4 unchanged sentences
Evaluation of disclosure controls and procedures
−Removed: The Company maintains a system of disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which are designed to provide reasonable assurance that information required to be disclosed in the reports that the Company files or submits under the Exchange Act, is recorded, processed, summarized and reported accurately and completely within the time periods specified in the SEC’s rules and forms.
+Added: The Company maintains a system of disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which are designed to provide reasonable assurance that information required to be disclosed in the reports that the Company files or submits under the Exchange Act, is recorded, processed, summarized and reported accurately and completely within the time periods specified in the SEC’s rules and forms.
These disclosure controls and procedures include, among other processes, controls and procedures designed to ensure that information required to be disclosed in the reports that the Company files or submits under the Exchange Act is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.
11 unchanged sentences
Because of the inherent limitations in any control system, misstatements due to error or fraud may occur and not be detected.
−Removed: Management’s report on internal control over financial reporting
+Added: Management’s report on internal control over financial reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act).
−Removed: Our management, including our Chief Executive Officer and Chief Financial Officer, conducted an assessment of the effectiveness of our internal control over financial reporting based on the criteria set forth in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (COSO).
+Added: Our management, including our Chief Executive Officer and Chief Financial Officer, conducted an assessment of the effectiveness of our internal control over financial reporting based on the criteria set forth in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (COSO).
Based on our evaluation under the COSO framework, our management concluded that our internal control over financial reporting was effective as of December 31, 2023 to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements in accordance with U.S.
The effectiveness of our internal control over financial reporting as of December 31, 2023 has been audited by our independent registered public accounting firm, Deloitte & Touche LLP, as stated in their report, which appears herein.
+Added: For purposes of conducting its 2023 evaluation of the effectiveness of the Company's internal control over financial reporting, management has excluded the acquisition of Physio-Assist, completed on September 14, 2023, which constitutes 1% of total assets (excluding goodwill and intangible assets, which were integrated into the Company’s control environment) and less than 1% of revenues.
+Added: Refer to Note 3 – Acquisitions in the notes to the consolidated financial statements included in Part IV, Item 16, "Form 10-K Summary" of this Annual Report on Form 10-K for further discussion.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
2 unchanged sentences
We have audited the internal control over financial reporting of Inogen, Inc.
−Removed: and subsidiary (the “Company”) as of December 31, 2022, based on criteria established in Internal Control —
−Removed: Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
−Removed: In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control —
−Removed: Integrated Framework (2013) issued by COSO.
−Removed: We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2022, of the Company and our report dated February 24, 2023, expressed an unqualified opinion on those financial statements.
+Added: and subsidiaries (the “Company”) 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).
+Added: In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.
+Added: We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2023, of the Company and our report dated March 1, 2024, expressed an unqualified opinion on those financial statements.
+Added: As described in Management's Report on Internal Control over Financial Reporting, management excluded from its assessment the internal control over financial reporting at Physio-Assist SAS ("Physio-Assist"), which was acquired on September 14, 2023, and whose financial statements constitute 1% of total assets (excluding goodwill and intangible assets, which were integrated into the Company’s control environment) and less than 1% of revenues of the consolidated financial statement amounts as of and for the year ended December 31, 2023.
+Added: Accordingly, our audit did not include the internal control over financial reporting at Physio-Assist.
Basis for Opinion
−Removed: 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 Management’s Report on Internal Control over Financial Reporting.
−Removed: Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.
+Added: 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 Management’s Report on Internal Control over Financial Reporting.
+Added: 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 the U.S.
5 unchanged sentences
Definition and Limitations of Internal Control over Financial Reporting
−Removed: 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.
−Removed: 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;
+Added: 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.
+Added: 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;
−Removed: 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.
+Added: 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.
2 unchanged sentences
Los Angeles, California
−Removed: February 24, 2023
+Added: March 1, 2024
OTHER IN FORMATION
1 unchanged sentence
Our annual meeting of stockholders will be held at 10:00 a.m.
−Removed: Pacific Time on Wednesday, May 31, 2023, as a virtual meeting.
+Added: Pacific Time on Wednesday, June 5, 2024, as a virtual meeting.
Holders of record at the close of business on Monday, April 8, 2024, will be entitled to vote at the meeting.
+Added: Insider Trading Arrangements
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
1 unchanged sentence
DIRECTORS, EXECUTIVE OF FICERS AND CORPORATE GOVERNANCE
−Removed: The information called for by this item will be set forth in our Proxy Statement for the Annual Meeting of Stockholders to be filed with the SEC within 120 days of the fiscal year ended December 31, 2022 (the “Proxy Statement”) and is incorporated herein by reference.
+Added: The information called for by this item will be set forth in our Proxy Statement for the Annual Meeting of Stockholders to be filed with the SEC within 120 days of the fiscal year ended December 31, 2023 (the “Proxy Statement”) and is incorporated herein by reference.
Our board of directors has adopted a Code of Ethics and Conduct that applies to all of our employees, officers and directors, including our Chief Executive Officer, Chief Financial Officer and other executive and senior financial officers.
14 unchanged sentences
Financial Statement Schedules
−Removed: See Schedule II –
−Removed: Valuation and Qualifying Accounts and Reserves included herein.
+Added: See Schedule II – Valuation and Qualifying Accounts and Reserves included herein.
All other schedules have been omitted because the information either has been shown in the financial statements or notes thereto or is not applicable or required under this section.
8 unchanged sentences
Consolidated Statements of Comprehensive Loss for the Years Ended December 31, 2023, 2022 and 2021
−Removed: Consolidated Statements of Stockholders’
−Removed: Equity for the Years Ended December 31, 2022, 2021 and 2020
+Added: Consolidated Statements of Stockholders’ Equity for the Years Ended December 31, 2023, 2022 and 2021
Consolidated Statements of Cash Flows for the Years Ended December 31, 2023, 2022 and 2021
6 unchanged sentences
We have audited the accompanying consolidated balance sheets of Inogen, Inc.
−Removed: and subsidiary (the "Company") as of December 31, 2022 and 2021, the related consolidated statements of comprehensive loss, stockholders' equity, and cash flows for each of the three years in the period ended December 31, 2022, and the related notes and the schedule listed in the Index at Item 15 (collectively referred to as the "financial statements").
+Added: and subsidiaries (the "Company") as of December 31, 2023 and 2022, the related consolidated statements of comprehensive loss, stockholders' equity, and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and the schedule listed in the Index at Item 15 (collectively referred to as the "financial statements").
In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of 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.
−Removed: We have also 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, 2022, based on criteria established in Internal Control —
−Removed: Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 24, 2023, expressed an unqualified opinion on the Company's internal control over financial reporting.
+Added: We have also 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 and our report dated March 1, 2024, expressed an unqualified opinion on the Company's internal control over financial reporting.
Basis for Opinion
12 unchanged sentences
The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
−Removed: Sales Revenue (Amounts Deferred for Lifetime Warranty) –
−Removed: Refer to Note 2 to the financial statements
+Added: Sales Revenue (Amounts Deferred for Lifetime Warranty) – Refer to Note 2 to the financial statements
Critical Audit Matter Description
13 unchanged sentences
How the Critical Audit Matter Was Addressed in the Audit
−Removed: Our audit procedures related to management’s judgments regarding the stand-alone selling price and deferred revenue service period included the following, among others:
+Added: Our audit procedures related to management’s judgments regarding the stand-alone selling price and deferred revenue service period included the following, among others:
• We tested the effectiveness of controls over deferred revenue for the lifetime warranty, including controls over the underlying data utilized and the selection of the stand-alone selling price and the deferred revenue service period.
• We evaluated the methodology used by management to develop the stand-alone selling price and independently estimated the stand-alone selling price selected by management.
−Removed: In performing these procedures, we compared the stand-alone selling price selected by management to the independent estimate, which utilized external evidence of similar term extended warranties for oxygen concentrators and the Company’s profit margins.
+Added: In performing these procedures, we compared the stand-alone selling price selected by management to the independent estimate, which utilized external evidence of similar term extended warranties for oxygen concentrators and the Company’s profit margins.
• We evaluated the reasonableness of the deferred revenue service period by comparing to patient average life expectancy in medical and other industry publications.
2 unchanged sentences
Los Angeles, California
−Removed: February 24, 2023
−Removed: We have served as the Company’s auditor since 2015.
−Removed: Consolidated Ba lance Sheets
−Removed: (amounts in thousands)
+Added: March 1, 2024
+Added: We have served as the Company’s auditor since 2015.
+Added: Conso lidated Balance Sheets
+Added: (amounts in thousands, except share and per share amounts)
Current assets
6 unchanged sentences
Total current assets
−Removed: Property and equipment
−Removed: Rental equipment, net
−Removed: Manufacturing equipment and tooling
−Removed: Computer equipment and software
−Removed: Furniture and equipment
−Removed: Leasehold improvements
−Removed: Land and building
−Removed: Construction in process
−Removed: Total property and equipment
−Removed: Less accumulated depreciation
Property and equipment, net
1 unchanged sentence
Operating lease right-of-use asset
−Removed: See accompanying notes to the consolidated financial statements.
−Removed: Consolidated Balance Sheets (continued)
−Removed: (amounts in thousands, except share and per share amounts)
Liabilities and stockholders' equity
4 unchanged sentences
Operating lease liability - current
+Added: Earnout liability
Deferred revenue - current
4 unchanged sentences
Operating lease liability - noncurrent
−Removed: Earnout liability - noncurrent
Deferred revenue - noncurrent
+Added: Deferred tax liability
Total liabilities
6 unchanged sentences
Additional paid-in capital
−Removed: Retained earnings (deficit)
+Added: Accumulated deficit
Accumulated other comprehensive income (loss)
21 unchanged sentences
Loss on disposal of intangible asset
+Added: Impairment charges
Total operating expense
1 unchanged sentence
Other income (expense)
−Removed: Interest income
+Added: Interest income, net
Other income (expense)
5 unchanged sentences
Change in net unrealized gains (losses) on foreign currency hedging
−Removed: reclassification adjustment for net (gains) losses included in net income
+Added: reclassification adjustment for net (gains) losses included in net loss
Total net change in unrealized gains (losses) on foreign currency hedging
9 unchanged sentences
See accompanying notes to the consolidated financial statements.
−Removed: Consolidated Sta tements of Stockholders’
+Added: Consolidated Sta tements of Stockholders’ Equity
(amounts in thousands, except share amounts)
21 unchanged sentences
Stock options exercised
−Removed: Other comprehensive income
+Added: Other comprehensive loss
Balance, December 31, 2022
1 unchanged sentence
Employee stock purchases
−Removed: Restricted stock awards issued,
−Removed: net of forfeitures
Vesting of restricted stock units
2 unchanged sentences
Stock options exercised
−Removed: Other comprehensive loss
+Added: Other comprehensive income
Balance, December 31, 2023
6 unchanged sentences
Depreciation and amortization
−Removed: Loss on rental assets and other fixed assets
+Added: Loss on rental assets and other assets
Gain on sale of former rental assets
Provision for sales revenue returns and doubtful accounts
−Removed: Provision for rental revenue adjustments
Provision for inventory losses
+Added: Loss on purchase commitments
Stock-based compensation expense
2 unchanged sentences
Loss on disposal of intangible asset
+Added: Impairment charges
Changes in operating assets and liabilities:
12 unchanged sentences
Cash flows from investing activities
−Removed: Purchases of marketable securities
−Removed: Maturities of marketable securities
+Added: Purchases of available-for-sale securities
+Added: Maturities of available-for-sale securities
Investment in intangible assets
2 unchanged sentences
Proceeds from sale of former assets
+Added: Acquisition of business, net of cash acquired
Net cash used in investing activities
15 unchanged sentences
Supplemental disclosure of non-cash transactions
+Added: Accrued value of earnout related to acquisition
Property and equipment in accounts payable and accrued liabilities
4 unchanged sentences
(Company or Inogen) was incorporated in Delaware on November 27, 2001.
−Removed: The Company is a medical technology company that primarily develops, manufactures and markets innovative portable oxygen concentrators (POCs) used to deliver supplemental long-term oxygen therapy to patients suffering from chronic respiratory conditions.
−Removed: Traditionally, these patients have relied on stationary oxygen concentrator systems for use in the home and oxygen tanks or cylinders for mobile use, which the Company calls the delivery model.
+Added: The Company is a medical technology business that primarily develops, manufactures, and markets innovative portable oxygen concentrators (POCs) used to deliver supplemental long-term oxygen therapy to patients suffering from chronic respiratory conditions.
+Added: Traditionally, these patients have relied on stationary oxygen concentrator systems for use in the home and oxygen tanks or cylinders for mobile use, which the Company refers to as the delivery model.
The tanks and cylinders must be delivered regularly and have a finite amount of oxygen, which requires patients to plan activities outside of their homes around delivery schedules and a finite oxygen supply.
Additionally, patients must attach long, cumbersome tubing to their stationary concentrators simply to enable mobility within their homes.
−Removed: The Company’s proprietary Inogen One ® systems concentrate the air around the patient to offer a single source of supplemental oxygen anytime, anywhere with a single battery and can be plugged into an outlet when at home, in a car, or in a public place with outlets available.
−Removed: The Company’s Inogen One systems reduce the patient’s reliance on stationary concentrators and scheduled deliveries of tanks with a finite supply of oxygen, thereby improving patient quality of life and fostering mobility.
+Added: The Company’s proprietary Inogen One® and Inogen Rove systems concentrate the air around the patient to offer a source of supplemental oxygen anytime, anywhere with a battery and can be plugged into an outlet when at home, in a car, or in a public place with outlets available.
+Added: The Company’s Inogen One systems reduce the patient’s reliance on stationary concentrators and scheduled deliveries of tanks with a finite supply of oxygen, thereby improving patient quality of life and fostering mobility.
The Company incorporated Inogen Europe Holding B.V., a Dutch limited liability company, on April 13, 2017 .
9 unchanged sentences
(New Aera) on August 9, 2019.
+Added: On September 14, 2023 , the Company completed the acquisition of all of the issued and outstanding capital stock of Physio-Assist SAS (Physio-Assist) and its wholly-owned subsidiary PhysioAssist GmbH.
Summary of significant accounting policies
3 unchanged sentences
The consolidated financial statements include the accounts of Inogen, Inc.
−Removed: and its wholly owned subsidiary.
+Added: and its wholly-owned subsidiaries.
All intercompany balances and transactions have been eliminated.
3 unchanged sentences
Management bases these estimates and assumptions upon historical experience, existing and known circumstances, authoritative accounting pronouncements and other factors that management believes to be reasonable.
−Removed: Significant areas requiring the use of management estimates relate to revenue recognition, warranty reserves and expense, determining the stand-alone selling price (SSP) and service period of performance obligations, rental asset valuations and write-downs, accounts receivable allowances for bad debts, returns and adjustments, impairment of long-lived assets, stock-based compensation expense, income taxes, fair value of acquired intangible assets and goodwill and fair value of earnout liabilities.
+Added: Significant areas requiring the use of management estimates relate to revenue recognition, warranty reserves and expense, determining the stand-alone selling price (SSP) and service period of performance obligations, rental asset valuations and write-downs, accounts receivable allowances for bad debts, returns and adjustments, impairment of goodwill, impairment of long-lived assets, stock-based compensation expense, income taxes, fair value of acquired intangible assets and goodwill, and fair value of earnout liabilities.
Actual results could differ from these estimates.
The Company generates revenue primarily from sales and rentals of its products.
−Removed: The Company’s products consist of its proprietary line of oxygen concentrators, and related accessories.
+Added: The Company’s products consist primarily of its proprietary line of oxygen concentrators, and related accessories.
Other revenue, which is included in sales revenue on the statements of comprehensive loss, primarily comes from service contracts, replacement parts and freight revenue for product shipments.
2 unchanged sentences
Revenue from product sales is generally recognized upon shipment of the product but is deferred for certain transactions when control has not yet transferred to the customer.
−Removed: The Company’s product is generally sold with a right of return and the Company may provide other incentives, which are accounted for as variable consideration when estimating the amount of revenue to recognize.
+Added: The Company’s product is generally sold with a right of return and the Company may provide other incentives, which are accounted for as variable consideration when estimating the amount of revenue to recognize.
Returns and incentives are estimated at the time sales revenue is recognized.
The provision for estimated returns is calculated based on historical data and future expectations.
−Removed: Sales revenue incentives within the Company’s contracts are estimated based on the most likely amounts expected on the related sales transactions and recorded as a reduction to revenue at the time of sale in accordance with the terms of the contract.
+Added: Sales revenue incentives within the Company’s contracts are estimated based on the most likely amounts expected on the related sales transactions and recorded as a reduction to revenue at the time of sale in accordance with the terms of the contract.
Accordingly, revenue is recognized net of allowances for estimated returns and incentives.
7 unchanged sentences
Revenue from the distinct lifetime warranty is deferred after the delivery of the equipment and recognized based on an estimated mortality rate over five years, which is the estimated performance period of the contract based on the average patient life expectancy.
−Removed: Revenue from the sale of the Company’s repair services is recognized when the performance obligations are satisfied and collection of the receivables is probable.
+Added: Revenue from the sale of the Company’s repair services is recognized when the performance obligations are satisfied and collection of the receivables is probable.
Other revenue from the sale of replacement parts is generally recognized when product is shipped to customers.
1 unchanged sentence
Freight revenue is generally recognized upon shipment of the product but is deferred if control has not yet transferred to the customer.
−Removed: Shipping and handling costs for sold products and rental assets shipped to the Company’s customers are included on the consolidated statements of comprehensive loss as part of cost of sales revenue and cost of rental revenue, respectively.
+Added: Shipping and handling costs for sold products and rental assets shipped to the Company’s customers are included on the consolidated statements of comprehensive loss as part of cost of sales revenue and cost of rental revenue, respectively.
The payment terms and conditions of customer contracts vary by customer type and the products and services offered.
For certain products or services and customer types, the Company requires payment before the products or services are delivered to the customer.
−Removed: The timing of sales revenue recognition, billing and cash collection results in billed accounts receivable and deferred revenue in the consolidated balance sheet.
+Added: The timing of sales revenue recognition, billing and cash collection results in billed accounts receivable and deferred revenue in the consolidated balance sheets.
Contract liabilities primarily consist of deferred revenue related to lifetime warranties on direct-to-consumer sales revenue when cash payments are received in advance of services performed under the contract.
1 unchanged sentence
The decrease in deferred revenue related to lifetime warranties for the years ended December 31, 2023 and December 31, 2022 was primarily driven by $ 6,438 and $ 6,598 , respectively, of revenues recognized that were included in the deferred revenue balances, partially offset by $ 3,219 and $ 5,156 of payments received in advance of satisfying performance obligations as of December 31, 2023 and December 31, 2022 , respectively.
−Removed: Deferred revenue related to lifetime warranties was $ 16,534 and $ 17,976 as of December 31, 2022 and December 31, 2021, respectively, and is classified within deferred revenue –
−Removed: current and noncurrent deferred revenue in the consolidated balance sheets.
−Removed: The Company elected to apply the practical expedient in accordance with Accounting Standards Codification (ASC) 606—
−Removed: Revenue Recognition and did not evaluate contracts of one year or less for the existence of a significant financing component.
+Added: Deferred revenue related to lifetime warranties was $ 13,315 and $ 16,534 as of December 31, 2023 and December 31, 2022, respectively, and is classified within deferred revenue – current and noncurrent deferred revenue in the consolidated balance sheets.
+Added: The Company elected to apply the practical expedient in accordance with Accounting Standards Codification (ASC) 606— Revenue Recognition and did not evaluate contracts of one year or less for the existence of a significant financing component.
The Company does not expect any revenue to be recognized over a multi-year period with the exception of revenue related to lifetime warranties.
−Removed: The Company’s sales revenue is primarily derived from the sale of its oxygen concentrator products to individual consumers, home medical equipment providers, distributors, the Company’s private label partner and resellers worldwide.
+Added: The Company’s sales revenue is primarily derived from the sale of its oxygen concentrator products to individual consumers, home medical equipment providers, distributors, the Company’s private label partner and resellers worldwide.
Sales revenue is classified into two areas:
business-to-business sales and direct-to-consumer sales.
−Removed: The following table sets forth the Company’s sales revenue disaggregated by sales channel and geographic region:
−Removed: (amounts in thousands)
+Added: The following table sets forth the Company’s sales revenue disaggregated by sales channel and geographic region:
Years ended December 31,
5 unchanged sentences
Rental revenue
−Removed: The Company recognizes equipment rental revenue over the non-cancelable lease term, which is one month, less estimated adjustments, in accordance with Accounting Standards Codification (ASC) 842—
+Added: The Company recognizes equipment rental revenue over the non-cancelable lease term, which is one month, less estimated adjustments, in accordance with Accounting Standards Codification (ASC) 842— Leases .
The Company has separate contracts with each patient that are not subject to a master lease agreement with any third-party payor.
3 unchanged sentences
The Company would first consider the lease classification issue (sales-type lease or operating lease) and then appropriately recognize or defer rental revenue over the lease term, which may include a portion of the capped rental period.
−Removed: The Company deferred $ 0 associated with the capped rental period as of December 31, 2022 and December 31, 2021.
+Added: The Company has no t deferred any amounts associated with the capped rental period as of December 31, 2023 and December 31, 2022.
+Added: Amounts related to the capped rental period have not been material in the periods presented.
The lease term begins on the date products are shipped to patients and are recorded at amounts estimated to be received under reimbursement arrangements with third-party payors, including Medicare, private payors, and Medicaid.
5 unchanged sentences
Accounts receivable is reduced by an allowance for doubtful accounts which provides for those accounts from which payment is not expected to be received although product was delivered and revenue was earned.
−Removed: The determination that an account is uncollectable, and the ultimate write-off of that account occurs once collection is considered to be highly unlikely, and it is written-off and charged to the allowance at that time.
+Added: The determination that an account is uncollectible, and the ultimate write-off of that account occurs once collection is considered to be highly unlikely, and it is written-off and charged to the allowance at that time.
Amounts billed but not earned due to the timing of the billing cycle are deferred and recognized in revenue on a straight-line basis over the monthly billing period.
14 unchanged sentences
The Company generally provides a warranty against defects in material and workmanship.
−Removed: The Company provides a 3-year, 5-year or lifetime warranty on Inogen One systems sold and a 3-year and lifetime warranty on Inogen At Home systems sold.
+Added: The Company provides a 3-year, 5-year or lifetime warranty on Inogen One systems and a 3-year and lifetime warranty on Inogen At Home systems sold.
The Company only offers a lifetime warranty for direct-to-consumer sales of its oxygen concentrators.
1 unchanged sentence
Lifetime warranties are only offered to patients upon the initial sale of oxygen concentrators directly from the Company and are non-transferable.
−Removed: The Company’s products are subject to regulatory and quality standards.
+Added: The Company’s products are subject to regulatory and quality standards.
The Company establishes an accrued liability for the estimated warranty costs at the time of revenue recognition, with a corresponding provision to cost of goods sold.
−Removed: The Company evaluates the liability quarterly.
+Added: The Company evaluates the liability each reporting period.
Warranty costs are primarily estimated based on product return rates, historical warranty repair costs incurred and historical failure rates.
2 unchanged sentences
Fair value accounting
−Removed: ASC 820 —
−Removed: Fair Value Measurements and Disclosures creates a single definition of fair value, establishes a framework for measuring fair value in U.S.
+Added: ASC 820 — Fair Value Measurements and Disclosures creates a single definition of fair value, establishes a framework for measuring fair value in U.S.
GAAP and expands disclosures about fair value measurements.
5 unchanged sentences
Inputs, other than quoted prices included in Level 1, that are observable for the asset or liability through corroboration with market data at the measurement date.
−Removed: Unobservable inputs that reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date.
−Removed: The Company’s financial instruments consist of cash and cash equivalents, marketable securities, accounts receivable, accounts payable and accrued expenses.
+Added: Unobservable inputs that reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date.
+Added: The Company’s financial instruments consist of cash and cash equivalents, marketable securities, accounts receivable, accounts payable and accrued expenses.
The carrying values of its financial instruments approximate fair value based on their short-term nature.
8 unchanged sentences
As of December 31, 2023
−Removed: (amounts in thousands)
Money market accounts
3 unchanged sentences
As of December 31, 2022
−Removed: (amounts in thousands)
Money market accounts
Corporate bonds
+Added: Treasury securities
+Added: Institutional Insured Liquidity Deposit Savings
Fair value of derivative instruments and hedging activities
4 unchanged sentences
Forward contracts are used to hedge forecasted sales over specific months.
−Removed: Changes in the fair value of these forward contracts designed as cash flow and balance sheet hedges are recorded as a component of accumulated other comprehensive income within stockholders’
−Removed: equity and are recognized in the consolidated statements of comprehensive loss during the period which approximates the time the corresponding sales occur.
+Added: Changes in the fair value of these forward contracts designed as cash flow and balance sheet hedges are recorded as a component of accumulated other comprehensive income within stockholders’ equity and are recognized in the consolidated statements of comprehensive loss during the period which approximates the time the corresponding sales occur.
The Company may also enter into foreign exchange contracts that are not designated as hedging instruments for financial accounting purposes.
2 unchanged sentences
The gains and losses on these contracts generally offset the gains and losses associated with the underlying foreign currency-denominated balances, which are also reported in other income (expense), net.
−Removed: The Company records the assets or liabilities associated with derivative instruments and hedging activities at fair value based on Level 2 inputs in other current assets or other current liabilities, respectively, in the consolidated balance sheet.
−Removed: The Company had a related payable of $ 422 and a related receivable of $ 1,671 as of December 31, 2022 and 2021, respectively.
−Removed: The Company documents the hedging relationship and its risk management objective and strategy for undertaking the hedge, the hedging instrument, the hedged transaction, the nature of the risk being hedged, how the hedging instrument’s effectiveness in offsetting the hedged risk will be assessed prospectively and retrospectively, and a description of the method used to measure ineffectiveness.
+Added: The Company records the assets or liabilities associated with derivative instruments and hedging activities at fair value based on Level 2 inputs in other current assets or other current liabilities, respectively, in the consolidated balance sheets.
+Added: The Company had a related payable of $ 155 and $ 422 as of December 31, 2023 and 2022, respectively.
+Added: The Company documents the hedging relationship and its risk management objective and strategy for undertaking the hedge, the hedging instrument, the hedged transaction, the nature of the risk being hedged, how the hedging instrument’s effectiveness in offsetting the hedged risk will be assessed prospectively and retrospectively, and a description of the method used to measure ineffectiveness.
The Company assesses hedge effectiveness and ineffectiveness at a minimum quarterly but may assess it monthly.
3 unchanged sentences
The cash flow hedge is de-designated because a forecasted transaction is not probable of occurring, or management determines to remove the designation of the cash flow hedge.
−Removed: In all situations in which hedge accounting is discontinued and the derivative remains outstanding, the Company continues to carry the derivative at its fair value on the balance sheet and recognizes any subsequent changes in the fair value in earnings.
+Added: In all situations in which hedge accounting is discontinued and the derivative remains outstanding, the Company continues to carry the derivative at its fair value on the balance sheets and recognizes any subsequent changes in the fair value in earnings.
When it is probable that a forecasted transaction will not occur, the Company will discontinue hedge accounting and recognize immediately in earnings gains and losses that were accumulated in other comprehensive loss related to the hedging relationship.
3 unchanged sentences
gains (losses)
+Added: on marketable
comprehensive
−Removed: (amounts in thousands)
income (loss)
Balance as of December 31, 2022
−Removed: Other comprehensive income (loss)
+Added: Other comprehensive income
Balance as of December 31, 2023
3 unchanged sentences
comprehensive
−Removed: (amounts in thousands)
+Added: income (loss)
Balance as of December 31, 2021
5 unchanged sentences
The earnout liability will be adjusted to fair value at each reporting date until settled.
−Removed: At the end of each reporting period after the acquisition date, the arrangement is remeasured at its fair value, with changes in fair value recorded in general and administrative expense.
−Removed: The Company has obligations to pay up to $ 31,400 in earnout payments in cash if certain future financial results are met.
−Removed: The earnout liability was valued using Level 3 inputs.
−Removed: The fair value of the earnout was determined by employing a Monte Carlo simulation in a risk-neutral framework.
+Added: At the end of each reporting period after the acquisition date, the arrangement is remeasured at its fair value, with changes in fair value recorded in earnings.
+Added: Changes in fair value will be recognized in general and administrative expense.
+Added: The Company has obligations to pay up to $ 13,000 and $ 31,400 in earnout payments for the Physio-Assist acquisition and the New Aera acquisition, respectively, in cash if certain future financial and regulatory results are met.
+Added: The earnout liabilities were valued using Level 3 inputs.
+Added: The fair value of the New Aera earnout was determined historically by employing a Monte Carlo simulation in a risk-neutral framework.
The underlying simulated variable includes recognized revenue.
The recognized revenue volatility estimate was based on a study of historical asset volatility for a set of comparable public companies.
−Removed: The model includes other assumptions including the market price of risk, which was calculated as the weighted average cost of capital (WACC) less the long-term risk free rate.
+Added: The model included other assumptions including the market price of risk, which was calculated as the weighted average cost of capital less the long-term risk-free rate.
The earnout period for recognized revenue is each calendar year beginning with calendar year 2019 and ending on the calendar year in which the earnout consideration equals the earnout cap.
−Removed: As a result of the earnout requirements not expected to be met, the Company considered the fair value measurement of the earnout liability to be $ 0 as of December 31, 2022.
+Added: As a result of the earnout requirements not expected to be met for New Aera due to the asset disposal, the Company considered the fair value measurement of the earnout liability to be $ 0 as of December 31, 2023 and 2022.
Additional information on the loss on disposal of intangible asset contained later in this Note in Long-lived assets .
−Removed: The following table provides quantitative information about Level 3 inputs for fair value measurement of the earnout liability as of December 31, 2021.
−Removed: Simulation input
−Removed: December 31, 2021
−Removed: Revenue volatility
−Removed: 20-year risk free rate
−Removed: Market price of risk
−Removed: The reconciliation of the earnout liability measured and carried at fair value on a recurring basis is as follows:
−Removed: (amounts in thousands)
+Added: The fair value of the Physio-Assist earnout was valued using a probability weighted expected return methodology and was discounted using a rate and probability that appropriately captures the risk associated with the achievement of one of two milestones related to FDA de novo authorization or 510(k) clearance for the Simeox Airway Clearance System within four years of the date of the closing of the transaction.
+Added: Significant increases or decreases in these inputs could result in a significant impact on our fair value measurement.
+Added: The reconciliation of the earnout liabilities measured and carried at fair value on a recurring basis is as follows:
Balance as of December 31, 2021
1 unchanged sentence
Balance as of December 31, 2022
+Added: Addition for acquisition
Change in fair value
Balance as of December 31, 2023
−Removed: The Company recorded $ 0 and $ 630 of preacquisition loss recoveries that can be withheld from any earnout amounts payable as of December 31, 2022 and December 31, 2021 , respectively.
Cash, cash equivalents, and marketable securities
The Company considers all short-term highly liquid investments with a maturity of three months or less to be cash equivalents.
−Removed: The Company’s marketable debt securities are classified and accounted for as available-for-sale.
+Added: The Company’s marketable debt securities are classified and accounted for as available-for-sale.
Cash equivalents are recorded at cost plus accrued interest, which is considered adjusted cost, and approximates fair value.
5 unchanged sentences
Expected credit losses are declines in fair value that are not expected to recover and are charged to other income (expense), net.
−Removed: Cash, cash equivalents, and marketable securities consist of the following:
−Removed: (amounts in thousands)
−Removed: Cash and cash equivalents
−Removed: Money market accounts
−Removed: Corporate bonds
−Removed: Treasury securities
−Removed: Institutional Insured Liquidity Deposit Savings
−Removed: Total cash and cash equivalents
−Removed: Marketable securities
−Removed: Corporate bonds
−Removed: Total marketable securities
Accounts receivable
Accounts receivable are customer obligations due under normal sales and rental terms.
−Removed: The Company performs credit evaluations of the customers’
−Removed: financial condition and generally does not require collateral.
−Removed: The allowance for doubtful accounts is maintained at a level that, in management’s opinion, is adequate to absorb potential losses related to accounts receivable and is based upon the Company’s continuous evaluation of the collectability of outstanding balances.
−Removed: Management’s evaluation takes into consideration such factors as past bad debt experience, economic conditions and information about specific receivables.
−Removed: The Company’s evaluation also considers the age and composition of the outstanding amounts in determining their net realizable value.
+Added: The Company performs credit evaluations of the customers’ financial condition and generally does not require collateral.
+Added: The allowance for doubtful accounts is maintained at a level that, in management’s opinion, is adequate to absorb potential losses related to accounts receivable and is based upon the Company’s continuous evaluation of the collectability of outstanding balances.
+Added: Management’s evaluation takes into consideration such factors as past bad debt experience, economic conditions and information about specific receivables.
+Added: The Company’s evaluation also considers the age and composition of the outstanding amounts in determining their net realizable value.
The allowance for doubtful accounts is based on estimates, and ultimate losses may vary from current estimates.
3 unchanged sentences
Therefore, provision for returns applies primarily to direct-to-consumer sales.
−Removed: This reserve is calculated primarily based on actual historical return rates under the Company’s 30-day return program and is applied to the related sales revenue for the last month of the quarter reported.
+Added: This reserve is calculated primarily based on actual historical return rates under the Company’s 30-day return program and is applied to the related sales revenue for the last month of the quarter reported.
The Company also records an estimate for rental revenue adjustments which is recorded as a reduction of rental revenue and net rental accounts receivable balances.
3 unchanged sentences
The Company consistently applies its allowance estimation methodology from period-to-period.
−Removed: The Company’s best estimate is made on an accrual basis and adjusted in future periods as required.
+Added: The Company’s best estimate is made on an accrual basis and adjusted in future periods as required.
Any adjustments to the prior period estimates are included in the current period.
2 unchanged sentences
Net accounts receivable (gross accounts receivable, net of allowances) balance concentrations by major category as of December 31, 2023 and December 31, 2022 were as follows:
−Removed: (amounts in thousands)
December 31, 2023
5 unchanged sentences
(2) Business-to business receivables included extended terms for two customers:
−Removed: 1) one customer with accounts receivable balances of $ 9,861 and $ 5,945 as of December 31, 2022 and December 31, 2021 , respectively.
−Removed: The customer received extended payment terms through a direct financing plan offered.
−Removed: The Company also has a credit insurance policy in place, which allocated up to $ 12,000 and $ 10,000 in coverage as of December 31, 2022 and December 31, 2021 , respectively, for this customer with a $ 400 deductible and 10 % retention, and 2) one customer with accounts receivable balance of $ 22,641 as of December 31, 2022.
−Removed: The customer received extended payment terms of eight equal monthly payments on the December 31, 2022 balance.
−Removed: The following table sets forth the percentage breakdown of the Company’s net accounts receivable by aging category and invoice due date as of December 31, 2022 and December 31, 2021.
−Removed: (amounts in thousands)
+Added: 1) one customer had a net accounts receivable balance of $ 8,639 and $ 22,641 as of December 31, 2023 and December 31, 2022 , respectively;
+Added: and 2) one customer had a net accounts receivable balance of $ 4,994 and $ 9,861 as of December 31, 2023 and December 31, 2022, respectively.
+Added: Each customer received extended payment terms through a direct financing plan offered.
+Added: The following table sets forth the percentage breakdown of the Company’s net accounts receivable by aging category and invoice due date as of December 31, 2023 and December 31, 2022.
December 31, 2023
8 unchanged sentences
The following table sets forth the accounts receivable allowances as of December 31, 2023 and December 31, 2022:
−Removed: (amounts in thousands)
December 31, 2023
14 unchanged sentences
The Company also sells its products direct-to-consumers primarily on a prepayment basis.
−Removed: Medicare's service reimbursement programs represented more than 10% of the Company’s total revenue for the years ended December 31, 2022 and 2021 .
−Removed: One single customer represented more than 10% of the Company’s total revenue for the year ended December 31, 2020 .
−Removed: Two customers each represented more than 10% of the Company's net accounts receivable balance with accounts receivable balances of $ 22,641 and $ 9,861 , respectively, as of December 31, 2022 .
−Removed: One single customer and Medicare each represented more than 10% of the Company’s net accounts receivable balance with accounts receivable balances of $ 5,945 and $ 2,685 , respectively, as of December 31, 2021.
−Removed: The Company also rents products directly to consumers for insurance reimbursement, which resulted in a customer concentration relating to Medicare’s service reimbursement programs.
−Removed: Medicare’s service reimbursement programs accounted for 77.0 %, 81.9 % and 81.5 % of rental revenue in 2022, 2021 and 2020 , respectively, and based on total revenue were 11.6 %, 10.6 % and 7.5 % for 2022, 2021 and 2020 , respectively.
−Removed: Accounts receivable balances relating to Medicare’s service reimbursement programs (including held and unbilled, net of allowances) amounted to $ 2,138 or 3.4 % of total net accounts receivable as of December 31, 2022 as compared to $ 2,685 or 11.0 % of total net accounts receivable as of December 31, 2021.
+Added: Medicare's service reimbursement programs represented more than 10% of the Company’s total revenue for the years ended December 31, 2023 , 2022 and 2021.
+Added: Two customers each represented more than 10% of the Company's net accounts receivable balance with net accounts receivable balances of $ 8,639 and $ 4,994 , respectively, as of December 31, 2023 and $ 22,641 and $ 9,861 , respectively, as of December 31, 2022.
+Added: The Company also rents products directly to consumers for insurance reimbursement, which resulted in a customer concentration relating to Medicare’s service reimbursement programs.
+Added: Medicare’s service reimbursement programs accounted for 67.7 %, 77.0 % and 81.9 % of rental revenue in 2023, 2022 and 2021 , respectively, and based on total revenue were 13.7 %, 11.6 % and 10.6 % for 2023, 2022 and 2021 , respectively.
+Added: Accounts receivable balances relating to Medicare’s service reimbursement programs (including held and unbilled, net of allowances) amounted to $ 2,059 or 4.9 % of total net accounts receivable as of December 31, 2023 compared to $ 2,138 or 3.4 % of total net accounts receivable as of December 31, 2022.
The Company currently purchases raw materials from a limited number of vendors, which resulted in a concentration of three major vendors.
−Removed: The three major vendors supply the Company with raw materials used to manufacture the Company’s products.
−Removed: For the year ended December 31, 2022 , the Company’s three major vendors accounted for 28.1 %, 17.7 % and 8.0 %, respectively, of total raw material purchases.
−Removed: For the year ended December 31, 2021 , the Company’s three major vendors accounted for 16.3 %, 12.1 % and 9.9 %, respectively, of total raw material purchases.
+Added: The three major vendors supply the Company with raw materials used to manufacture the Company’s products.
+Added: For the year ended December 31, 2023 , the Company’s three major vendors accounted for 30.8 %, 16.1 % and 7.9 %, respectively, of total raw material purchases.
+Added: For the year ended December 31, 2022 , the Company’s three major vendors accounted for 28.1 %, 17.7 % and 8.0 %, respectively, of total raw material purchases.
A portion of revenue is earned from sales outside the United States.
1 unchanged sentence
revenue for the years ended December 31, 2023, 2022 and 2021, respectively, were invoiced in Euros.
−Removed: A breakdown of the Company’s revenue from U.S.
+Added: A breakdown of the Company’s revenue from U.S.
sources for the years ended December 31, 2023, 2022 and 2021, respectively, is as follows:
Years ended December 31,
−Removed: (amounts in thousands)
Total revenue
Inventories are stated at the lower of cost and net realizable value, using the first-in, first-out (FIFO) method.
−Removed: The Company records adjustments at least quarterly to inventory for potentially excess, obsolete, slow-moving or impaired items.
−Removed: The Company recorded noncurrent inventory related to inventories that are expected to be realized or consumed after one year of $ 1,249 and $ 1,943 as of
−Removed: December 31, 2022 and 2021, respectively.
+Added: The Company records adjustments to inventory for potentially excess, obsolete, slow-moving or impaired items, and losses on firm purchase commitments as a component of cost of sales in our consolidated statements of comprehensive loss.
+Added: The Company recorded noncurrent inventory related to inventories that are expected to be realized or consumed after one year of $ 1,225 and $ 1,249 as of December 31, 2023 and 2022, respectively.
Noncurrent inventories are primarily related to raw materials purchased in bulk to support long-term expected repairs to reduce costs and are classified in other assets.
2 unchanged sentences
Inventories that are considered current consist of the following:
−Removed: (amounts in thousands)
Raw materials and work-in-progress
3 unchanged sentences
Property and equipment are stated at cost.
−Removed: Depreciation and amortization are calculated using the straight-line method over the assets’
−Removed: estimated useful lives as follows:
+Added: Depreciation and amortization are calculated using the straight-line method over the assets’ estimated useful lives as follows:
Rental equipment
9 unchanged sentences
Included within property and equipment is construction in process, primarily related to the design and engineering of tooling, jigs and other machinery.
−Removed: In addition, this item also includes computer software or development costs that have been purchased but have not completed the final configuration process for implementation into the Company’s systems.
+Added: In addition, this item also includes computer software or development costs that have been purchased but have not completed the final configuration process for implementation into the Company’s systems.
These items have not been placed in service;
2 unchanged sentences
Years ended December 31,
−Removed: (amounts in thousands)
Rental equipment
2 unchanged sentences
Property and equipment and rental equipment with associated accumulated depreciation is summarized below as of December 31, 2023 and 2022, respectively.
−Removed: (amounts in thousands)
Property and equipment
11 unchanged sentences
Long-lived assets
−Removed: The Company accounts for the impairment and disposition of long-lived assets in accordance with ASC 360 —
−Removed: Property, Plant, and Equipment .
−Removed: In accordance with ASC 360, long-lived assets to be held are reviewed for events or changes in circumstances that indicate that their carrying value may not be recoverable.
+Added: The Company accounts for the impairment and disposition of long-lived assets in accordance with ASC 360 — Property, Plant, and Equipment .
+Added: Long-lived assets are reviewed for indicators of impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.
+Added: The evaluation is performed at the lowest level of identifiable cash flows, which is at the individual asset level or the asset group level.
+Added: The undiscounted cash flows expected to be generated by the related assets are estimated over their useful life based on updated projections.
+Added: If the evaluation indicates that the carrying amount of the assets may not be recoverable, any potential impairment is measured based upon the fair value of the related assets or asset group as determined by an appropriate market appraisal or other valuation technique.
+Added: Assets classified as held for sale, if any, are recorded at the lower of carrying amount or fair value less costs to sell.
+Added: During the year ended December 31, 2023, the Company determined that an impairment indicator was present related to negative cash flows and a decrease in the Company’s public stock price that caused the Company's market capitalization to fall below its carrying amount (stockholders' equity).
+Added: The relevant long-lived asset grouping was evaluated for impairment.
+Added: An undiscounted cash flow analysis demonstrated sufficient undiscounted cash flows in excess of the asset group’s carrying value.
+Added: Estimates and significant assumptions included in the long-lived asset impairment analysis included identification of the asset group and undiscounted cash flow projections.
+Added: The Company concluded that its definite-lived intangible assets and long-lived assets were not impaired based on the results of the quantitative analyses performed.
On December 19, 2022, the Company determined to dispose of the technology intangible assets previously acquired from New Aera related to the Tidal Assist ® Ventilator (TAV ® ) technology by ceasing development of such assets and abandoning the TAV program (the Disposal Determination).
Prior to December 19, 2022, the TAV intangible asset was held and used, including ongoing research and development and no significant revenue.
−Removed: The Company made the Disposal Determination based on the Company’s assessment that continued development of the assets would not be economically feasible.
−Removed: The assessment considered many factors, including 1) the lack of compatibility and functionality of the technology intangible asset within the Company’s existing product portfolio, 2) the lack of commercial potential of such products that were not approved for ventilation Medicare reimbursement and a negative litigation outcome that occurred subsequent to the approved coding process, and 3) the substantial additional investment that would be required in order to attempt to achieve any commercial potential with substantial risk that no benefit would ever be achievable.
+Added: The Company made the Disposal Determination based on the Company’s assessment that continued development of the assets would not be economically feasible.
+Added: The assessment considered many factors, including 1) the lack of compatibility and functionality of the technology intangible asset within the Company’s existing product portfolio, 2) the lack of commercial potential of such products that were not approved for ventilation Medicare reimbursement and a negative litigation outcome that occurred subsequent to the approved coding process, and 3) the substantial additional investment that would be required in order to attempt to achieve any commercial potential with substantial risk that no benefit would ever be achievable.
There had been no significant revenue associated with the sale of products developed from the technology intangible asset acquired from New Aera to date and the Company does not expect any revenue from such products going forward.
−Removed: Upon abandonment, the Company recognized a loss on disposal of $ 52,161 in our consolidated statements of loss for the year ended December 31, 2022 for intangible assets, inventories, fixed assets, and construction in process associated with the TAV technology.
+Added: Upon abandonment, the Company recognized a loss on disposal of $ 52,161 in our consolidated statements of comprehensive loss for the year ended December 31, 2022 for intangible assets, inventories, fixed assets, and construction in process associated with the TAV technology.
As a result of no future sales, the fair value of the earnout resulted in a benefit of $ 13,687 to general and administrative expense during the fourth quarter of 2022.
−Removed: During the year ended December 31, 2021, the Company determined that an impairment indicator was present related to TAV developments as a result of the court order to dismiss the Company’s preliminary injunction related to the Department of Health and Human Services and the Centers for Medicare and Medicaid Services lawsuit.
+Added: During the year ended December 31, 2021, the Company determined that an impairment indicator was present related to TAV developments as a result of the court order to dismiss the Company’s preliminary injunction related to the Department of Health and Human Services and the Centers for Medicare and Medicaid Services lawsuit.
The relevant long-lived asset grouping was evaluated for impairment.
−Removed: An undiscounted cash flow analysis demonstrated sufficient undiscounted cash flows in excess of the asset group’s carrying value.
+Added: An undiscounted cash flow analysis demonstrated sufficient undiscounted cash flows in excess of the asset group’s carrying value.
Estimates and significant assumptions included in the long-lived asset impairment analysis included identification of the asset group and undiscounted cash flow projections.
The Company concluded that its definite-lived intangible assets and long-lived assets were not impaired based on the results of the quantitative analyses performed.
−Removed: No impairments were recorded during the years ended December 31, 2022, 2021 or 2020, except for the loss on disposal of the intangible asset discussed above.
Goodwill and other identifiable intangible assets
−Removed: Goodwill is tested for impairment on an annual basis as of October 1.
−Removed: Interim testing of goodwill for impairment is also required whenever an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit or asset below its carrying amount.
−Removed: The Company periodically reviews the carrying value of long-lived assets to determine whether or not impairment to such value has occurred.
+Added: Goodwill represents the excess acquisition cost over the fair value of the net tangible and intangible assets acquired.
+Added: Goodwill is not amortized and is tested for impairment on an annual basis as of October 1 or whenever an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit or asset below its carrying amount.
If the carrying amount of goodwill exceeds the implied estimated fair value, an impairment charge to current operations is recorded to reduce the carrying value to the implied estimated fair value.
−Removed: There were no accumulated impairment losses as of December 31, 2022 or 2021.
−Removed: The Company will first assess qualitative factors to determine whether it is more likely than not that the fair value is less than its carrying amount.
+Added: The Company first assesses qualitative factors to determine whether it is more likely than not that the fair value is less than its carrying amount.
If, based on a review of qualitative factors, it is more likely than not that the fair value is less than its carrying amount, the Company will use a quantitative approach, and calculate the fair value and compare it to its carrying amount.
1 unchanged sentence
If the carrying amount exceeds the fair value, an impairment loss is recorded equal to the difference.
−Removed: The Company performed an assessment of qualitative factors and determined that no events or circumstances existed that would lead to a determination that it is more likely than not that the fair value of indefinite-lived assets were less than the carrying amount.
−Removed: As a result of the TAV technology intangible asset disposal, a quantitative analysis was required to be performed as of December 31, 2022 and concluded that there was no impairment.
−Removed: A quantitative analysis was not required to be performed as of December 31, 2021.
Finite-lived intangible assets are amortized over their useful lives and are tested for recoverability whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.
7 unchanged sentences
The Company determines if an arrangement is a lease at inception.
−Removed: Operating leases are included in operating lease right-of-use (ROU) assets, operating lease liability –
−Removed: current, and operating lease liability –
−Removed: noncurrent on the consolidated balance sheets.
−Removed: ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease.
+Added: Operating leases are included in operating lease right-of-use (ROU) assets, operating lease liability – current, and operating lease liability – noncurrent on the consolidated balance sheets.
+Added: ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease.
Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term.
16 unchanged sentences
Advertising costs are included in sales and marketing expense in the accompanying consolidated statements of comprehensive loss.
−Removed: The Company accounts for income taxes in accordance with ASC 740 —
−Removed: Income Taxes .
−Removed: Under ASC 740, income taxes are recognized for the amount of taxes payable or refundable for the current period and deferred tax liabilities and assets are recognized for the future tax consequences of transactions that have been recognized in the Company’s consolidated financial statements or tax returns.
+Added: Restructuring charges
+Added: Restructuring costs include workforce reductions, termination benefits, office downsizing, centralizing manufacturing activities, and equipment relocation.
+Added: Key assumptions used in calculating the restructuring costs include the terms of, and payments under, agreements to terminate certain contractual obligations and the timing of reductions in workforce.
+Added: The Company accounts for income taxes in accordance with ASC 740 — Income Taxes .
+Added: Under ASC 740, income taxes are recognized for the amount of taxes payable or refundable for the current period and deferred tax liabilities and assets are recognized for the future tax consequences of transactions that have been recognized in the Company’s consolidated financial statements or tax returns.
Deferred tax assets and liabilities are measured using enacted tax rates expected to apply in the years in which those temporary differences are expected to be recovered or settled.
1 unchanged sentence
A valuation allowance is provided when it is more likely than not that some portion, or all, of the deferred tax asset will not be realized.
−Removed: The Company accounts for uncertainties in income taxes in accordance with ASC 740-10 —
−Removed: Accounting for Uncertainty in Income Taxes .
+Added: The Company accounts for uncertainties in income taxes in accordance with ASC 740-10 — Accounting for Uncertainty in Income Taxes .
ASC 740-10 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return.
2 unchanged sentences
Accounting for stock-based compensation
−Removed: The Company accounts for its stock-based compensation in accordance with ASC 718 —
−Removed: Compensation—Stock Compensation , which establishes accounting for share-based awards, exchanged for employee services and requires companies to expense the estimated fair value of these awards over the requisite employee service period.
−Removed: Stock–based compensation cost for stock options and employee stock purchase plan are determined at the grant date using the Black-Scholes option pricing model.
−Removed: Stock-based compensation cost for stock incentive awards is based on the number of shares ultimately expected to vest, estimated at each reporting date based on management’s expectations regarding the relevant performance criteria.
−Removed: The value of the award that is ultimately expected to vest is recognized as expense on a straight-line basis over the employee’s requisite service period.
+Added: The Company accounts for its stock-based compensation in accordance with ASC 718 — Compensation—Stock Compensation , which establishes accounting for share-based awards, exchanged for employee services and requires companies to expense the estimated fair value of these awards over the requisite employee service period.
+Added: Stock–based compensation cost for stock options and employee stock purchase plan are determined at the grant date using the Black-Scholes option pricing model.
+Added: Stock-based compensation cost for stock incentive awards is based on the number of shares ultimately expected to vest, estimated at each reporting date based on management’s expectations regarding the relevant performance criteria.
+Added: The value of the award that is ultimately expected to vest is recognized as expense on a straight-line basis over the employee’s requisite service period.
As part of the provisions of ASC 718, the Company is required to estimate potential forfeitures of stock grants and adjust compensation cost recorded accordingly.
2 unchanged sentences
Foreign currency
−Removed: The functional currency of the Company’s international subsidiary is the local currency.
−Removed: The financial statements of the subsidiary are translated to U.S.
+Added: The functional currency of the Company’s international subsidiaries is the local currency.
+Added: The financial statements of the subsidiaries are translated to U.S.
dollars using month-end exchange rates for assets and liabilities and average exchange rates for revenue, cost of revenue, operating expense and provision for income taxes.
−Removed: Translation gains and losses are recorded in accumulated other comprehensive income (loss) as a component of stockholders’
+Added: Translation gains and losses are recorded in accumulated other comprehensive income (loss) as a component of stockholders’ equity.
Foreign exchange transaction gains and losses resulting from the conversion of the transaction currency to functional currency are reflected as a component of foreign currency exchange gains or losses in other income (expense), net in the consolidated statements of comprehensive loss.
−Removed: Government grants
−Removed: The Company may receive cash payments from government grants during a public health emergency (PHE).
−Removed: The Company considers the nature and substance of the government grant and records the cash payment in accordance with the terms and conditions of the grant.
−Removed: Income is deferred until all considerations required for receiving the grant are met and is recognized in the consolidated statements of comprehensive loss based on the nature of the terms and conditions of the grant.
−Removed: In 2020, the Company received a grant of $ 6,200 from the Public Health and Social Services Emergency Fund (Relief Fund), which was among the provisions of the Coronavirus Aid, Relief, and Economic Security Act (CARES) Act signed into law on March 27, 2020.
−Removed: During 2020, the Company recorded $ 5,300 in other income, which was associated with lost revenues from the COVID-19 PHE, and a $ 900 benefit in general and administrative expense due to COVID-19 PHE related costs incurred in the period.
+Added: Business segments
+Added: The Company operates and reports in only one operating and reportable segment – development, manufacturing, marketing, sales, and rental of respiratory products.
+Added: Management reports financial information on a consolidated basis to the Company’s chief operating decision maker.
Loss per share
−Removed: Loss per share (EPS) is computed in accordance with ASC 260 —
−Removed: Earnings per Share and is calculated using the weighted-average number of common shares outstanding during each period.
+Added: Loss per share (EPS) is computed in accordance with ASC 260 — Earnings per Share and is calculated using the weighted-average number of common shares outstanding during each period.
Diluted EPS assumes the conversion, exercise or issuance of all potential common stock equivalents (which can include dilution of outstanding stock options, restricted stock units and restricted stock awards) unless the effect is to reduce a loss or increase the income per share.
For purposes of this calculation, common stock subject to repurchase by the Company, options, and other dilutive awards are considered to be common stock equivalents and are only included in the calculation of diluted loss per share when their effect is dilutive.
−Removed: Basic loss per share is calculated using the Company’s weighted-average outstanding common shares.
−Removed: Diluted loss per share is calculated using the Company’s weighted-average outstanding common shares including the dilutive effect of stock awards as determined under the treasury stock method.
+Added: Basic loss per share is calculated using the Company’s weighted-average outstanding common shares.
+Added: Diluted loss per share is calculated using the Company’s weighted-average outstanding common shares including the dilutive effect of stock awards as determined under the treasury stock method.
The computation of EPS is as follows:
Years ended December 31,
−Removed: (amounts in thousands, except share and per share amounts)
−Removed: Numerator—basic and diluted:
+Added: Numerator—basic and diluted:
Weighted average common shares - basic common stock (1)
13 unchanged sentences
Performance-based restricted stock units and restricted stock awards are included in the number of shares used to calculate diluted earnings per share as long as all applicable performance criteria are met, and their effect is dilutive.
−Removed: Restricted stock awards are eligible to receive all dividends declared on the Company’s common shares during the vesting period;
+Added: Restricted stock awards are eligible to receive all dividends declared on the Company’s common shares during the vesting period;
however, such dividends are not paid until the restrictions lapse.
(2) Due to net losses for the years ended December 31, 2023, 2022 and 2021 , diluted loss per share is the same as basic.
−Removed: Business segments
−Removed: The Company operates and reports in only one operating and reportable segment –
−Removed: development, manufacturing, marketing, sales, and rental of respiratory products.
−Removed: Management reports financial information on a consolidated basis to the Company’s chief operating decision maker.
+Added: Recently issued accounting pronouncements not yet adopted
+Added: In November 2023, the FASB issued the Accounting Standards Update (ASU) No.
+Added: 2023-09, Segment Reporting (Topic 280):Improvements to Reportable Segment Disclosures .
+Added: The new guidance expands annual and interim disclosure requirements for reportable segments, primarily through enhanced disclosures about significant segment expenses.
+Added: The ASU is effective for fiscal years beginning after January 1, 2024, and for interim periods beginning January 1, 2025, with early adoption permitted.
+Added: The Company is currently evaluating the effect of the new guidance but does not expect it to have a material impact on the Company’s consolidated financial statement presentation or results.
+Added: In December 2023, the FASB issued the ASU No.
+Added: 2023-09, Improvements to Income Tax Disclosures .
+Added: The new guidance requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid.
+Added: The standard is intended to benefit investors by providing more detailed income tax disclosures that would be useful in making capital allocation decisions.
+Added: The ASU is effective for fiscal years beginning after December 15, 2025, and interim periods within those years, with early adoption permitted.
+Added: The Company is currently evaluating the effect of the new guidance but does not expect it to have a material impact on the Company’s consolidated financial statement presentation or results.
+Added: On July 10, 2023, the Company entered into a share purchase agreement to acquire Physio-Assist, which is in the business of the design, production, and marketing of medical devices for bronchial decongestion (airway clearance technique) for patients suffering from obstructive respiratory diseases.
+Added: On September 14, 2023, the Company completed the acquisition of all of the issued and outstanding capital stock of Physio-Assist and its wholly-owned subsidiary PhysioAssist GmbH for a purchase price consisting of $ 32,250 in cash consideration and the fair value of a potential earnout of $ 3,178 based on future regulatory clearances.
+Added: The Company incurred acquisition-related expenses of approximately $ 1,860 in the twelve months ended December 31, 2023, which were recorded within general and administrative expense.
+Added: A potential earnout payment of either $ 13,000 (without a clinical trial requirement) or $ 11,000 (with a required clinical trial less related development costs) is dependent upon the achievement of one of two milestones related to the FDA de novo authorization or 510(k) clearance for the Simeox Airway Clearance System within four years of the date of the closing of the transaction.
+Added: The fair value of the earnout liability was measured using the probability weighted expected return methodology and was discounted using a rate and probability that appropriately captures the risk associated with the obligation.
+Added: The acquisition was treated as a business combination.
+Added: Assets and liabilities of the acquired company were recorded at their estimated fair values at the date of acquisition.
+Added: The excess purchase price over the fair value of net tangible assets and identifiable intangible assets acquired has been allocated to goodwill.
+Added: Goodwill represents the expected synergies with the existing business, the acquired assembled workforce, and future cash flows after the acquisition.
+Added: The fair value assigned to the identifiable intangible assets was determined primarily by using the excess earnings method.
+Added: The key assumptions included in the excess earnings method included revenue recognized, cost of revenue, and the discount rate.
+Added: The Company’s allocation of the purchase price of Physio-Assist is preliminary and any measurement period adjustments that result from the finalization of the purchase price allocation will be recorded retrospectively to the acquisition date.
+Added: Changes are possible and could change the allocation of the purchase price.
+Added: The following table summarizes the preliminary allocation of the purchase price over the estimated fair value of the assets acquired and liabilities assumed in the acquisition of Physio-Assist:
+Added: Accounts receivable
+Added: Property and equipment
+Added: Operating lease right-of-use asset
+Added: Intangible assets
+Added: Total assets acquired
+Added: Accounts payable and accrued expenses
+Added: Other current liabilities
+Added: Operating lease liability
+Added: Deferred tax liability - noncurrent
+Added: Total liabilities assumed
+Added: Total identifiable net assets
+Added: Cash consideration
+Added: Fair value of contingent earnout consideration
+Added: Total purchase price
+Added: Included in the acquired intangible assets were $ 32,300 of developed technology, $ 1,600 of customer relationships, and $ 200 related to trade name.
+Added: The fair value measurements of the intangibles were based primarily on Level 3 inputs.
+Added: Certain working capital accounts such as accounts receivables, inventories, other current assets, accounts payable and accrued expenses, bank loans and other current liabilities, as well as intangibles and related income tax amounts may be adjusted subsequent to the acquisition as they are realized at different values.
+Added: These changes would be reflected as measurement period adjustments.
+Added: All of the bank loans were settled subsequent to the acquisition date and prior to December 31, 2023.
+Added: The consolidated financial and operating results reflect the Physio-Assist operations beginning September 14, 2023.
+Added: The following unaudited pro forma information for the twelve months ended December 31, 2023 and 2022 presents the revenues and net loss assuming the acquisition of Physio-Assist had occurred as of January 1, 2022.
+Added: Twelve months ended
+Added: Total revenue
Goodwill and other identifiable intangible assets
The changes in the carrying amount of goodwill for the years ended December 31, 2023 and 2022 were as follows:
−Removed: (amounts in thousands)
Balance as of December 31, 2021
2 unchanged sentences
Translation adjustment
+Added: Impairment charge
Balance as of December 31, 2023
−Removed: As of December 31, 2022 , the Company had no accumulated impairment losses related to goodwill.
+Added: As a result of a decrease in Company’s public stock price that caused the Company's market capitalization to fall below its carrying amount (stockholders' equity) during July 2023 and noted by management to be more than temporary as the quarter progressed, a quantitative analysis was required to be performed during the quarter ended September 30, 2023.
+Added: The Company used a discounted cash flow analysis based on Level 3 inputs and determined that the goodwill carrying amount exceeded its fair value and, as such, an impairment charge of $ 32,894 was incurred in the quarter ended September 30, 2023.
+Added: Accumulated impairment losses were $ 32,894 for the year ended December 31, 2023.
+Added: The Company performed an assessment of qualitative factors and determined that no events or circumstances existed that would lead to a determination that it is more likely than not that the fair value of indefinite-lived assets were less than the carrying amount.
+Added: As a result of the TAV technology intangible asset disposal, a quantitative analysis was required to be performed as of December 31, 2022 and concluded that there was no impairment.
Intangible assets
−Removed: There were no accumulated impairment losses related to the Company’s intangible assets as of December 31, 2022 and 2021 .
+Added: There were no impairment losses related to the Company’s intangible assets as of December 31, 2023 and 2022 .
Amortization expense for intangible assets for the years ended December 31, 2023, 2022 and 2021 was as follows:
Years ended December 31,
−Removed: (amounts in thousands)
Research and development expense
1 unchanged sentence
General and administrative expense
−Removed: The following tables represent the changes in net carrying values of the intangibles as of the respective dates:
−Removed: (amounts in thousands)
+Added: I ntangible assets as of December 31, 2023 and 2022 consisted of the following:
December 31, 2023
+Added: Developed technology
Patents and websites
Customer relationships
−Removed: (amounts in thousands)
December 31, 2022
2 unchanged sentences
Annual estimated amortization expense for each of the succeeding fiscal years is as follows:
−Removed: (amounts in thousands)
Current liabilities
Accounts payable and accrued expenses as of December 31, 2023 and 2022 consisted of the following:
−Removed: (amounts in thousands)
Accounts payable
1 unchanged sentence
Accrued purchasing card liability
+Added: Accrued loss on purchase commitments
Accrued franchise, sales and use taxes
Other accrued expenses
−Removed: Accounts payable and accrued expenses
+Added: Total accounts payable and accrued expenses
Accrued payroll as of December 31, 2023 and 2022 consisted of the following:
−Removed: (amounts in thousands)
Accrued bonuses
1 unchanged sentence
Accrued vacation
+Added: Accrued severance
Accrued employee stock purchase plan deductions
−Removed: Accrued payroll
+Added: Total accrued payroll
The Company has entered into operating leases primarily for commercial buildings.
These leases have terms which range from 3 years to 11 years, some of which include options to extend the leases for up to 5 years.
−Removed: There are no economic penalties for the Company to extend the lease, and it is not reasonably certain that the Company will exercise the extension options.
+Added: Rent expense, including short-term lease cost, was $ 4,017 , $ 3,870 , and $ 4,095 for the years ended December 31, 2023, 2022 and 2021, respectively.
Operating lease right-of-use assets and liabilities commencing after January 1, 2019 are recognized at commencement date based on the present value of lease payments over the lease term.
The operating leases do not contain material residual value guarantees or material restrictive covenants.
−Removed: Rent expense, including short-term lease cost, was $ 3,870 , $ 4,095 , and $ 2,864 for the years ended December 31, 2022, 2021 and 2020, respectively.
−Removed: Information related to the Company’s right-of-use assets and related operating lease liabilities were as follows:
−Removed: (amounts in thousands)
+Added: In July 2023, the Company entered into an Assignment and Assumption of Lease Agreement in which a third party (Assignee) assumed the rights, title, and interest in the lease, including assumption of lease payments.
+Added: As inducement for the Assignee to enter into the agreement, the Company paid an incentive of $ 395 , provided for four months of free rent for the period October 1, 2023 through January 31, 2024, and conveyed ownership of certain items of the facility's furniture and equipment.
+Added: Commencing February 1, 2024 and ending May 31, 2031, the Assignee assumes responsibility for the monthly lease payments.
+Added: Notwithstanding the Assignee's assumption of lease payments, Inogen remains the primary obligor under the lease to the landlord.
+Added: The Assignee gained control to the facility on September 29, 2023, and related sublease income was not material.
+Added: Lease payments assumed by the Assignee are:
+Added: Payments due in the 12-month period ending December 31,
+Added: Information related to the Company’s right-of-use assets and related operating lease liabilities were as follows:
Cash paid for operating lease liabilities
9 unchanged sentences
Total lease liabilities
−Removed: The components of the Company’s income (loss) before provision for income taxes are as follows:
+Added: The components of the Company’s income (loss) before provision for income taxes are as follows:
Years ended December 31,
−Removed: (amounts in thousands)
United States
1 unchanged sentence
The provision for income taxes consists of the following:
−Removed: (amounts in thousands)
Years ended December 31,
−Removed: Current tax expense (benefit)
+Added: Current tax expense
Total current tax expense
Deferred tax expense (benefit)
−Removed: Total deferred tax expense
+Added: Total deferred tax expense (benefit)
Interest and penalties
+Added: Total deferred tax expense (benefit), net
Provision for income taxes
The components of deferred tax assets and liabilities consist of the following:
−Removed: (amounts in thousands)
As of December 31,
22 unchanged sentences
Valuation allowance
+Added: Goodwill impairment charge
Effective income tax rate
1 unchanged sentence
federal, multiple U.S.
−Removed: states and the Netherlands.
+Added: states, Netherlands, France and Germany.
The statute of limitations has expired for all tax years prior to 2020 for federal and prior to 2017 for various state tax purposes.
−Removed: However, the net operating loss generated on the Company’s federal and state tax returns in prior years may be subject to adjustments by the federal and state tax authorities.
−Removed: As of December 31, 2022 , the Company had $ 84,362 and $ 40,194 of federal and state net operating loss carryforwards, respectively, and $ 76,566 of the total federal net operating loss carryforwards have an indefinite life while the remaining federal and state net operating loss carryforwards begin to expire in 2033 and 2028 , respectively, if not utilized.
−Removed: As of December 31, 2022 , the Company had federal and California research and development credit carryforward of $ 5,503 and $ 4,628 , respectively.
+Added: The statute of limitations has expired for all tax years prior to 2021 for France, prior to 2020 for Germany, and prior to 2019 for Netherlands purposes.
+Added: However, the net operating loss generated on the Company’s federal and state tax returns in prior years may be subject to adjustments by the federal and state tax authorities.
+Added: As of December 31, 2023 , the Company had $ 126,771 , $ 66,039 and $ 10,851 of federal, state and foreign net operating loss carryforwards, respectively.
+Added: Federal net operating loss carryforwards of $ 118,975 have an indefinite life while the remaining federal and state net operating loss carryforwards begin to expire in 2033 and 2028 , respectively, if not utilized.
+Added: Foreign net operating loss carryforwards of $ 10,851 also have an indefinite life.
+Added: As of December 31, 2023 , the Company had federal and California research and development credit carryforwards of $ 6,576 and $ 4,882 , respectively.
The federal credit will begin to expire in 2024 ;
2 unchanged sentences
The federal credit will begin to expire in 2027 .
−Removed: Utilization of the Company’s net operating loss and tax credit carryforwards may be subject to annual limitations arising from ownership change limitations provided by the Internal Revenue Code and similar state provisions.
+Added: Utilization of the Company’s net operating loss and tax credit carryforwards may be subject to annual limitations arising from ownership change limitations provided by the Internal Revenue Code and similar state and foreign provisions.
Such annual limitations could result in the expiration of the net operating loss and tax credit carryforwards before their utilization.
2 unchanged sentences
The amount of deferred tax assets considered realizable is subject to adjustment in future periods if estimates of future taxable income are reduced.
−Removed: As of December 31, 2021, the Company recorded a full valuation allowance of $ 17,423 .
−Removed: As of December 31, 2022 , the Company again determined that net deferred tax assets are not more likely than not realizable based on cumulative three-year pretax losses, projected future taxable losses primarily due to planned strategic investments in future periods, and the impact of the COVID-19 pandemic, including related supply chain impacts on parts availability and cost inflation.
−Removed: Accordingly, the Company recorded a valuation allowance of $ 41,933 as of December 31, 2022 .
−Removed: The Company’s valuation allowance may increase or decrease during the next 12 months based on future operating results.
+Added: As of December 31, 2023 and 2022, the Company determined that net deferred tax assets are not more likely than not realizable based on cumulative three-year pretax losses and recorded a full valuation allowance.
+Added: The Company’s valuation allowance may increase or decrease during the next 12 months based on future operating results.
The increase in valuation allowance of $ 18,035 is attributable to losses generated in the current year.
3 unchanged sentences
A reconciliation of the beginning and ending amount of unrecognized tax benefit is as follows:
−Removed: (amounts in thousands)
Reconciliation of liability for unrecognized tax benefits
4 unchanged sentences
Balance at end of period
−Removed: On August 16, 2022, the Inflation Reduction Act of 2022 (IRA) was signed into law.
−Removed: The IRA contains a number of revisions to the Internal Revenue Code, including a 15 % corporate minimum income tax and a 1 % excise tax on corporate stock repurchases in tax years beginning after December 31, 2022.
−Removed: The Company evaluated the provisions of the IRA and identified no impact to the Company’s provision for income taxes, effective tax rate, unrecognized tax benefits or deferred income tax positions for the year ended December 31, 2022.
−Removed: Stockholders’
+Added: Stockholders’ equity
Each share of common stock is entitled to one vote.
1 unchanged sentence
Preferred stock
−Removed: Pursuant to the amended and restated certificate of incorporation filed by the Company in connection with the completion of its initial public offering, the Company’s board of directors is authorized to issue up to 10,000,000 shares of preferred stock in one or more series and to fix the rights, preferences, privileges and restrictions thereof.
+Added: Pursuant to the amended and restated certificate of incorporation filed by the Company in connection with the completion of its initial public offering, the Company’s board of directors is authorized to issue up to 10,000,000 shares of preferred stock in one or more series and to fix the rights, preferences, privileges and restrictions thereof.
These rights, preferences and privileges could include dividend rights, conversion rights, voting rights, redemption rights, liquidation preferences, sinking fund terms and the number of shares constituting any series or the designation of such series, any or all of which may be greater than the rights of common stock.
The issuance of preferred stock could adversely affect the voting power of holders of common stock and the likelihood that such holders will receive dividend payments and payments upon liquidation.
−Removed: In addition, the issuance of preferred stock could have the effect of delaying, deferring or preventing change in the Company’s control or other corporate action.
+Added: In addition, the issuance of preferred stock could have the effect of delaying, deferring or preventing change in the Company’s control or other corporate action.
As of December 31, 2023 and 2022, no shares of preferred stock were issued or outstanding, and the board of directors has not authorized or designated any rights, preferences, privileges and restrictions for any class of preferred stock.
1 unchanged sentence
Stock incentive plans
−Removed: The Company has a 2012 Equity Incentive Plan (2012 Plan) under which the Company granted options to purchase shares of its common stock.
−Removed: As of December 31, 2022 , options to purchase 57,298 shares of common stock remained outstanding under the 2012 Plan.
−Removed: The 2012 Plan was terminated in connection with the Company’s initial public offering in February 2014, and accordingly, no new options are available for issuance under this plan.
−Removed: The 2012 Plan continues to govern outstanding awards granted thereunder.
−Removed: The Company has a 2014 Equity Incentive Plan (2014 Plan) that provides for the grant of incentive stock options, within the meaning of Section 422 of the Internal Revenue Code, to the Company’s employees and any parent and subsidiary corporation’s employees, and for the grant of nonstatutory stock options, restricted stock, restricted stock units, restricted stock awards, stock appreciation rights, performance units and performance shares to its employees, directors and consultants and its parent and subsidiary corporations’
−Removed: employees and consultants.
−Removed: As of December 31, 2022 , awards with respect to 1,208,811 shares of the Company’s common stock were outstanding, and 828,309 shares of common stock remained available for issuance under the 2014 Plan.
−Removed: The shares available for issuance under the 2014 Plan will be increased by any shares returned to the 2012 Plan and the 2014 Plan as a result of expiration or termination of awards (provided that the maximum number of shares that may be added to the 2014 Plan pursuant to such previously granted awards under the 2012 Plan is 2,328,569 shares).
−Removed: The number of shares available for issuance under the 2014 Plan also is increased annually on the first day of each fiscal year by an amount equal to the least of:
−Removed: 895,346 shares;
−Removed: 4 % of the outstanding shares of common stock as of the last day of the Company’s immediately preceding fiscal year;
−Removed: such other amount as the Company’s board of directors may determine.
−Removed: For 2022 , no additional shares were added to the 2014 Plan share reserve pursuant to the provision described above.
+Added: The Company has a 2014 Equity Incentive Plan (2014 Plan) under which the Company granted restricted stock units, restricted stock awards, performance units, performance shares, and options to purchase shares of its common stock.
+Added: As of December 31, 2023, awards with respect to 1,077,837 shares of the Company's common stock were outstanding.
+Added: An additional 895,346 shares were added to the 2014 Plan share reserve in 2023.
+Added: The Company’s stockholders approved the adoption of the 2023 Equity Incentive Plan (2023 Plan) on May 31, 2023 that provides for the grant of incentive stock options, within the meaning of Section 422 of the Internal Revenue Code, to the Company’s employees and any parent and subsidiary corporation’s employees, and for the grant of nonstatutory stock options, restricted stock, restricted stock units, restricted stock awards, stock appreciation rights, performance units, and performance shares to its employees, directors, and consultants and its parent and subsidiary corporations’ employees and consultants.
+Added: The 2023 Plan became effective June 5, 2023.
+Added: The 2014 Plan terminated upon effectiveness of the 2023 Plan and no further awards will be made under the 2014 Plan, but the 2014 Plan will continue to govern awards previously granted under it.
+Added: The number of shares of common stock reserved for issuance under the 2023 Plan was:
+Added: (i) 400,000 shares, plus (ii) (A) 2,027,790 shares that, as of immediately before the termination or expiration of the 2014 Plan, had been reserved but not issued under any 2014 Plan awards and are not subject to any awards granted under the 2014 Plan, plus (B) any shares subject to awards granted under the 2014 Plan or the 2012 Plan that, after the 2014 Plan is terminated or expired, expire or otherwise terminate without having been exercised or issued in full or are forfeited to or repurchased by the Company due to failure to vest, plus (C) any shares that, after the 2014 Plan is terminated or expired, are tendered to or withheld by us for payment of an exercise or purchase price or for tax withholding obligations with respe ct to an award granted under the 2014 Plan or 2012 Plan, with the maximum number of shares that may be added to the 2023 Plan under subsection (ii) above equal to 2,950,000 shares.
+Added: As of December 31, 2023, 1,713,834 shares of common stock remained available for issuance under the 2023 Plan.
+Added: The shares available for issuance under the 2023 Plan will be increased by any shares returned to the 2012 Plan and 2014 Plan as a result of 1) expiration or termination of awards and 2) tendered to or withheld by us for payment of an exercise or purchase price or for tax withholding obligations.
Stock options
1 unchanged sentence
Options have been granted to employees, directors and consultants of the Company, as determined by the board of directors, at the deemed fair market value of the shares underlying the options at the date of grant.
−Removed: The activity for stock options under the Company’s stock plans for the years ended December 31, 2022, 2021 and 2020 is as follows:
+Added: The activity for stock options under the Company’s stock plans for the years ended December 31, 2023, 2022 and 2021 is as follows:
Outstanding as of December 31, 2020
$ 0.75 -$ 83.30
−Removed: 44.19 - 56.72
Outstanding as of December 31, 2021
2 unchanged sentences
Outstanding as of December 31, 2021
+Added: 38.54 - 44.19
+Added: 38.54 - 43.21
Outstanding as of December 31, 2022
2 unchanged sentences
Outstanding as of December 31, 2022
−Removed: 38.54 - 44.19
−Removed: 38.54 - 43.21
Outstanding as of December 31, 2023
1 unchanged sentence
Vested and expected to vest as of December 31, 2023
−Removed: $ 1.17 -$ 83.30
The total intrinsic value of options exercised during the years ended December 31, 2023, 2022, and 2021 was $ 735 , $ 309 and $ 14,524 , respectively.
1 unchanged sentence
Stock incentive awards
−Removed: The Company grants restricted stock units (RSUs) and restricted stock awards (RSAs) under the 2014 Plan (Stock Awards).
+Added: The Company grants restricted stock units (RSUs) and restricted stock awards (RSAs) under the 2014 and 2023 Plans (Stock Awards).
The Stock Awards vest either based solely on the satisfaction of time-based service conditions or on the satisfaction of time-based service conditions combined with performance criteria.
−Removed: Stock Awards are subject to forfeiture if the holder’s services to the Company terminate before vesting.
+Added: Stock Awards are subject to forfeiture if the holder’s services to the Company terminate before vesting.
Stock Awards granted with only time-based service vesting conditions generally vest over three-year and four-year service periods, as defined in the terms of each award.
Stock Awards that vest based on the satisfaction of time-based service conditions combined with performance criteria generally vest over a three-year service and performance period, based on performance criteria established at the time of the award.
−Removed: The portion of the Stock Award that is earned may equal or be less than the targeted number of shares subject to the Stock Award depending on whether the performance criteria are met.
+Added: The portion of the Stock Award that is earned may equal or be more or less than the targeted number of shares subject to the Stock Award depending on whether the performance criteria are met.
Stock Awards activity for the years ended December 31, 2023, 2022 and 2021 is summarized below:
27 unchanged sentences
Unvested restricted stock awards outstanding as of December 31, 2022
−Removed: Forfeited/canceled
Unvested restricted stock awards outstanding as of December 31, 2023
2 unchanged sentences
(1) Outstanding restricted stock units and restricted stock awards are based on the maximum payout of the targeted number of shares.
−Removed: As of December 31, 2022 , the unrecognized compensation cost related to unvested employee restricted stock units and restricted stock awards was $ 20,539 , excluding estimated forfeitures.
+Added: As of December 31, 2023 , the unrecognized compensation cost related to unvested employee restricted stock units was $ 11,771 , excluding estimated forfeitures.
This amount is expected to be recognized over a weighted-average period of 1.9 years.
Employee stock purchase plan
−Removed: The Company’s 2014 Employee Stock Purchase Plan (ESPP) provides for the grant to all eligible employees an option to purchase stock under the ESPP, within the meaning Section 423 of the Internal Revenue Code.
−Removed: The ESPP permits participants to purchase common stock through payroll deductions of up to 15 % of their eligible compensation, which includes a participant’s base straight time gross earnings, incentive compensation, bonuses, overtime and shift premium, but exclusive of payments for equity compensation and other similar compensation.
+Added: The Company’s 2014 Employee Stock Purchase Plan (ESPP) provides for the grant to all eligible employees an option to purchase stock under the ESPP, within the meaning Section 423 of the Internal Revenue Code.
+Added: The ESPP permits participants to purchase common stock through payroll deductions of up to 15 % of their eligible compensation, which includes a participant’s base straight time gross earnings, incentive compensation, bonuses, overtime and shift premium, but exclusive of payments for equity compensation and other similar compensation.
A participant may purchase a maximum of 1,500 shares during a purchase period.
−Removed: Amounts deducted and accumulated by the participant are used to purchase shares of the Company’s common stock at the end of each six-month period.
−Removed: The purchase price of the shares will be 85 % of the lower of the fair market value of the Company’s common stock on the first trading day of each offering period or on the exercise date.
+Added: Amounts deducted and accumulated by the participant are used to purchase shares of the Company’s common stock at the end of each six-month period.
+Added: The purchase price of the shares will be 85 % of the lower of the fair market value of the Company’s common stock on the first trading day of each offering period or on the exercise date.
The offering periods are currently approximately six months in length beginning on the first business day on or after March 1 and September 1 of each year and ending on the first business day on or after September 1 and March 1 approximately six months later.
2 unchanged sentences
• 179,069 shares;
−Removed: 1.5 % of the outstanding shares of the Company’s common stock on the last day of the Company’s immediately preceding fiscal year;
+Added: • 1.5 % of the outstanding shares of the Company’s common stock on the last day of the Company’s immediately preceding fiscal year;
• such other amount as may be determined by the administrator.
−Removed: For 2022 , no additional shares were added to the ESPP share reserve pursuant to the provision described above.
+Added: For 2023 , an additional 179,069 shares were added to the ESPP share reserve pursuant to the provision described above.
Stock-based compensation
Stock-based compensation expense recognized for the years ended December 31, 2023, 2022 and 2021, was as follows:
−Removed: (amounts in thousands)
Years ended December 31,
Stock-based compensation expense by type of award:
−Removed: Stock option plan awards
Restricted stock units and restricted stock awards
1 unchanged sentence
Total stock-based compensation expense
−Removed: Employee stock-based compensation expense was calculated based on awards of stock options, restricted stock units and restricted stock awards ultimately expected to vest based on the Company’s historical award cancellations.
−Removed: The employee stock-based compensation expense recognized for the year ended December 31, 2020 has been reduced for estimated forfeitures of stock option plan awards at a rate of 7.3 %.
+Added: Employee stock-based compensation expense was calculated based on awards of stock options, restricted stock units and restricted stock awards ultimately expected to vest based on the Company’s historical award cancellations.
The employee stock-based compensation expense recognized for the years ended December 31, 2023, 2022 and 2021 has been reduced for estimate forfeitures of restricted stock at a rate of 5.3 %, 4.1 % and 4.1 %, respectively.
−Removed: ASC 718 –
−Removed: Compensation-Stock Compensation requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates.
+Added: ASC 718 – Compensation-Stock Compensation requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates.
For the years ended December 31, 2023, 2022 and 2021, respectively, stock-based compensation expense recognized under ASC 718, included in cost of revenue, research and development expense, sales and marketing expense, and general and administrative expense was as follows:
Years ended December 31,
−Removed: (amounts in thousands)
Cost of revenue
5 unchanged sentences
The employee stock-based compensation expense is recognized under ASC 718.
−Removed: Stock-based compensation cost for stock awards is based on the number of shares ultimately expected to vest, estimated at each reporting date based on management’s expectations regarding the relevant performance criteria.
−Removed: The value of the award that is ultimately expected to vest is recognized as expense on a straight-line basis over the employee’s requisite service period for stock awards with a time-based service condition and on a graded vesting basis over the employee’s requisite service period for stock awards with performance and time-based service conditions.
−Removed: Stock-based compensation cost for stock options and employee stock purchase plan are determined at the grant date using the Black-Scholes option pricing model.
+Added: Stock-based compensation cost for stock awards is based on the number of shares ultimately expected to vest, estimated at each reporting date based on management’s expectations regarding the relevant performance criteria.
+Added: The value of the award that is ultimately expected to vest is recognized as expense on a straight-line basis over the employee’s requisite service period for stock awards with a time-based service condition and on a graded vesting basis over the employee’s requisite service period for stock awards with performance and time-based service conditions.
+Added: Stock-based compensation cost for the employee stock purchase plan is determined at the grant date using the Black-Scholes option pricing model.
During the years ended December 31, 2023, 2022 and 2021, the Company did not grant any stock option awards.
−Removed: The following table displays the assumptions that have been applied to estimate the fair value of the Company’s shares to be issued under the ESPP using the Black-Scholes option pricing model.
+Added: The following table displays the assumptions that have been applied to estimate the fair value of the Company’s shares to be issued under the ESPP using the Black-Scholes option pricing model.
Expected term (years)
10 unchanged sentences
The Company had approximately $ 83,000 of outstanding purchase orders due within one year with its outside vendors and suppliers as of December 31, 2023 .
+Added: The Company has $ 2,057 accrued within accounts payable and other accrued expenses in the consolidated balance sheet as of December 31, 2023 related to estimated losses for firm commitment contractual obligations under these agreements.
+Added: Losses on these firm commitment contractual obligations are recognized based upon the terms of the respective agreement and similar factors considered for the write-down of inventory, including expected sales requirements as determined by internal sales forecasts.
Warranty obligation
−Removed: The following table identifies the changes in the Company’s aggregate product warranty liabilities for the years ended December 31, 2022, 2021 and 2020, respectively:
−Removed: (amounts in thousands)
+Added: The following table identifies the changes in the Company’s aggregate product warranty liabilities for the years ended December 31, 2023, 2022 and 2021, respectively:
Product warranty liability at beginning of period
11 unchanged sentences
The Health Information Technology for Economic and Clinical Health Act (HITECH Act), in part, imposes notification requirements of certain security breaches relating to protected health information.
−Removed: The Company is not aware of any pending claims against it under the HIPAA and HITECH regulations that are applicable to the Company’s business.
+Added: The Company is not aware of any pending claims against it under the HIPAA and HITECH regulations that are applicable to the Company’s business.
Legal proceedings
−Removed: Civil investigative demand
−Removed: On June 21, 2022, the Company received a civil investigative demand (CID) from the United States Attorney’s Office for the Northern District of Iowa.
−Removed: The CID states that it was issued in a False Claims Act investigation to determine whether there is or has been a violation of the False Claims Act and that the investigation involves concerns of inappropriate kickbacks provided by certain manufacturers of portable oxygen concentrators and related products in violation of the Anti-Kickback Statute.
−Removed: The CID followed informal requests from the United States Attorney’s Office for the Northern District of Iowa begun in late 2020, with which the Company voluntarily complied, to obtain information concerning the Company’s participation in (i) zero-interest or below market-rate loans through a third party lender to finance customer purchases;
−Removed: (ii) guaranteeing the obligation of a customer to a finance company in connection with financing of purchases of Company equipment;
−Removed: and (iii) entering into an agreement with a customer that included marketing, exclusivity, discount, and favorable financing terms.
−Removed: The Company is cooperating in the investigation.
−Removed: The Company is currently unable to predict the outcome of this investigation or whether qui tam or other litigation is probable.
−Removed: Regardless of the outcome, this inquiry has the potential to have an adverse impact on the Company due to any related defense and settlement costs, diversion of management resources, and other factors.
−Removed: Other litigation
−Removed: The Company is party to various legal proceedings arising in the normal course of business.
+Added: The Company is party to various legal proceedings and investigations arising in the normal course of business.
The Company carries insurance, subject to specified deductibles under the policies, to protect against losses from certain types of legal claims.
−Removed: At this time, the Company does not anticipate that any of these other proceedings arising in the normal course of business will have a material adverse effect on the Company’s business.
+Added: At this time, the Company does not anticipate that any of these other proceedings arising in the normal course of business will have a material adverse effect on the Company’s business.
Regardless of the outcome, litigation can have an adverse impact on the Company because of defense and settlement costs, diversion of management resources, and other factors.
+Added: Restructuring charges
+Added: The Company incurred $ 3,426 of restructuring costs during the year ended December 31, 2023, primarily in connection with the Company's cost reduction initiatives, which were recorded within general and administrative expense in the consolidated statements of comprehensive loss.
+Added: The restructuring charges consisted primarily of severance and termination benefits.
+Added: Other related costs consisted of targeted workforce reductions, office downsizing, centralizing manufacturing activities, and equipment relocation.
+Added: The Company had $ 638 of accrued liabilities related to restructuring charges as of December 31, 2023.
Foreign currency exchange contracts and hedging
−Removed: As of December 31, 2022 and December 31, 2021 , the Company’s total non-designated and designated derivative contracts had notional amounts totaling approximately $ 37,314 and $ 0 , respectively, and $ 2,318 and $ 23,253 , respectively.
+Added: As of December 31, 2023 and December 31, 2022 , the Company’s total non-designated and designated derivative contracts had notional amounts totaling approximately $ 30,373 and $ 0 , respectively, and $ 37,314 and $ 0 , respectively.
These contracts were comprised of offsetting contracts with the same counterparty, each expires within one month .
−Removed: During the years ended December 31, 2022, 2021, and 2020 , these contracts had, net of tax, an unrealized loss of $ 1,140 , an unrealized gain of $ 1,793 and an unrealized loss of $ 289 , respectively.
+Added: During the years ended December 31, 2023, 2022, and 2021 , these contracts had, net of tax, an unrealized gain or loss of $ 0 , an unrealized loss of $ 1,140 and an unrealized gain of $ 1,793 , respectively.
The nonperformance risk of the Company and the counterparty did not have a material impact on the fair value of the derivatives.
−Removed: During the year ended December 31, 2022 , there were three ineffective portions relating to these hedges.
−Removed: During the years ended December 31, 2021 and 2020 , there were no ineffective portions relating to these hedges and the hedges remained effective through their respective settlement dates.
+Added: During the year ended December 31, 2023 , there were no ineffective portions relating to these hedges and the hedges remained effective through their respective settlement dates.
+Added: During the year ended December 31, 2022 , there were three ineffective portions related to these hedges.
+Added: During the year ended December 31, 2021, there were no ineffective portions relating to these hedges and the hedges remained effective through their respective settlement dates.
+Added: As of December 31, 2023 , the Company had no designated hedges and five non-designated hedges.
As of December 31, 2022 , the Company had no designated hedges and three non-designated hedges.
−Removed: As of December 31, 2021 , the Company had thirteen designated hedges and two non-designated hedges.
Valuation and Quali fying Accounts
−Removed: (amounts in thousands)
Year ended December 31, 2023
9 unchanged sentences
Allowance for sales returns (2)
−Removed: Allowance for rental revenue adjustments (4)
Allowance for rental asset loss (3)
3 unchanged sentences
Deductions are the actual returns of products.
−Removed: (3) The additions to the allowance for rental asset loss represent estimated losses of the Company’s rental assets that will potentially be unrecoverable from the patient.
+Added: (3) The additions to the allowance for rental asset loss represent estimated losses of the Company’s rental assets that will potentially be unrecoverable from the patient.
Deductions are the actual write-offs of the rental assets.
−Removed: (4) The additions to the allowance for rental revenue adjustments represent estimates of revenue adjustments that will need to be recorded for billing adjustments on rental revenue, net of recoveries.
−Removed: Deductions are the actual adjustments and write-offs of the rental receivables for such revenue adjustments.
EXHIBIT INDEX
1 unchanged sentence
and Gregory J.
−Removed: Kapust, as the entitled holders’
+Added: Kapust, as the entitled holders’ agent.
+Added: Share Purchase Agreement dated July 10, 2023, by and among Inogen, Inc.
+Added: Adrien Mithalal, Mr.
+Added: Jean-Sébastien Lantz, Mrs.
+Added: Anne Reiser, CAAP Creation, Societe De Capital Risque Provencale Et Corse, Region Sud Investissement, Mérieux Participations 2, Relyens Innovation Santé and certain individual sellers identified herein .
Thirteenth Amended and Restated Certificate of Incorporation of the Registrant.
9 unchanged sentences
Form of Stock Option Agreement under the 2014 Equity Incentive Plan.
−Removed: Form of Restricted Stock Unit Agreement –
−Removed: Time-Based under the 2014 Equity Incentive Plan.
−Removed: Form of Restricted Stock Unit Agreement –
−Removed: Performance-Based under the 2014 Equity Incentive Plan.
−Removed: Form of Restricted Stock Award Agreement –
−Removed: Time-Based under the 2014 Equity Incentive Plan.
−Removed: Form of Restricted Stock Award Agreement –
−Removed: Performance-Based under the 2014 Equity Incentive Plan.
+Added: Form of Restricted Stock Unit Agreement – Time-Based under the 2014 Equity Incentive Plan.
+Added: Form of Restricted Stock Unit Agreement – Performance-Based under the 2014 Equity Incentive Plan.
+Added: Form of Restricted Stock Award Agreement – Time-Based under the 2014 Equity Incentive Plan.
+Added: Form of Restricted Stock Award Agreement – Performance-Based under the 2014 Equity Incentive Plan.
2014 Employee Stock Purchase Plan.
Executive Incentive Compensation Plan.
−Removed: Amended and Restated Employment and Severance Agreement, effective March 1, 2017, between the Registrant and Scott Wilkinson.
−Removed: Employment Agreement, dated October 1, 2013, between the Registrant and Alison Bauerlein.
−Removed: Employment Agreement, dated October 1, 2013, between the Registrant and Matt Scribner.
−Removed: Employment Agreement, dated October 1, 2013, between the Registrant and Brenton Taylor.
License Agreement, dated July 23, 2007, between the Registrant and Air Products and Chemicals, Inc.
8 unchanged sentences
Second Amendment to Lease Agreement between the Company, Cleveland American, LLC and Holdings Cleveland American, LLC, dated as of May 1, 2018.
−Removed: Lease Agreement, dated June 19, 2019, by and between the Company, and RAF Pacifica Group –
−Removed: Real Estate Fund IV, LLC, APG Hollywood Center, LLC, and APG Airport Freeway Center, LLC.
+Added: Lease Agreement, dated June 19, 2019, by and between the Company, and RAF Pacifica Group – Real Estate Fund IV, LLC, APG Hollywood Center, LLC, and APG Airport Freeway Center, LLC.
Lease Agreement, dated August 29, 2019, by and between the Company, and TCG Industrial Shiloh LLC.
1 unchanged sentence
1, dated November 1, 2019, by and between the Company, and TCG Industrial Shiloh LLC.
−Removed: Employment and Severance Agreement, dated August 17, 2018, between the Registrant and Bart Sanford.
−Removed: Employment and Severance Agreement, dated August 17, 2020, between the Company and Arron Retterer.
Employment and Severance Agreement between the Company and Nabil Shabshab, dated January 22, 2021.
4 unchanged sentences
Somer, dated July 12, 2021.
−Removed: First Amendment to Lease dated as of June 17, 2021, by and between the Company and RAF Pacifica Group –
−Removed: Real Estate Fund IV, LLC, APG Hollywood Center, LLC and APG Airport Freeway Center, LLC.
+Added: First Amendment to Lease dated as of June 17, 2021, by and between the Company and RAF Pacifica Group – Real Estate Fund IV, LLC, APG Hollywood Center, LLC and APG Airport Freeway Center, LLC.
Private Label Distribution Agreement, by and between the Company and OxyGo HQ Florida, LLC, dated as of September 23, 2021.
8 unchanged sentences
Transition Agreement and Release between the Company and Bart Sanford, dated February 6, 2023.
+Added: 2023 Equity Incentive Plan .
+Added: Form of Stock Option Agreement under the 2023 Equity Incentive Plan.
+Added: Form of Restricted Stock Unit Agreement (Time-Based) under the 2023 Equity Incentive Plan.
+Added: Form of Restricted Stock Unit Agreement (Performance-Based) under the 2023 Equity Incentive Plan .
+Added: Terms and Conditions of Convertible Bonds Issued by Physio-Assist dated July 10, 2023 .
+Added: Assignment and Assumption of Lease Agreement dated July 13, 2023 between Inogen, Inc.
+Added: and Sonos, Inc.
+Added: Severance Agreement and Release between the Company and George Parr, dated July 31, 2023.
+Added: Offer Letter by and between Inogen, Inc.
+Added: and Michael K.
+Added: Sergesketter, dated September 6, 2023.
+Added: Employment and Severance Agreement by and between the Company and Kevin Smith, dated November 10, 2023.
+Added: Separation Agreement and Release by and between the Company and Nabil Shabshab, dated November 22, 2023.
+Added: Employment and Severance Agreement by and between the Company and Michael Bourque, dated effective as March 4, 2024 .
+Added: Employment Contract by and between the Company and Grégoire Ramade, dated October 5, 2023
+Added: Filed Herewith
+Added: 1 to the Employment Contract dated January 4, 2024, between the Company and Gregoire Ramade.
+Added: Filed Herewith
Consent of Deloitte & Touche LLP, Independent Registered Public Accounting Firm.
9 unchanged sentences
Filed Herewith
−Removed: Inline XBRL Taxonomy Extension Schema Document
−Removed: Inline XBRL Taxonomy Extension Calculation Linkbase Document
−Removed: Inline XBRL Taxonomy Extension Label Linkbase Document
−Removed: Inline XBRL Taxonomy Extension Presentation Linkbase Document
−Removed: Inline XBRL Taxonomy Extension Definition Document
+Added: Clawback Policy
+Added: Filed Herewith
+Added: Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
+Added: Inline XBRL Taxonomy Extension Schema with Embedded Linkbase Documents.
The cover page of this Annual Report on Form 10-K, formatted in inline XBRL.
5 unchanged sentences
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
−Removed: /s/ Nabil Shabshab
−Removed: Nabil Shabshab
+Added: March 1, 2024
Chief Executive Officer
(Principal Executive Officer)
−Removed: February 24, 2023
POW ER OF ATTORNEY
−Removed: KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Nabil Shabshab and Kristin Caltrider, and each of them, as his or her true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, or their or his or her substitutes, may lawfully do or cause to be done by virtue thereof.
+Added: KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Kevin R.
+Added: Smith and Michael K.
+Added: Sergesketter, and each of them, as his or her true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, or their or his or her substitutes, may lawfully do or cause to be done by virtue thereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
−Removed: /s/ Nabil Shabshab
Chief Executive Officer, President and Director
−Removed: February 24, 2023
−Removed: Nabil Shabshab
+Added: March 1, 2024
(Principal Executive Officer)
−Removed: /s/ Kristin Caltrider
+Added: /s/ Michael K.
Chief Financial Officer
−Removed: February 24, 2023
−Removed: Kristin Caltrider
+Added: March 1, 2024
(Principal Accounting and Financial Officer)
1 unchanged sentence
Chairperson of the Board
−Removed: February 24, 2023
+Added: March 1, 2024
Elizabeth Mora
/s/ Glenn Boehnlein
−Removed: February 24, 2023
+Added: March 1, 2024
Glenn Boehnlein
/s/ Kevin King
−Removed: February 24, 2023
+Added: March 1, 2024
/s/ Mary Katherine Ladone
−Removed: February 24, 2023
+Added: March 1, 2024
Mary Katherine Ladone
/s/ Heather Rider
−Removed: February 24, 2023
+Added: March 1, 2024
Heather Rider
−Removed: /s/ Kristen Miranda
−Removed: February 24, 2023
−Removed: Kristen Miranda
+Added: /s/ Thomas West
+Added: March 1, 2024
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.