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Convertible Preferred Stock and Common Stock
9 Months Ended
Sep. 30, 2021
Equity [Abstract]  
Convertible Preferred Stock and Common Stock

5. Convertible Preferred Stock and Common Stock

Authorized Shares

The Company’s Amended and Restated Articles of Incorporation authorize the issuance of two classes of stock designated as common and preferred stock, each having a par value of $0.001 per share. The number of shares authorized at September 30, 2021 is 39,172,043, consisting of 21,643,836 shares of common stock and 17,528,207 shares of preferred stock, designated as Series A-1, Series B, Series C, Series C-1, Series D, and Series E preferred stock in the amounts included in the table below.

Convertible Preferred Stock

The Company classifies convertible preferred stock as temporary equity on the accompanying condensed consolidated balance sheets, as all such preferred stock is redeemable either at the option of the holder or upon an event outside the control of the Company. The requirements of a deemed liquidation event, as defined within its amended and restated certificate of incorporation filed in 2019 are not entirely within the Company’s control. In the event of such a deemed liquidation event, the proceeds from the event are distributed in accordance with the liquidation preferences, provided that the holders of preferred stock have not converted their shares into common stock. The Company records the issuance of preferred stock at the issuance price less related issuance costs. The Company has not adjusted the carrying value of outstanding preferred stock to its liquidation preference because a deemed liquidation event is not probable of occurring as of the end of the reporting period.

The following table summarizes information related to issuance of the Company’s preferred stock at September 30, 2021 and December 31, 2020 (in thousands, except share data):

 

Preferred
Stock Class

 

Number of
Shares
Authorized

 

 

Shares
Issued and
Outstanding

 

 

Carrying
Value
(1)

 

 

Conversion
Price Per
Share

 

 

Number of
Common
Stock
Equivalent
Shares

 

 

Liquidation
Preference

 

Series A-1

 

 

730,591

 

 

 

730,591

 

 

$

500

 

 

$

0.6800

 

 

 

730,591

 

 

$

500

 

Series B

 

 

955,573

 

 

 

955,573

 

 

 

6,999

 

 

 

7.2600

 

 

 

955,573

 

 

 

6,941

 

Series C

 

 

917,554

 

 

 

917,554

 

 

 

9,073

 

 

 

10.0400

 

 

 

917,554

 

 

 

9,210

 

Series C-1

 

 

1,671,229

 

 

 

1,643,832

 

 

 

17,941

 

 

 

10.9500

 

 

 

1,643,832

 

 

 

18,000

 

Series D

 

 

4,261,994

 

 

 

3,982,359

 

 

 

70,686

 

 

 

17.7900

 

 

 

3,982,359

 

 

 

70,847

 

Series E

 

 

8,991,266

 

 

 

8,801,978

 

 

 

176,143

 

 

 

20.0800

 

 

 

8,801,978

 

 

 

176,700

 

 

 

 

17,528,207

 

 

 

17,031,887

 

 

$

281,342

 

 

 

 

 

 

17,031,887

 

 

$

282,198

 

 

(1)
The carrying value reflects the gross proceeds received from the sale of the preferred stock less issuance costs and the fair value at issuance of preferred stock warrants classified as a liability.

Upon the closing of the IPO, all 17,031,887 of the Company’s outstanding shares of the convertible preferred stock as of September 30, 2021 were converted into an equal number of shares of common stock.

Common Stock

Each share of common stock is entitled to one vote.

Common stock reserved for future issuance consisted of the following:

 

 

 

As of September 30, 2021

 

 

As of December 30, 2020

 

Conversion of preferred stock

 

 

17,031,887

 

 

 

17,031,887

 

Preferred stock warrants

 

 

331,503

 

 

 

180,819

 

Forward obligation

 

 

224,842

 

 

 

224,842

 

Stock options issued and outstanding under the 2007 and
   2017 Plan

 

 

2,532,210

 

 

 

2,247,136

 

Common shares available for future grant under the
   2017 Plan

 

353,255

 

 

 

696,660