What changed in Aeva Technologies, Inc.'s 10-K — 2023 vs 2024
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Paragraph-level year-over-year comparison of Aeva Technologies, Inc.'s 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.
+151 added−181 removedSource: 10-K (2025-03-21) vs 10-K (2024-03-15)
Top changes in Aeva Technologies, Inc.'s 2024 10-K
151 paragraphs added · 181 removed · 121 edited across 1 sections
- Item 7A. Quantitative and Qualitative Disclosures About Market Risk+151 / −181 · 121 edited
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Market Risk — interest-rate, FX, commodity exposure
121 edited+30 added−60 removed115 unchanged
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Market Risk — interest-rate, FX, commodity exposure
121 edited+30 added−60 removed115 unchanged
2023 filing
2024 filing
Biggest changeCONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) Year Ended December 31, 2023 2022 2021 Cash flows from operating activities: Net loss $ ( 149,333 ) $ ( 147,305 ) $ ( 101,878 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 4,622 3,265 1,147 Impairment of inventories 224 1,664 — Loss on write down of fixed assets — — 52 Fair value at issuance of Series A warrants 6,500 — — Change in fair value of warrant liabilities 182 ( 970 ) ( 1,954 ) Stock-based compensation 23,675 24,247 22,237 Amortization of right-of-use assets 3,108 2,882 1,901 Realized loss on available-for-sale securities — 29 — Amortization of premium and accretion of discount on available-for-sale securities, net ( 2,973 ) 389 1,498 Changes in operating assets and liabilities: Accounts receivable 2,259 ( 546 ) ( 2,200 ) Inventories 353 ( 2,552 ) ( 844 ) Other current assets 279 3,634 ( 7,285 ) Other noncurrent assets ( 270 ) ( 3 ) ( 795 ) Accounts payable ( 1,592 ) 1,287 2,667 Accrued liabilities ( 6,415 ) 4,953 3,202 Accrued employee costs 1,322 2,525 1,474 Lease liability ( 3,097 ) ( 2,871 ) ( 1,785 ) Other current liabilities 2,330 ( 539 ) 458 Net cash used in operating activities ( 118,826 ) ( 109,911 ) ( 82,105 ) Cash flows from investing activities: Purchase of property, plant, and equipment ( 6,104 ) ( 7,439 ) ( 3,850 ) Purchase of non-marketable equity investments ( 5,000 ) — — Purchase of available-for-sale securities ( 152,364 ) ( 210,197 ) ( 571,925 ) Proceeds from sale of available-for-sale securities — — 20,123 Proceeds from maturities of available-for-sale securities 232,745 328,526 171,580 Purchase of intangible assets — — ( 4,500 ) Net cash provided by (used in) investing activities 69,277 110,890 ( 388,572 ) Cash flows from financing activities: Proceeds from business combination and private offering — — 560,777 Transaction costs related to business combination and private offering — — ( 47,487 ) Proceeds from issuance of stock in private placement 21,455 — — Transaction costs related to issuance of stock in private placement ( 818 ) — — Payments of taxes withheld on net settled vesting of restricted stock units ( 199 ) ( 720 ) ( 1,338 ) Proceeds from exercise of stock options 238 350 911 Proceeds from exercise of warrants — 1 — Net cash provided by (used in) financing activities 20,676 ( 369 ) 512,863 Net increase (decrease) in cash and cash equivalents ( 28,873 ) 610 42,186 Beginning cash and cash equivalents 67,420 66,810 24,624 Ending cash and cash equivalents $ 38,547 $ 67,420 $ 66,810 Supplemental disclosures of cash flow information: Cash paid for interest $ — $ — $ — Cash paid for income taxes $ — $ — $ — Supplemental disclosure of noncash investing and financing activities: Unpaid property, plant and equipment purchases $ 90 $ 79 $ 796 Private placement of warrants acquired as part of merger $ — $ — $ 3,014 Right-of-use asset obtained in exchange for lease liability $ 2,995 $ — $ 10,515 Non-cash lease adoption $ — $ — $ 1,671 The accompanying notes are an integral part of these consolidated financial statements. 63 AEVA TECHNOLOGIES, INC.
Biggest changeCONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) Year Ended December 31, 2024 2023 2022 Cash flows from operating activities: Net loss $ ( 152,261 ) $ ( 149,333 ) $ ( 147,305 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 5,480 4,622 3,265 Impairment of inventories 1,140 224 1,664 Fair value at issuance of Series A warrants — 6,500 — Change in fair value of warrant liabilities 1,486 182 ( 970 ) Stock-based compensation 23,708 23,675 24,247 Amortization of right-of-use assets 3,463 3,108 2,882 Realized loss on available-for-sale securities — — 29 Amortization of premium and accretion of discount on available-for-sale securities, net ( 3,537 ) ( 2,973 ) 389 Other 563 — — Changes in operating assets and liabilities: Accounts receivable ( 559 ) 2,259 ( 546 ) Inventories ( 1,111 ) 353 ( 2,552 ) Other current assets ( 2,566 ) 279 3,634 Other noncurrent assets 318 ( 270 ) ( 3 ) Accounts payable 1,835 ( 1,592 ) 1,287 Accrued liabilities 2,334 ( 6,415 ) 4,953 Accrued employee costs ( 260 ) 1,322 2,525 Lease liability ( 3,595 ) ( 3,097 ) ( 2,871 ) Other current liabilities 16,649 2,330 ( 539 ) Net cash used in operating activities ( 106,913 ) ( 118,826 ) ( 109,911 ) Cash flows from investing activities: Purchase of property, plant, and equipment (including advance) ( 5,107 ) ( 6,104 ) ( 7,439 ) Purchase of non-marketable equity investments — ( 5,000 ) — Purchase of available-for-sale securities ( 79,980 ) ( 152,364 ) ( 210,197 ) Proceeds from maturities of available-for-sale securities 182,988 232,745 328,526 Net cash provided by investing activities 97,901 69,277 110,890 Cash flows from financing activities: Proceeds from issuance of stock in private placement — 21,455 — Transaction costs related to issuance of stock in private placement — ( 818 ) — Payments of taxes withheld on net settled vesting of restricted stock units ( 752 ) ( 199 ) ( 720 ) Proceeds from exercise of stock options 81 238 350 Proceeds from exercise of warrants — — 1 Net cash (used in) provided by financing activities ( 671 ) 20,676 ( 369 ) Net increase (decrease) in cash and cash equivalents ( 9,683 ) ( 28,873 ) 610 Beginning cash and cash equivalents 38,547 67,420 66,810 Ending cash and cash equivalents $ 28,864 $ 38,547 $ 67,420 Supplemental disclosures of cash flow information: Cash paid for interest $ — $ — $ — Cash paid for income taxes $ 165 $ — $ — Supplemental disclosure of noncash investing and financing activities: Unpaid property, plant and equipment purchases $ 835 $ 90 $ 79 Right-of-use asset obtained in exchange for lease liability $ — $ 2,995 $ — The accompanying notes are an integral part of these consolidated financial statements. 61 AEVA TECHNOLOGIES, INC.
For certain custom products that require engineering and development based on customer specifications, the Company recognizes revenue over time using a cost-to-cost measure of progress which the Company believes faithfully depicts the transfer of control of the goods or services to the customer. Amounts billed to customers for shipping and handling are included in revenue.
For certain custom products that require engineering and development based on customer specifications, the Company recognizes revenue over time using a cost-to-cost measure of progress which the Company believes depicts the transfer of control of the goods or services to the customer. Amounts billed to customers for shipping and handling are included in revenue.
The Company’s major tax ju risdictions are the United States, various states and India. Due to the net operating loss carryforward since inception, all tax years are open for examination. There have been no examinations of our income tax returns by any tax authority. Note 15.
The Company’s major tax ju risdictions are the United States, various states and India. Due to the net operating loss carryforward since inception, all tax years are open for examination. There have been no examinations of the Company’s income tax returns by any tax authority. Note 15.
Indemnification provisions contained within the Company’s customer agreements are generally consistent with those prevalent in the Company’s industry. The Company has not incurred any obligations under customer indemnification provisions and does not expect to incur significant obligations in the future. Accordingly, the Company does not maintain accruals for potential customer indemnification obligations. Note 16.
Indemnification provisions contained within the Company’s customer agreements are generally consistent with those prevalent in the Company’s industry. The Company has not incurred any obligations 83 under customer indemnification provisions and does not expect to incur significant obligations in the future. Accordingly, the Company does not maintain accruals for potential customer indemnification obligations. Note 16.
Although the Company will continue to reassess its reserves and estimates based on future developments, the Company’s objective assessment of the legal merits of 86 such claims may not always be predictive of the outcome and actual results may vary from the Company’s current estimates.
Although the Company will continue to reassess its reserves and estimates based on future developments, the Company’s objective assessment of the legal merits of such claims may not always be predictive of the outcome and actual results may vary from the Company’s current estimates.
The majority of stock options granted have service-based vesting conditions only. The service-based vesting conditions vary though typically, stock options vest over four years with 25 % of stock options vesting on the first anniversary of the grant and the remaining 75 % vesting monthly over the remaining 36 months.
The majority of stock options granted have service-based vesting conditions only. The service-based vesting conditions vary though typically, stock options vest over four 76 years with 25 % of stock options vesting on the first anniversary of the grant and the remaining 75 % vesting monthly over the remaining 36 months.
Stock-based compensation expense is recognized over the expected performance achievement period of individual performance milestones when the achievement of each individual performance milestone becomes probable. If satisfaction of the performance condition is not probable, stock-based compensation cost recognition is deferred until it becomes probable.
Stock-based compensation expense is recognized over the expected performance/service achievement period of individual performance milestones when the achievement of each individual performance milestone becomes probable. If satisfaction of the performance condition is not probable, stock-based compensation cost recognition is deferred until it becomes probable.
The Tax Reform Act of 1986 contains provisions that limit the federal net operating loss carryforwards that may be used in any given year in the event of special occurrences, including significant ownership changes.
The Tax Reform Act of 1986 contains provisions that limit the federal net operating loss carryforwards that may be used 81 in any given year in the event of special occurrences, including significant ownership changes.
The Company analyzed the Series A Warrants and determined that they are 58 freestanding and do not exhibit any of the characteristics within ASC 480, and as such do not meet the characteristics of a liability under ASC 480.
The Company analyzed the Series A Warrants and determined that they are freestanding and do not exhibit any of the characteristics within ASC 480, and as such do not meet the characteristics of a liability under ASC 480.
The Company’s investment in the private company represents less than 1 % of 77 total capitalization. The Company neither has significant influence over the private company nor does the investment amount to a controlling financial interest in the private company.
The Company’s investment in the private company represents less than 1 % of total capitalization. The Company neither has significant influence over the private company nor does the investment amount to a controlling financial interest in the private company.
The Company accounts for the Series A Warrants in accordance with Accounting Standards Codification (ASC) 815, Derivatives and Hedging and ASC 480, Distinguishing Liabilities from Equity .
The Company accounts for the Series A Warrants 56 in accordance with Accounting Standards Codification (ASC) 815, Derivatives and Hedging and ASC 480, Distinguishing Liabilities from Equity .
Revenue Disaggregation of Revenues The Company disaggregate its revenue from contracts with customers by geographic region based on the primary billing address of the customer and timing of transfer of goods or services to customers (point-in-time or over time), as it believes it best depicts how the nature, amount, timing and uncertainty of its revenue and cash flows are affected by economic factors.
Revenue Disaggregation of Revenues The Company disaggregates its revenue from contracts with customers by geographic region based on the primary billing address of the customer and timing of transfer of goods or services to customers (point-in-time or over time), as it believes it best depicts how the nature, amount, timing and uncertainty of its revenue and cash flows are affected by economic factors.
Changes in internal control over financial reporting There was no change in our internal control over financial reporting identified in connection with the evaluation required by Rules 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the quarter ended December 31, 2023, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
Changes in internal control over financial reporting There was no change in our internal control over financial reporting identified in connection with the evaluation required by Rules 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the quarter ended December 31, 2024, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded as a liability at fair value on the date of issuance, and each balance sheet date thereafter. Intangible Assets Intangible assets, consists of purchased patents that are stated at cost less accumulated amortization.
For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded as a liability at fair value on the date of issuance, and each balance sheet date thereafter. Intangible Assets Intangible assets consist of purchased patents that are stated at cost less accumulated amortization.
Judgments and estimates. Judgement is required to determine whether and when a contract modification is approved by the parties or implied by customary business practices. Judgement is also required in the identification of performance obligations within the Company’s contracts with customers, especially those for certain custom products that require engineering and development.
Judgments and estimates. Judgment is required to determine whether and when a contract modification is approved by the parties or implied by customary business practices. Judgment is also required in the identification of performance obligations within the Company’s contracts with customers, especially those for certain custom products that require engineering and development.
Based on our evaluation under the COSO framework, our management has 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 for external purposes in accordance with generally accepted accounting principles.
Based on our evaluation under the COSO framework, our management has concluded that our internal control over financial reporting was effective as of December 31, 2024, 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.
Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2023, using the criteria established in Internal Control—Integrated Framework (2013 framework) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).
Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2024, using the criteria established in Internal Control—Integrated Framework (2013 framework) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).
Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. These inherent limitations include the realities that judgments in 89 decision-making can be faulty, and that breakdowns can occur because of a simple error or mistake.
Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. These inherent limitations include the realities that judgments in 86 decision-making can be faulty, and that breakdowns can occur because of a simple error or mistake.
St ock-based compensation capitalized will be recognized as cost when the related non-recurring service revenue is recognized. Note 14.
St ock-based compensation capitalized will be recognized as cost when the related non-recurring service revenue is recognized. 79 Note 14.
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.
In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.
Option holders have a ten-year period to exercise the options before they expire. The fair value of stock option awards was determined on the grant date using the Black-Scholes option-pricing model. No new options were granted during the year ended December 31, 2023 and 2021.
Option holders have a ten-year period to exercise the options before they expire. The fair value of stock option awards was determined on the grant date using the Black-Scholes option-pricing model. No new stock options were granted during the year ended December 31, 2024 and 2023.
At any time after the two year anniversary of any issuance of any series of preferred stock, the Company will have the option to convert all (but not less than all) of any series of then-outs tanding preferred stock by paying a make-whole payment, in either stock or cash, equal to three years of dividends, provided that the closing price of the Common Stock exceeds 250 % of the then-applicable conversion price for at least 20 out of 30 consecutive trading days prior to the date of conversion.
At any time after the two year anniversary of any issuance of any series of preferred stock, the Company will have the option to convert all (but not less than all) of any series of then-outstanding preferred stock by paying a make-whole payment, in either stock or cash, equal to three years of dividends, provided that the closing price of the common stock exceeds 250 % of the then-applicable conversion price for at least 20 out of 30 consecutive trading days prior to the date of conversion.
If either condition is met, the security’s amortized cost basis is written down to fair value and is recognized through other income, net. 66 If neither condition is met, declines as a result of credit losses, if any, are recognized as an allowance for credit loss, limited to the amount of unrealized loss, through other income, net.
If either condition is met, the security’s amortized cost basis is written down to fair value and is recognized through other income, net. 64 If neither condition is met, declines as a result of credit losses, if any, are recognized as an allowance for credit loss, limited to the amount of unrealized loss, through other income, net.
In December 2023, the FASB issued ASU 2023-09 " Income Taxes (Topics 740) : Improvements to Income Tax Disclosures " to expand the disclosure requirements for income taxes, specifically related to the rate reconciliation and income taxes paid. ASU 2023-09 is effective for our annual periods beginning January 1, 2025, with early adoption permitted.
In December 2023, the FASB issued ASU 2023-09 " Income Taxes (Topics 740) : Improvements to Income Tax Disclosures " to expand the disclosure requirements for income taxes, specifically related to the rate reconciliation and income taxes paid. ASU 2023-09 is effective for the Company’s annual periods beginning January 1, 2025, with early adoption permitted.
The issuance costs related to the Facility Agreement were expensed as incurred as it failed to meet the equity classification guidance under ASC 815-40, and were deemed to be a derivative asset. The fair value of the derivative asset was not material as of and for the period ended December 31, 2023.
The issuance costs related to the Facility Agreement were expensed as incurred as it failed to meet the equity classification guidance under ASC 815-40, and were deemed to be a derivative asset. The fair value of the derivative asset was not material as of and for the period ended December 31, 2024.
However, the Series A Warrants will not be adjusted for issuances of shares of common stock at a price below their respective exercise prices. The Series A Warrants do not entitle the holders to any voting rights, dividends or other rights as a stockholder of the Company prior to being exercised for common stock.
However, the Series A Warrants will not be adjusted for issuances of shares of common stock at a price below their respective exercise prices. The Series A Warrants do not entitle the holders to any voting rights, dividends or other rights as a stockholder of the Company prior to being exercised for common stock. Note 11.
Legal costs incurred in connection with loss contingencies are expensed as incurred. 70 Foreign Currency Translation Gains and losses resulting from foreign exchange transactions and revaluation of monetary assets and liabilities in non-functional currencies are included in other income (expense) in the statements of operations.
Legal costs incurred in connection with loss contingencies are expensed as incurred. 68 Foreign Currency Translation Gains and losses resulting from foreign exchange transactions and revaluation of monetary assets and liabilities in non-functional currencies are included in other income (expense) in the statements of operations.
Fair Value of Financial Instruments The Company’s cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate their fair value due to their short maturities. 65 The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible.
Fair Value of Financial Instruments The Company’s cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate their fair value due to their short maturities. 63 The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible.
Significant items subject to such estimates and assumptions include but not limited to revenue recognition, valuation allowance for deferred tax assets, product warranty reserves, stock-based compensation, useful lives of property and equipment, inventory valuation and reserves, useful lives of intangible assets, accrued liabilities, incremental borrowing rate for leases, impairment of long-lived assets, allowance for expected credit losses, fair value estimates and impairment of investments, loss contingencies and the valuation of the warrants.
Significant items subject to such estimates and assumptions include but not limited to revenue recognition, valuation allowance for deferred tax assets, product warranty reserves, stock-based compensation, useful lives of property and equipment, inventory valuation and reserves, useful lives of intangible assets, accrued liabilities, incremental borrowing rate for leases, impairment of long-lived assets, fair value estimates and impairment of investments, loss contingencies and the valuation of the warrants.
The Company’s right to request Advances is conditioned upon the Company achieving a minimum of one new passenger auto-original equipment manufacturer (“OEM”) or commercial OEM program award with at least a 50,000 unit volume , the trading price of the Common Stock being below $ 3.00 at the time of the Advance request and other customary conditions.
The Company’s right to request Advances is conditioned upon the Company achieving a minimum of one new passenger auto-original equipment manufacturer (“OEM”) or commercial OEM program award with at least a 50,000 unit volume , the trading price of the common stock being below $ 15 at the time of the Advance request and other customary conditions.
Such rights are considered unconditional if only the passage of time is required before payment of that consideration is due. 68 Remaining performance obligations. Revenue allocated to remaining performance obligations represents the transaction price allocated to the performance obligations that are unsatisfied or partially unsatisfied.
Such rights are considered unconditional if only the passage of time is required before payment of that consideration is due. 66 Remaining performance obligations. Revenue allocated to remaining performance obligations represents the transaction price allocated to the performance obligations that are unsatisfied or partially unsatisfied.
The Company has not accrued any interest on uncertain tax benefits associated with unrecognized tax benefits and had immaterial cumulative interest and penalties as of December 31, 2023, 2022 and 2021. 85 The Company does no t expect that the total amounts of unrecognized tax benefits will significantly increase or decrease within 12 months of the reporting date.
The Company has not accrued any interest on uncertain tax benefits associated with unrecognized tax benefits and had immaterial cumulative interest and penalties as of December 31, 2024, 2023 and 2022. The Company does no t expect that the total amounts of unrecognized tax benefits will significantly increase or decrease within 12 months of the reporting date.
To date, research and development expenses have been expensed as incurred and included in the statements of operations. 69 Stock-based Compensation The Company measures the cost of share-based awards granted to employees and directors based on the grant-date fair value of the awards. The grant-date fair value of the stock options is calculated using a Black-Scholes option pricing model.
To date, research and development expenses have been expensed as incurred and included in the statements of operations. 67 Stock-based Compensation The Company measures the cost of stock-based awards granted to employees and directors based on the grant-date fair value of the awards. The grant-date fair value of the stock options is calculated using a Black-Scholes option pricing model.
Based on the evaluation of our disclosure controls and procedures as of December 31, 2023, our Chief Executive Officer and Chief Financial Officer concluded that, as of such date, our disclosure controls and procedures were effective at the reasonable assurance level.
Based on the evaluation of our disclosure controls and procedures as of December 31, 2024, our Chief Executive Officer and Chief Financial Officer concluded that, as of such date, our disclosure controls and procedures were effective at the reasonable assurance level.
To the extent, if any, a conversion would result any the holder thereof becoming the beneficial owner of more than 19.9 % of the Company’s outstanding Common Stock, the Company will issue the Investor Pre-Funded Warrant in the form attached to the Facility Agreement. The preferred stock will be subject to customary pre-emptive rights.
To the extent, if any, a conversion would result in the holder thereof becoming the beneficial owner of more than 19.9 % of the 74 Company’s outstanding common stock, the Company will issue to such holder a pre-funded warrant in the form attached to the Facility Agreement. The preferred stock will be subject to customary pre-emptive rights.
During the quarter ended December 31, 2023 , the following directors and officers, as defined in Rule 16a-1(f) of the Exchange Act, adopted a “Rule 10b5-1 trading arrangement” as defined in Regulation S-K Item 408, as follows: On December 15, 2023 , Soroush Salehian , our Chief Executive Officer and a member of our Board of Directors , adopted a Rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c) (a “Rule 10b5-1 Trading Plan”).
During the quarter ended December 31, 2024, the following directors and officers, as defined in Rule 16a-1(f) of the Exchange Act, adopted a “Rule 10b5-1 trading arrangement” as defined in Regulation S-K Item 408, as follows: On December 16, 2024 , Soroush Salehian , our Chief Executive Officer and a member of our Board of Directors , adopted a Rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c) (a “Rule 10b5-1 Trading Plan”).
Item 7A. Qu antitative and Qualitative Disclosures About Market Risk. Aeva is exposed to market risk in the ordinary course of our business. Market risk represents the risk of loss that may impact our financial position due to adverse changes in financial market prices and rates. Our market risk exposure is primarily a result of fluctuations in interest rates.
Item 7A. Qu antitative and Qualitative Disclosures About Market Risk. We are exposed to market risk in the ordinary course of our business. Market risk represents the risk of loss that may impact our financial position due to adverse changes in financial market prices and rates. Our market risk exposure is primarily a result of fluctuations in interest rates.
Each sale the Company requests under the Facility Agreement (each, an “Adva nce” and collectively, the “Advances”) may be for a number of shares of preferred stock with an aggregate value of at least $ 25.0 million but not more than $ 50.0 million (except with Sylebra’s consent).
Each sale the Company requests under the Facility Agreement (each, an “Advance” and collectively, the “Advances”) may be for a number of shares of preferred stock with an aggregate value of at least $ 25.0 million but not more than $ 50.0 million (except with Sylebra’s consent).
The following table presents the hypothetical change in fair values in the financial instruments we held at December 31, 2023 that are sensitive to changes in interest rates.
The following table presents the hypothetical change in fair values in the financial instruments we held at December 31, 2024 that are sensitive to changes in interest rates.
The Company elected to apply the measurement alternative, and as such, records the investment at cost minus impairment, if any, plus or minus changes resulting from qualifying observable price changes in orderly transactions. During the fiscal year ended December 31, 2023, the Company did not identify any impairment or observable price changes for this non-marketable equity investment. Note 10.
The Company elected to apply the measurement alternative, and as such, records the investment at cost minus impairment, if any, plus or minus changes resulting from qualifying observable price changes in orderly transactions. During the fiscal year ended December 31, 2024, the Company did not identify any impairment or observable price changes for this non-marketable equity investment. Note 9.
We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the US federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
There was no impairment of long-lived assets during the years ended December 31, 2023 or 2022. 67 Product Warranty The Company typically provides a warranty on its products of one year or less. Estimated future warranty costs are accrued to cost of revenue in the period in which the related revenue is recognized.
There was no impairment of long-lived assets during the years ended December 31, 2024 or 2023. 65 Product Warranty The Company typically provides a warranty on its products of one year or less. Estimated future warranty costs are accrued to cost of revenue in the period in which the related revenue is recognized.
Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Aeva Technologies, Inc. and subsidiaries (the "Company") as of December 31, 2023 and 2022, the related consolidated statements of operations, consolidated statements of stockholders' equity, and consolidated statements of cash flows, for each of the three years in the period ended December 31, 2023, and the related notes (collectively, referred to as, the "financial statements").
Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Aeva Technologies, Inc. and subsidiaries (the "Company") as of December 31, 2024 and 2023, the related consolidated statements of operations and comprehensive loss, stockholders' equity, and cash flows, for each of the three years in the period ended December 31, 2024, and the related notes (collectively referred to as the "financial statements").
Warrant Liability – Series A Warrants – Refer to Notes 1, 4, 10, and 11 to the financial statements Critical Audit Matter Description The Company issued Series A Warrants to purchase 15,000,000 shares of Common Stock at an exercise price of $1.00 per share on December 18, 2023 (the “Series A Warrants”).
Warrant Liability – Series A Warrants – Refer to Notes 1, 3, 10, and 11 to the financial statements Critical Audit Matter Description The Company issued Series A Warrants to purchase 3,000,000 shares of common stock at an exercise price of $5.00 per share on December 18, 2023 (the “Series A Warrants”).
The Preferred Stock is entitled to priority cumulative dividends which shall accrue daily from and after the original issue date of such share and shall compound on a quarterly basis on each dividend payment date. The accrued dividends shall in all cases be payable upon liquidation.
Any such preferred stock will be entitled to priority cumulative dividends which shall accrue daily from and after the original issue date of such preferred stock and shall compound on a quarterly basis on each dividend payment date. The accrued dividends shall in all cases be payable upon liquidation.
In connection with this financing, the Company also paid the entities affiliated with Sylebra, (a) a facility fee in the amount of $ 2.5 million, (b) an origination fee in the amount of $ 0.6 million, (c) an administrative fee in the amount of $ 0.3 million and (d) reasonable fees and expenses of the investor and its counsel, up to approximately $ 0.4 million.
In connection with this financing, the Company also paid the entities affiliated with Sylebra, (a) a facility fee in the amount of $ 2.5 million, (b) an origination fee in the amount of $ 0.6 million, (c) an administrative fee in the amount of $ 0.3 million and (d) fees and expenses of Sylebra and its counsel, of approximately $ 0.4 million.
PBRSUs are subject to a time-based vesting condition and a performance condition tied to the completion of the merger with InterPrivate, both of which must be satisfied in order for the PBRSUs to be vested and settled for shares of Common Stock. The performance vesting condition for these PBRSU were met on March 12, 2021.
PBRSUs are subject to a time-based vesting condition and a performance condition tied to the completion of the merger with InterPrivate, both of were required to be satisfied in order for the PBRSUs to be vested and settled for shares of common stock. The performance vesting condition for these PBRSUs were met on March 12, 2021.
As of December 31, 2023, the total amount of the transaction price allocated to unsatisfied performance obligations for contracts with an original duration greater than one year was $ 25.0 million, of which approximately 20 % is expected to be recognized as revenue over the next 12 months, and the remainder thereafter.
Remaining Performance Obligations As of December 31, 2024, the total amount of the transaction price allocated to unsatisfied performance obligations for contracts with an original duration greater than one year was $ 47.0 million, of which approximately 20 % is expected to be recognized as revenue over the next 12 months, and the remainder thereafter.
How the Critical Audit Matter Was Addressed in the Audit Our audit procedures related to the accounting and the fair value of the Series A warrant liability included the following, among others: • Evaluated adequacy of Company’s accounting assessment and conclusion to classify Series A Warrants as a liability considering ASC 815, Derivatives and Hedging and ASC 480, Distinguishing Liabilities from Equity. • We tested the design and implementation of internal controls over the Company’s process for capturing and accounting for the Series A Warrants and determining the fair value measurements of the warrant liability, including the Company’s estimates and assumptions used in the BS model. • With the assistance of our fair value specialists, we evaluated the reasonableness of the fair value measurement of the Series A warrant liability, as follows: o Evaluating the Company’s selection of the BS model to determine fair value measurements of the Series A warrant liability o Evaluating the incorporation of the applicable estimates and assumptions into the BS model and testing the model's mathematical accuracy o Testing the underlying source information used by the Company in making estimates and assumptions, including the selection of the guideline public companies used in the expected volatility of common stock o Developing a range of independent estimates and comparing our estimates to those used by the Company o Recalculating the fair value of the Series A warrant liability based on our independent estimates and comparing our calculation to the Company’s fair value calculation We evaluated the Company’s disclosures of the fair value measurements of the Series A warrant liability. /s/ Deloitte & Touche LLP San Jose, California March 15, 2024 We have served as the Company's auditor since 2020. 59 AEVA TECHNOLOGIES, INC.
How the Critical Audit Matter Was Addressed in the Audit Our audit procedures related to the accounting and the fair value of the Series A warrant liability included the following, among others: • Evaluated adequacy of Company’s accounting assessment and conclusion to classify Series A Warrants as a liability considering ASC 815, Derivatives and Hedging and ASC 480, Distinguishing Liabilities from Equity. • We tested the design and implementation of internal controls over the Company’s process for capturing and accounting for the Series A Warrants and determining the fair value measurements of the warrant liability, including the Company’s estimates and assumptions used in the BS model. • With the assistance of our fair value specialists, we evaluated the reasonableness of the fair value measurement of the Series A warrant liability, as follows: ▪ Evaluating the Company’s selection of the BS model to determine fair value measurements of the Series A warrant liability ▪ Evaluating the incorporation of the applicable estimates and assumptions into the BS model and testing the model's mathematical accuracy ▪ Testing the underlying source information used by the Company in making estimates and assumptions ▪ Developing a range of independent estimates and comparing our estimates to those used by the Company ▪ Recalculating the fair value of the Series A warrant liability based on our independent estimates and comparing our calculation to the Company’s fair value calculation • We evaluated the Company’s disclosures of the fair value measurements of the Series A warrant liability. /s/ Deloitte & Touche LLP San Jose, California March 20, 2025 We have served as the Company's auditor since 2020. 57 AEVA TECHNOLOGIES, INC.
Estimates and assumptions affecting the fair value measurement as of December 31, 2023 include the risk-free interest rate; the expected volatility of common stock; the fair value per share of the underlying shares of common stock; the expected term of Series A Warrants; and a zero dividend yield.
Estimates and assumptions impacting the fair value measurement as of December 31, 2024 include the risk-free interest rate; the expected volatility of common stock; the fair value per share of the underlying shares of common stock; the expected term of Series A Warrants; and a zero dividend yield.
The modeling technique used measures the change in fair values arising from selected potential changes in interest rates on our investment portfolio, which had a fair value of $198.9 million at December 31, 2023. Market changes reflect immediate hypothetical parallel shifts in the yield curve of plus or minus 100 and 50 basis points (“BPS”).
The modeling technique used measures the change in fair values arising from selected potential changes in interest rates on our investment portfolio, which had a fair value of $97.2 million at December 31, 2024. Market changes reflect immediate hypothetical parallel shifts in the yield curve of plus or minus 100 and 50 basis points (“BPS”).
As of December 31, 2023 and 2022, the Company did no t have any significant allowance for credit losses or write-offs. The Co mpany does not have any off-balance sheet credit exposure related to its customers. Inventories Inventories consist of raw materials and supplies, work in process, and finished goods.
As of December 31, 2024 and 2023, the Company did no t have any material allowance for credit losses or write-offs. The Company does not have any off-balance sheet credit exposure related to its customers. Inventories Inventories consist of raw materials and supplies, work in process, and finished goods.
Financing transaction Private Investment On November 8, 2023, the Company entered into Subscription Agreements (the “Subscription Agreements”) with entities affiliated with Sylebra Capital Limited (“Sylebra”) and Adage Capital Management, providing for the purchase of an aggregate of 36,802,299 shares of the Company’s common stock, $ 0.0001 par value per share (the “PIPE Shares”), at a price of $ 0.58 per PIPE Share for an aggregate purchase price of approximately $ 21.4 million (the “Private Placement”).
Financing transaction Private Investment On November 8, 2023, the Company entered into Subscription Agreements (the “Subscription Agreements”) with entities affiliated with Sylebra Capital Limited (“Sylebra”) and Adage Capital Management, providing for the purchase of an aggregate of 7,360,460 shares of the Company’s common stock, $ 0.0001 par value per share (the “PIPE Shares”), at a price of $2 .90 per PIPE Share for an aggregate purchase price of approximately $ 21.4 million (the “Private Placement”).
The purchase price of shares is 85 % of the lower of the fair market value of the Company’s common stock on the first day of a six-month offering period, or the relevant purchase date. In addition, participants are subject to $ 25,000 annual purchase restriction.
The purchase price of shares is 85 % of the lower of the fair market value of the Company’s common stock on the first day of a six-month offering period, or the relevant purchase date. In addition, participants are subject to $ 25,000 annual purchase restriction. No ESPP shares were purchased during 2024.
Litigation – other matters On March 7, 2024, a putative class action lawsuit was filed in the Court of Chancery of the State of Delaware against InterPrivate Acquisition Management LLC, InterPrivate LLC, and former directors and officers of InterPrivate Acquisition Corp (“IPV”). The lawsuit is captioned, Louis Smith v. Ahmed M. Fattouh, et al., (Del. Ch. 2024).
Litigation – other matters On March 7, 2024, a putative class action lawsuit was filed in the Court of Chancery of the State of Delaware against InterPrivate Acquisition Management LLC, InterPrivate LLC, and former directors and officers of IPV. The lawsuit was captioned Louis Smith v. Ahmed M. Fattouh, et al. , No. 2024-0221 (Del.
Standby Equity Purchase Agreement On November 8, 2023, the Company also entered into a Standby Equity Purchase Agreement (the “Facility Agreement”) with entities affiliated with Sylebra, pursuant to which the Company will have the right, but not the obligation to sell to Sylebra up to $ 125 million of its shares of Preferred Stock, subject to satisfaction of certain conditions, by November 8, 2026.
Standby Equity Purchase Agreement On November 8, 2023, the Company also entered into a Standby Equity Purchase Agreement (as amended from time to time, the “Facility Agreement”) with entities affiliated with Sylebra, pursuant to which the Company will have the right, but not the obligation to sell to Sylebra up to $ 125 million of its shares of convertible redeemable non-voting preferred stock, subject to satisfaction of certain conditions, by November 8, 2026.
Operating lease costs for the year ended December 31, 2023, 2022 and 2021, were $ 3.7 million, $ 3.3 million and $ 2.3 million, respectively. Short-term lease costs for the years ended December 31, 2023 and 2022, were $ 0.1 million and $ 0.1 million, respectively.
Operating lease costs for the year ended December 31, 2024, 2023 and 2022, were $ 3.8 million, $ 3.7 million, and $ 3.3 million, respectively. Short-term lease costs for the years ended December 31, 2024 and 2023, were $ 0.1 million and $ 0.1 million, respectively.
In determining the fair value of the warrant liabilities, the Company used the Black-Scholes option-pricing model to estimate the fair value using unobservable inputs including the expected term, expected volatility, risk-free interest rate, and dividend yield. 75 The following table presents a summary of the changes in the fair value of the Company’s Level 3 financial instruments (in thousands): December 31, 2023 December 31, 2022 Fair value, beginning balance $ 90 $ 1,060 Fair value at issuance of Series A warrants 6,450 — Change in the fair value of Series A warrants included in other income (expense), net 300 — Change in the fair value of private placement warrants included in other income (expense), net ( 68 ) ( 970 ) Fair value, closing balance $ 6,772 $ 90 The key inputs into the Black-Scholes option pricing model for the private warrants were as follows for the relevant periods: December 31, 2023 December 31, 2022 Expected term (years) 2.2 3.2 Expected volatility 94.1 % 88.2 % Risk-free interest rate 4.23 % 4.22 % Dividend yield 0 % 0 % Exercise Price $ 11.50 $ 11.50 The key inputs into the Black-Scholes option pricing model for the Series A warrants were as follows for the relevant periods: December 31, 2023 December 18, 2023 Expected term (years) 4.0 4.0 Expected volatility 87.2 % 86.4 % Risk-free interest rate 3.89 % 4.00 % Dividend yield 0 % 0 % Exercise Price $ 1.00 $ 1.00 Note 5.
In determining the fair value of the warrant liabilities, the Company used the Black-Scholes option-pricing model to estimate the fair value using unobservable inputs including the expected term, expected volatility, risk-free interest rate, and dividend yield. 71 The following table presents a summary of the changes in the fair value of the Company’s Level 3 financial instruments (in thousands): December 31, 2024 December 31, 2023 Fair value, beginning balance $ 6,772 $ 90 Fair value at issuance of Series A warrants — 6,450 Change in the fair value of Series A warrants included in other income (expense), net 1,500 300 Change in the fair value of private placement warrants included in other income (expense), net ( 14 ) ( 68 ) Fair value, closing balance $ 8,258 $ 6,772 The key inputs into the Black-Scholes option pricing model for the private warrants were as follows for the relevant periods: December 31, 2024 December 31, 2023 Expected term (years) 1.2 2.2 Expected volatility 90.0 % 94.1 % Risk-free interest rate 4.21 % 4.23 % Dividend yield 0 % 0 % Exercise Price $ 57.50 $ 57.50 The key inputs into the Black-Scholes option pricing model for the Series A warrants were as follows for the relevant periods: December 31, 2024 December 31, 2023 Expected term (years) 3.0 4.0 Expected volatility 90.0 % 87.2 % Risk-free interest rate 4.23 % 3.89 % Dividend yield 0 % 0 % Exercise Price $ 5.00 $ 5.00 Note 4.
On December 15, 2023 , Mina Rezk , our Chief Technology Officer and a Chairman of our Board of Directors , adopted a Rule 10b5-1 Trading Plan . Mr.
On December 16, 2024 , Mina Rezk , our Chief Technology Officer and Chairman of our Board of Directors , adopted a Rule 10b5-1 Trading Plan. Mr.
Awards are forfeited if an employee leaves the Company before the PBRSUs vest or the performance period lapses. The weighted-average grant date PBRSU fair value of $ 1.02 per share is determined based upon the market closing price of the Company’s common stock on the date of grant.
Awards are forfeited if an employee leaves the Company before the PBRSUs vest or the performance period lapses. The weighted-average grant date PBRSU fair value of $ 5.10 per share is determined based upon the market closing price of the Company’s co mmon stock on the date of grant.
Commitments and Contingencies Leases The weighted-average remaining lease terms were 2.0 years and 1.9 years as of December 31, 2023 and 2022, respectively. The weighted-average discount rates were 6.04 % and 5.25 % as of December 31, 2023 and 2022, respectively.
Commitments and Contingencies Leases The weighted-average remaining lease terms were 1.2 years and 2.0 years as of December 31, 2024 and 2023, respectively. The weighted-average discount rates were 6.04 % as of December 31, 2024 and 2023, respectively.
Revenue Recognition Under Topic 606, the Company determines revenue recognition through the following steps: • Identifying the contract, or contracts, with the customer; • Identifying the performance obligations in the contract; • Determining the transaction price; • Allocating the transaction price to performance obligations in the contract; and • Recognizing revenue when, or as, the Company satisfies performance obligations by transferring the promised good or services.
Revenue Recognition Under ASC 606, Revenue from Contracts with Customers (“ASC 606”), the Company recognition revenue through the following steps: • Identifying the contract, or contracts, with the customer; • Identifying the performance obligations in the contract; • Determining the transaction price; • Allocating the transaction price to performance obligations in the contract; and • Recognizing revenue when, or as, the Company satisfies performance obligations by transferring the promised good or services.
Other non-current assets Other non-current assets consist of the following (in thousands): As of December 31, 2023 2022 Non-marketable equity investments $ 5,000 $ — Security deposits 1,116 854 Other non-current assets 16 8 Total other non-current assets $ 6,132 $ 862 In November 2023, the Company made an investment in 700,440 Preferred Stock of a private company f or a cash consideration of $ 5.0 million.
Other non-current assets Other non-current assets consist of the following (in thousands): As of December 31, 2024 2023 Non-marketable equity investments $ 5,000 $ 5,000 Security deposits 815 1,116 Other non-current assets 2,491 16 Total other non-current assets $ 8,306 $ 6,132 73 In November 2023, the Company made an investment in 700,440 shares of preferred stock of a private company f or a cash consideration of $ 5.0 million.
The following is a tabular reconciliation of the total amounts of unrecognized tax benefits (in thousands): Year ended December 31, 2023 2022 2021 Unrecognized tax benefits as of the beginning of the year $ 8,872 $ 4,702 $ 1,934 Increase related to prior year tax provisions — ( 100 ) 107 Decrease related to prior year tax provisions — — — Increase related to current year tax provisions 4,937 4,270 2,661 Statue lapse — — — Unrecognized tax benefits as of the end of the year $ 13,809 $ 8,872 $ 4,702 Included in the balance of unrecognized tax benefits as of December 31, 2023, 2022 and 2021, are no amounts that, if recognized, would affect the effective tax rate.
The following is a tabular reconciliation of the total amounts of unrecognized tax benefits (in thousands): Year ended December 31, 2024 2023 2022 Unrecognized tax benefits as of the beginning of the year $ 13,809 $ 8,872 $ 4,702 Increase related to prior year tax provisions 111 — ( 100 ) Decrease related to prior year tax provisions — — — Increase related to current year tax provisions 4,397 4,937 4,270 Statue lapse — — — Unrecognized tax benefits as of the end of the year $ 18,317 $ 13,809 $ 8,872 There are no amounts included in the balance of unrecognized tax benefits as of December 31, 2024, 2023 and 2022, that, if recognized, would affect the effective tax rate.
Mr. Salehian’s Rule 10b5-1 Trading Plan provides for the sale of up to 4,000,000 shares of our Common Stock from the third business day after filing of the annual report on Form 10-K for the year ended December 31, 2023, until February 25, 2025, or earlier if all transactions under the trading arrangement are completed.
Mr. Salehian’s Rule 10b5-1 Trading Plan provides for the sale of up to 900,000 shares of our Common Stock from the third business day after filing of the annual report on Form 10-K for the year ended December 31, 2024, until January 10, 2026, or earlier if all transactions under the Rule 10b5-1 Trading Plan are completed.
Stock-based Compensation Stock Options The Company maintains the 2016 Stock Incentive Plan and the 2021 Incentive Award Plan (the “Stock Plans”) under which incentive stock options, non-qualified stock options and RSUs may be granted to employees. Under the Stock Plans, the Company has 8,684,181 shares available for issuance as of December 31, 2023.
Stock-based Compensation Stock Options The Company maintains the 2016 Stock Incentive Plan and the 2021 Incentive Award Plan (the “Stock Plans”) under which incentive stock options, non-qualified stock options and RSUs may be granted to employees. Under the Stock Plans, the Company has 1,084,978 shares available for issuance as of December 31, 2024.
Contract Assets and Contract Liabilities As of December 31, 2023 and 2022, the Company had contract assets of $ 0.1 million and $ 0.2 million, respectively, recognized in other current assets. As of December 31, 2023, the Company had contract liability of $ 2.1 million, recognized in other current liability.
Contract Assets and Contract Liabilities As of December 31, 2024 and 2023, the Company had contract assets of $ 0.1 million each, respectively, recognized in other current assets. As of December 31, 2024 and December 31, 2023, the Company had $ 4.0 million $ 2.1 million, respectively, recognized in other current liabilities.
GAAP requires management to make certain estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.
Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.
Accordingly, the Company established and recorded a full valuation allowance on its net deferred tax assets of $ 120.8 million as of December 31, 2023 and a net valuation allowance on its deferred tax assets of $ 99.7 million as of December 31, 2022. The valuation allowance increased by $ 21.1 million for the year ended December 31, 2023.
Accordingly, the Company established and recorded a full valuation allowance on its net deferred tax assets of $ 158.1 million as of December 31, 2024 and a net valuation allowance on its deferred tax assets of $ 120.8 million as of December 31, 2023. The valuation allowance increased by $ 37.3 million for the year ended December 31, 2024.
The Company has a limited history of operations and has incurred negative cash flows from operating activities and losses from operations in the past as reflected in the accumulated deficit of $ 459.6 million as of December 31, 2023.
The Company has a limited history of operations and has incurred negative cash flows from operating activities and losses from operations in the past as reflected in the accumulated deficit of 62 $ 611.9 million as of December 31, 2024.
As of December 31, 2023, the fair value of the Series A warrant liability was $6.8 million.
As of December 31, 2024, the fair value of the Series A warrant liability was $8.3 million.
The weighted-average grant date fair value of the market-based PBRSUs was $ 0.28 per share.
The weighted-average grant date fair value of the market-based PBRSUs was $ 1.40 per share.
The following is a maturity analysis of the annual undiscounted cash flows reconciled to the carrying value of the operating lease liabilities as of December 31, 2023 (in thousands): Operating Leases 2024 $ 3,949 2025 3,157 2026 729 Total minimum lease payments 7,835 Less: imputed interest ( 481 ) Total lease liability $ 7,354 Litigation From time to time, the Company is involved in actions, claims, suits and other proceedings in the ordinary course of business, including assertions by third parties relating to intellectual property infringement, breaches of contract or warranties or employment-related matters.
Variable lease costs for the years ended December 31, 2024 and 2023, were $ 0.6 million and $ 0.5 million, respectively. 82 The following is a maturity analysis of the annual undiscounted cash flows reconciled to the carrying value of the operating lease liabilities as of December 31, 2024 (in thousands): Operating Leases 2025 $ 3,157 2026 729 Total minimum lease payments 3,886 Less: imputed interest ( 127 ) Total lease liability $ 3,759 Litigation From time to time, the Company is involved in actions, claims, suits, and other proceedings in the ordinary course of business, including assertions by third parties relating to intellectual property infringement, breaches of contract or warranties, or employment-related matters.
In addition, upon receipt of stockholder approval in December 2023, the Company issued to Sylebra 15,000,000 Series A Warrants to purchase shares of Common Stock at an exercise price of $ 1.00 . As of December 31, 2023, the Company had 15,000,000 Series A Warrants outstanding.
In addition, upon receipt of stockholder approval in December 2023, the Company issued to Sylebra 3,000,000 Series A Warrants to purchase shares of common stock at an exercise price of $ 5.00 .
For the year ended December 31, 2023 two customers accounted for 23 % and 22 % of the Company's revenue. For the year ended December 31 2022 and 2021, one customer accounted for 81 % and 80 % of the Company’s revenue, respectively.
For the year ended December 31, 2024 two customers accounted for 56 % and 16 % of the Company's revenue. For the year ended December 31 2023, two customers accounted for 23 % and 22 % of the Company's revenue. For the year ended December 31, 2022, one customer accounted for 81 % of the Company’s revenue.
Given the significant assumptions made by the Company in determining the fair value of the Series A warrant liability, performing audit procedures to evaluate the reasonableness of the Company’s expected volatility of common stock, including the Company’s selection of the guideline public companies used in making this significant assumption, required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists.
Given the significant assumptions made by the Company in determining the fair value of the Series A warrant liability, performing audit procedures to evaluate the reasonableness of the Company’s assumptions required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists.
The Company also has federal and California research and development tax credit carryforwards of $ 21.2 million and $ 13.5 million, respectively. The federal research credit carryforwards will expire in 2036 and California research credits can be carried forward indefinitely.
The Company also has federal and California research and development tax credit carryforwards of $ 27.7 million and $ 18.0 million, respectively. The federal research credit carryforwards will expire in 2036 and California research credits can be carried forward indefinitely.
Financial Instruments The following tables summarize the Company’s financial assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy: December 31, 2023 Adjusted Cost Unrealized Gain Unrealized Losses Fair Value Cash and Cash Equivalent Marketable Securities (in thousands) Assets Cash $ 21,799 $ — $ — $ 21,799 $ 21,799 $ — Level 1 Money market funds 6,266 — — 6,266 6,266 — Level 2 U.S.
Financial Instruments The following tables summarize the Company’s financial assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy: December 31, 2024 Adjusted Cost Unrealized Gain Unrealized Losses Fair Value Cash and Cash Equivalent Marketable Securities (in thousands) Assets Cash $ 14,237 $ — $ — $ 14,237 $ 14,237 $ — Level 1 Money market funds 10,645 — — 10,645 10,645 — Level 2 U.S. agency securities 17,492 14 ( 2 ) 17,504 — 17,504 U.S.
The board of directors of the Company may at its sole discretion elect to pay the 78 dividends in cash in lieu of shares of common stock. The Convertible Redeemable Preferred Stock have no voting rights unless they are converted into shares of common stock.
The board of directors of the Company may at its sole discretion elect to pay the dividends in cash in lieu of shares of common stock. The preferred stock has no voting rights unless it is converted into shares of common stock.
Holders shall not have the right to exercise the Series A Warrants to the extent that after giving effect to such exercise, such person would beneficially own in excess of 19.9 % of the Company’s outstanding common stock immediately after giving effect to such exercise.
Each Series A Warrant is currently exercisable and expires in December 2027. Holders shall not have the right to exercise the Series A Warrants to the extent such person would beneficially own in excess of 19.9 % of the Company’s outstanding common stock immediately after giving effect to such exercise.
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