Subsequent Event

9 Months Ended

Sep. 30, 2026

Subsequent Events [Abstract]

Subsequent Event

Subsequent Events

On November 5, 2026 (the “Trinity Closing Date”), we and our wholly owned subsidiary, Codexis Mayflower Holdings, LLC, entered into a Loan and Security Agreement (the “LSA”) with the lenders party thereto from time to time (the “Trinity Lenders”) and Trinity Capital Inc., as administrative agent and collateral agent for the Trinity Lenders. The LSA provides for term loans of up to $60.0 million (the “Trinity Loans”), consisting of a $42.5 million term loan funded on the Trinity Closing Date (the “Tranche A Loan”), a $7.5 million term loan available through December 15, 2027, subject to certain conditions, and a $10.0 million term loan subject to approval by the Trinity Lenders in their sole discretion. The Trinity Loans bear interest at a variable rate per annum equal to the greater of (i) 10.50% and (ii) the sum of (x) the lesser of The Wall Street Journal prime rate and 8.00%, plus (y) 3.75%, are interest-only until November 1, 2030 and mature on November 1, 2031. The Trinity Loans are secured by substantially all of our assets, including intellectual property, and the LSA contains customary covenants and a financial covenant requiring us to maintain minimum liquidity at any time our market capitalization is less than $400.0 million. In connection with the LSA, we issued to the Trinity Lenders warrants (the “Lender Warrants”) to purchase up to an aggregate of 1,666,668 shares of our common stock at an exercise price of $1.08 per share, of which 1,180,556 shares vested upon the funding of the Tranche A Loan.

On the Trinity Closing Date, we used the proceeds of the Tranche A Loan, together with cash on hand, to repay in full all outstanding obligations under the Loan Agreement, paying an aggregate of approximately $43.6 million, and the Loan Agreement was terminated. The warrants previously issued to Innovatus remain outstanding in accordance with their terms.