Related Party Transactions

12 Months Ended

Dec. 31, 2022

13. Related Party Transactions

The Company entered into an agreement with MegaChips Corporation ("MegaChips"), whereby the Company appointed MegaChips as a non-exclusive sales representative of its products in Japan. The Company sold products through MegaChips to distributors, resellers, or direct customers in Japan. The Company paid MegaChips a fixed percentage of the revenue as sales commission, which was recorded as commission expense and included in sales and marketing in the consolidated statements of operations and comprehensive loss. In connection with the Company's efforts to contract directly with distributors in Japan, the Company entered into a termination agreement with MegaChips pursuant to which the Company and MegaChips mutually terminated the Distribution Agreement effective November 3, 2021.

The Company also entered into a service and secondment agreement with MegaChips LSI USA Corporation, a wholly owned subsidiary of MegaChips, in 2020 that terminated on August 31, 2021.

MegaChips has been the largest stockholder of the Company and held approximately 23.0% and 24.0% of the Company’s outstanding common stock as of December 31, 2022 and December 31, 2021, respectively.

In May 2021, the Company signed a consulting agreement with Akira Takata, a member of the Board of Directors of the Company. As a consultant, Mr. Takata provided sales consulting services through December 31, 2021, for which he received monthly cash fees of $5,000, reimbursement of expenses, and an equity award of 500 RSUs that fully vested on November 20, 2021. In December 2021, the Company signed an amendment to extend the consulting agreement with Akira Takata through December 31, 2022, for which he received monthly cash fees, reimbursement of expenses, and an equity award of 300 RSUs that fully vested on November 20, 2022.

The following is a summary of significant balances, transactions and payments with the related parties and affiliates.


	Year Ended December 31,
Transactions	2022		2021		2020
	(in thousands)
MegaChips
Sales through distribution agreement	$	—	$	8,167	$	5,714
License expense		—		—		148
Commission expense		—		340		228
Affiliates
Consulting fees		189		254		380


	Year Ended December 31,
Payments	2022		2021		2020
	(in thousands)
MegaChips
Cash paid for commissions	$	—	$	340	$	228
Cash paid for licenses		—		—		25
Affiliates
Cash paid for consulting fees		189		254		380