preferred stock. Other than as disclosed above, there were no remeasurement events for our investments in non-marketable equity securities in 2023 and 2022 . We recognized no realized gains or losses during the years ended December 31, 2023 and 2022. The following table presents the carrying value of our non-marketable equity securities (in thousands): December 31, 2023 December 31, 2022 MAI $ 6,693 $ 13,921 seqWell 2,625 5,000 Arzeda 82 1,289 Other investments in non-marketable equity securities 300 300 Total non-marketable equity securities $ 9,700 $ 20,510 Note 7. Fair Value Measurements The following tables present the financial instruments that were measured at fair value on a recurring basis within the fair value hierarchy (in thousands): December 31, 2023 Level 1 Level 2 Level 3 Total Money market funds $ 56,374 $ — $ — $ 56,374 December 31, 2022 Level 1 Level 2 Level 3 Total Money market funds $ 77,309 $ — $ — $ 77,309 During the years ended December 31, 2023 and 2022, we did no t recognize any significant credit losses no r other-than-temporary impairment losses on non-marketable securities. 85 Note 8. Balance Sheet Details Cash Equivalents Cash equivalents consisted of the following (in thousands): December 31, 2023 December 31, 2022 Adjusted Cost Estimated Fair Value Adjusted Cost Estimated Fair Value Money market funds (1) $ 56,374 $ 56,374 $ 77,309 $ 77,309 (1) Money market funds are classified in cash and cash equivalents on our consolidated balance sheets. Average contractual maturities (in days) is not applicable. As of December 31, 2023, the total cash and cash equivalents balance of $ 65.1 million consisted of money market funds of $ 56.4 million and cash of $ 8.7 million held w ith major financial institutions. As of December 31, 2022, the total cash and cash equivalents balance of $ 114.0 million consisted of money market funds of $ 77.3 million and cash of $ 36.7 million held with major financial institutions. Inventories Inventories consisted of the following (in thousands): December 31, 2023 2022 Raw materials $ 108 $ 108 Work in process 7 91 Finished goods 2,570 1,830 Total inventories $ 2,685 $ 2,029 Prepaid expenses and other current assets As of December 31, 2023, prepaid expenses and other current assets consists of prepaid expenses of $ 4.6 million and other current assets of $ 0.6 million. As of December 31, 2022, prepaid expenses and other current assets consists of prepaid expenses of $ 4.8 million and other current assets of $ 0.7 million. Property and Equipment, net Property and equipment, net consisted of the following (in thousands): December 31, 2023 2022 Laboratory equipment (1) $ 37,216 $ 39,679 Leasehold improvements 11,912 16,633 Computer equipment and software 2,565 3,039 Office equipment and furniture 1,469 1,345 Construction in progress (2) 1,636 1,739 Property and equipment 54,798 62,435 Less: accumulated depreciation and amortization ( 39,311 ) ( 39,821 ) Property and equipment, net $ 15,487 $ 22,614 (1) Fully depreciated property and equipment with a cost of $ 3.0 million and $ 1.5 million were retired during the years ended December 31, 2023 and 2022, respectively. (2) Construction in progress includes equipment received but not yet placed into service pending installation. 86 In July 2023, we announced our plan to consolidate operations from our San Carlos facility to our headquarters in Redwood City. As part of this plan, we entered into agreements to sell certain laboratory equipment located in our San Carlos facility through an asset auction and as part of the lease assignment of the San Carlos Space to Vaxcyte (see further discussion at Note 13, “Commitments and Contingencies”). These certain items of laboratory equipment met the assets held for sale criteria and were sold during the fourth quarter of 2023. Using a fair value estimate based of Level 3 inputs in the fair value hierarchy, the Company determined that the carrying value of these assets exceeds fair value less costs to sell, which resulted in a write-down o f $ 1.5 million, presented within the asset impairment and other charges line item in the consolidated statements of operations in the year ended December 31, 2023 . During the year ended December 31, 2023, the Company recorded a n on-cash impairment charge of $ 4.7 million associated with the San Carlos facility leasehold improvements. For additional information, see Note 13, “Commitments and Contingencies.” Depreciation expense included in both research and development expenses and selling, general and administrative expenses in the consolidated statements of operations was as follows (in thousands): Year Ended December 31, 2023 2022 2021 Depreciation expense $ 5,518 $ 5,402 $ 3,113 Goodwill December 31, 2023 2022 Goodwill at beginning of period $ 3,241 $ 3,241 Impairment ( 778 ) — Goodwill at end of period $ 2,463 $ 3,241 Goodwill was previously allocated to each of the Company's reporting units. In July 2023, we announced a restructuring of our business and that we are discontinuing investment in certain development programs, primarily in Novel Biotherapeutics. As a result of this plan, the Company determined that a triggering event had occurred that required an interim goodwill impairment test during the third quarter of 2023. The fair value estimate used in the interim goodwill impairment test was primarily based on Level 3 inputs in the fair value hierarchy. Based on the results of the impairment evaluation, the Company determined that the goodwill within the Novel Biotherapeutics reporting unit was impaired, which resulted in a non-cash impairment charge of $ 0.8 million to write off all of the associated goodwill. The impairment charge is recorded within the asset impairment and other charges in the condensed consolidated statements of operation in the year ended December 31, 2023 . Goodwill had a carrying value of $ 2.5 million and $ 3.2 million as of December 31, 2023 and 2022, respectively. Other Accrued Liabilities Other accrued liabilities consisted of the following (in thousands): December 31, 2023 2022 Accrued professional and outside service fees $ 2,330 $ 3,495 Accrued purchases 1,402 10,852 Other 1,003 932 Total other accrued liabilities $ 4,735 $ 15,279 Note 9. Stock-based Compensation Equity Incentive Plans In January 2023, our board of directors (the “Board”) approved the 2022 Employment Inducement Award Plan (the “2022 Inducement Plan”) which provides for the grant of non-qualified stock options, restricted stock awards (“RSAs”), restricted stock units (“RSUs”), performance awards, other stock awards and dividend equivalents to eligible employees with respect to an aggregate of up to 2,000,000 shares of our common stock. In June 2023, the 2022 Inducement Plan was terminated upon the approval of an amendment to the Company's 2019 Incentive Award Plan (the “2019 Plan”) at the annual meeting of the Company's stockholders (the “Annual Meeting”) in June 2023. 87 In 2019, the Board and stockholders approved the 2019 Plan. The 2019 Plan superseded and replaced in its entirety our 2010 Equity Incentive Plan (the “2010 Plan”) which was effective in March 2010, and no further awards will be granted under the 2010 Plan; however, the terms and conditions of the 2010 Plan will continue to govern any outstanding awards thereunder. The 2010 Plan provided for the grant of incentive stock options, non-statutory stock options, RSUs, RSAs, PSUs, PBOs, stock appreciation rights, and stock purchase rights to our employees, non-employee directors and consultants. The 2019 Plan provides for the grant of stock options, including incentive stock options and non-qualified stock options, stock appreciation rights, RSA, RSUs, performance-contingent restricted stock units (“PSUs”), performance based options (“PBOs”), other stock or cash based awards and dividend equivalents to eligible employees and consultants of the Company or any parent or subsidiary, as well as members of the Board. The number of shares of our common stock that were initially available for issuance under the 2019 Plan is equal to the sum of (i) 7,897,144 shares, and (ii) any shares subject to awards granted under the 2010 Plan that were outstanding as of April 22, 2019 and thereafter terminate, expire, lapse or are forfeited. In June 2019, 8.1 million shares authorized for issuance under the 2019 Plan were registered under the Securities Act of 1933, as amended (the “Securities Act”). In April 2023, the Board approved an amendment to the 2019 Plan (the “2019 Amended Plan”) which became effective upon stockholders' approval at the Annual Meeting in June 2023. The 2019 Amended Plan included the (i) increase in the number of shares available by 8,000,000 shares, such that an aggregate of 15,897,144 shares are reserved for issuance under the 2019 Amended Plan and any shares subject to awards granted under the 2010 Plan, and (ii) increase in the number of shares that may be granted as incentive stock options under the 2019 Amended Plan such that an aggregate of 22,000,000 shares of common stock may be granted as incentive stock options under the 2019 Amended Plan. As of December 31, 2023, total shares remaining available for issuance under the 2019 Plan were 9.1 million s hares. Employee Stock Purchase Plan In April 2023, the Board approved an employee stock purchase plan (the “ESPP”) which became effective upon approval at the Annual Meeting in June 2023. The ESPP allows eligible employees of the Company to purchase shares of our common stock through payroll deductions over 24 -month offering periods. The per share purchase price will be the lower of 85 % of the closing trading price per share of our common stock on the first trading date of an offering period in which a participant is enrolled or 85 % of the closing trading price per share on the purchase date. Participant purchases are limited to a maximum of $ 25,000 of fair value of our stock per calendar year. The Company is authorized to grant up to 2,000,000 shares of common stock under the ESPP. The first offering period of the ESPP commenced in December 2023 and as of December 31, 2023, the Company had not issued any shares of common stock under the ESPP. We recognized $ 25 thousand of stock-based compensation expenses related to the ESPP in the year ended December 31, 2023. Stock Options The option exercise price for incentive stock options must be at least 100 % of the fair value of our common stock on the date of grant and the option exercise price for non-statutory stock options is at least 85 % of the fair value of our common stock on the date of grant, as determined by the Board. If, at the time of a grant, the optionee directly or by attribution owns stock possessing more than 10 % of the total combined voting power of all of our outstanding capital stock, the exercise price for these options must be at least 110 % of the fair value of the underlying common stock. Stock options granted to employees generally have a maximum term of ten years and vest over four years from the date of grant, of which 25 % vest at the end of one year , and 75 % vest monthly over the remaining three years . We may grant options with different vesting terms from time to time. Unless an employee's termination of service is due to disability or death, upon termination of service, any unexercised vested options will be forfeited at the end of three months or the expiration of the option, whichever is earlier. Restricted Stock Units (“RSUs”) We also grant employees RSUs, which generally vest over either a three year period with 33 % of the shares subject to the RSUs vesting on each yearly anniversary of the vesting commencement date or over a four-year period with 25 % of the shares subject to the RSU vesting on each yearly anniversary of the vesting commencement date, in each case contingent upon such employee’s continued service on such vesting date. RSUs are generally subject to forfeiture if employment terminates prior to the release of vesting restrictions. We may grant RSUs with different vesting terms from time to time. 88 Performance-contingent Restricted Stock Units (“PSUs”) and Performance Based Options (“PBOs”) In prior years, the compensation committee of the Board approved grants of PBOs and PSUs to our executives, and solely in respect of non-executive employees, delegated to our CEO the authority to approve grants of PSUs. The PSUs and PBOs vest based upon both the successful achievement of certain corporate operating milestones in specified timelines and continued employment through the applicable vesting date. When the performance goals are deemed to be probable of achievement for these types of awards, recognition of stock-based compensation expense commences. Once the number of shares eligible to vest is determined, those shares vest in two equal installments with 50 % vesting upon achievement, as determined by the compensation committee of the Board, and the remaining 50 % vesting on the first anniversary of achievement, in each case, subject to the recipient’s continued service through the applicable vesting date. If the performance goals are achieved at the threshold level, the number of shares eligible to vest in respect of the PSUs and PBOs would be equal to half the number of PSUs granted and one-quarter the number of shares underlying the PBOs granted. If the performance goals are achieved at the target level, the number of shares eligible to vest in respect of the PSUs and PBOs would be equal to the number of PSUs granted and half of the shares underlying the PBOs granted. If the performance goals are achieved at the superior level, the number of shares eligible to vest in respect of the PSUs would be equal to two times the number of PSUs granted and equal to the number of PBOs granted. The number of shares issuable upon achievement of the performance goals at the levels between the threshold and target levels for the PSUs and PBOs or between the target level and superior levels for the PSUs would be determined using linear interpolation. Achievement below the threshold level would result in no shares being eligible to vest in respect of the PSUs and PBOs. No PSUs and PBOs were granted in 2023. In 2022, we awarded PSUs (“2022 PSUs”) and PBOs (“2022 PBOs”), each of which commence vesting based upon the achievement of various weighted performance go als, including finance and corporate strategy, performance enzymes and biotherapeutics deliverables, research plans, and organizational development. In the first quarter of 2023, the compensation committee of the Board determined that the 2022 PSUs and 2022 PBOs performance goals had been achieved at 85.0 % and 42.5 % of the target level, respectively, and recognized stock-based compensation expenses accordingly. Accordingly, 50 % of the shares underlying the 2022 PSUs and PBOs vested in the first quarter of 2023 and 50 % of the shares underlying the 2022 PSUs and PBOs will vest in the first quarter of 2024, in each case, subject to the recipient’s continued service on each vesting date. In 2021, we awarded PSUs (“2021 PBOs”) and PBOs (“2021 PBOs”), each of which commence vesting based upon the determination of the compensation committee of the Board of the achievement of various weighted performance goals, including total revenues, product revenue, performance enzymes pipeline advancements, biotherapeutics pipeline advancements, organization and infrastructure upgrades, and significant events that can be publicly announced. In the first quarter of 2022, we determined that the 2021 PSUs and 2021 PBOs performance goals had been achieved at 146 % and 73 % of the target level, respectively, and recognized stock-based compensation expenses accordingly. Accordingly, 50 % of the shares underlying the 2021 PSUs and PBOs vested in the first quarter of 2022 and 50 % of the shares underlying the 2021 PSUs and PBOs vested in the first quarter of 2023, in each case, subject to the recipient’s continued service on each vesting date. Stock-Based Compensation Expense Stock-based compensation expense is included in the consolidated statements of operations as follows (in thousands): Year Ended December 31, 2023 2022 2021 Costs of product revenue $ 354 $ 452 $ 224 Research and development 2,631 3,907 2,663 Selling, general and administrative 6,986 10,172 8,706 Total $ 9,971 $ 14,531 $ 11,593 89 The following table presents total stock-based compensation expense by security type included in the consolidated statements of operations (in thousands): Year Ended December 31, 2023 2022 2021 Stock options $ 3,962 $ 4,167 $ 2,764 RSUs and RSAs 4,447 4,807 2,768 PSUs 1,649 3,268 2,333 PBOs ( 112 ) 2,289 3,728 ESPP 25 — — Total $ 9,971 $ 14,531 $ 11,593 In connection with the retirement of John Nicols, our former President and Chief Executive Officer, in August 2022, and the Transition and Separation Agreement between Mr. Nicols and the Company, certain supplementary modifications were made to Mr. Nicols' vested and unvested stock option and PBOs awards including voluntary forfeiture of certain unvested stock option and PBOs awards and the extension of the post-termination exercise period of certain vested stock option and PBOs awards. During the year ended December 31, 2022, we recorded a one-time, non-cash incremental compensation expense of $ 1.0 million, net of the required reversal of previously recognized stock-based compensation expenses attributed to unvested shares, in selling, general and administrative expenses related to these stock option award modifications. Grant Award Activities: Stock Option Awards We estimated the fair value of stock options using the Black-Scholes-Merton option-pricing model based on the date of grant. The following summarizes the weighted-average assumptions used to estimate the fair value of employee stock options granted: Year Ended December 31, 2023 2022 2021 Expected life (years) 5.8 5.7 5.6 Volatility 66.2 % 62.1 % 52.5 % Risk-free interest rate 4.0 % 3.1 % 0.8 % Expected dividend yield 0.0 % 0.0 % 0.0 % The following summarizes the weighted-average assumptions used to estimate the fair value of 50,000 , nil , and 9,000 shares of stock options granted to non-employees for services valued at $ 0.1 million, nil , and $ 0.1 million during the years ended December 31, 2023, 2022, and 2021 respectively: Year Ended December 31, 2023 2022 2021 Expected life (years) 5.8 0.0 5.6 Volatility 70.1 % — % 54.1 % Risk-free interest rate 4.7 % — % 0.9 % Expected dividend yield 0.0 % 0.0 % 0.0 % The weighted average grant date fair value per share of non-employee stock options granted respectively in 2023, 2022, and 2021 was $ 1.05 , nil and $ 11.29 , respectively. 90 The following tables summarize s stock option activities: Number of Shares Weighted Average Exercise Price Per Share (In Thousands) Outstanding at December 31, 2020 3,385 $ 7.19 Granted 286 $ 26.85 Exercised ( 664 ) $ 6.96 Forfeited/Expired ( 72 ) $ 17.99 Outstanding at December 31, 2021 2,935 $ 8.90 Granted 2,000 $ 8.90 Exercised ( 410 ) $ 2.33 Forfeited/Expired ( 275 ) $ 19.01 Outstanding at December 31, 2022 4,250 $ 8.88 Granted 2,046 $ 5.23 Exercised ( 283 ) $ 1.97 Forfeited/Expired ( 839 ) $ 12.08 Outstanding at December 31, 2023 5,174 $ 7.31 Number of Shares Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In Thousands) (In Years) (In Thousands) Outstanding at December 31, 2023 5,174 $ 7.31 6.7 $ 198 Exercisable at December 31, 2023 2,231 $ 8.61 3.6 $ 79 Vested and expected to vest at December 31, 2023 4,748 $ 7.42 6.4 $ 170 The weighted average grant date fair value per share of employee stock options granted in 2023, 2022, and 2021 were $ 3.31 , $ 4.99 and $ 12.80 , respectively. The total intrinsic value of options exercised in 2023, 2022, and 2021 were $ 0.7 million, $ 3.1 million and $ 14.9 million, respectively. As of December 31, 2023, the re was $ 8.2 million of unrecognized stock-based compensation, net of expected forfeitures, related to unvested stock options, which we expect to recognize over a weighted average period of 2.9 years. Restricted Stock Awards (“RSAs”) The following table summarizes RSA activities: Number of Shares Weighted Average Grant Date Fair Value Per Share (In Thousands) Non-vested balance at December 31, 2020 96 $ 11.44 Granted 46 $ 21.91 Vested ( 62 ) $ 11.31 Non-vested balance at December 31, 2021 80 $ 17.53 Granted 159 $ 7.53 Vested ( 58 ) $ 18.42 Non-vested balance at December 31, 2022 181 $ 8.45 Granted 277 $ 2.89 Vested ( 133 ) $ 9.04 Non-vested balance at December 31, 2023 325 $ 3.48 91 The total fair value, as of the vesting date, of RSAs vested in fiscal years 2023, 2022 and 2021 were $ 0.4 million, $ 0.5 million and $ 1.3 million respectively. As of December 31, 2023, there was $ 0.6 million of unrecognized stock-based compensation cost related to non-vested RSAs, which we expect to recognize over a weighted average period of 0.7 years. Restricted Stock Units ("RSUs") The following table summarizes RSU activities: Number of Shares Weighted Average Grant Date Fair Value Per Share (In Thousands) Non-vested balance at December 31, 2020 176 $ 14.17 Granted 163 $ 26.59 Vested ( 70 ) $ 13.57 Forfeited/Expired ( 37 ) $ 21.89 Non-vested balance at December 31, 2021 232 $ 21.83 Granted 518 $ 17.46 Vested ( 106 ) $ 21.21 Forfeited/Expired ( 126 ) $ 19.55 Non-vested balance at December 31, 2022 518 $ 18.15 Granted 1,049 $ 5.24 Vested ( 204 ) $ 18.42 Forfeited/Expired ( 343 ) $ 9.71 Non-vested balance at December 31, 2023 1,020 $ 7.66 The total fair value, as of the vesting date, of RSUs vested in fiscal years 2023, 2022 and 2021 were $ 1.1 million , $ 1.8 million and $ 1.8 million respectively. As of December 31, 2023, there was $ 4.1 million of unrecognized stock-based compensation cost related to non-vested RSUs, which we expect to recognize over a weighted average period of 2.0 years. Performance-Contingent Restricted Stock Units (“PSUs”) The following table summarizes PSU activities: Number of Shares Weighted Average Grant Date Fair Value Per Share (In Thousands) Non-vested balance at December 31, 2020 131 $ 15.34 Granted 82 $ 26.16 Vested ( 66 ) $ 16.14 Forfeited/Expired ( 19 ) $ 19.38 Non-vested balance at December 31, 2021 128 $ 21.24 Granted 686 $ 9.55 Vested ( 107 ) $ 20.52 Forfeited/Expired ( 40 ) $ 19.93 Non-vested balance at December 31, 2022 667 $ 9.41 Vested ( 315 ) $ 11.02 Forfeited/Expired ( 75 ) $ 12.49 Other 15 $ 25.05 Non-vested balance at December 31, 2023 292 $ 7.69 92 The total fair value, as of the vesting date, of PSUs vested in the years ended December 31, 2023, 2022, and 2021 were $ 1.6 million, $ 2.1 million, and $ 1.3 million, respectively. As of December 31, 2023, there was $ 0.2 million of unrecognized stock-based compensation cost related to non-vested PSUs, which we expect to recognize over a weighted average period of 0.2 years. Performance Based Options (“PBOs”) We estimated the fair value of PBOs using the Black-Scholes-Merton option-pricing model based on the date of grant. No PBOs were granted to employees for their services during the year ended December 31, 2023. The following summarize the weighted-average assumptions used to estimate the fair value of PBOs granted: Year Ended December 31, 2022 2021 Expected life (years) 5.6 5.5 Volatility 54.9 % 51.9 % Risk-free interest rate 1.8 % 0.7 % Expected dividend yield 0.0 % 0.0 % The following tables summarizes PBOs activities: Number of Shares Weighted Average Grant Date Fair Value Per Share (In Thousands) Outstanding at December 31, 2020 1,560 $ 5.05 Granted 433 $ 12.23 Exercised ( 35 ) $ 9.02 Forfeited/Expired ( 118 ) $ 12.23 Outstanding at December 31, 2021 1,840 $ 4.11 Granted 733 $ 9.89 Forfeited/Expired ( 747 ) $ 8.29 Outstanding at December 31, 2022 1,826 $ 4.70 Forfeited/Expired ( 178 ) $ 9.73 Outstanding at December 31, 2023 1,648 $ 5.64 Number of Shares Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (In Thousands) (In Years) (In Thousands) Exercisable at December 31, 2023 1,627 $ 10.96 4.4 $ — Vested and expected to vest at December 31, 2023 1,646 $ 11.06 4.5 $ — The total fair value of e xercised PBOs for 2023, 2022 and 2021, was nil , nil , and $ 0.3 million, respectively. As of December 31, 2023, there was $ 15.9 thousand of unrecognized stock-based compensation cost related to non-vested PBOs, which we expect to recognize over a weighted average period of 0.2 years. 93 Employee Stock Purchase Plan (“ESPP”) The fair value of shares to be issued under the ESPP is computed using the Black-Scholes-Merton option pricing model at the commencement of the offering period. The following summarizes the weighted-average assumptions used to estimate the fair value of ESPP for the initial offering period: Year Ended December 31, 2023 Expected life (years) 0.4 Volatility 89.6 % Risk-free interest rate 5.3 % Expected dividend yield 0.0 % Note 10. Capital Stock Equity Distribution Agreement In May 2021, we filed a Registration Statement on Form S-3 with the SEC, that automatically became effective upon its filing, under which we may sell common stock, preferred stock, debt securities, warrants, purchase contracts, and units from time to time in one or more offerings. On February 27, 2023, we filed a post-effective amendment to that Registration Statement on Form S-3. Pursuant to that post-effective amendment, we registered an aggregate $ 200.0 million of securities. In May 2021, we entered into an Equity Distribution Agreement ("EDA”) with Piper Sandler & Co (“PSC”), under which PSC, as our exclusive agent, at our discretion and at such times that we may determine from time to time, may sell over a three-year period from the execution of the EDA up to a maximum of $ 50.0 million of shares of our common stock. Under the terms of the EDA, PSC may sell the shares at market prices by any method that is deemed to be an "at the market offering" as defined in Rule 415 under the Securities Act of 1933, as amended. We are not required to sell any shares at any time during the term of the EDA. The EDA will terminate upon the earlier of: (i) the issuance and sale of all shares through PSC on the terms and conditions of the EDA, or (ii) the termination of the EDA in accordance with its terms. Either party may terminate the EDA at any time upon written notification to the other party in accordance with the EDA, and upon such notification, the offering will terminate. Under no circumstances shall any shares be sold pursuant to the EDA after the date which is three years after the registration statement is first declared effective by the SEC. We agreed to pay PSC a commission of 3 % of the gross sales price of any shares sold pursuant to the EDA. With the exception of certain expenses, we will pay PSC up to 8 % of the gross sales price of the shares sold pursuant to the EDA for a combined amount of commission and reimbursement of PSC's expenses and fees. During the year ended December 31, 2023, 3,079,421 shares of our common stock were issued and sold pursuant to the EDA. During the year ended December 31, 2023, we received gross proceeds of $ 8.7 million or $ 7.9 million in net proceeds after PSC's commissions and direct offering expenses of $ 0.7 million. As of December 31, 2023, $ 41.3 million of shares remained available for sale under the EDA. During the year ended December 31, 2022, no shares of our common stock were sold pursuant to the EDA. Note 11. 401(k) Plan In January 2005, we implemented a 401(k) Plan covering certain employees. Currently, all of our United States based employees over the age of 18 are eligible to participate in the 401(k) Plan. Under the 401(k) Plan, eligible employees may elect to reduce their current compensation up to a certain annual limit and contribute these amounts to the 401(k) Plan. We may make matching or other contributions to the 401(k) Plan on behalf of eligible employees. We recorded employer matching contributions expense o f $ 1.4 million, $ 1.6 million, and $ 1.1 million in the years ended December 31, 2023, 2022, and 2021, respectively. 94 Note 12. Income Taxes Our loss before provision for income taxes were as follows (in thousands): Year Ended December 31, 2023 2022 2021 United States $ ( 76,169 ) $ ( 33,269 ) $ ( 21,037 ) Foreign ( 2 ) ( 47 ) ( 53 ) Loss before provision for income taxes $ ( 76,171 ) $ ( 33,316 ) $ ( 21,090 ) The tax provision for the years ended December 31, 2023 and 2022 consists primarily of current year state and foreign income taxes. The tax provision for the year ended December 31, 2021 consists primarily of taxes attributable to foreign operations. The components of the provision for income taxes are as follows (in thousands): Year Ended December 31, 2023 2022 2021 Current provision: State $ 27 $ 141 $ — Foreign 42 142 198 Total current provision 69 283 198 Deferred benefit: Foreign — ( 7 ) ( 9 ) Total deferred benefit — ( 7 ) ( 9 ) Provision for income taxes $ 69 $ 276 $ 189 Reconciliation of the provision for income taxes calculated at the statutory rate to our provision for income taxes is as follows (in thousands): Year Ended December 31, 2023 2022 2021 Tax benefit at federal statutory rate $ ( 15,995 ) $ ( 6,996 ) $ ( 4,429 ) State taxes ( 2,208 ) ( 494 ) ( 2,235 ) Research and development credits ( 925 ) ( 1,793 ) ( 1,132 ) Foreign operations taxed at different rates — 78 80 Stock-based compensation 1,967 239 ( 2,698 ) Other nondeductible items 438 ( 238 ) 711 Executive compensation 152 80 257 Change in valuation allowance 16,640 9,400 9,635 Provision for income taxes $ 69 $ 276 $ 189 Deferred income taxes reflect the net tax effects of (a) temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, and (b) operating losses and tax credit carryforwards. 95 Significant components of our deferred tax assets and liabilities are as follows (in thousands): December 31, 2023 2022 Deferred tax assets: Net operating losses $ 72,586 $ 69,915 Credits 16,412 14,806 Deferred revenues 176 1,123 Stock-based compensation 4,445 4,967 Reserves and accruals 2,774 2,487 Property and Equipment 457 — Intangible assets 532 866 Capital losses 424 413 R&D Capitalization 26,821 16,502 Lease liability 3,608 9,586 Other assets 2,542 125 Total deferred tax assets: 130,777 120,790 Valuation allowance ( 127,835 ) ( 111,183 ) Deferred tax liabilities: Right-of-use assets ( 2,958 ) ( 8,624 ) Property and Equipment — ( 736 ) Other — ( 263 ) Total deferred tax liabilities: ( 2,958 ) ( 9,623 ) Net deferred tax liabilities $ ( 16 ) $ ( 16 ) ASC 740 requires that the tax benefit of NOLs, temporary differences and credit carryforwards be recorded as an asset to the extent that management assesses that realization is "more likely than not." Realization of the future tax benefits is dependent on our ability to generate sufficient taxable income within the carryforward period. Because of our history of operating losses, management believes that recognition of the deferred tax assets arising from the above-mentioned future tax benefits is currently not more likely than not to be realized and, accordingly, has provided a valuation allowance against our deferred tax assets. Accordingly, the net deferred tax assets in all our jurisdictions have been fully reserved by a valuation allowance. The net valuation allowance increased by $ 16.7 million d uring the year ended December 31, 2023, increased by $ 9.4 million during the year ended December 31, 2022, and increased by $ 9.6 million during the year ended December 31, 2021. At such time as it is determined that it is more likely than not that the deferred tax assets are realizable, the valuation allowance will be reduced. The following table sets forth our federal, state and foreign NOL carryforwards and federal research and development tax credits as of December 31, 2023 (in thousands): December 31, 2023 Amount Expiration Years Net operating losses, federal $ 182,918 2026-2037 Net operating losses, federal $ 118,569 Do not expire Net operating losses, state $ 147,481 2028-2041 Tax credits, federal $ 17,815 2023-2041 Tax credits, state $ 19,223 Do not expire Current U.S. federal and California tax laws include substantial restrictions on the utilization of NOLs and tax credit carryforwards in the event of an ownership change of a corporation. Accordingly, the Company's ability to utilize NOLs and tax credit carryforwards may be limited as a result of such ownership changes . We performed an analysis in 2023 and determined that there was not a limitation that would result in the expiration of carryforwards before they are utilized. 96 Income tax expense or benefit from continuing operations is generally determined without regard to other categories of earnings, such as discontinued operations and other comprehensive income. An exception is provided in ASC 740 when there is aggregate income from categories other than continuing operations and a loss from continuing operations in the current year. In this case, the tax benefit allocated to continuing operations is the amount by which the loss from continuing operations reduces the tax expenses recorded with respect to the other categories of earnings, even when a valuation allowance has been established against the deferred tax assets. In instances where a valuation allowance is established against current year losses, income from other sources is considered when determining whether sufficient future taxable income exists to realize the deferred tax assets. In 2014, we determined that the undistributed earnings o f our India subsidiary will be repatriated to the United States, and accordingly, we have provided a deferred tax liability totaling $ 16 thousand as of December 31, 2023 and 2022, for local taxes that would be incurred upon repatriation. We apply the provisions of ASC 740 to account for uncertain income tax es. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): December 31, 2023 2022 2021 Balance at beginning of year $ 18,571 $ 15,261 $ 12,683 Additions based on tax positions related to current year 2,164 3,553 2,206 Additions to tax position of prior years — — 372 Reductions to tax position of prior years ( 531 ) ( 243 ) — Balance at end of year $ 20,204 $ 18,571 $ 15,261 We recognize interest and penalties as a co mponent of our income tax expense. Total interest and penalties recognized in the consolidated statements of operations were $ 42 thousand, $ 42 thousand and $ 61 thousand in 2023, 2022 and 2021, respectively. Total penalties and interest recognized in the balance sheet was $ 0.6 million, $ 0.5 million and $ 0.5 million as of December 31, 2023, 2022 and 2021, respectively. The total unrecognized tax benefits that, if recognized currently, would impact our company’s effective tax rate were $ 0.3 million as of December 31, 2023, 2022 and 2021. We do not expect any material changes to our uncertain tax positions within the next 12 months. We are not subject t o examination by United States federal or state tax authorities for years prior to 2002 and foreign tax authorities for years prior to 2014. Note 13. Commitments and Contingencies Operating Leases Our headquarters are located in Redwood City, California, where we occupy approximately 77,300 square feet of office and laboratory space in multiple buildings within the same business park operated by Metropolitan Life Insurance Company (“MetLife”). Our lease agreement with MetLife (“RWC Lease”) includes approximately 28,200 square feet of space located at 200 and 220 Penobscot Drive, Redwood City, California (the “200/220 Penobscot Space”) and approximately 37,900 square feet of space located at 400 Penobscot Drive, Redwood City, California (the “400 Penobscot Space”) (the 200/220 Penobscot Space and the 400 Penobscot Space are collectively referred to as the “Penobscot Space”), and approximately 11,200 square feet of space located at 501 Chesapeake Drive, Redwood City, California (the “501 Chesapeake Space”). We entered into the initial lease with MetLife for our facilities in Redwood City in 2004 and the RWC Lease has been amended multiple times since then to adjust the leased space and terms of the Lease. In February 2019, we entered into an Eighth Amendment to the Lease (the “Eighth Amendment”) with MetLife with respect to the Penobscot Space and the 501 Chesapeake Space to extend the term of the Lease for additional periods. Pursuant to the Eighth Amendment, the term of the lease of the Penobscot Space has been extended through May 2027. The lease term for the 501 Chesapeake Space has been extended to May 2029. We have one (1) option to extend the term of the lease for the Penobscot Space for five ( 5 ) years, and one (1) separate option to extend the term of the lease for the 501 Chesapeake Space for five ( 5 ) years. Pursuant to the terms of the RWC Lease, we exercised our right to deliver a letter of credit in lieu of a security deposit. The letter of credit is collateralized by deposit balances held by the bank in the amount of $ 1.1 million as of December 31, 2023 and 2022, and are recorded as non-current restricted cash on the consolidated balance sheets. In January 2021, we entered into a lease agreement with ARE-San Francisco No. 63, LLC (“ARE”) to lease a portion of a facility consisted of approximately 36,593 rentable square feet in San Carlos, California to serve as additional office and research and development laboratory space (the “San Carlos Space”). The lease had a 10 -year term from the lease commencement date of November 30, 2021 with one option to extend the term for an additional period of 5 years. 97 In July 2023, we announced our plan to consolidate operations from our San Carlos facility to our headquarters in Redwood City. On September 1, 2023, the Company entered into an Assignment and Assumption of Lease (the “Assignment Agreement”) with Vaxcyte, Inc. (“Vaxcyte”) to assign to Vaxcyte all of the Company’s right, title and interest in, under and to the San Carlos Space and the Lease Agreement, dated as of January 29, 2021. On September 6, 2023, the Company, Vaxcyte and ARE entered into a Consent to Assignment and First Amendment (the “Consent”) pursuant to which ARE consented to the Assignment Agreement and the assignment by the Company and the assumption by Vaxcyte of the Company’s interest as tenant in the lease and agreed to release the Company from all of its obligations under the lease that accrue from and after the assignment. Under the Assignment Agreement, the Company prepaid to ARE (i) the base rent, as defined in the lease agreement, and (ii) certain amounts payable to ARE in connection with tenant improvements completed by ARE pursuant to the lease, which a mounted to $ 3.1 million . We provided ARE with a $ 0.5 million security deposit in the form of a letter of credit, which was released in November 2023 following the effectiveness of the lease assignment on October 1, 2023. As a result of the Assignment Agreement, the Company remeasured the lease obligation for the San Carlos Space as $ 3.1 million, or the present value of the remaining lease payments, which consist of the remaining rent through the effectiveness of the lease assignment and certain amounts payable to ARE pursuant to the Assignment Agreement, and wrote off the remaining lease liability of $ 19.6 million and the corresponding right of use asset balance. Simultaneously, the Company determined that indicators of impairment existed because the lease assignment will impact the utilization of the related right of use assets and leasehold improvements in the San Carlos Space, and therefore performed a recoverability test by estimating future undiscounted net cash flows expected to be generated from the use of these assets. As there were no substantial future cash inflows associated with these assets, the carrying values of these assets were deemed unrecoverable. As a result, the Company recognized a non-cash impairment charge of $ 7.7 million, of which $ 4.7 million is related to leasehold improvements and $ 3.0 million for the right of use assets, presented within the asset impairment and other charges line item in the consolidated statements of operations in the year ended December 31, 2023. The tables below show the balance of right-of-use assets and lease obligations as of January 1, 2023 and the balance as of December 31, 2023, including the changes during the period (in thousands): Right-of-use Assets - Operating Lease, net Right-of-use assets - Operating leases, net, at January 1, 2023 $ 39,263 Amortization of right-of-use assets ( 4,405 ) Additions 898 Remeasurement due to lease modification ( 19,622 ) Impairment ( 2,997 ) Right-of-use assets - Operating leases, net, at December 31, 2023 $ 13,137 Lease Obligations - Operating Leases Lease obligations - Operating leases, net, at January 1, 2023 $ 43,638 Lease payments ( 9,897 ) Interest accretion 1,905 Remeasurement due to lease modification ( 19,622 ) Lease obligations - Operating leases, net, at December 31, 2023 $ 16,024 We are required to restore certain areas of the Redwood City facility that we are renting to its original form. We are expensing the asset retirement obligation over the term of the Redwood City lease. We review the estimated obligation each reporting period and make adjustments if our estimates change. As a result of the lease assignment for the San Carlos Space, discussed further above, we wrote off the related asset retirement obligation of $ 0.2 million in 2023. We recorded asset retirement obligations of $ 0.3 million and $ 0.5 million as of December 31, 2023 and 2022, respectively, which are included in other liabilities on the consolidated balance sheets. Accretion expense related to our asset retirement obligations was nominal in the years ended December 31, 2023 and 2022. 98 Lease and other information Lease costs amounts included in measurement of lease obligations and other information related to non-cancellable operating leases and finance leases were as follows (in thousands): Year Ended December 31, 2023 2022 2021 Finance lease costs $ — $ 18 $ 106 Operating lease cost 6,310 7,321 4,396 Short-term lease costs (1) — 40 70 Total lease cost (2) $ 6,310 $ 7,379 $ 4,572 (1) Short-term lease costs on leases with terms of over one month and less than one year. (2) The Company had no variable lease costs. Amounts included in measurement of lease obligations (in thousands): Year Ended December 31, 2023 2022 2021 Cash paid: Operating cash flows from operating leases $ 9,897 $ 6,506 $ 4,197 Non-cash activity: Operating Lease - Right-of-use assets obtained in exchange for lease liabilities $ — $ — $ 25,445 Operating Lease Other information: Weighted-average remaining lease term (in years) 3.8 Weighted-average discount rate 6.6 % As of December 31, 2023, our maturity analysis of annual undiscounted cash flows of the non-cancellable operating leases are as follows (in thousands): Years ending December 31, Operating Leases 2024 $ 4,727 2025 4,868 2026 5,014 2027 2,533 2028 760 Thereafter 318 Total minimum lease payments 18,220 Less: imputed interest 2,196 Lease obligations $ 16,024 Reconciliation of operating lease liabilities as shown within the audited consolidated balance sheets: Current portion of lease obligations - Operating leases $ 3,781 Long-term lease obligations - Operating leases 12,243 Total operating lease liabilities $ 16,024 99 Other Commitments We enter into supply and service arrangements in the normal course of business. Supply arrangements are primarily for fixed-price manufacture and supply. Service agreements are primarily for the development of manufacturing processes and certain studies. Commitments under service agreements are subject to cancellation at our discretion which may require payment of certain cancellation fees. The timing of completion of service arrangements is subject to variability in estimates of the time required to complete the work. The following table provides quantitative data regarding our other commitments. Future minimum payments reflect amounts that we expect to pay including potential obligations under services agreements subject to risk of cancellation by us (in thousands): Payments Due by Period Total 2024 2025 and Thereafter Facility maintenance agreement $ 701 $ 701 $ — Credit Facility On June 30, 2017, we entered into a credit facility (the “Credit Facility”) with Western Alliance Bank consisting of term loans (“Term Debt”) up to $ 10.0 million, and advances (“Advances”) under a revolving line of credit (“Revolving Line of Credit”) up to $ 5.0 million with an accounts receivable borrowing base of 80 % of eligible accounts receivable. The right to take draws on the Term Debt expired on December 31, 2022. In March 2023, we terminated the Credit Facility with Western Alliance Bank. On February 13, 2024, we entered into the Loan Agreement with Innovatus. See further discussion at Note 18, “Subsequent Events.” Legal Proceedings We may be involved in legal actions in the ordinary course of business, including inquiries and proceedings concerning business practices and intellectual property infringement, employee relations and other claims. We will recognize a loss contingency in the consolidated financial statements when it is probable a liability has been incurred and the amount of the loss can be reasonably estimated. We will disclose any loss contingencies that do not meet both conditions if there is a reasonable possibility that a material loss may have been incurred. Gain contingencies are not recorded until they are realized. In April 2022, we reached a settlement resolving a non-material dispute involving the Company's trademark. The terms of the settlement are not material to our business or the results of operations. We are currently not a party to any material pending litigation or other material proceedings. Indemnifications We are required to recognize a liability for the fair value of any obligations we assume upon the issuance of a guarantee. We have certain agreements with licensors, licensees and collaborators that contain indemnification provisions. In such provisions, we typically agree to indemnify the licensor, licensee and collaborator against certain types of third party claims. The maximum amount of the indemnifications is not limited. We accrue for known indemnification issues when a loss is probable and can be reasonably estimated. There were no accruals for expenses related to indemnification issues for any periods presented. 100 Note 14. Related Party Transactions Molecular Assemblies, Inc. In June 2020, we entered into a Stock Purchase Agreement with MAI, a privately held life sciences company, pursuant to which we purchased 1,587,050 shares of MAI's Series A preferred stock for $ 1.0 million. Mr. Nicols, our former President and CEO until August 2022, also joined MAI’s board of directors in June 2020 and remained on MAI's board until September 2023. Concurrently with our initial equity investment, we entered into a Master Collaboration and Research Agreement with MAI (the “MAI Agreement”), pursuant to which performed services utilizing our CodeEvolver ® technology platform to improve DNA polymerase enzymes in exchange for compensation in the form of additional shares of MAI's Series A and B preferred stock which are valued based on the observed transaction price of similar securities that MAI issued to third parties. We completed the R&D service with MAI pursuant to the MAI Agreement during the first quarter of 2022. In addition to our initial equity investment and the shares we have received under the MAI Agreement, in April 2021, we purchased an additional 1,000,000 shares of MAI's Series A preferred stock for $ 0.6 million and in September 2021, we purchased 9,198,423 shares of MAI's Series B preferred stock for $ 7.0 million. In April 2022, we received a purchase order from MAI for the delivery of certain enzyme products to MAI in 2022. In July 2022, we and MAI executed the MAI Supply Agreement that will enable MAI to utilize an evolved terminal deoxynucleotidyl transferase (TdT) enzyme in MAI’s Fully Enzymatic Synthesis™ (or FES™) technology. Revenues recognized from transactions with MAI in the year ended December 31, 2023, and subsequent to the related party period which ended in August 2022, are included in the consolidated statement of operations. We recogniz ed $ 1.2 million and $ 2.0 million in research and development revenue pursuant to the MAI Agreement in the years ended December 31, 2022 and 2021, respectively. We recognized $ 0.5 million in product revenue from transactions with MAI in the year ended December 31, 2022 and during the related party period. Note 15. Segment, Geographical and Other Revenue Information Segment Information We previously managed our business as two business segments, Performance Enzymes and Novel Biotherapeutics. During the fourth quarter of 2023, we made changes to the structure of our organization in connection with the restructuring of our business that we announced in July 2023, including the discontinuation of investment in certain development programs, primarily in our biotherapeutics business, consolidation of operations to our Redwood City, California headquarters, and headcount reduction. In connection with these organizational structure changes, corresponding changes were made to how our business is managed, how results are reported internally and how our CEO, our chief operating decision maker, assesses performance and allocates resources. As a result of these changes, our previous Performance Enzymes and Novel Biotherapeutics operating segments were combined into a single reportable segment. Effective October 1, 2023, the Company's operations are managed and reported to the CEO on a consolidated basis. The CEO assesses performance and allocated resources based on the consolidated results of operations. We believe that these changes better align internal resources and external go to market activities in order to create a more efficient and effective organizational structure. Under this new organizational and reporting structure, we managed our business as one reportable segment as of December 31, 2023. Comparative prior period disclosures that reflected the previous two segments' information have been revised to conform to this change in our reportable segment. Significant Customers Customers that each accounted for 10% or more of our total revenues were as follows: Percentage of Total Revenues For the Year Ended December 31, 2023 2022 2021 Customer A 22 % 56 % 33 % Customer B 13 % * * Customer C * * 11 % * Percentage was less than 10% 101 Customers that each accounted for 10% or more of accounts receivable balances as of the periods presented are as follows: As of December 31, 2023 2022 Customer A * 53 % Customer B * 10 % Customer C 12 % * Customer D 21 % * Customer E 13 % * Customer F 12 % * * Percentage was less than 10% Geographical Information Geographic revenues are identified by the location of the customer and consist of the following (in thousands): Year Ended December 31, 2023 2022 2021 Revenues Americas (1) $ 13,733 $ 17,000 $ 23,481 EMEA (2)(3) 22,907 56,540 20,187 APAC (4) 33,503 65,050 61,086 Total revenues $ 70,143 $ 138,590 $ 104,754 (1) United States revenue was $ 13.7 million, $ 17.0 million, and $ 23.4 million, for the years ended December 31, 2023, 2022, and 2021, respectively. (2) Ireland revenue was $ 0.5 million, $ 37.2 million, and $ 1.4 million, for the years ended December 31, 2023, 2022, and 2021, respectively. (3) Switzerland revenue was $ 11.1 million, $ 9.2 million, and $ 10.1 million, for the for the years ended December 31, 2023, 2022, and 2021, respectively. (4) China revenue was $ 20.3 million, $ 48.6 million, and $ 43.5 million, for the years ended December 31, 2023, 2022, and 2021, respectively. Identifiable long-lived assets by location was as follows (in thousands): December 31, 2023 2022 United States $ 28,624 $ 61,877 Identifiable goodwill was as follows (in thousands): December 31, 2023 2022 Goodwill at beginning of period $ 3,241 $ 3,241 Impairment ( 778 ) — Goodwill at end of period $ 2,463 $ 3,241 Note 16. Allowance for Credit Losses The following table summarizes the financial assets allowance for credit losses (in thousands): December 31, 2023 2022 2021 Balance at beginning of period $ 163 $ 416 $ 74 Provision for credit losses — 54 342 Write-offs ( 33 ) ( 257 ) — Adjustment to existing allowance ( 65 ) ( 50 ) — Balance at end of period $ 65 $ 163 $ 416 102 The following tables summarize accounts receivable by aging category (in thousands): December 31, 2023 Current 31-60 Days 61-90 Days 91 Days and Over Total over 31 Days Total Balance Accounts receivable $ 9,583 $ 209 $ 77 $ 167 $ 453 $ 10,036 December 31, 2022 Current 31-60 Days 61-90 Days 91 Days and Over Total over 31 Days Total Balance Accounts receivable $ 28,896 $ 1,747 $ 469 $ 792 $ 3,008 $ 31,904 Note 17. Restructuring Charges In July 2023, in alignment with our enhanced strategic focus, we announced a restructuring of our business, including a plan for a workforce reduction of approximately 25 %. During the year ended December 31, 2023 , w e recorded a restructuring charge related to this workforce reduction of $ 3.1 million related to severance and related benefit costs. The plan was substantially completed in September 2023 and severance costs were paid through the fourth quarter of 2023. We do not expect to record any significant future charges related to the restructuring plan. In November 2022, we announced a plan for a workforce reduction of approximately 18 % to realign and optimize our workforce requirements in alignment with our refined corporate strategy. The plan was substantially completed in December 2022 and severance costs were paid through the third quarter of 2023. During the years ended December 31, 2023 and 2022 , we recorded restructuring charges of $ 0.2 million and $ 3.2 million, respectively, related to severance, bonus and other termination benefits in connection with the workforce reduction announced in November 2022. We do not expect to record any future charges related to the restructuring plans initiated in 2023 and 2022. Note 18. Subsequent Events On February 13, 2024, we entered into a 5-year loan and security agreement (the “Loan Agreement”) with Innovatus Life Sciences Lending Fund I, LP (“Innovatus”), an affiliate of Innovatus Capital Partners, LLC, for an aggregate principal amount of up to $ 40.0 million (the “Term Loans”). The Term Loans consist of two tranches, of which the first tranche of $ 30.0 million was completed on February 13, 2024. We will be eligible to draw on the second tranche of $ 10.0 million upon achievement of certain milestones including certain pre-specified revenue thresholds. The Term Loan carries an interest-only period of 36 months and will bear an interest at a floating rate of the sum of (a) the greater of (i) prime rate and (ii) 7.50 %, plus (b) 3.25 %. In connection with the Term Loans, we are required to issue to Innovatus a warrant to purchase an aggregate of 424,028 shares of the Company’s common stock at an exercise price of $ 2.83 per share. The Loan Agreement contains customary representations and warranties and covenants, subject to customary carve outs, and includes financial covenants related to liquidity and net product revenue, with the latter beginning with the period ending September 30, 2024. 103 ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURES None.