Form 10-Q - Quarterly report [Sections 13 or 15(d)]

Three Months Ended March 31,

Cash received from stock options exercised

Cash paid for shares of common stock repurchased

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2024


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to _______

Commission file number: 001-40284

SOLID POWER, INC.

(Exact name of registrant as specified in its charter)


Delaware		86-1888095
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

486 S. Pierce Ave., Suite E
Louisville, Colorado		80027
(Address of principal executive offices)		(Zip Code)

(303) 219-0720

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common stock, par value $0.0001 per share	SLDP	The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $11.50	SLDPW	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer ☐	Accelerated filer ☐	Non-accelerated filer ☒	Smaller reporting company ☒
			Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

177,045,891 shares of common stock were issued and outstanding as of May 6, 2024.

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SOLID POWER, INC.

FORM 10-Q

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PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements	5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	17
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	21
Item 4.	Controls and Procedures	21

PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	21
Item 1A.	Risk Factors	21
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	22
Item 6.	Exhibits	23

Signatures		24

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GLOSSARY OF DEFINED TERMS



Term		Definition
2014 Plan		Solid Power, Inc. 2014 Equity Incentive Plan
2021 Plan		Solid Power, Inc. 2021 Equity Incentive Plan
2023 Form 10-K		Our Annual Report on Form 10-K for the year ended December 31, 2023
Ah		Ampere hour
BMW		BMW of North America LLC
Board		The Board of Directors of Solid Power, Inc.
Electrolyte Supply Agreement		Electrolyte Supply Agreement, dated January 10, 2024, between Solid Power Operating, Inc. and SK On
ESPP		Solid Power, Inc. 2021 Employee Stock Purchase Plan
EV		Battery electric vehicle
EV cells		Prototype cell formats between 60 and 100 Ah
Exchange Act		Securities Exchange Act of 1934, as amended
GAAP		U.S. generally accepted accounting principles
JDA		Joint development agreement
Line Installation Agreement		Line Installation Agreement, dated January 10, 2024, among Solid Power Korea Co., Ltd., SK On, and, for the limited purposes of Section 12.16 of the Line Installation Agreement, Solid Power
OEM		Automotive original equipment manufacturers
Private Placement Warrants		Warrants sold in a private placement as part of our initial public offering or acquired through a conversion of a working capital loan
Public Warrants		Our publicly-traded warrants
R&D License Agreement		Research and Development Technology License Agreement, dated January 10, 2024, between Solid Power Operating, Inc. and SK On
Report		This Quarterly Report on Form 10-Q
RSU		Restricted stock unit
SEC		Securities and Exchange Commission
SK On		SK On Co., Ltd.
SK On Agreements		Electrolyte Supply Agreement, Line Installation Agreement, and R&D License Agreement, collectively
Solid Power / the Company / we / us / our		Solid Power, Inc., a Delaware corporation (f/k/a Decarbonization Plus Acquisition Corporation III)
SP1		Our Louisville, Colorado facility, which we primarily use for cell production, research and development, and quality control
SP2		Our Thornton, Colorado facility, which we primarily use for pilot production of electrolyte, research and development, quality control, and general office space
Warrants		Private Placement Warrants and Public Warrants

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Cautionary Note Regarding Forward-Looking Statements

This Report contains forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, that involve risks and uncertainties. We have based these forward-looking statements on our current expectations and projections about future events. All statements, other than statements of present or historical fact included in this Report, regarding our future financial performance and our strategy, expansion plans, market opportunity, future operations, future operating results, estimated revenues or losses, projected costs, prospects, plans, and objectives of management are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “could,” “would,” “will,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “continue,” “project,” or the negative of such terms or other similar expressions. These forward-looking statements are subject to known and unknown risks, uncertainties, and assumptions about us that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance, or achievements expressed or implied by such forward-looking statements. Except as otherwise required by applicable law, we disclaim any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this Report. We caution you that the forward-looking statements contained herein are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond our control.

In addition, we caution you that the forward-looking statements regarding the Company contained in this Report are subject to the following factors:

●

risks relating to the uncertainty of the success of our research and development efforts, including our ability to achieve the technological objectives or results that our partners require, and our ability to commercialize our technology in advance of competing technologies;

●

rollout of our business plan and the timing of expected business milestones;

●

risks relating to the non-exclusive nature of our OEM and other partner relationships and our ability to manage these business relationships;

●

our ability to negotiate and execute commercial agreements with our partners on commercially reasonable terms;

●

our ability to protect and maintain our intellectual property, including in jurisdictions outside of the United States;

●

broad market adoption of EVs and other technologies where we are able to deploy our technology, if developed successfully;

●

our success attracting and retaining our executive officers, key employees, and other qualified personnel;

●

changes in applicable laws or regulations;

●

risks relating to our information technology infrastructure and data security breaches;

●

risks relating to our status as a research and development stage company with a history of financial losses with an expectation of incurring significant expenses and continuing losses for the foreseeable future;

●

our ability to secure government contracts and grants and the availability of government subsidies and economic incentives;

●

delays in the construction and operation of additional facilities;

●

risks relating to other economic, business, or competitive factors in the United States and other jurisdictions, including supply chain interruptions and changes in market conditions, and our ability to manage these risks and uncertainties; and

●

those factors discussed in “Part I, Item 1A. Risk Factors” in our 2023 Form 10-K, as such description may be updated or amended in future filings we make with the SEC.

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We caution you that the foregoing list does not contain all of the risks or uncertainties that could affect the Company.

You should not rely upon forward-looking statements as predictions of future events. We have based the forward-looking statements contained in this Report primarily on our current expectations and projections about future events and trends that we believe may affect our business, operating results, financial condition and prospects. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties and other factors, including those described in “Part I, Item 1A. Risk Factors” in our 2023 Form 10-K, as such description may be updated or amended in future filings we make with the SEC. Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time and it is not possible for us to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this Report. We cannot assure you that the results, events, and circumstances reflected in the forward-looking statements will be achieved or occur, and actual results, events, or circumstances could differ materially from those described in the forward-looking statements.

Neither we nor any other person assumes responsibility for the accuracy and completeness of any of these forward-looking statements. Moreover, the forward-looking statements made in this Report relate only to events as of the date on which the statements are made. We undertake no obligation to update any forward-looking statements made in this Report to reflect events or circumstances after the date of this Report or to reflect new information or the occurrence of unanticipated events, except as required by law. You should not place undue reliance on our forward-looking statements. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, or investments we may make.

TRADEMARKS

Our logo and trademark appearing in this Report and the documents incorporated by reference herein are our property. This document and the documents incorporated by reference herein contains references to trademarks and service marks belonging to other entities. Solely for convenience, trademarks and trade names referred to in this Report may appear without the ® or TM symbols, but such references are not intended to indicate, in any way, that the applicable licensor will not assert, to the fullest extent under applicable law, its rights to these trademarks and trade names. We do not intend our use or display of other companies’ trade names, trademarks, or service marks to imply a relationship with, or endorsement or sponsorship of it by, any other companies.

MARKET AND INDUSTRY DATA

We obtained the industry and market data used throughout this Report or any documents incorporated herein by reference from our own internal estimates and research, as well as from independent market research, industry and general publications and surveys, governmental agencies, publicly available information, and research, surveys, and studies conducted by third parties. Internal estimates are derived from publicly available information released by industry analysts and third-party sources, our internal research, and our industry experience and are based on assumptions made by us based on such data and our knowledge of our industry and market, which we believe to be reasonable. In some cases, we do not expressly refer to the sources from which this data is derived. In addition, while we believe the industry and market data included in this Report or any documents incorporated herein by reference is reliable and based on reasonable assumptions, such data involve material risks and other uncertainties and is subject to change based on various factors, including those discussed in the section entitled “Risk Factors.” These and other factors could cause results to differ materially from those expressed in the estimates made by the independent parties or by us.

INFORMATION ABOUT SOLID POWER

We use our website (www.solidpowerbattery.com) and various social media channels (e.g., Solid Power, Inc. on LinkedIn) as a means of disclosing information about Solid Power and our products to our customers, investors, and the public. The information posted on our website and social media channels is not incorporated by reference in this Report or in any other report or document we file with the SEC. Further, references to our website URLs are intended to be inactive textual references only. The information we post through these channels may be deemed material. Accordingly, investors should monitor these channels, in addition to following our press releases, SEC filings, and public conference calls and webcasts. In addition, you may automatically receive e-mail alerts and other information about Solid Power when you enroll your e-mail address by visiting the “Investor Email Alerts” section of our website at https://ir.solidpowerbattery.com. Our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments to reports filed pursuant to Sections 13(a) and 15(d) of the Exchange Act are filed with the SEC. These reports and other information we file with the SEC are available free of charge at https://www.solidpowerbattery.com/investor-relations/financials/sec-filings when such reports are available on the SEC’s website.

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PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

Solid Power, Inc.

Condensed Consolidated Balance Sheets

(in thousands, except par value and number of shares)


	March 31, 2024
	(Unaudited)		December 31, 2023
Assets
Current Assets
Cash and cash equivalents	$	14,019	$	34,537
Marketable securities		132,619		141,505
Contract receivables		10,106		1,553
Contract receivables from related parties		4,152		—
Prepaid expenses and other current assets		9,656		5,523
Total current assets		170,552		183,118
Long-Term Assets
Property, plant and equipment, net		99,593		99,156
Right-of-use operating lease assets, net		7,004		7,154
Right-of-use finance lease assets, net		1,030		1,088
Investments		232,307		239,566
Intangible assets, net		1,800		1,650
Prepaid expenses and other assets		3,884		1,060
Total long-term assets		345,618		349,674
Total assets	$	516,170	$	532,792
Liabilities and Stockholders’ Equity
Current Liabilities
Accounts payable and other accrued liabilities		7,866		6,455
Deferred revenue		3,078		1
Deferred revenue from related parties		—		828
Accrued compensation		6,267		7,590
Operating lease liabilities		647		626
Finance lease liabilities		374		379
Total current liabilities		18,232		15,879
Long-Term Liabilities
Warrant liabilities		4,728		4,227
Operating lease liabilities		7,824		7,996
Finance lease liabilities		464		552
Deferred revenue		4,716		—
Other liabilities		829		803
Total long-term liabilities		18,561		13,578
Total liabilities		36,793		29,457
Stockholders’ Equity
Common Stock, $0.0001 par value; 2,000,000,000 shares authorized; 178,349,557 and 179,010,884 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively		18		18
Additional paid-in capital		586,343		588,515
Accumulated deficit		(105,846)		(84,639)
Accumulated other comprehensive loss		(1,138)		(559)
Total stockholders’ equity		479,377		503,335
Total liabilities and stockholders’ equity	$	516,170	$	532,792

See accompanying Notes to Condensed Consolidated Financial Statements (Unaudited).

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Solid Power, Inc.

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited)

(in thousands, except number of shares and per share amounts)


	Three Months Ended March 31,
	2024		2023
Revenue	$	5,953	$	3,792
Operating Expenses
Direct costs		4,290		6,274
Research and development		18,873		11,648
Selling, general and administrative		8,571		7,188
Total operating expenses		31,734		25,110
Operating Loss		(25,781)		(21,318)
Nonoperating Income and Expense
Interest income		5,117		4,835
Change in fair value of warrant liabilities		(501)		(2,662)
Interest expense		(42)		(13)
Total nonoperating income and expense		4,574		2,160
Net Loss Attributable to Common Stockholders	$	(21,207)	$	(19,158)
Other Comprehensive Income (Loss)		(579)		885
Comprehensive Loss Attributable to Common Stockholders	$	(21,786)	$	(18,273)
Basic and diluted loss per share	$	(0.12)	$	(0.11)
Weighted average shares outstanding – basic and diluted		180,784,020		176,934,261

See accompanying Notes to Condensed Consolidated Financial Statements (Unaudited).

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Solid Power, Inc.

Condensed Consolidated Statement of Stockholders’ Equity (Unaudited)

(in thousands, except number of shares)


	Common Stock
					Additional		Accumulated		Accumulated Other		Total Stockholders’
	Shares		Amount		paid-in capital		deficit		Comprehensive Loss		Equity
Balance as of December 31, 2023		179,010,884	$	18	$	588,515	$	(84,639)	$	(559)	$	503,335
Net loss		—		—		—		(21,207)		—		(21,207)
Withholding of employee taxes related to stock-based compensation		—		—		(169)		—		—		(169)
Shares of common stock issued for vested RSUs		161,995		—		—		—		—		—
Stock options exercised		2,360,316		—		97		—		—		97
Repurchase and retirement of shares of common stock		(3,183,638)		—		(4,963)		—		—		(4,963)
Stock-based compensation expense		—		—		2,863		—		—		2,863
Unrealized loss on marketable securities		—		—		—		—		(579)		(579)
Balance as of March 31, 2024		178,349,557	$	18	$	586,343	$	(105,846)	$	(1,138)	$	479,377


	Common Stock
					Additional		Accumulated		Accumulated Other		Total Stockholders’
	Shares		Amount		paid-in capital		deficit		Comprehensive Loss		Equity
Balance as of December 31, 2022		176,007,184	$	18	$	577,603	$	(19,090)	$	(3,159)	$	555,372
Net loss		—		—		—		(19,158)		—		(19,158)
Stock options exercised		1,679,954		—		150		—		—		150
Stock-based compensation expense		—		—		2,222		—		—		2,222
Unrealized gain on marketable securities		—		—		—		—		885		885
Balance as of March 31, 2023		177,687,138	$	18	$	579,975	$	(38,248)	$	(2,274)	$	539,471

See accompanying Notes to Condensed Consolidated Financial Statements (Unaudited).

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Solid Power, Inc.

Condensed Consolidated Statements of Cash Flows (Unaudited)

(in thousands)


	Three Months Ended March 31,
	2024		2023
Cash Flows from Operating Activities
Net loss	$	(21,207)	$	(19,158)
Adjustments to reconcile net loss to net cash and cash equivalents from operating activities:
Depreciation and amortization		3,909		2,264
Amortization of right-of-use assets		207		183
Stock-based compensation expense		2,863		2,222
Change in fair value of warrant liabilities		501		2,662
Accretion of discounts on other long-term liabilities		(4)		—
Amortization of premiums and accretion of discounts on marketable securities		(2,428)		(2,716)
Change in operating assets and liabilities that provided (used) cash and cash equivalents:
Contract receivables		(8,553)		(179)
Contract receivables from related parties		(4,152)		319
Prepaid expenses and other assets		(6,983)		(1,129)
Accounts payable and other accrued liabilities		1,290		1,699
Deferred revenue		7,794		(14)
Deferred revenue from related parties		(828)		(3,000)
Accrued compensation		(1,323)		(2,652)
Operating and finance lease liabilities, short-term		(151)		(132)
Net cash and cash equivalents used in operating activities		(29,065)		(19,631)
Cash Flows from Investing Activities
Purchases of property, plant and equipment		(4,054)		(11,581)
Purchases of marketable securities and investments		(61,287)		(110,636)
Proceeds from sales of marketable securities		79,134		101,665
Purchases of intangible assets		(154)		(125)
Net cash and cash equivalents provided by (used in) investing activities		13,639		(20,677)
Cash Flows from Financing Activities
Payments of debt		—		(7)
Proceeds from exercise of stock options		97		150
Cash paid for withholding of employee taxes related to stock-based compensation		(169)		—
Repurchase of shares of common stock		(4,914)		—
Payments on finance lease liabilities		(106)		(70)
Net cash and cash equivalents provided by (used in) financing activities		(5,092)		73

Net decrease in cash and cash equivalents		(20,518)		(40,235)
Cash and cash equivalents at beginning of period		34,537		50,123
Cash and cash equivalents at end of period		14,019		9,888

Cash paid for interest	$	42	$	13
Accrued capital expenditures	$	954	$	3,370

See accompanying Notes to Condensed Consolidated Financial Statements (Unaudited).

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Notes to Condensed Consolidated Financial Statements (Unaudited)

Note 1 – Nature of Business

Solid Power is developing solid-state battery technology for the EV and other markets. The Company’s planned business model is to sell its electrolyte and to license its cell designs and manufacturing processes.

Note 2 – Significant Accounting Policies

The significant accounting policies followed by the Company are set forth in Note 2 – Significant Accounting Policies to the Company’s financial statements included in the 2023 Form 10-K and are supplemented by the Notes to the Condensed Consolidated Financial Statements (Unaudited) (the “Notes”) included in this Report. The financial statements included in this Report (including the Notes) should be read in conjunction with the 2023 Form 10-K.

Basis of Presentation and Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements of the Company have been prepared on the basis of GAAP. The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in the unaudited condensed consolidated financial statements. Actual results could differ from those estimates. All dollar amounts presented herein are in U.S. dollars and are in thousands, except par value and share and per share amounts.

The accompanying unaudited condensed consolidated financial statements include accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Additionally, certain prior period amounts have been reclassified to conform to current period presentation in the accompanying unaudited condensed consolidated financial statements.

Recent Accounting Pronouncements

Income taxes

In December 2023, the FASB issued ASU No. 2023-09 Income Taxes (Topic 740) Improvements to Income Tax Disclosures. ASU 2023-09 requires companies to disclose, on an annual basis, specific categories in the effective tax rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold. In addition, ASU 2023-09 requires companies to disclose additional information about income taxes paid. ASU 2023-09 will be effective for annual periods beginning January 1, 2025 and will be applied on a prospective basis with the option to apply the standard retrospectively. The Company is evaluating the disclosure impact of ASU 2023-09.

Segment Reporting

In November 2023, the FASB issued ASU No. 2023-07 Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. Among other new disclosure requirements, ASU 2023-07 requires companies to disclose significant segment expenses that are regularly provided to the chief operating decision maker, or CODM. ASU 2023-07 will be effective for annual periods beginning on January 1, 2024 and interim periods beginning on January 1, 2025. ASU 2023-07 must be applied retrospectively to all prior periods presented in the financial statements. The Company is evaluating the disclosure impact of ASU 2023-07.

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Note 3 – Property, Plant and Equipment

Property, plant and equipment are summarized as follows:


	March 31, 2024		December 31, 2023
Commercial production equipment	$	36,223	$	36,086
Laboratory equipment		10,748		9,910
Leasehold improvements		59,361		59,109
Furniture and computer equipment		4,042		3,915
Construction in progress		16,638		13,650
Total cost		127,012		122,670
Accumulated depreciation		(27,419)		(23,514)
Net property and equipment	$	99,593	$	99,156

Depreciation expenses for dedicated laboratory equipment and commercial production equipment are charged to research and development. The other depreciation expenses are included in the Company’s overhead and are allocated across Operating Expenses based on Company personnel costs incurred.

Depreciation expense related to property, plant and equipment are summarized as follows:


	Three Months Ended March 31,
	2024		2023
Depreciation expense	$	3,905	$	2,259

The Company expanded its electrolyte production to produce larger quantities of electrolyte material required to feed cell-production lines and continue research and development efforts at SP2. The Company began producing electrolyte at SP2 in 2023.


	March 31, 2024		December 31, 2023
Construction in progress
SP1 - Capital projects	$	3,404	$	2,298
SP2 - Increased scale electrolyte production		13,234		11,352

Note 4 – Intangible Assets

Intangible assets of the Company are summarized as follows:


	March 31, 2024				December 31, 2023
	Gross Carrying		Accumulated		Gross Carrying		Accumulated
	Amount		Amortization		Amount		Amortization
Intangible assets:
Licenses	$	149	$	(63)	$	149	$	(61)
Patents		124		(7)		92		(5)
Patents pending		1,561		—		1,444		—
Trademarks		13		—		13		—
Trademarks pending		22		—		18		—
Total amortized intangible assets	$	1,869	$	(70)	$	1,716	$	(66)

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Amortization expense for intangible assets is summarized as follows:


	Three Months Ended March 31,
	2024		2023
Amortization expense	$	4	$	5

Useful lives of intangible assets range from three to 20 years. Amortization expenses are allocated ratably across Operating Expenses based on Company personnel costs incurred.

Note 5 – Collaborative Arrangement

On January 10, 2024, the Company entered into the SK On Agreements.

The Company determined the R&D License Agreement, Electrolyte Supply Agreement, and the Line Installation Agreement should be combined and evaluated as a single contract, the SK On Agreements. The SK On Agreements were determined to be a collaborative arrangement in accordance with ASC Topic 808, Collaborative Arrangements, and revenue recognition is recorded by analogy to ASC Topic 606, Revenue from Contracts with Customers. The Company determined the SK On Agreements represent a single, combined performance obligation. Collaborative revenue will be recognized over time using the input measurement method utilizing incurred labor hours in relation to total labor hours anticipated to satisfy the combined performance obligation. The Company will expense contract fulfillment costs as incurred.

Note 6 – Fair Value Measurements

The Company considers all highly liquid instruments with original maturities of less than 90 days to be cash equivalents. The carrying amounts of certain financial instruments, such as cash equivalents, short-term investments, accounts receivable, accounts payable, and accrued liabilities, approximate fair value due to their relatively short maturities.

Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis

As of March 31, 2024 and December 31, 2023, the Company’s financial assets and liabilities measured and recorded at fair value on a recurring basis were classified within the fair value hierarchy as follows:


	March 31, 2024
	Level 1		Level 2		Level 3		Total
Assets
Commercial Paper	$	95,059	$	—	$	—	$	95,059
Corporate Bonds	$	223,649	$	—	$	—	$	223,649
Government Bonds	$	46,218	$	—	$	—	$	46,218

Liabilities
Public Warrants	$	2,637	$	—	$	—	$	2,637
Private Placement Warrants	$	—	$	2,091	$	—	$	2,091


	December 31, 2023
	Level 1		Level 2		Level 3		Total
Assets
Commercial Paper	$	84,909	$	—	$	—	$	84,909
Corporate Bonds	$	239,473	$	—	$	—	$	239,473
Government Bonds	$	56,689	$	—	$	—	$	56,689

Liabilities
Public Warrants	$	2,505	$	—	$	—	$	2,505
Private Placement Warrants	$	—	$	1,722	$	—	$	1,722

The change in fair value of the Company’s marketable securities and long-term investments are included in other comprehensive income (loss). There were no transfers in and out of Level 3 fair value hierarchy during the three months ended March

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31, 2024 or year ended December 31, 2023. During the three months ended March 31, 2024 and 2023, the Company purchased $61,287 and $110,636 of marketable securities and long-term investments, respectively.

Fair Value of Warrants

The fair value of the Private Placement Warrants have been estimated using a Black-Scholes model as of March 31, 2024 and December 31, 2023 Consolidated Balance Sheet dates. The estimated fair value of the Private Placement Warrants is determined using Level 2 directly or indirectly observable inputs. Inherent in a Black-Scholes model are assumptions related to expected stock-price volatility, expected life, risk-free interest rate, and dividend yield. Material increases (or decreases) in any of those inputs may result in a significantly higher (or lower) fair value measurement. The Company estimates the volatility of its Private Placement Warrants based on implied volatility from the Company’s Public Warrants and from historical volatility of select peer companies’ common stock. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve for a maturity similar to the expected remaining life of the Warrants. The dividend yield is based on the historical rate, which the Company anticipates remaining at zero. The fair value of the Public Warrants has been measured based on the quoted price of such warrants on the Nasdaq Stock Market, a Level 1 input.

The following table provides quantitative information regarding Level 2 inputs used in the recurring valuation of the Private Placement Warrants as of their measurement dates:


	March 31, 2024			December 31, 2023
Exercise price	$	11.50		$	11.50
Stock price	$	2.03		$	1.45
Volatility		85.8	%		95.0	%
Term (in years)		2.69			2.94
Risk-free rate		4.36	%		3.94	%

The following table provides a rollforward of the Public Warrants measured at fair value per Public Warrant using Level 1 inputs and Private Placement Warrants measured at fair value per Private Placement Warrant using Level 2 inputs:


	Public Warrants		Private Placement Warrants
	Level 1 Fair Value		Level 2 Fair Value
December 31, 2023	$	0.19	$	0.28
Change in fair value	$	0.01	$	0.06
March 31, 2024	$	0.20	$	0.34

The following tables provides a reconciliation of the change in fair value for the Public Warrants and Private Placement Warrants at March 31.


					Three Months Change in
Warrant Class	Level	Warrants	December 31, 2023		Fair Value		March 31, 2024
Public Warrants	1	13,182,501	$	2,505	$	132	$	2,637
Private Placement Warrants	2	6,150,802	$	1,722	$	369	$	2,091
Total		19,333,303	$	4,227	$	501	$	4,728

Note 7 – Warrant Liabilities

The table below provides a summary of the outstanding Public and Private Placement Warrants at:


	March 31, 2024	December 31, 2023
Public Warrants	13,182,501	13,182,501
Private Placement Warrants	6,150,802	6,150,802

Each whole Warrant entitles the holder thereof to purchase one share of common stock at a price of $11.50 per share, subject to customary adjustments. Only whole Warrants are exercisable. The Warrants became exercisable on January 7, 2022 and will expire on December 8, 2026.

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None of the Private Placement Warrants are redeemable by the Company so long as they are held by the initial purchasers of the Private Placement Warrants or their permitted transferees. The table below provides the fair value of warrant liabilities at:


		March 31, 2024		December 31, 2023
Fair value of warrant liabilities	$	4,728	$	4,227

The table below provides the Company’s loss recognized in connection with changes in fair value of warrant liabilities:


		Three Months Ended March 31,
		2024		2023
Loss recognized associated with warrant liabilities	$	(501)	$	(2,662)

There have been no changes to our Public or Private Placement Warrants, including redemption terms disclosed in our 2023 Form 10-K.

Note 8 – Stockholders’ Equity

Common Stock

Stock options exercised for common stock, shares of common stock repurchased under the stock repurchase program, and shares of common stock issued upon vesting of RSUs for the three months ended March 31, 2024 and 2023 are summarized in the table below:


	Three Months Ended March 31,
	2024	2023
Stock options exercised	2,360,316	1,679,954
Shares of common stock repurchased	(3,183,638)	—
Shares of common stock issued for vested RSUs	161,995	—

The table below presents the cash received or paid associated with common stock related activities for the three months ended March 31, 2024 and 2023:

Stock Repurchase Program

On January 23, 2024, the Company announced that its Board approved a stock repurchase program authorizing the Company to purchase up to $50,000 of the Company’s outstanding common stock. Under the repurchase program, the Company may purchase shares of its common stock from time to time until the repurchase program expires on December 31, 2025.

The table below presents the number of shares repurchased and retired, the aggregate cost, and the average purchase price per share for the three months ended March 31, 2024:


	Shares		Aggregate cost		Avg. Price Paid Per Share
Repurchased and retired shares of common stock	3,183,638	$	4,963	$	1.52

In April 2024, the Company purchased 1,816,362 shares of common stock for $3,393 with an average price of $1.85 per share, under the stock repurchase program.

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Note 9 – Stock-Based Compensation

There have been no changes to our equity incentive plans, the ESPP, or our accounting methodology for stock-based compensation, as disclosed in our 2023 Form 10-K.

The fair value of stock options and RSUs issued to employees and directors is recognized as compensation expense over the period of service that generally coincides with the vesting period of the award. The Company allocated compensation ratably across Operating Expenses based on Company personnel costs incurred. When calculating the amount of annual compensation expense, the Company has elected not to estimate forfeitures and instead accounts for forfeitures as they occur.

For the three months ended March 31, 2024 and 2023, the Company recognized compensation costs totaling:


	Three Months Ended March 31,
	2024		2023
Equity-based compensation costs related to RSUs	$	1,212	$	635
Equity-based compensation costs related to stock options		1,614		1,587
Equity-based compensation costs related to ESPP		37		—
Total equity-based compensation costs	$	2,863	$	2,222
Unrecognized future compensation cost as of:		20,837		59,945

The following table summarizes our award activity for RSUs and stock options for the three months ended March 31, 2024:



	RSUs	Stock Options
Balance at December 31, 2023	4,473,016		24,264,016
Granted	3,159,872		4,566,167
Vested or Exercised	(264,754)		(2,360,316)
Forfeited	(72,619)		(842,395)
Balance at March 31, 2024	7,295,515		25,627,472

Stock Options

The fair value of each stock option grant during the three months ended March 31, 2024 and 2023 was estimated on the grant date using the Black-Scholes option pricing model with the following weighted-average assumptions used:


	Three Months Ended March 31,
	2024			2023
Approximate risk‑free rate		4.21	%		4.28	%
Volatility		48.35	%		46.86	%
Average expected life (in years)		6			6
Dividend yield		—	%		—	%
Weighted‑average grant date fair value	$	1.56		$	3.11
Estimated fair value of total stock options granted	$	3,675		$	5,165

Note 10 – Basic and Diluted Loss Per Share

Basic loss per share represents net loss attributable to common stock divided by the basic weighted average number of shares of common stock outstanding during the period.

Diluted loss per share also includes the dilutive effect of additional potential shares of common stock issuable from stock-based awards determined using the treasury stock method. Diluted loss per share represents net earnings divided by diluted weighted average number of shares of common stock, which includes the average dilutive effect of all potentially dilutive securities that are outstanding during the period.

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The table below sets forth the basic and diluted loss per share calculation for the three months ended March 31, 2024 and 2023.


	Three Months Ended March 31,
	2024		2023
Net loss attributable to common stockholders	$	(21,207)	$	(19,158)
Weighted average shares outstanding – basic and diluted		180,784,020		176,934,261
Basic and diluted loss per share	$	(0.12)	$	(0.11)

Due to the net loss for the three months ended March 31, 2024 and 2023 presented above, diluted loss per share was computed without consideration to potentially dilutive instruments as their inclusion would have been anti-dilutive. The table below sets forth (in shares) potentially dilutive securities excluded from the diluted loss per share calculation for the three months ended March 31, 2024 and 2023.


	Three Months Ended March 31,
	2024	2023
Warrants	19,333,303	19,333,303
2014 Plan & 2021 Plan - Stock Options	22,140,322	25,352,980
2021 Plan - RSUs	5,031,773	1,764,062
ESPP - Common Stock	184,970	90,314
Contingently Issued Shares of Common Stock	—	49,834
Total potentially dilutive securities	46,690,368	46,590,493

Note 11 – Leases

The Company leases its facilities and certain equipment. Fixed rent escalates each year, and the Company is responsible for a portion of the landlords’ operating expenses such as property tax, insurance, and common area maintenance.

The Company’s facility in Louisville, Colorado, is under a noncancelable operating lease with a maturity date in September 2029. In 2022, the Company amended this operating lease to incorporate a prior subleased space into the base lease and extend the term of the lease. The Company has the right to renew this operating lease for an additional five-year period.

On September 1, 2021, the Company entered into an industrial operating lease agreement for its facility in Thornton, Colorado, with the initial term through March 31, 2029. Under this operating lease, the Company has one option to renew for five years, which has been included in the calculation of lease liabilities and right-of-use assets at the adoption date of the lease accounting standard on January 1, 2022, as the exercise of the option was reasonably certain. As the renewal rent has not been negotiated, the Company used an estimated rent rate which approximated the fair market rent at adoption of ASC 842 on January 1, 2022 for the extension period.

The Company has certain equipment leases classified as finance leases as of March 31, 2024.

The Company’s leases do not have any contingent rent payments and do not contain residual value guarantees.

The components of lease expense are as follows:


	Three Months Ended
	March 31, 2024
Finance lease costs:
Amortization of right-of-use assets	$	58
Interest on lease liabilities		14
Operating lease costs		290
Total lease expense	$	362

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The components of cash flow information related to leases are as follows:


	Three Months Ended
	March 31, 2024
Operating outgoing cash flows – finance leases	$	14
Financing outgoing cash flows – finance leases		92
Operating outgoing cash flows – operating leases		292
Right-of-use assets obtained in exchange for new finance lease liabilities:		—
Right-of-use assets obtained in exchange for new operating lease liabilities:		—


	March 31, 2024
Finance lease
Weighted-average remaining lease term – finance leases (in years)	2.64
Weighted-average discount rate – finance leases	6.5	%
Operating lease
Weighted-average remaining lease term – operating leases (in years)	8.99
Weighted-average discount rate – operating leases	6.8	%

As of March 31, 2024, future minimum payments during the next five years and thereafter are as follows:


Fiscal year	Finance Lease		Operating Lease
2024 (remaining nine months)	$	319	$	881
2025		310		1,210
2026		179		1,248
2027		85		1,288
2028		16		1,329
2029		—		1,211
Thereafter		—		4,031
Total		909		11,198
Less present value discount		(71)		(2,728)
Total lease liabilities	$	838	$	8,470

Note 12 – Related Party Transactions

During the three months ended March 31, 2024, the Company recognized $4,980 of revenue related to the BMW JDA. As of March 31, 2024, the Company recorded $4,152 of accounts receivable related to the BMW JDA. During the three months ended March 31, 2023, the Company recognized $3,000 of revenue related to the BMW JDA. For the year ended, December 31, 2023, the Company recorded $828 of deferred revenue related to cash paid from BMW in advance of services provided.

Note 13 – Income Taxes

The Company’s effective tax rate was 0.00% and the Company was in a full valuation allowance for the three months ended March 31, 2024 and 2023.

Note 14 – Contingencies

In the normal course of business, the Company may be party to litigation from time to time. The Company maintains insurance to cover certain actions and believes that resolution of such litigation will not have a material adverse effect on the Company.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the consolidated financial statements and related notes thereto included elsewhere in this Report. The following discussion contains forward-looking statements that reflect future plans, estimates, beliefs, and expected performance. For additional discussion, see “Cautionary Note Regarding Forward-Looking Statements” above. The forward-looking statements are dependent upon events, risks, and uncertainties that may be outside of our control. Our actual results could differ materially from those discussed in these forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those identified below and those discussed elsewhere in this Report and under “Part I, Item 1A. Risk Factors” of our 2023 Form 10-K, as such descriptions may be updated or amended in future filings we make with the SEC. Unless indicated otherwise, the following discussion and analysis of results of operations and financial condition and liquidity relates to our current continuing operations and should be read in conjunction with the consolidated financial statements and notes thereto of this Report and our 2023 Form 10-K. We do not undertake, and expressly disclaim, any obligation to publicly update any forward-looking statements, whether as a result of new information, new developments, or otherwise, except to the extent that such disclosure is required by applicable law.

Overview

Solid Power is developing solid-state battery technology for EV and additional markets served by battery manufacturers.

Our core technology is our proprietary solid electrolyte material, which replaces the liquid or gel electrolyte used in traditional lithium-ion batteries. We believe that our electrolyte material can improve driving range, battery life, safety performance, and battery costs.

We are also developing solid-state cells with our electrolyte, with the aim of commercializing our technology by selling our electrolyte material and licensing our cell designs. This approach is capital light, unlike other battery manufacturers who require significant production facilities and equipment. This strategy allows us to focus on our core strengths of electrolyte production and solid-state technology development.

We currently produce our electrolyte on a pilot manufacturing line, which is used in our cell development and for customer sampling. We currently develop our cells on our two pilot lines, producing multiple cell sizes to both support our partners and refine cell designs. Longer-term, we expect our pilot lines to focus on research and development.

We have partnered with industry leaders BMW, Ford Motor Company, and SK On and will continue to work closely with our partners to improve cell designs, produce electrolyte material, and commercialize our technology. Our products are currently in the development stage and require further research and improvement before we can commercialize our technology.

Recent Business Highlights

●

Entered into the SK On Agreements with strong early execution on technology transfer and line installation.

●

Expanded electrolyte sampling with shipments to multiple potential customers.

●

A-2 Sample cells remain on track with end-of-year delivery target.

Key Factors Affecting Operating Results

We are a research and development-stage company and have not generated significant revenue through the sale of our electrolyte or licensing of our cell designs. Our ability to commercialize our products depends on several factors that present significant opportunities for us but also pose material risks and challenges, including those discussed in the “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements,” sections of this Report, which are incorporated by reference.

Prior to reaching commercialization, we must improve our products to ensure they meet the performance and safety requirements of our customers. We also will have to continue to negotiate licensing and supply contracts with our customers on terms and conditions that are mutually acceptable. We will need to scale production of our electrolyte material to satisfy anticipated demand.

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All of these factors will take time and affect our operating results. Since many factors are difficult to quantify, our actual operating results may be different than we currently anticipate.

Our revenue generated to date has primarily come from performance on research and development licensing activities and government contracts. We continue to deploy substantial capital to expand our production capabilities and engage in research and development programs. We also expect to continue to incur significant administrative expenses as a publicly traded company.

In addition to meeting our development goals, commercialization and future growth and demand for our products are highly dependent upon consumers adopting EVs. The market for new energy vehicles is still rapidly evolving due to emerging technologies, competitive pricing, government regulation and industry standards, and changing consumer demands and behaviors.

Basis of Presentation

We currently conduct our business through one operating segment. As a research and development company with no commercial operations, our activities to date have been limited and were conducted primarily in the United States. Our historical results are reported under GAAP and in U.S. dollars.

Results of Operations

Comparison of the Three Months Ended March 31, 2024 to the Three Months Ended March 31, 2023

During the three months ended March 31, 2024, we continued to expand and accelerate our development efforts through increased capital and operational investments. We continued to invest in talent while expanding our facilities, production equipment, and capabilities. We expect to continue to increase our spending in all operational areas through the remainder of 2024 in order to execute our development strategy.

The following table is a consolidated summary of our operating results for the periods indicated:


	Three Months Ended March 31,
(in thousands)	2024		2023		Change		%
Revenue	$	5,953	$	3,792	$	2,161	57	%
Operating Expenses
Direct costs		4,290		6,274		(1,984)	(32)	%
Research and development		18,873		11,648		7,225	62	%
Selling, general and administrative		8,571		7,188		1,383	19	%
Total operating expenses		31,734		25,110		6,624	26	%
Operating Loss		(25,781)		(21,318)		(4,463)	(21)	%
Nonoperating Income and Expense
Interest income		5,117		4,835		282	6	%
Change in fair value of warrant liabilities		(501)		(2,662)		2,161	NM
Interest expense		(42)		(13)		(29)	(223)	%
Total nonoperating income and expense	$	4,574		2,160	$	2,414	112	%
Net Loss Attributable to Common Stockholders	$	(21,207)	$	(19,158)	$	(2,049)	(11)	%
Other Comprehensive Income (Loss)		(579)		885		(1,464)	NM
Comprehensive Loss Attributable to Common Stockholders	$	(21,786)	$	(18,273)	$	(3,513)	(19)	%

NM = Not meaningful

The key factors driving our results of operations for the three months ended March 31, 2024, including our increased operating loss as compared to the corresponding period in 2023, were as follows:

●

Revenue – revenue from the execution of our JDAs and collaborative arrangement deliverables drove the overall increase for the period, while revenue from performance on government contracts decreased slightly. We expect revenue to increase in the remainder of 2024 as we execute on our deliverables under our JDAs and other collaborative arrangements.

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●

Direct costs – our direct costs decreased for the period primarily as a result of accelerated completion of JDA milestones. We expect direct costs to increase in the remainder of 2024 as we execute on our deliverables under our JDAs and other collaborative arrangements.

●

Research and development – our research and development costs increased for the period primarily as a result of increased labor and material costs as we expanded the development efforts of our battery cells and electrolyte material. We expect our research and development costs to remain at increased levels as we continue increasing the pace and scope of our development efforts.

●

Selling, general and administrative – our selling, general and administrative expenses increased for the period primarily due to additional use of outside professional services and additional planned hiring and workforce development associated with increasing our headcount. We expect our selling, general and administrative expenses to increase as a result of additional planned hiring and workforce development to, among other things, support our Korean operations.

●

Operating expenses – non-cash stock-based compensation costs increased for the period across research and development costs and selling, general and administrative expenses related to our increased headcount.

●

Nonoperating income – our nonoperating income increased for the period due to a decreased loss on fair value adjustment of warrant liabilities and an increase in interest income.

Liquidity and Capital Resources

Sources of Liquidity

Our primary sources of cash have historically been derived from the sale of equity, with a small portion coming from performance on our JDAs, government contracts, and other collaborative arrangements.

As of March 31, 2024 and December 31, 2023, we had total liquidity, as set forth below:


(in thousands)	March 31, 2024		December 31, 2023
Cash and cash equivalents	$	14,019	$	34,537
Marketable securities		132,619		141,505
Long-term investments		232,307		239,566
Total liquidity	$	378,945	$	415,608

Total current liabilities	$	18,232	$	15,879

Short-Term Liquidity Requirements

Our short-term liquidity requirements include operating and capital expenses needed to further our research and development programs and to further optimize our pilot production lines and electrolyte manufacturing capabilities. We anticipate that our most significant capital expenditures for the remainder of 2024 will relate to finishing construction of our electrolyte research facility and enhancing the capabilities of our electrolyte production facility. We expect to fund our short-term liquidity requirements through our cash on hand and other liquid assets.

Long-Term Liquidity Requirements

We believe that our cash on hand is sufficient to meet our operating cash needs and working capital and capital expenditure requirements for a period of at least the next 12 months and longer term until we generate adequate cash flows from licensing activities and/or electrolyte sales. We also believe that we have adequate cash on hand for our stock repurchase program should we choose to execute additional share repurchases.

We may need additional cash if there are material changes to our business conditions or other developments, including changes to our operating plan, development progress, negotiations with OEMs, cell manufacturers, or other suppliers, market adoption

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of EVs, supply chain challenges, competitive pressures, inflation, and regulatory developments. To the extent that our resources are insufficient to satisfy our cash requirements, we may need to seek additional equity or debt financing. We also may opportunistically seek to enhance our liquidity through equity or debt financing, if such financing becomes available to us on terms that we consider favorable. If financing is not available, or if the terms of financing are less desirable than we expect, we may be forced to take actions to reduce our capital or operating expenditures, which may adversely affect our development, business, operating results, financial condition and prospects.

Stock Repurchase Program

On January 23, 2024, we announced that our Board approved a stock repurchase program authorizing us to purchase up to $50 million of our outstanding common stock. Under the stock repurchase program, we may purchase shares of our common stock from time to time until the repurchase program expires on December 31, 2025. The shares of common stock may be purchased on the open market, in unsolicited negotiated transactions, or in any manner that complies with the provisions of Rule 10b-18 of the Exchange Act. Management’s decision to repurchase shares of common stock will depend on a number of factors, such as the price of our common stock, economic and market conditions, and corporate and regulatory requirements. During the three months ended March 31, 2024, the Company repurchased 3,186,638 shares of common stock at an average price of $1.52 per share for an aggregate cost of approximately $4.96 million.

Cash Flows

The following table summarizes our cash flows from operating, investing, and financing activities for the periods presented:


	Three Months Ended March 31,
(in thousands)	2024		2023
Net cash and cash equivalents used in operating activities	$	(29,065)	$	(19,631)
Net cash and cash equivalents provided by (used in) investing activities	$	13,639	$	(20,677)
Net cash and cash equivalents provided by (used in) financing activities	$	(5,092)	$	73

Cash used in operating activities:

Cash used in operating activities increased from March 31, 2023 to 2024. The increase was primarily attributable to our operating loss, which was driven by a continued increase in direct and research and development costs. We expect cash used in operating activities to increase as we accelerate the pace and scope of our development efforts and work to achieve commercialization of our products.

Cash provided by (used in) investing activities:

Cash provided by (used in) in investing activities increased from March 31, 2023 to 2024 primarily due to net effect of proceeds from the sales of marketable securities and decreased capital expenditures for property, plant and equipment. As our production processes are scaled for commercialization, especially with respect to our electrolyte material, we expect capital expenditures to increase.

Cash provided by (used in) financing activities:

Cash used in financing activities for the three months ended March 31, 2024 was primarily related to the net effect of cash utilized for the stock repurchase program, partially offset by cash received from the exercise of stock options. Cash provided by financing activities for the three months ended March 31, 2023 was primarily from the exercise of stock options. We expect our cash used in financing activities to increase as we execute share repurchases through the remainder of 2024.

Off-Balance Sheet Arrangements

We are not a party to any off-balance sheet arrangements, as defined under SEC rules.

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Critical Accounting Estimates

There were no significant and material changes in our critical accounting policies and use of estimates during the three months ended March 31, 2024 as compared to those disclosed in “Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Estimates” in our 2023 Form 10-K.

Recent Accounting Pronouncements

See Note 2 of our unaudited financial statements included in this Report as well as Note 2 of our audited financial statements included in our 2023 Form 10-K for more information.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are a smaller reporting company as defined in Rule 12b-2 under the Exchange Act. As a result, pursuant to Item 305(e) of Regulation S-K, we are not required to provide the information required by this Item.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

In designing and evaluating our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act), management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired controls. As required by Rule 13a-15(b) under the Exchange Act, our management, with the participation of our principal executive officer and principal financial officer, has evaluated the effectiveness of our disclosure controls and procedures as of March 31, 2024.

Based upon that evaluation, our principal executive officer and principal financial officer concluded that, as of the end of the period covered by this Report, our disclosure controls and procedures were effective.

Changes in Internal Control over Financial Reporting

There was no change in our internal control over financial reporting that occurred during the three months ended March 31, 2024 covered by this Report that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II – OTHER INFORMATION

Item 1. Legal Proceedings

From time to time, we may become involved in litigation or other legal proceedings. We are not currently a party to any litigation or legal proceedings that are likely to have a material adverse effect on our business. Regardless of outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources, and other factors.

Item 1A. Risk Factors

Our business, prospects, reputation, results of operations, and financial condition, as well as the price of our common stock and warrants, can be affected by a number of factors, whether currently known or unknown, including those described in “Part I, Item 1A. Risk Factors” of our 2023 Form 10-K. When any one or more of these risks materialize from time to time, our business, reputation, results of operations, and financial condition, as well as the price of our common stock and warrants, can be materially and adversely affected. There have been no material changes to our risk factors since our 2023 Form 10-K.

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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Share Repurchases

The following table summarizes our common stock repurchase program activity for the three months ended March 31, 2024:


Period	Total Number of Shares Purchased	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Program⁽¹⁾	Approximate Dollar Value of Shares that May Yet Be Purchased under the Program⁽¹⁾
January 1 - January 31, 2024	—	$	—	—	$	50,000,000
February 1 - February 29, 2024	—	$	—	—	$	50,000,000
March 1 - March 31, 2024	3,183,638	$	1.52	3,183,638	$	45,085,686
Total	3,183,638	$	4,914,314	3,183,638

⁽¹⁾On January 23, 2024, we announced that our Board approved a stock repurchase program authorizing us to purchase up to $50 million of our outstanding common stock. Under the repurchase program, we may purchase shares of our common stock from time to time until the repurchase program expires on December 31, 2025. The shares of common stock may be purchased on the open market, in unsolicited negotiated transactions, or in any manner that complies with the provisions of Rule 10b-18 of the Exchange Act. Management’s decision to repurchase shares of common stock will depend on a number of factors, such as the price of our common stock, economic and market conditions, and corporate and regulatory requirements.

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Item 6. Exhibits


		Incorporated by Reference
Exhibit Number	Description	Schedule Form	File Number	Exhibit/Annex	Filing Date
3.1	Second Amended and Restated Certificate of Incorporation	8-K	001-40284	3.1	December 13, 2021
3.2	Amended and Restated Bylaws	8-K	001-40284	3.1	November 21, 2022
10.1±	Research and Development Technology License Agreement, dated January 10, 2024, between Solid Power Operating, Inc. and SK On Co., Ltd.	8-K	001-40284	10.1	January 16, 2024
10.2±	Electrolyte Supply Agreement, dated January 10, 2024, between Solid Power Operating, Inc. and SK On Co., Ltd.	8-K	001-40284	10.2	January 16, 2024
10.3±	Line Installation Agreement, dated January 10, 2024, among Solid Power Korea Co., Ltd., SK On Co., Ltd., and, for the limited purposes of Section 12.16 of the Line Installation Agreement, Solid Power, Inc.	8-K	001-40284	10.3	January 16, 2024
31.1*	Certification Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934
31.2*	Certification Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934
32.1**	Section 1350 Certification
32.2**	Section 1350 Certification
101.INS*	XBRL Instance Document – the instance document does not appear in the Interactive Data file because its Inline XBRL tags are embedded within the Inline XBRL document.
101.SCH*	Inline XBRL Taxonomy Extension Schema Document
101.CAL*	Inline XBRL Taxonomy Extension Calculation Linkbase
101.DEF*	Inline XBRL Taxonomy Extension Definition Document
101.LAB*	Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE*	Inline XBRL Taxonomy Extension Presentation Linkbase
104*	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

* Filed herewith.

** Furnished herewith.

± Certain portions of this exhibit have been omitted in accordance with Regulation S-K Item 601. The Company agrees to furnish an unredacted copy of the exhibit to the SEC upon request.

Table of Contents

SIGNATURE

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.


Date: May 8, 2024	Solid Power, Inc.


	By:	/s/ John Van Scoter
	Name:	John Van Scoter
	Title:	President, Chief Executive Officer, and Director
	(Principal Executive Officer)


	By:	/s/ Kevin Paprzycki
	Name:	Kevin Paprzycki
	Title:	Chief Financial Officer and Treasurer
	(Principal Financial and Accounting Officer)

Exhibit 31.1

CERTIFICATION PURSUANT TO RULES 13a-14(a) AND 15d-14(a) UNDER THE

SECURITIES EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO SECTION

302 OF THE SARBANES-OXLEY ACT OF 2002

I, John Van Scoter, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of Solid Power, Inc. for the quarterly period ended March 31, 2024;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date: May 8, 2024

	By:	/s/ John Van Scoter
	John Van Scoter
	President and Chief Executive Officer
	(Principal Executive Officer)

Exhibit 31.2

CERTIFICATION PURSUANT TO RULES 13a-14(a) AND 15d-14(a) UNDER THE

SECURITIES EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO SECTION

302 OF THE SARBANES-OXLEY ACT OF 2002

I, Kevin Paprzycki, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of Solid Power, Inc. for the quarterly period ended March 31, 2024;

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date: May 8, 2024

	By:	/s/ Kevin Paprzycki
	Kevin Paprzycki
	Chief Financial Officer and Treasurer
	(Principal Financial and Accounting Officer)

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Solid Power, Inc. (the “Company”) on Form 10-Q for the period ended March 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, to the best of my knowledge, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1.	The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2.	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.


Date: May 8, 2024

	By:	/s/ John Van Scoter
	John Van Scoter
	President and Chief Executive Officer
	(Principal Executive Officer)

Exhibit 32.2

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

1.	The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2.	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.



Date: May 8, 2024

	By:	/s/ Kevin Paprzycki
	Kevin Paprzycki
	Chief Financial Officer and Treasurer
	(Principal Financial and Accounting Officer)

Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Mar. 31, 2024	May 06, 2024
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2024
Document Transition Report	false
Entity File Number	001-40284
Entity Registrant Name	SOLID POWER, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	86-1888095
Entity Address, Address Line One	486 S. Pierce Ave., Suite E
Entity Address, City or Town	Louisville
Entity Address State Or Province	CO
Entity Address, Postal Zip Code	80027
City Area Code	303
Local Phone Number	219-0720
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		177,045,891
Entity Central Index Key	0001844862
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Amendment Flag	false
Common stock
Title of 12(b) Security	Common stock, par value $0.0001 per share
Trading Symbol	SLDP
Security Exchange Name	NASDAQ
Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $11.50
Title of 12(b) Security	Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $11.50
Trading Symbol	SLDPW
Security Exchange Name	NASDAQ

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Current Assets
Cash and cash equivalents	$ 14,019	$ 34,537
Marketable securities	132,619	141,505
Contract receivables	10,106	1,553
Contract receivables from related parties	4,152
Prepaid expenses and other current assets	9,656	5,523
Total current assets	170,552	183,118
Long-Term Assets
Property, plant and equipment, net	99,593	99,156
Right-of-use operating lease assets, net	7,004	7,154
Right-of-use finance lease assets, net	1,030	1,088
Investments	232,307	239,566
Intangible assets, net	1,800	1,650
Prepaid expenses and other assets	3,884	1,060
Total long-term assets	345,618	349,674
Total assets	516,170	532,792
Current Liabilities
Accounts payable and other accrued liabilities	7,866	6,455
Deferred revenue	3,078	1
Deferred revenue from related parties		828
Accrued compensation	6,267	7,590
Operating lease liabilities	647	626
Finance lease liabilities	374	379
Total current liabilities	18,232	15,879
Long-Term Liabilities
Warrant liabilities	4,728	4,227
Operating lease liabilities	7,824	7,996
Finance lease liabilities	464	552
Deferred revenue	4,716
Other liabilities	829	803
Total long-term liabilities	18,561	13,578
Total liabilities	36,793	29,457
Stockholders' Equity
Common Stock, $0.0001 par value; 2,000,000,000 shares authorized; 178,349,557 and 179,010,884 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively	18	18
Additional paid-in capital	586,343	588,515
Accumulated deficit	(105,846)	(84,639)
Accumulated other comprehensive loss	(1,138)	(559)
Total stockholders' equity	479,377	503,335
Total liabilities and stockholders' equity	$ 516,170	$ 532,792

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2024	Dec. 31, 2023
Condensed Consolidated Balance Sheets
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	2,000,000,000	2,000,000,000
Common stock, shares issued	178,349,557	179,010,884
Common stock, shares outstanding	178,349,557	179,010,884

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited)
Revenue	$ 5,953	$ 3,792
Operating Expenses
Direct costs	4,290	6,274
Research and development	18,873	11,648
Selling, general and administrative	8,571	7,188
Total operating expenses	31,734	25,110
Operating Loss	(25,781)	(21,318)
Nonoperating Income and Expense
Interest income	5,117	4,835
Change in fair value of warrant liabilities	(501)	(2,662)
Interest expense	(42)	(13)
Total nonoperating income and expense	4,574	2,160
Net Loss Attributable to Common Stockholders	(21,207)	(19,158)
Other Comprehensive Income (Loss)	(579)	885
Comprehensive Loss Attributable to Common Stockholders	$ (21,786)	$ (18,273)
Basic loss per share	$ (0.12)	$ (0.11)
Diluted loss per share	$ (0.12)	$ (0.11)
Weighted average shares outstanding - Basic	180,784,020	176,934,261
Weighted average shares outstanding - Diluted	180,784,020	176,934,261

Condensed Consolidated Statement of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands	Common Stock	Additional paid-in capital	Accumulated deficit	Accumulated Other Comprehensive Loss	Total
Balance at the beginning at Dec. 31, 2022	$ 18	$ 577,603	$ (19,090)	$ (3,159)	$ 555,372
Balance at the beginning (in shares) at Dec. 31, 2022	176,007,184
Changes in stockholder's equity
Net loss			(19,158)		(19,158)
Stock options exercised		150			150
Stock options exercised (in shares)	1,679,954
Stock-based compensation expense		2,222			2,222
Unrealized gain (loss) on marketable securities				885	885
Balance at the end at Mar. 31, 2023	$ 18	579,975	(38,248)	(2,274)	539,471
Balance at the end (in shares) at Mar. 31, 2023	177,687,138
Balance at the beginning at Dec. 31, 2023	$ 18	588,515	(84,639)	(559)	503,335
Balance at the beginning (in shares) at Dec. 31, 2023	179,010,884
Changes in stockholder's equity
Net loss			(21,207)		(21,207)
Withholding of employee taxes related to stock-based compensation		(169)			(169)
Shares of common stock issued for vested RSUs (in shares)	161,995
Stock options exercised		97			$ 97
Stock options exercised (in shares)	2,360,316
Shares of common stock repurchased	(3,183,638)				(3,183,638)
Repurchase and retirement of shares of common stock		(4,963)			$ (4,963)
Stock-based compensation expense		2,863			2,863
Unrealized gain (loss) on marketable securities				(579)	(579)
Balance at the end at Mar. 31, 2024	$ 18	$ 586,343	$ (105,846)	$ (1,138)	$ 479,377
Balance at the end (in shares) at Mar. 31, 2024	178,349,557

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Cash Flows from Operating Activities
Net loss	$ (21,207)	$ (19,158)
Adjustments to reconcile net loss to net cash and cash equivalents from operating activities:
Depreciation and amortization	3,909	2,264
Amortization of right-of-use assets	207	183
Stock-based compensation expense	2,863	2,222
Change in fair value of warrant liabilities	501	2,662
Accretion of discounts on other long-term liabilities	(4)
Amortization of premiums and accretion of discounts on marketable securities	(2,428)	(2,716)
Change in operating assets and liabilities that provided (used) cash and cash equivalents:
Contract receivables	(8,553)	(179)
Contract receivables from related parties	(4,152)	319
Prepaid expenses and other assets	(6,983)	(1,129)
Accounts payable and other accrued liabilities	1,290	1,699
Deferred revenue	7,794	(14)
Deferred revenue from related parties	(828)	(3,000)
Accrued compensation	(1,323)	(2,652)
Operating and finance lease liabilities, short-term	(151)	(132)
Net cash and cash equivalents used in operating activities	(29,065)	(19,631)
Cash Flows from Investing Activities
Purchases of property, plant and equipment	(4,054)	(11,581)
Purchases of marketable securities and investments	(61,287)	(110,636)
Proceeds from sales of marketable securities	79,134	101,665
Purchases of intangible assets	(154)	(125)
Net cash and cash equivalents provided by (used in) investing activities	13,639	(20,677)
Cash Flows from Financing Activities
Payments of debt		(7)
Proceeds from exercise of stock options	97	150
Cash paid for withholding of employee taxes related to stock-based compensation	(169)
Repurchase of shares of common stock	(4,914)
Payments on finance lease liabilities	(106)	(70)
Net cash and cash equivalents provided by (used in) financing activities	(5,092)	73
Net decrease in cash and cash equivalents	(20,518)	(40,235)
Cash and cash equivalents at beginning of period	34,537	50,123
Cash and cash equivalents at end of period	14,019	9,888
Supplemental information
Cash paid for interest	42	13
Accrued capital expenditures	$ 954	$ 3,370

Nature of Business

3 Months Ended

Mar. 31, 2024

Nature of Business

Nature of Business

Note 1 – Nature of Business

Significant Accounting Policies

3 Months Ended

Mar. 31, 2024

Significant Accounting Policies

Significant Accounting Policies

Note 2 – Significant Accounting Policies

Basis of Presentation and Principles of Consolidation

Recent Accounting Pronouncements

Income taxes

Segment Reporting

Property, Plant and Equipment

3 Months Ended

Mar. 31, 2024

Property, Plant and Equipment

Property, Plant and Equipment

Note 3 – Property, Plant and Equipment

Property, plant and equipment are summarized as follows:


	March 31, 2024		December 31, 2023
Commercial production equipment	$	36,223	$	36,086
Laboratory equipment		10,748		9,910
Leasehold improvements		59,361		59,109
Furniture and computer equipment		4,042		3,915
Construction in progress		16,638		13,650
Total cost		127,012		122,670
Accumulated depreciation		(27,419)		(23,514)
Net property and equipment	$	99,593	$	99,156

Depreciation expense related to property, plant and equipment are summarized as follows:


	Three Months Ended March 31,
	2024		2023
Depreciation expense	$	3,905	$	2,259


	March 31, 2024		December 31, 2023
Construction in progress
SP1 - Capital projects	$	3,404	$	2,298
SP2 - Increased scale electrolyte production		13,234		11,352

Intangible Assets

3 Months Ended

Mar. 31, 2024

Intangible Assets

Intangible Assets

Note 4 – Intangible Assets

Intangible assets of the Company are summarized as follows:


	March 31, 2024				December 31, 2023
	Gross Carrying		Accumulated		Gross Carrying		Accumulated
	Amount		Amortization		Amount		Amortization
Intangible assets:
Licenses	$	149	$	(63)	$	149	$	(61)
Patents		124		(7)		92		(5)
Patents pending		1,561		—		1,444		—
Trademarks		13		—		13		—
Trademarks pending		22		—		18		—
Total amortized intangible assets	$	1,869	$	(70)	$	1,716	$	(66)

Amortization expense for intangible assets is summarized as follows:


	Three Months Ended March 31,
	2024		2023
Amortization expense	$	4	$	5

Useful lives of intangible assets range from three to 20 years. Amortization expenses are allocated ratably across Operating Expenses based on Company personnel costs incurred.

Collaborative Arrangement

3 Months Ended

Mar. 31, 2024

Collaborative Arrangement

Collaborative Arrangement

Note 5 – Collaborative Arrangement

On January 10, 2024, the Company entered into the SK On Agreements.

Fair Value Measurements

3 Months Ended

Mar. 31, 2024

Fair Value Measurements

Fair Value Measurements

Note 6 – Fair Value Measurements

Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis


	March 31, 2024
	Level 1		Level 2		Level 3		Total
Assets
Commercial Paper	$	95,059	$	—	$	—	$	95,059
Corporate Bonds	$	223,649	$	—	$	—	$	223,649
Government Bonds	$	46,218	$	—	$	—	$	46,218

Liabilities
Public Warrants	$	2,637	$	—	$	—	$	2,637
Private Placement Warrants	$	—	$	2,091	$	—	$	2,091


	December 31, 2023
	Level 1		Level 2		Level 3		Total
Assets
Commercial Paper	$	84,909	$	—	$	—	$	84,909
Corporate Bonds	$	239,473	$	—	$	—	$	239,473
Government Bonds	$	56,689	$	—	$	—	$	56,689

Liabilities
Public Warrants	$	2,505	$	—	$	—	$	2,505
Private Placement Warrants	$	—	$	1,722	$	—	$	1,722

Fair Value of Warrants

The following table provides quantitative information regarding Level 2 inputs used in the recurring valuation of the Private Placement Warrants as of their measurement dates:


	March 31, 2024			December 31, 2023
Exercise price	$	11.50		$	11.50
Stock price	$	2.03		$	1.45
Volatility		85.8	%		95.0	%
Term (in years)		2.69			2.94
Risk-free rate		4.36	%		3.94	%


	Public Warrants		Private Placement Warrants
	Level 1 Fair Value		Level 2 Fair Value
December 31, 2023	$	0.19	$	0.28
Change in fair value	$	0.01	$	0.06
March 31, 2024	$	0.20	$	0.34

The following tables provides a reconciliation of the change in fair value for the Public Warrants and Private Placement Warrants at March 31.


					Three Months Change in
Warrant Class	Level	Warrants	December 31, 2023		Fair Value		March 31, 2024
Public Warrants	1	13,182,501	$	2,505	$	132	$	2,637
Private Placement Warrants	2	6,150,802	$	1,722	$	369	$	2,091
Total		19,333,303	$	4,227	$	501	$	4,728

Warrant Liabilities

3 Months Ended

Mar. 31, 2024

Warrant Liabilities.

Warrant Liabilities

Note 7 – Warrant Liabilities

The table below provides a summary of the outstanding Public and Private Placement Warrants at:


	March 31, 2024	December 31, 2023
Public Warrants	13,182,501	13,182,501
Private Placement Warrants	6,150,802	6,150,802


		March 31, 2024		December 31, 2023
Fair value of warrant liabilities	$	4,728	$	4,227

The table below provides the Company’s loss recognized in connection with changes in fair value of warrant liabilities:


		Three Months Ended March 31,
		2024		2023
Loss recognized associated with warrant liabilities	$	(501)	$	(2,662)

There have been no changes to our Public or Private Placement Warrants, including redemption terms disclosed in our 2023 Form 10-K.

Stockholders' Equity

3 Months Ended

Mar. 31, 2024

Stockholders' Equity

Stockholders' Equity

Note 8 – Stockholders’ Equity

Common Stock


	Three Months Ended March 31,
	2024	2023
Stock options exercised	2,360,316	1,679,954
Shares of common stock repurchased	(3,183,638)	—
Shares of common stock issued for vested RSUs	161,995	—

The table below presents the cash received or paid associated with common stock related activities for the three months ended March 31, 2024 and 2023:

Stock Repurchase Program

The table below presents the number of shares repurchased and retired, the aggregate cost, and the average purchase price per share for the three months ended March 31, 2024:


	Shares		Aggregate cost		Avg. Price Paid Per Share
Repurchased and retired shares of common stock	3,183,638	$	4,963	$	1.52

In April 2024, the Company purchased 1,816,362 shares of common stock for $3,393 with an average price of $1.85 per share, under the stock repurchase program.

Stock Based Compensation

3 Months Ended

Mar. 31, 2024

Stock Based Compensation

Stock Based Compensation

Note 9 – Stock-Based Compensation

There have been no changes to our equity incentive plans, the ESPP, or our accounting methodology for stock-based compensation, as disclosed in our 2023 Form 10-K.

For the three months ended March 31, 2024 and 2023, the Company recognized compensation costs totaling:


	Three Months Ended March 31,
	2024		2023
Equity-based compensation costs related to RSUs	$	1,212	$	635
Equity-based compensation costs related to stock options		1,614		1,587
Equity-based compensation costs related to ESPP		37		—
Total equity-based compensation costs	$	2,863	$	2,222
Unrecognized future compensation cost as of:		20,837		59,945

The following table summarizes our award activity for RSUs and stock options for the three months ended March 31, 2024:



	RSUs	Stock Options
Balance at December 31, 2023	4,473,016		24,264,016
Granted	3,159,872		4,566,167
Vested or Exercised	(264,754)		(2,360,316)
Forfeited	(72,619)		(842,395)
Balance at March 31, 2024	7,295,515		25,627,472

Stock Options


	Three Months Ended March 31,
	2024			2023
Approximate risk‑free rate		4.21	%		4.28	%
Volatility		48.35	%		46.86	%
Average expected life (in years)		6			6
Dividend yield		—	%		—	%
Weighted‑average grant date fair value	$	1.56		$	3.11
Estimated fair value of total stock options granted	$	3,675		$	5,165

Basic and Diluted Loss Per Share

3 Months Ended

Mar. 31, 2024

Basic and Diluted Loss Per Share

Basic and Diluted Loss Per Share

Note 10 – Basic and Diluted Loss Per Share

Basic loss per share represents net loss attributable to common stock divided by the basic weighted average number of shares of common stock outstanding during the period.

The table below sets forth the basic and diluted loss per share calculation for the three months ended March 31, 2024 and 2023.


	Three Months Ended March 31,
	2024		2023
Net loss attributable to common stockholders	$	(21,207)	$	(19,158)
Weighted average shares outstanding – basic and diluted		180,784,020		176,934,261
Basic and diluted loss per share	$	(0.12)	$	(0.11)


	Three Months Ended March 31,
	2024	2023
Warrants	19,333,303	19,333,303
2014 Plan & 2021 Plan - Stock Options	22,140,322	25,352,980
2021 Plan - RSUs	5,031,773	1,764,062
ESPP - Common Stock	184,970	90,314
Contingently Issued Shares of Common Stock	—	49,834
Total potentially dilutive securities	46,690,368	46,590,493

Leases

3 Months Ended

Mar. 31, 2024

Leases

Leases

Note 11 – Leases

The Company has certain equipment leases classified as finance leases as of March 31, 2024.

The Company’s leases do not have any contingent rent payments and do not contain residual value guarantees.

The components of lease expense are as follows:


	Three Months Ended
	March 31, 2024
Finance lease costs:
Amortization of right-of-use assets	$	58
Interest on lease liabilities		14
Operating lease costs		290
Total lease expense	$	362

The components of cash flow information related to leases are as follows:


	Three Months Ended
	March 31, 2024
Operating outgoing cash flows – finance leases	$	14
Financing outgoing cash flows – finance leases		92
Operating outgoing cash flows – operating leases		292
Right-of-use assets obtained in exchange for new finance lease liabilities:		—
Right-of-use assets obtained in exchange for new operating lease liabilities:		—


	March 31, 2024
Finance lease
Weighted-average remaining lease term – finance leases (in years)	2.64
Weighted-average discount rate – finance leases	6.5	%
Operating lease
Weighted-average remaining lease term – operating leases (in years)	8.99
Weighted-average discount rate – operating leases	6.8	%

As of March 31, 2024, future minimum payments during the next five years and thereafter are as follows:


Fiscal year	Finance Lease		Operating Lease
2024 (remaining nine months)	$	319	$	881
2025		310		1,210
2026		179		1,248
2027		85		1,288
2028		16		1,329
2029		—		1,211
Thereafter		—		4,031
Total		909		11,198
Less present value discount		(71)		(2,728)
Total lease liabilities	$	838	$	8,470

Related Party Transactions

3 Months Ended

Mar. 31, 2024

Related Party Transactions

Related Party Transactions

Note 12 – Related Party Transactions

Income Taxes

3 Months Ended

Mar. 31, 2024

Income Taxes

Income Taxes

Note 13 – Income Taxes

The Company’s effective tax rate was 0.00% and the Company was in a full valuation allowance for the three months ended March 31, 2024 and 2023.

Contingencies

3 Months Ended

Mar. 31, 2024

Contingencies

Contingencies

Note 14 – Contingencies

Significant Accounting Policies (Policies)	3 Months Ended
Significant Accounting Policies (Policies)	Mar. 31, 2024
Significant Accounting Policies
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared on the basis of GAAP. The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in the unaudited condensed consolidated financial statements. Actual results could differ from those estimates. All dollar amounts presented herein are in U.S. dollars and are in thousands, except par value and share and per share amounts. The accompanying unaudited condensed consolidated financial statements include accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Additionally, certain prior period amounts have been reclassified to conform to current period presentation in the accompanying unaudited condensed consolidated financial statements.
Recent Accounting Pronouncements	Recent Accounting Pronouncements Income taxes In December 2023, the FASB issued ASU No. 2023-09 Income Taxes (Topic 740) Improvements to Income Tax Disclosures. ASU 2023-09 requires companies to disclose, on an annual basis, specific categories in the effective tax rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold. In addition, ASU 2023-09 requires companies to disclose additional information about income taxes paid. ASU 2023-09 will be effective for annual periods beginning January 1, 2025 and will be applied on a prospective basis with the option to apply the standard retrospectively. The Company is evaluating the disclosure impact of ASU 2023-09. Segment Reporting In November 2023, the FASB issued ASU No. 2023-07 Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. Among other new disclosure requirements, ASU 2023-07 requires companies to disclose significant segment expenses that are regularly provided to the chief operating decision maker, or CODM. ASU 2023-07 will be effective for annual periods beginning on January 1, 2024 and interim periods beginning on January 1, 2025. ASU 2023-07 must be applied retrospectively to all prior periods presented in the financial statements. The Company is evaluating the disclosure impact of ASU 2023-07.

Property, Plant and Equipment (Tables)

3 Months Ended

Mar. 31, 2024

Property, Plant and Equipment

Schedule of property and equipment


	March 31, 2024		December 31, 2023
Commercial production equipment	$	36,223	$	36,086
Laboratory equipment		10,748		9,910
Leasehold improvements		59,361		59,109
Furniture and computer equipment		4,042		3,915
Construction in progress		16,638		13,650
Total cost		127,012		122,670
Accumulated depreciation		(27,419)		(23,514)
Net property and equipment	$	99,593	$	99,156

Schedule of depreciation and amortization expense


	Three Months Ended March 31,
	2024		2023
Depreciation expense	$	3,905	$	2,259

Schedule of construction in progress


	March 31, 2024		December 31, 2023
Construction in progress
SP1 - Capital projects	$	3,404	$	2,298
SP2 - Increased scale electrolyte production		13,234		11,352

Intangible Assets (Tables)

3 Months Ended

Mar. 31, 2024

Intangible Assets

Schedule of intangible assets


	March 31, 2024				December 31, 2023
	Gross Carrying		Accumulated		Gross Carrying		Accumulated
	Amount		Amortization		Amount		Amortization
Intangible assets:
Licenses	$	149	$	(63)	$	149	$	(61)
Patents		124		(7)		92		(5)
Patents pending		1,561		—		1,444		—
Trademarks		13		—		13		—
Trademarks pending		22		—		18		—
Total amortized intangible assets	$	1,869	$	(70)	$	1,716	$	(66)

Schedule of amortization expense for intangible assets


	Three Months Ended March 31,
	2024		2023
Amortization expense	$	4	$	5

Fair Value Measurements (Tables)

3 Months Ended

Mar. 31, 2024

Fair Value Measurements

Schedule of financial assets and liabilities measured and recorded at fair value on a recurring basis


	March 31, 2024
	Level 1		Level 2		Level 3		Total
Assets
Commercial Paper	$	95,059	$	—	$	—	$	95,059
Corporate Bonds	$	223,649	$	—	$	—	$	223,649
Government Bonds	$	46,218	$	—	$	—	$	46,218

Liabilities
Public Warrants	$	2,637	$	—	$	—	$	2,637
Private Placement Warrants	$	—	$	2,091	$	—	$	2,091


	December 31, 2023
	Level 1		Level 2		Level 3		Total
Assets
Commercial Paper	$	84,909	$	—	$	—	$	84,909
Corporate Bonds	$	239,473	$	—	$	—	$	239,473
Government Bonds	$	56,689	$	—	$	—	$	56,689

Liabilities
Public Warrants	$	2,505	$	—	$	—	$	2,505
Private Placement Warrants	$	—	$	1,722	$	—	$	1,722

Schedule of Level 2 inputs used in the recurring valuation of the Private Placement Warrants


	March 31, 2024			December 31, 2023
Exercise price	$	11.50		$	11.50
Stock price	$	2.03		$	1.45
Volatility		85.8	%		95.0	%
Term (in years)		2.69			2.94
Risk-free rate		4.36	%		3.94	%

Schedule of reconciliation of warrants measured at fair value


	Public Warrants		Private Placement Warrants
	Level 1 Fair Value		Level 2 Fair Value
December 31, 2023	$	0.19	$	0.28
Change in fair value	$	0.01	$	0.06
March 31, 2024	$	0.20	$	0.34

Schedule of fair value of warrant liabilities


					Three Months Change in
Warrant Class	Level	Warrants	December 31, 2023		Fair Value		March 31, 2024
Public Warrants	1	13,182,501	$	2,505	$	132	$	2,637
Private Placement Warrants	2	6,150,802	$	1,722	$	369	$	2,091
Total		19,333,303	$	4,227	$	501	$	4,728

Warrant Liabilities (Tables)

3 Months Ended

Mar. 31, 2024

Warrant Liabilities.

Summary of the outstanding Public and Private Placement Warrants


	March 31, 2024	December 31, 2023
Public Warrants	13,182,501	13,182,501
Private Placement Warrants	6,150,802	6,150,802

Schedule of fair value of warrant liabilities


		March 31, 2024		December 31, 2023
Fair value of warrant liabilities	$	4,728	$	4,227

Schedule of gain (loss) from changes in fair value of Warrant Liabilities


		Three Months Ended March 31,
		2024		2023
Loss recognized associated with warrant liabilities	$	(501)	$	(2,662)

Stockholders' Equity (Tables)

3 Months Ended

Mar. 31, 2024

Stockholders' Equity

Schedule of stock options exercised


	Three Months Ended March 31,
	2024	2023
Stock options exercised	2,360,316	1,679,954
Shares of common stock repurchased	(3,183,638)	—
Shares of common stock issued for vested RSUs	161,995	—

Schedule of cash received associated with common stock related activities

Schedule of number of shares repurchased and retired, aggregate cost, and the average purchase price

The table below presents the number of shares repurchased and retired, the aggregate cost, and the average purchase price per share for the three months ended March 31, 2024:


	Shares		Aggregate cost		Avg. Price Paid Per Share
Repurchased and retired shares of common stock	3,183,638	$	4,963	$	1.52

Stock Based Compensation (Tables)

3 Months Ended

Mar. 31, 2024

Stock Based Compensation

Schedule of recognized & allocated compensation costs


	Three Months Ended March 31,
	2024		2023
Equity-based compensation costs related to RSUs	$	1,212	$	635
Equity-based compensation costs related to stock options		1,614		1,587
Equity-based compensation costs related to ESPP		37		—
Total equity-based compensation costs	$	2,863	$	2,222
Unrecognized future compensation cost as of:		20,837		59,945

Schedule of fair value of each option using the Black-Scholes option pricing model


	Three Months Ended March 31,
	2024			2023
Approximate risk‑free rate		4.21	%		4.28	%
Volatility		48.35	%		46.86	%
Average expected life (in years)		6			6
Dividend yield		—	%		—	%
Weighted‑average grant date fair value	$	1.56		$	3.11
Estimated fair value of total stock options granted	$	3,675		$	5,165

Schedule of award activity for stock options and RSU's

The following table summarizes our award activity for RSUs and stock options for the three months ended March 31, 2024:



	RSUs	Stock Options
Balance at December 31, 2023	4,473,016		24,264,016
Granted	3,159,872		4,566,167
Vested or Exercised	(264,754)		(2,360,316)
Forfeited	(72,619)		(842,395)
Balance at March 31, 2024	7,295,515		25,627,472

Basic and Diluted Loss Per Share (Tables)

3 Months Ended

Mar. 31, 2024

Basic and Diluted Loss Per Share

Schedule of reconciliation of basic weighted average common shares outstanding to diluted weighted average shares outstanding


	Three Months Ended March 31,
	2024		2023
Net loss attributable to common stockholders	$	(21,207)	$	(19,158)
Weighted average shares outstanding – basic and diluted		180,784,020		176,934,261
Basic and diluted loss per share	$	(0.12)	$	(0.11)

Schedule of potentially dilutive securities excluded from the diluted earnings per share calculation


	Three Months Ended March 31,
	2024	2023
Warrants	19,333,303	19,333,303
2014 Plan & 2021 Plan - Stock Options	22,140,322	25,352,980
2021 Plan - RSUs	5,031,773	1,764,062
ESPP - Common Stock	184,970	90,314
Contingently Issued Shares of Common Stock	—	49,834
Total potentially dilutive securities	46,690,368	46,590,493

Leases (Tables)

3 Months Ended

Mar. 31, 2024

Leases

Schedule of components of lease related expense


	Three Months Ended
	March 31, 2024
Finance lease costs:
Amortization of right-of-use assets	$	58
Interest on lease liabilities		14
Operating lease costs		290
Total lease expense	$	362

Schedule of components of cash flow information related to leases


	Three Months Ended
	March 31, 2024
Operating outgoing cash flows – finance leases	$	14
Financing outgoing cash flows – finance leases		92
Operating outgoing cash flows – operating leases		292
Right-of-use assets obtained in exchange for new finance lease liabilities:		—
Right-of-use assets obtained in exchange for new operating lease liabilities:		—

Schedule of remaining weighted-average lease term and weighted-average discount rate


	March 31, 2024
Finance lease
Weighted-average remaining lease term – finance leases (in years)	2.64
Weighted-average discount rate – finance leases	6.5	%
Operating lease
Weighted-average remaining lease term – operating leases (in years)	8.99
Weighted-average discount rate – operating leases	6.8	%

Schedule of future minimum payments under finance lease


Fiscal year	Finance Lease		Operating Lease
2024 (remaining nine months)	$	319	$	881
2025		310		1,210
2026		179		1,248
2027		85		1,288
2028		16		1,329
2029		—		1,211
Thereafter		—		4,031
Total		909		11,198
Less present value discount		(71)		(2,728)
Total lease liabilities	$	838	$	8,470

Schedule of future minimum payments under operating lease


Fiscal year	Finance Lease		Operating Lease
2024 (remaining nine months)	$	319	$	881
2025		310		1,210
2026		179		1,248
2027		85		1,288
2028		16		1,329
2029		—		1,211
Thereafter		—		4,031
Total		909		11,198
Less present value discount		(71)		(2,728)
Total lease liabilities	$	838	$	8,470

Property, Plant and Equipment (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Property, Plant and Equipment
Total cost	$ 127,012	$ 122,670
Accumulated depreciation	(27,419)	(23,514)
Net property and equipment	99,593	99,156
Commercial production equipment
Property, Plant and Equipment
Total cost	36,223	36,086
Laboratory equipment
Property, Plant and Equipment
Total cost	10,748	9,910
Leasehold improvements
Property, Plant and Equipment
Total cost	59,361	59,109
Furniture and computer equipment
Property, Plant and Equipment
Total cost	4,042	3,915
Construction in progress
Property, Plant and Equipment
Total cost	$ 16,638	$ 13,650

Property, Plant and Equipment - Depreciation expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Property, Plant and Equipment
Depreciation expense	$ 3,909	$ 2,264
Property, Plant and Equipment
Property, Plant and Equipment
Depreciation expense	$ 3,905	$ 2,259

Property, Plant and Equipment - Construction in progress (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Sp1 Capital Projects
Property, Plant and Equipment
Construction in progress	$ 3,404	$ 2,298
SP2 - Increased scale electrolyte production
Property, Plant and Equipment
Construction in progress	$ 13,234	$ 11,352

Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended
Intangible Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Intangible assets:
Gross Carrying Amount	$ 1,869		$ 1,716
Accumulated Amortization	(70)		(66)
Amortization expense	$ 4	$ 5
Minimum
Intangible assets:
Useful lives of intangible assets	3 years
Maximum
Intangible assets:
Useful lives of intangible assets	20 years
Licenses
Intangible assets:
Gross Carrying Amount	$ 149		149
Accumulated Amortization	(63)		(61)
Patents
Intangible assets:
Gross Carrying Amount	124		92
Accumulated Amortization	(7)		(5)
Patents pending
Intangible assets:
Gross Carrying Amount	1,561		1,444
Trademarks
Intangible assets:
Gross Carrying Amount	13		13
Trademarks pending
Intangible assets:
Gross Carrying Amount	$ 22		$ 18

Fair Value Measurements - Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Liabilities
Marketable securities and long-term investments purchased	$ 61,287	$ 110,636
Recurring \| Public Warrants
Liabilities
Liabilities	2,637		$ 2,505
Recurring \| Private Placement Warrants
Liabilities
Liabilities	2,091		1,722
Recurring \| Level 1 \| Public Warrants
Liabilities
Liabilities	2,637		2,505
Recurring \| Level 2 \| Private Placement Warrants
Liabilities
Liabilities	2,091		1,722
Recurring \| Level 3
Liabilities
Transfers in or out of Level 3	0		0
Recurring \| Commercial Paper
Assets
Assets	95,059		84,909
Recurring \| Commercial Paper \| Level 1
Assets
Assets	95,059		84,909
Recurring \| Corporate Bonds
Assets
Assets	223,649		239,473
Recurring \| Corporate Bonds \| Level 1
Assets
Assets	223,649		239,473
Recurring \| Government Bonds
Assets
Assets	46,218		56,689
Recurring \| Government Bonds \| Level 1
Assets
Assets	$ 46,218		$ 56,689

Fair Value Measurements - Measurement inputs (Details) - Recurring - Level 2 - Private Placement Warrants	Mar. 31, 2024 Y $ / shares	Dec. 31, 2023 Y $ / shares
Exercise Price
Fair Value Measurements
Measurement input, warrants	11.50	11.50
Stock Price
Fair Value Measurements
Measurement input, warrants	2.03	1.45
Volatility
Fair Value Measurements
Measurement input, warrants	0.858	0.950
Term
Fair Value Measurements
Measurement input, warrants \| Y	2.69	2.94
Risk-free rate
Fair Value Measurements
Measurement input, warrants	0.0436	0.0394

Fair Value Measurements - Public Warrants measured at fair value using Level 1 directly observable inputs and Private Placement Warrants (Details) - Recurring	3 Months Ended
	Mar. 31, 2024 $ / shares
Public Warrants \| Level 1
Reconciliation
Beginning balance, per share	$ 0.19
Change in fair value	0.01
Ending balance, per share	0.20
Private Placement Warrants \| Level 2
Reconciliation
Beginning balance, per share	0.28
Change in fair value	0.06
Ending balance, per share	$ 0.34

Fair Value Measurements - Fair value for the Public Warrants and Private Placement Warrants (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Reconciliation
Balance at the beginning	$ 4,227
Balance at the end	$ 4,728
Fair Value, Recurring
Fair Value Measurements
Number of warrants outstanding	19,333,303
Reconciliation
Balance at the beginning	$ 4,227
Change in fair value	501
Balance at the end	$ 4,728
Public Warrants
Fair Value Measurements
Number of warrants outstanding	13,182,501	13,182,501
Public Warrants \| Fair Value, Recurring \| Level 1
Fair Value Measurements
Number of warrants outstanding	13,182,501
Reconciliation
Balance at the beginning	$ 2,505
Change in fair value	132
Balance at the end	$ 2,637
Private Placement Warrants
Fair Value Measurements
Number of warrants outstanding	6,150,802	6,150,802
Private Placement Warrants \| Fair Value, Recurring \| Level 2
Fair Value Measurements
Number of warrants outstanding	6,150,802
Reconciliation
Balance at the beginning	$ 1,722
Change in fair value	369
Balance at the end	$ 2,091

Warrant Liabilities (Details) - shares	Mar. 31, 2024	Dec. 31, 2023
Public Warrants
Warrant Liabilities
Number of warrants outstanding	13,182,501	13,182,501
Private Placement Warrants
Warrant Liabilities
Number of warrants outstanding	6,150,802	6,150,802

Warrant Liabilities - Additional information (Details) - Warrants	Mar. 31, 2024 $ / shares shares
Warrant Liabilities
Class of warrant or right, number of securities called by each warrant or right \| shares	1
Exercise price of warrants \| $ / shares	$ 11.50

Warrant Liabilities - Fair value of warrant liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Warrant Liabilities.
Fair value of warrant liabilities	$ 4,728	$ 4,227

Warrant Liabilities - Changes in fair value of warrant liabilities (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Warrant Liabilities.
Loss recognized associated with warrant liabilities	$ (501)	$ (2,662)

Stockholders' Equity - Stock options exercised (Details) - shares	1 Months Ended	3 Months Ended
	Apr. 30, 2024	Mar. 31, 2024	Mar. 31, 2023
Stockholders' Equity
Shares of common stock repurchased	(1,816,362)	(3,183,638)
Common Stock
Stockholders' Equity
Stock options exercised (in shares)		2,360,316	1,679,954
Shares of common stock repurchased		(3,183,638)
Shares issued upon vesting of RSUs (in shares)		161,995

Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended
	Apr. 30, 2024	Mar. 31, 2024	Mar. 31, 2023	Jan. 23, 2024
Stockholders' Equity
Cash received from options exercised		$ 97	$ 150
Cash paid for shares of common stock repurchased		$ (4,914)
Repurchased and retired shares of common stock (in shares)	1,816,362	3,183,638
Repurchased and retired shares of common stock (Aggregate cost)	$ 3,393	$ 4,963
Repurchased and retired shares of common stock (Avg. Price Paid Per Share)	$ 1.85	$ 1.52
Amount of common stock repurchased				$ 50,000
Common stock
Stockholders' Equity
Repurchased and retired shares of common stock (in shares)		3,183,638

Stock Based Compensation - Compensation costs (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Compensation costs
Equity-based compensation cost	$ 2,863	$ 2,222
Unrecognized compensation costs related to restricted stock units	20,837	59,945
Restricted stock units (RSUs)
Compensation costs
Equity-based compensation cost	1,212	635
Employee stock option
Compensation costs
Equity-based compensation cost	1,614	$ 1,587
ESPP
Compensation costs
Equity-based compensation cost	$ 37

Stock Based Compensation - Stock options and Restricted stock units (Details)	3 Months Ended
	Mar. 31, 2024 shares
Restricted stock units (RSUs)
Restricted Stock Units.
Outstanding at beginning of period	4,473,016
Granted	3,159,872
Vested	(264,754)
Forfeited	(72,619)
Outstanding at end of period	7,295,515
Employee stock option
Number of Shares
Outstanding at beginning of period	24,264,016
Granted	4,566,167
Stock options exercised (in shares)	2,360,316
Forfeited or expired	842,395
Outstanding at end of period	25,627,472

Stock Based Compensation - Fair value of options granted (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Stock Based Compensation
Approximate risk-free rate	4.21%	4.28%
Volatility	48.35%	46.86%
Average expected life (years)	6 years	6 years
Weighted-average grant date fair value	$ 1.56	$ 3.11
Estimated fair value of total stock options granted	$ 3,675	$ 5,165

Basic and Diluted Loss Per Share - Schedule of reconciliation of basic weighted average common shares outstanding to diluted weighted average shares outstanding (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Basic and Diluted Loss Per Share
Net loss attributable to common stockholders	$ (21,207)	$ (19,158)
Weighted average shares outstanding - basic	180,784,020	176,934,261
Weighted average shares outstanding - diluted	180,784,020	176,934,261
Basic loss per share	$ (0.12)	$ (0.11)
Diluted loss per share	$ (0.12)	$ (0.11)

Basic and Diluted Loss Per Share - Schedule of potentially dilutive securities excluded from the diluted loss per share calculation (Details) - shares	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Earnings (Loss) Per Share
Total potentially dilutive securities	46,690,368	46,590,493
Warrants
Earnings (Loss) Per Share
Total potentially dilutive securities	19,333,303	19,333,303
2014 Plan & 2021 Plan - Stock Options
Earnings (Loss) Per Share
Total potentially dilutive securities	22,140,322	25,352,980
2021 Plan - RSUs
Earnings (Loss) Per Share
Total potentially dilutive securities	5,031,773	1,764,062
ESPP - Common Stock
Earnings (Loss) Per Share
Total potentially dilutive securities	184,970	90,314
Contingently Issued Shares of Common Stock
Earnings (Loss) Per Share
Total potentially dilutive securities		49,834

Leases - Components of lease (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Dec. 31, 2022	Sep. 01, 2021
Leases
Operating lease renewal term (in years)		5 years	5 years
Finance lease costs:
Amortization of right-of-use assets	$ 58
Interest on lease liabilities	14
Operating lease costs	290
Total lease expense	$ 362

Leases - Components of supplemental cash flow information (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2024 USD ($)
Leases
Operating outgoing cash flows - finance lease	$ 14
Financing outgoing cash flows - finance lease	92
Operating outgoing cash flows - operating lease	$ 292

Leases - Lease term and discount rate (Details)	Mar. 31, 2024
Leases
Weighted-average remaining lease term - finance lease (in years)	2 years 7 months 20 days
Weighted-average discount rate - finance lease	6.50%
Weighted-average remaining lease term - operating lease (in years)	8 years 11 months 26 days
Weighted-average discount rate - operating lease	6.80%

Leases - Schedule of future minimum payments (Details) $ in Thousands	Mar. 31, 2024 USD ($)
Finance Lease
2024 (remaining nine months)	$ 319
2025	310
2026	179
2027	85
2028	16
Total	909
Less present value discount	(71)
Total lease liabilities	838
Operating Lease
2024 (remaining nine months)	881
2025	1,210
2026	1,248
2027	1,288
2028	1,329
2029	1,211
Thereafter	4,031
Total	11,198
Less present value discount	(2,728)
Total lease liabilities	$ 8,470

Related Party Transactions (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Related Party Transactions
Revenue from Related Parties	$ 5,953	$ 3,792
Deferred revenue	3,078		$ 1
Related Party \| BMW
Related Party Transactions
Revenue from Related Parties	4,980	$ 3,000
Deferred revenue			$ 828
Amounts due from related party	$ 4,152