NET LOSS PER SHARE

12 Months Ended

Dec. 31, 2023

The weighted-average number of shares of common stock outstanding prior to the Merger have been retroactively adjusted by the Exchange Ratio to give effect to the reverse recapitalization treatment of the Merger. Shares of common stock issued as a result of the conversion of Legacy Lucid convertible preferred stock in connection with the Closing have been included in the basic net loss per share calculation on a prospective basis.

Basic and diluted net loss per share attributable to common stockholders are calculated as follows (in thousands, except share and per share amounts):


	Year Ended December 31,
	2023		2022		2021
Net loss	$	(2,828,420)	$	(1,304,460)	$	(2,579,761)
Deemed dividend related to the issuance of Series E convertible preferred stock	—		—		(2,167,332)
Net loss attributable to common stockholders, basic	(2,828,420)		(1,304,460)		(4,747,093)
Change in fair value of dilutive warrants	—		(1,254,218)		—
Net loss attributable to common stockholders, diluted	$	(2,828,420)	$	(2,558,678)	$	(4,747,093)

Weighted-average shares outstanding, basic	2,081,772,622		1,678,346,079		740,393,759
Private Placement Warrants using the treasury stock method	—		14,912,529		—
Weighted-average shares outstanding, diluted	2,081,772,622		1,693,258,608		740,393,759

Net loss per share:
Basic	$	(1.36)	$	(0.78)	$	(6.41)
Diluted	$	(1.36)	$	(1.51)	$	(6.41)

The following outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share attributable to common stockholders because including them would have had an anti-dilutive effect:


	December 31,
Excluded Securities	2023	2022	2021
Private Placement Warrants to purchase common stock	44,350,000	—	44,350,000
Options outstanding to purchase common stock	32,911,135	39,011,116	64,119,902
RSUs outstanding	57,124,659	38,570,298	32,210,200
Employee stock purchase plan	14,111,934	11,826,419	—
If-converted common shares from convertible note	36,737,785	36,737,785	36,737,785
Total	185,235,513	126,145,618	177,417,887

The 6,880,905, 2,090,140, and 16,024,411 shares of common stock equivalents subject to RSUs are excluded from the anti-dilutive table above as the underlying shares remain contingently issuable since the market or corporate and individual performance conditions have not been satisfied as of December 31, 2023, 2022 and 2021, respectively.