0001410578-23-001106 | 10-Q | XBRL Viewer

$ 2,170

(251)

(114)

Intangible assets amortization expense

1,919

$ 2,056

^[1]

137

Sales and marketing

The Company and Summary of Significant Accounting Policies

Intangible assets amortization expense

Cost of revenue, net

The Company and Summary of Significant Accounting Policies

Intangible assets amortization expense

$ 50

Developed technology

The Company and Summary of Significant Accounting Policies

Amortization Period (years)

5 years

$ 990

(91)

(41)

The Company and Summary of Significant Accounting Policies

$ 899

$ 949

Customer relationships

Amortization Period (years)

8 years

$ 950

(55)

(25)

The Company and Summary of Significant Accounting Policies

$ 895

$ 925

Trademark

Amortization Period (years)

1 year

$ 230

(105)

(48)

$ 125

$ 182

[1]	The condensed consolidated balance sheet as of December 31, 2022 was derived from the audited consolidated balance sheet as of that date.

Stock-Based Compensation - Stock option activity (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Shares Available for Grant
Outstanding as of beginning of year	3,538,268
2022 Equity incentive plan increase	1,917,456
Granted	(20,000)
Forfeited	835,212
Outstanding as of ending of year	6,270,936		3,538,268
Number of Shares Outstanding
Outstanding as of beginning of year	10,081,915
Granted	20,000
Exercised	(213,020)
Forfeited	(835,212)
Outstanding as of ending of year	9,053,683		10,081,915
Vested and exercisable	5,405,758
Weighted Average Exercise Price
Outstanding as of beginning of year	$ 3.11
Granted	1.67
Exercised	1.05
Forfeited	5.03
Outstanding as of ending of year	2.98		$ 3.11
Vested and exercisable as of ending of year	$ 2.15
Weighted Average Remaining Contractual Life (Years)
Outstanding as of ending of year	7 years 3 months 7 days		7 years 7 months 9 days
Vested and exercisable as of ending of year	6 years 4 months 9 days
Aggregate Intrinsic Value
Aggregate Intrinsic Value, outstanding	$ 333		$ 4,099
Vested and exercisable	$ 333
Weighted average grant date fair value of options granted	$ 0.92
Share based payment award shares options exercise	213,020	98,001
Fair value of the shares subject to stock options vested	$ 793,000	$ 284
Unamortized stock-based compensation expense	$ 7
Vesting term (in years)	2 years 2 months 12 days

Fair Value Measurement - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Fair Value Measurement
Fair value assets, transfer from level 1 to level 2	$ 0	$ 0
Fair value assets, transfer from level 2 to level 1	0	0
Fair value liabilities, transfer from level 1 to level 2	0	0
Fair value liabilities, transfer from level 2 to level 1	0	0
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset Transfers Into Level 3	0	0
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Transfers out of Level 3	0	0
Fair Value, Measurement with Unobservable Inputs Reconciliation, Liability, Transfers Into Level 3	0	0
Fair Value, Measurement with Unobservable Inputs Reconciliation, Liability, Transfers out of Level 3	$ 0	$ 0

Fair Value Measurement (Tables)

3 Months Ended

Mar. 31, 2023

Summary of category of assets or liabilities carried at fair value


	Total		Level 1		Level 2		Level 3
March 31, 2023
Assets
Cash equivalents:
Money market funds	$	100	$	100	$	—	$	—
Liabilities
Warrant liability – Series m-3 Preferred Stock	$	514	$	—	$	—	$	514
Warrant liability – Series S Preferred Stock	$	5,554	$	—	$	—	$	5,554
Derivative liability – Class A Common Stock warrants	$	467	$	—	$	—	$	467
2022 Convertible Notes	$	4,432	$	—	$	—	$	4,432


	Total		Level 1		Level 2		Level 3
December 31, 2022
Assets
Cash equivalents:
Money market funds	$	3,025	$	3,025	$	—	$	—
Liabilities
Warrant liability – Series m-3 Preferred Stock	$	1,282	$	—	$	—	$	1,282
Warrant liability – Series s Preferred Stock	$	8,729	$	—	$	—	$	8,729
Derivative liability – Class A Common Stock warrants	$	1,146	$	—	$	—	$	1,146
2022 Convertible Notes	$	8,152	$	—	$	—	$	8,152

Warrant and Derivative Liability

Summary of changes in the fair value of Company's Level 3 warrant and derivative liability


	March 31,		March 31,
	2023		2022
Beginning Balance	$	11,157	$	30,566
Warrants exercised		—		(370)
Revaluation of Series m-3 and S Preferred Stock warrants		(4,622)		(7,522)
Ending Balance	$	6,535	$	22,674

Convertible Note Payable

Summary of changes in the fair value of Company's Level 3 warrant and derivative liability


	March 31,		March 31,
	2023		2022
Beginning Balance	$	8,152	$	—
Notes converted		(4,174)		—
Interest accretion		497		—
Revaluation of 2022 Convertible Notes		(43)		—
Ending Balance	$	4,432	$	—

Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands

Mar. 31, 2023

Dec. 31, 2022

^[1]

Current assets:

Cash and cash equivalents

$ 2,375

$ 4,810

Restricted cash

100

Accounts receivable (net of allowance for credit losses of $229 as of March 31, 2023 and December 31, 2022)

1,856

1,370

Inventory

2,698

2,560

Prepaid expenses and other current assets

1,365

1,349

Total current assets

8,394

10,089

Autonomous Security Robots, net

5,804

5,850

Property, equipment and software, net

1,007

614

Operating lease right-of-use-assets

1,849

2,012

Goodwill

1,344

Intangible assets, net

1,919

2,056

Other assets

117

Total assets

20,412

22,082

Current liabilities:

Accounts payable

1,688

2,457

Accrued expenses

1,843

2,403

Deferred revenue

2,386

1,711

Debt obligations

866

2,144

Operating lease liabilities, current

807

731

Other current liabilities

1,423

1,063

Total current liabilities

9,013

10,509

Non-current liabilities:

Debt obligations

4,112

6,554

Preferred stock warrant liability

6,068

10,011

Derivative liability

467

1,146

Other noncurrent liabilities

334

356

Operating lease liabilities, noncurrent

1,130

1,309

Total liabilities

21,124

29,885

Commitments and contingencies

Preferred Stock, $0.001 par value; 43,405,324 shares authorized as of March 31, 2023 and December 31, 2022, 9,579,238 and 11,351,841 shares issued and outstanding as of March 31, 2023 and December 31, 2022, respectively; aggregate liquidation preference of $35,858 and $37,733 as of March 31, 2023 and December 31, 2022, respectively

34,693

35,783

Stockholders' deficit:

Additional paid-in capital

106,332

95,716

Accumulated deficit

(141,784)

(139,340)

Total stockholders' deficit

(35,405)

(43,586)

Total liabilities, preferred stock and stockholders' deficit

20,412

22,082

Class A Common Stock

Stockholders' deficit:

Common Stock

Class B Common Stock

Stockholders' deficit:

Common Stock

$ 10

[1]	The condensed consolidated balance sheet as of December 31, 2022 was derived from the audited consolidated balance sheet as of that date.

The Company and Summary of Significant Accounting Policies - Components of ASRs, net (Details) - USD ($)
$ in Thousands

Mar. 31, 2023

Dec. 31, 2022

The Company and Summary of Significant Accounting Policies

Raw materials

$ 2,157

$ 2,732

ASRs in progress

990

773

Finished ASRs

10,884

10,198

ASRs, gross

14,031

13,703

Accumulated depreciation on Finished ASRs

(8,227)

(7,853)

ASRs, net

$ 5,804

$ 5,850

^[1]

[1]	The condensed consolidated balance sheet as of December 31, 2022 was derived from the audited consolidated balance sheet as of that date.

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Cash Flows From Operating Activities
Net loss	$ (2,444)	$ (9,597)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	557	351
Stock compensation expense	446	725
Change in fair value of warrant liabilities	(4,622)	(7,522)
Change in fair value of convertible note	(43)
Accrued interest	497	24
Common stock issued in exchange for consulting services	168
Amortization of debt discount		8,878
Changes in operating assets and liabilities:
Accounts receivable	(486)	(783)
Prepaid expenses and other current assets	(184)	142
Inventory	(138)
Other assets	22
Accounts payable	(769)	(434)
Accrued expenses	(560)	(741)
Deferred revenue	675	410
Other current and noncurrent liabilities	398	195
Net cash used in operating activities	(6,483)	(8,352)
Cash Flows From Investing Activities
Purchases and related costs incurred for Autonomous Security Robots	(328)	(764)
Purchase of property and equipment	(439)	(41)
Net cash used in investing activities	(767)	(805)
Cash Flows From Financing Activities
Proceeds from stock options exercised	225	97
Proceeds from equity sale, net of issuance costs	4,694
Offering proceeds, net of issuance costs		19,456
Share conversion costs	(4)	(50)
Net cash provided by financing activities	4,915	19,503
Net change in cash and cash equivalents	(2,335)	10,346
Cash, cash equivalents and restricted cash at beginning of the period	4,810	21,195
Cash, cash equivalents and restricted cash at end of the period	2,475	10,849
Supplemental Disclosure of Non-Cash Financing Activities
Conversion of preferred stock to common stock	1,090	17,247
Conversion of debt obligations to Class A Common Stock	$ 4,174	$ 16,011

Debt Obligations

3 Months Ended

Mar. 31, 2023

Debt Obligations

Debt Obligations

NOTE 4: Debt Obligations

The amortized carrying amount of the Company’s debt obligations consists of the following:


	March 31,		December 31,
	2023		2022
Convertible notes, net of fees and discount	$	4,432	$	8,152
Promissory notes		546		546
Total debt		4,978		8,698
Less: current portion of debt obligations		866		2,144
Non-current portion of debt obligations	$	4,112	$	6,554

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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The Company and Summary of Significant Accounting Policies

Fair Value Measurement - Changes in the fair value of Company's Level 3 warrant and derivative liability (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Warrant \| Level 3
Changes in the fair value of Company's Level 3 financial liabilities
Beginning Balance	$ 11,157	$ 30,566
Warrants exercised	0	(370)
Revaluation of Series m-3 and S Preferred Stock warrants	(4,622)	(7,522)
Ending Balance	6,535	$ 22,674
Convertible Note Payable
Changes in the fair value of Company's Level 3 financial liabilities
Beginning Balance	8,152
Notes converted	(4,174)
Interest accretion	497
Revaluation of 2022 Convertible Notes	(43)
Ending Balance	$ 4,432

Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	Mar. 31, 2023	May 05, 2023
Document and Entity Information
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2023
Document Transition Report	false
Entity File Number	001-41248
Entity Registrant Name	Knightscope, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	46-2482575
Entity Address State Or Province	CA
Entity Address, Address Line One	1070 Terra Bella Avenue
Entity Address, City or Town	Mountain View
Entity Address, Postal Zip Code	94043
City Area Code	650
Local Phone Number	924-1025
Title of 12(b) Security	Class A Common Stock, par value $0.001 per share
Trading Symbol	KSCP
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		43,917,405
Entity Central Index Key	0001600983
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q1
Amendment Flag	false

Capital Stock and Warrants - At-the-Market Offering Program (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Feb. 28, 2023
Capital Stock and Warrants
Net proceeds	$ 4,694
Class A Common Stock \| At-the-Market Offering Program
Capital Stock and Warrants
Shares issued	3,573,536
Net proceeds	$ 3,400
Brokerage and placement fees	$ 100
Class A Common Stock \| At-the-Market Offering Program \| H.C. Wainwright & Co., LLC
Capital Stock and Warrants
Maximum authorized amount		$ 20,000

The Company and Summary of Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2023

Description of Business

Knightscope, Inc., was incorporated on April 4, 2013 under the laws of the State of Delaware.

Knightscope, Inc. (the “Company”) is a leading provider of autonomous security robots. The Company’s technologies are “Made in the USA” and allow public safety professionals to more effectively deter, intervene, capture, and prosecute criminals. The Company’s mission is to make the United States of America the safest country in the world by helping to protect the people, places, and assets where we live, work, study and visit.

To support this mission, the Company designs, develops, manufactures, markets, deploys, and supports Autonomous Security Robots (“ASRs”), autonomous charging stations, the proprietary Knightscope Security Operations Center (“KSOC”) software user interface, and blue light emergency communication devices.

Basis of Presentation and Liquidity

The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and note disclosures have been condensed or omitted pursuant to such rules and regulations. The unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for a fair presentation of the period presented. The results of operations for the three months ended March 31, 2023 are not necessarily indicative of the results to the expected for the year ending December 31, 2023 or for other future periods. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and accompanying notes for the year ended December 31, 2022 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on March 31, 2023. The Company’s significant accounting policies are described in Note 1 to those audited consolidated financial statements.

Since its inception, the Company has incurred significant operating losses and negative cash flows from operations which is principally the result of significant research and development activities related to the development and continued improvement of the Company’s ASRs and KSOC (hardware and software).

Cash and cash equivalents on hand were $2.4 million as of March 31, 2023, compared to $4.8 million as of December 31, 2022. The Company has historically incurred losses and negative cashflows from operations. As of March 31, 2023, the Company also had an accumulated deficit of approximately $141.8 million and stockholders’ deficit of $35.4 million. The Company is dependent on additional fundraising in order to sustain its ongoing operations. Based on current operating levels, the Company will need to raise additional funds in the next twelve months by selling additional equity or incurring debt. These factors raise substantial doubt about the Company’s ability to continue as a going concern for the twelve months from the date of this report.

Basic and Diluted Net Loss per Share

Net loss per share of common stock is computed using the two-class method required for participating securities based on their participation rights. All series of convertible preferred stock are participating securities as the holders are entitled to participate in common stock dividends with common stock on an as converted basis. Holders of Series m-4 Preferred Stock were entitled to receive cumulative dividends payable semi-annually in arrears at the rate per share of Series m-4 Preferred Stock equal to the dividend rate for the Series m-4 Preferred Stock, in each case subject to compliance with applicable law. Dividends to holders of Series m-4 Preferred Stock are paid in kind as a dividend of additional shares of Series m-4 Preferred Stock for each dividend period on the applicable dividend payment date using a price per share equal to the original issue price, provided that the Company shall not issue any fractional shares of Series m-4 Preferred Stock. The holders of the Company’s preferred stock, other than m-4 preferred stock, are also entitled to noncumulative dividends prior and in preference, to the Company’s common stock and do not have a contractual obligation to share in the losses of the Company. All shares of Series m-4 Preferred Stock have converted to Class A Common Stock, leaving no outstanding balance of the Series m-4 Preferred Stock as of March 31, 2023. In accordance with the two-class method, earnings allocated to these participating securities, which include participation rights in undistributed earnings with common stock, are subtracted from net loss to determine net loss attributable to common stockholders upon their occurrence.

Basic net loss per share is computed by dividing net loss attributable to common stockholders (net adjusted for preferred stock dividends declared or accumulated) by the weighted average number of common shares outstanding during the period. All participating securities are excluded from basic weighted average shares outstanding. In computing diluted net loss attributable to common stockholders, undistributed earnings are re-allocated to reflect the potential impact of dilutive securities. Diluted net loss per share attributable to common stockholders is computed by dividing net loss attributable to common stockholders by diluted weighted average shares outstanding, including potentially dilutive securities, unless anti-dilutive. Potentially dilutive securities that were excluded from the computation of diluted net loss per share consist of the following:


	March 31,		March 31,
	2023		2022
Series A Preferred Stock (convertible to Class B Common Stock)		1,418,381		4,308,812
Series B Preferred Stock (convertible to Class B Common Stock)		3,498,859		3,557,371
Series m Preferred Stock (convertible to Class A Common Stock)		1,808,498		2,037,910
Series m-2 Preferred Stock (convertible to Class B Common Stock)		160,000		826,666
Series S Preferred Stock (convertible to Class A Common Stock)		2,693,500		2,855,743
Warrants to purchase Class A Common Stock		1,138,446		—
Warrants to purchase Series m-3 Preferred Stock		1,432,786		1,432,786
Warrants to purchase Series s Preferred Stock		4,441,814		4,441,814
2022 Convertible Notes		5,191,966		—
Stock options		9,053,683		8,493,831
Total potentially dilutive shares		30,837,933		27,954,933

As all potentially dilutive securities are anti-dilutive as of March 31, 2023 and 2022, diluted net loss per share is the same as basic net loss per share for each period.

Comprehensive Loss

Net loss was equal to comprehensive loss for the three-month periods ended March 31, 2023 and 2022.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make judgements, estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses. Specific accounts that require management estimates include, but are not limited to, estimating the useful lives of the Company’s ASRs and property, equipment and software, certain estimates required within revenue recognition, estimating fair values of Company’s common stock, share-based awards and warrant liabilities, inclusive of any contingent assets and liabilities. Actual results could differ from those estimates and such differences may be material to the condensed consolidated financial statements.

Accounting Pronouncements Adopted in 2022

Accounting Pronouncements Adopted in 2023

In June 2016, the Financial Accounting Standards Board released Accounting Standards Update No. 2016-13, “Financial Instruments – Credit Losses.” The amendment revises the impairment model to utilize an expected loss methodology in place of the currently used incurred loss methodology, which will result in more timely recognition of losses on financial instruments, including but not limited to available-for-sale debt securities and accounts receivable. The Company’s implementation of this pronouncement did not have a material impact on the Company’s condensed consolidated financial statements.

Inventory

Inventory

Inventory, principally purchased components, is stated at the lower of cost or net realizable value. Cost is determined using an average cost, which approximates actual cost on a first-in, first-out basis. Inventory in excess of salable amounts and inventory which is considered obsolete based upon changes in existing technology is written off. At the point of loss recognition, a new lower cost basis for that inventory is established and subsequent changes in facts and circumstances do not result in the restoration or increase in the new cost basis.


	March 31,		December 31,
	2023		2022
Raw materials	$	2,235	$	2,032
Work in process		—		—
Finished goods		463		528
	$	2,698	$	2,560

Autonomous Security Robots, net

ASRs consist of materials, ASRs in progress and finished ASRs. ASRs in progress and finished ASRs include materials, labor and other direct and indirect costs used in their production. Finished ASRs are valued using a discrete bill of materials, which includes an allocation of labor and direct overhead based on assembly hours. Depreciation expense on ASRs is recorded using the straight-line method over their estimated expected lives, which currently ranges from 3 to 5 years. Depreciation expense of finished ASRs included in research and development expense amounted to $2 and $20, depreciation expense of finished ASRs included in sales and marketing expense amounted to $12 and $14, and depreciation expense included in cost of revenue, net amounted to $361 and $307 for the three months ended March 31, 2023 and 2022, respectively.

ASRs, net, consisted of the following:


	March 31,		December 31,
	2023		2022
Raw materials	$	2,157	$	2,732
ASRs in progress		990		773
Finished ASRs		10,884		10,198
		14,031		13,703
Accumulated depreciation on Finished ASRs		(8,227)		(7,853)

ASRs, net	$	5,804	$	5,850

The components of the Finished ASRs, net are as follows:


	March 31,		December 31,
	2023		2022
ASRs on lease or available for lease	$	9,595	$	9,002
Demonstration ASRs		648		622
Research and development ASRs		194		194
Docking stations		447		380
		10,884		10,198
Less: accumulated depreciation		(8,227)		(7,853)
Finished ASRs, net	$	2,657	$	2,345

Intangible Assets

Intangible Assets

The gross carrying amounts and accumulated amortization of the intangible assets with determinable lives are as follows (in thousands):


		March 31, 2023
	Amortization	Gross
	Period	carrying		Accumulated		Carrying
Intangible assets with determinable lives	(years)	amount		amortization		amount, net
Developed technology	5	$	990	$	(91)	$	899
Customer relationships	8		950		(55)		895
Trademark	1		230		(105)		125
Total		$	2,170	$	(251)	$	1,919


		December 31, 2022
	Amortization	Gross
	Period	carrying		Accumulated		Carrying
Intangible assets with determinable lives	(years)	amount		amortization		amount, net
Developed technology	5	$	990	$	(41)	$	949
Customer relationships	8		950		(25)		925
Trademark	1		230		(48)		182
Total		$	2,170	$	(114)	$	2,056

Intangible assets amortization expense totaling $137 for the three months ended March, 31, 2023 was recorded in sales and marketing and cost of revenue, net - service in the amounts of $87 and $50, respectively.

As of March 31, 2023, future intangible assets amortization expense for each of the next five years and thereafter is as follows (in thousands):


Year ending December 31,	Amount
2023	$	362
2024		317
2025		317
2026		317
2027		275
Thereafter		331
Total	$	1,919

Other Current Liabilities

Other Current Liabilities

Other current liabilities consisted of the following (thousands):


	March 31,		December 31,
	2023		2022
Sales tax	$	463	$	419
Customer and vendor deposits		406		50
Warranty liability		109		145
Lease liability – short term		88		92
Other		357		357
	$	1,423	$	1,063

Accrued Warranty

Accrued Warranty

The liability for estimated warranty claims is accrued at the time of sale and the expense is recorded in the condensed consolidated statements of operations in cost of revenue, net - product. The liability is established using historical warranty claim experience. The current provision may be adjusted to take into account unusual or non-recurring events in the past or anticipated changes in future warranty claims. Adjustments to the warranty accrual are recorded if actual claim experience indicates that adjustments are necessary. Warranty reserves are reviewed to ensure critical assumptions are updated for known events that may impact the potential warranty liability.

Change in the warranty liability for the three months ended consisted of the following (thousands):


	March 31,
	2023		2022
Balance January 1,	$	145	$	—
Provision for warranties issued during the quarter		—		—
Warranty services provided		(36)		—
	$	109	$	—

Accrued Liabilities

Accrued Expenses

Accrued expenses consisted of the following (thousands):


	March 31,		December 31,
	2023		2022
Bonuses earned during 2022	$	961	$	961
Payroll and payroll taxes		311		696
Legal, consulting, and financial services		344		542
Other		227		204
	$	1,843	$	2,403

Convertible Preferred Warrant Liabilities and Common Stock Warrants

Freestanding warrants to purchase shares of the Company’s preferred stock are classified as liabilities on the balance sheets at their estimated fair value because the underlying shares of preferred stock are contingently redeemable and, therefore, may obligate the Company to transfer assets at some point in the future. The preferred stock warrants are recorded at fair value upon issuance and are subject to remeasurement to their respective estimated fair values. At the end of each reporting period, changes in the estimated fair value of the preferred stock warrants are recorded in the condensed consolidated statements of operations. The Company will continue to adjust the liability associated with the preferred stock warrants for changes in the estimated fair value until the earlier of the exercise or expiration of the preferred stock warrants, the completion of a sale of the Company or an initial public offering (“IPO”). Upon an

IPO, the preferred stock warrants will convert into warrants to purchase common stock and any liabilities recorded for the preferred stock warrants will be reclassified to additional paid-in capital and will no longer be subject to remeasurement.

Common stock warrants that are not considered derivative liabilities are accounted for at fair value at the date of issuance in additional paid-in capital. The fair value of these common stock warrants is determined using the Black-Scholes option-pricing model.

Stock-Based Compensation

The Company accounts for stock-based compensation in accordance with Accounting Standards Codification (“ASC”) 718, Compensation - Stock Compensation, which requires that the estimated fair value on the date of grant be determined using the Black-Scholes option pricing model with the fair value recognized over the requisite service period of the awards, which is generally the option vesting period. The Company’s determination of the fair value of the stock-based awards on the date of grant, using the Black-Scholes option pricing model, is affected by the fair value of the Company’s common stock as well as other assumptions regarding a number of highly complex and subjective variables. These variables include but are not limited to the Company’s expected stock price volatility over the term of the awards, and actual and projected employee option exercise behaviors. Because there is insufficient historical information available to estimate the expected term of the stock-based awards, the Company adopted the simplified method of estimating the expected term of options granted by taking the average of the vesting term and the contractual term of the option. The Company recognizes forfeitures as they occur when calculating stock-based compensation for its equity awards.

The Company and Summary of Significant Accounting Policies (Tables)

3 Months Ended

Mar. 31, 2023

The Company and Summary of Significant Accounting Policies

Schedule of potentially dilutive securities that were excluded from the computation of diluted net loss per share


	March 31,		March 31,
	2023		2022
Series A Preferred Stock (convertible to Class B Common Stock)		1,418,381		4,308,812
Series B Preferred Stock (convertible to Class B Common Stock)		3,498,859		3,557,371
Series m Preferred Stock (convertible to Class A Common Stock)		1,808,498		2,037,910
Series m-2 Preferred Stock (convertible to Class B Common Stock)		160,000		826,666
Series S Preferred Stock (convertible to Class A Common Stock)		2,693,500		2,855,743
Warrants to purchase Class A Common Stock		1,138,446		—
Warrants to purchase Series m-3 Preferred Stock		1,432,786		1,432,786
Warrants to purchase Series s Preferred Stock		4,441,814		4,441,814
2022 Convertible Notes		5,191,966		—
Stock options		9,053,683		8,493,831
Total potentially dilutive shares		30,837,933		27,954,933

Schedule of Inventory


	March 31,		December 31,
	2023		2022
Raw materials	$	2,235	$	2,032
Work in process		—		—
Finished goods		463		528
	$	2,698	$	2,560

Schedule of ASRs, net and components of the Finished ASRs, net


	March 31,		December 31,
	2023		2022
Raw materials	$	2,157	$	2,732
ASRs in progress		990		773
Finished ASRs		10,884		10,198
		14,031		13,703
Accumulated depreciation on Finished ASRs		(8,227)		(7,853)

ASRs, net	$	5,804	$	5,850

The components of the Finished ASRs, net are as follows:


	March 31,		December 31,
	2023		2022
ASRs on lease or available for lease	$	9,595	$	9,002
Demonstration ASRs		648		622
Research and development ASRs		194		194
Docking stations		447		380
		10,884		10,198
Less: accumulated depreciation		(8,227)		(7,853)
Finished ASRs, net	$	2,657	$	2,345

Schedule of intangible assets

The gross carrying amounts and accumulated amortization of the intangible assets with determinable lives are as follows (in thousands):


		March 31, 2023
	Amortization	Gross
	Period	carrying		Accumulated		Carrying
Intangible assets with determinable lives	(years)	amount		amortization		amount, net
Developed technology	5	$	990	$	(91)	$	899
Customer relationships	8		950		(55)		895
Trademark	1		230		(105)		125
Total		$	2,170	$	(251)	$	1,919


		December 31, 2022
	Amortization	Gross
	Period	carrying		Accumulated		Carrying
Intangible assets with determinable lives	(years)	amount		amortization		amount, net
Developed technology	5	$	990	$	(41)	$	949
Customer relationships	8		950		(25)		925
Trademark	1		230		(48)		182
Total		$	2,170	$	(114)	$	2,056

Schedule of future intangible assets amortization expense

As of March 31, 2023, future intangible assets amortization expense for each of the next five years and thereafter is as follows (in thousands):


Year ending December 31,	Amount
2023	$	362
2024		317
2025		317
2026		317
2027		275
Thereafter		331
Total	$	1,919

Schedule of components of Other Current Liabilities


	March 31,		December 31,
	2023		2022
Sales tax	$	463	$	419
Customer and vendor deposits		406		50
Warranty liability		109		145
Lease liability – short term		88		92
Other		357		357
	$	1,423	$	1,063

Schedule of change in the warranty liability


	March 31,
	2023		2022
Balance January 1,	$	145	$	—
Provision for warranties issued during the quarter		—		—
Warranty services provided		(36)		—
	$	109	$	—

Schedule of components of Accrued Expenses


	March 31,		December 31,
	2023		2022
Bonuses earned during 2022	$	961	$	961
Payroll and payroll taxes		311		696
Legal, consulting, and financial services		344		542
Other		227		204
	$	1,843	$	2,403

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Net of allowance for doubtful accounts	$ 22	$ 229
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	43,405,324	43,405,324
Preferred stock, shares issued	9,579,238	11,351,841
Preferred stock, shares outstanding	9,579,238	11,351,841
Preferred stock, aggregate liquidation preference	$ 35,858	$ 37,733
Class A Common Stock
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	114,000,000	114,000,000
Common stock, shares issued	37,314,704	28,029,238
Common stock, share outstanding	37,314,704	28,029,238
Class B Common Stock
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	30,000,000	30,000,000
Common stock, shares issued	10,357,822	10,319,884
Common stock, share outstanding	10,357,822	10,319,884

Capital Stock and Warrants

3 Months Ended

Mar. 31, 2023

Capital Stock and Warrants

Capital Stock and Warrants

NOTE 6: Capital Stock and Warrants

The following tables summarize convertible preferred stock authorized and issued and outstanding as of March 31, 2023:


		Shares	Proceeds Net		Aggregate
	Shares	Issued and	of Issuance		Liquidation
	Authorized	Outstanding	Costs		Preference
Series A Preferred Stock	8,936,015	1,418,381	$	614	$	1,267
Series B Preferred Stock	4,707,501	3,498,859		7,098		7,138
Series m Preferred Stock	6,666,666	1,808,498		4,696		5,425
Series m-1 Preferred Stock	333,334	—		—		—
Series m-2 Preferred Stock	1,660,756	160,000		480		480
Series m-3 Preferred Stock	3,490,658	—		—		—
Series m-4 Preferred Stock	4,502,061	—		—		—
Series S Preferred Stock	13,108,333	2,693,500		21,805		21,548
Total Preferred Stock	43,405,324	9,579,238	$	34,693	$	35,858

A summary of the Company’s outstanding warrants as of March 31, 2023 is as follows:


Class of shares	Number of Warrants	Exercise Price		Expiration Date
Series m-3 Preferred Stock	1,432,786	$	4.0000	December 31, 2024
Series S Preferred Stock	2,941,814	$	4.5000	December 31, 2024
Series S Preferred Stock	1,500,000	$	8.0000	July 31, 2024
Class A Common Stock	1,138,446	$	3.2500	October 13, 2027

Common Stock Reserved for Future Issuance

Shares of common stock reserved for future issuance relate to outstanding preferred stock, warrants and stock options as follows:


		March 31,
		2023
Series A Preferred Stock		1,418,381
Series B Preferred Stock		3,498,859
Series m Preferred Stock		1,808,498
Series m-2 Preferred Stock		160,000
Series S Preferred Stock		2,693,500
Stock options to purchase common stock		9,053,683
Warrants outstanding for future issuance of convertible preferred stock and common stock		7,013,046
2022 Convertible Notes		5,191,966
Stock options available for future issuance		6,270,936
Total shares of Class A Common Stock reserved		37,108,869

At-the-Market Offering Program

In February 2023, the Company commenced an at-the-market offering program with H.C. Wainwright & Co., LLC, as sales agent, which allows the Company to sell and issue shares of Class A Common Stock from time-to-time of up to approximately $20.0 million, subject to, and in accordance with, SEC rules.

During the three months ended March 31, 2023, the Company issued 3,573,536 shares of Class A Common Stock under the at-the-market offering program for net proceeds of approximately $3.4 million, net of brokerage and placement fees of approximately $0.1 million.

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

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The Company and Summary of Significant Accounting Policies

Subsequent Events

3 Months Ended

Mar. 31, 2023

Subsequent Events

Subsequent Events

NOTE 9: Subsequent Events

From April 1, 2023 to April 28, 2023, the Company issued 1,954,344 shares of common stock to holders of the 2022 Convertible Notes for settlement of conversion of an aggregate principal amount of approximately $1.0 million.

From April 1, 2023 to May 11, 2023, the Company sold 5,404,207 shares of Class A Common Stock, generating approximately $3.2 million of proceeds, net of commissions and other issuance costs, under the Company’s at-the-market offering program.

On April 7, 2023, the Company entered into an Amendment and Cancellation Agreement with certain holders of warrants to purchase Series m-3 and Series S Preferred Stock. Under the terms of the agreement, the expiration date for warrants to purchase 1,432,786 shares of Series m-3 Preferred Stock and 2,941,814 shares of Series S Preferred Stock were extended to the earlier of December 31, 2027 or eighteen (18) months after the closing of the Company’s first firm commitment underwritten initial public offering of the Company’s common stock pursuant to a registration statement filed under the Securities Act of 1933, as amended, in exchange for the cancellation of warrants to purchase 1,500,000 shares of Series S Preferred Stock.

On May 11, 2023, the Company received notice from The Nasdaq Stock Market (“Nasdaq”) that the Company is not in compliance with Nasdaq Listing Rule 5450(a)(1), as the minimum bid price of the Company’s Class A Common Stock has been below $1.00 per share for 30 consecutive business days. The Company has 180 calendar days, or until November 7, 2023, to regain compliance with the minimum bid price requirement. To regain compliance, the minimum bid price of the Company’s Class A Common Stock must meet or exceed $1.00 per share for a minimum of ten consecutive business days during this 180-calendar day grace period. In the event the Company does not regain compliance with the minimum bid price requirement by November 7, 2023, the Company may be eligible for an additional 180-calendar day compliance period if it elects to transfer to The Nasdaq Capital Market to take advantage of the additional compliance period offered on that market.

Capital Stock and Warrants - Preferred Stock (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Capital Stock and Warrants
Preferred stock, aggregate liquidation preference	$ 35,858		$ 37,733
Preferred stock, shares issued	9,579,238		11,351,841
Preferred stock, par value (in dollars per share)	$ 0.001		$ 0.001
Preferred stock, shares authorized	43,405,324		43,405,324
Shares issued and outstanding	9,579,238
Proceeds Net of Issuance Costs	$ 34,693
Share conversion costs	(4)	$ (50)
Series A Preferred Stock
Capital Stock and Warrants
Preferred stock, aggregate liquidation preference	$ 1,267
Preferred stock, shares authorized	8,936,015
Shares issued and outstanding	1,418,381
Proceeds Net of Issuance Costs	$ 614
Series B Preferred Stock
Capital Stock and Warrants
Preferred stock, aggregate liquidation preference	$ 7,138
Preferred stock, shares authorized	4,707,501
Shares issued and outstanding	3,498,859
Proceeds Net of Issuance Costs	$ 7,098
Series m Preferred Stock
Capital Stock and Warrants
Preferred stock, aggregate liquidation preference	$ 5,425
Preferred stock, shares authorized	6,666,666
Shares issued and outstanding	1,808,498
Proceeds Net of Issuance Costs	$ 4,696
Series m-1 Preferred Stock
Capital Stock and Warrants
Preferred stock, shares authorized	333,334
Series m-2 Preferred Stock
Capital Stock and Warrants
Preferred stock, aggregate liquidation preference	$ 480
Preferred stock, shares authorized	1,660,756
Shares issued and outstanding	160,000
Proceeds Net of Issuance Costs	$ 480
Series m-3 Preferred Stock
Capital Stock and Warrants
Preferred stock, shares authorized	3,490,658
Series m-4 Preferred Stock
Capital Stock and Warrants
Preferred stock, shares authorized	4,502,061
Series S Preferred Stock
Capital Stock and Warrants
Preferred stock, aggregate liquidation preference	$ 21,548
Preferred stock, shares authorized	13,108,333
Shares issued and outstanding	2,693,500
Proceeds Net of Issuance Costs	$ 21,805

Commitments and contingencies - Future minimum operating lease payments (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Commitments and contingencies.
2023 (remaining)	$ 755
2024	806
2025	608
2026	15
Total future minimum lease payments	2,184
Less - Interest	(247)
Present value of lease liabilities	1,937		$ 2,040
Operating lease costs	$ 200	$ 200
Weighted average remaining lease term	2 years 6 months
Weighted average discount rate	11.10%

Fair Value Measurement - Classification by level of input within the fair value hierarchy (Details) - Recurring basis - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Liabilities
Derivative liability - Class A common stock warrants	$ 467	$ 1,146
2022 Convertible Notes	4,432	8,152
Warrant liability - Series m-3 Preferred Stock
Liabilities
Warrant liability	514	1,282
Warrant liability - Series s Preferred Stock
Liabilities
Warrant liability	5,554	8,729
Money market funds
Assets
Money market funds	100	3,025
Level 1 \| Money market funds
Assets
Money market funds	100	3,025
Level 3
Liabilities
Derivative liability - Class A common stock warrants	467	1,146
2022 Convertible Notes	4,432	8,152
Level 3 \| Warrant liability - Series m-3 Preferred Stock
Liabilities
Warrant liability	514	1,282
Level 3 \| Warrant liability - Series s Preferred Stock
Liabilities
Warrant liability	$ 5,554	$ 8,729

The Company and Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2023

The Company and Summary of Significant Accounting Policies

NOTE 1: The Company and Summary of Significant Accounting Policies

Description of Business

Knightscope, Inc., was incorporated on April 4, 2013 under the laws of the State of Delaware.

Basis of Presentation and Liquidity

Basic and Diluted Net Loss per Share


	March 31,		March 31,
	2023		2022
Series A Preferred Stock (convertible to Class B Common Stock)		1,418,381		4,308,812
Series B Preferred Stock (convertible to Class B Common Stock)		3,498,859		3,557,371
Series m Preferred Stock (convertible to Class A Common Stock)		1,808,498		2,037,910
Series m-2 Preferred Stock (convertible to Class B Common Stock)		160,000		826,666
Series S Preferred Stock (convertible to Class A Common Stock)		2,693,500		2,855,743
Warrants to purchase Class A Common Stock		1,138,446		—
Warrants to purchase Series m-3 Preferred Stock		1,432,786		1,432,786
Warrants to purchase Series s Preferred Stock		4,441,814		4,441,814
2022 Convertible Notes		5,191,966		—
Stock options		9,053,683		8,493,831
Total potentially dilutive shares		30,837,933		27,954,933

As all potentially dilutive securities are anti-dilutive as of March 31, 2023 and 2022, diluted net loss per share is the same as basic net loss per share for each period.

Comprehensive Loss

Net loss was equal to comprehensive loss for the three-month periods ended March 31, 2023 and 2022.

Use of Estimates

Accounting Pronouncements Adopted in 2023

Inventory


	March 31,		December 31,
	2023		2022
Raw materials	$	2,235	$	2,032
Work in process		—		—
Finished goods		463		528
	$	2,698	$	2,560

Autonomous Security Robots, net

ASRs, net, consisted of the following:


	March 31,		December 31,
	2023		2022
Raw materials	$	2,157	$	2,732
ASRs in progress		990		773
Finished ASRs		10,884		10,198
		14,031		13,703
Accumulated depreciation on Finished ASRs		(8,227)		(7,853)

ASRs, net	$	5,804	$	5,850

The components of the Finished ASRs, net are as follows:


	March 31,		December 31,
	2023		2022
ASRs on lease or available for lease	$	9,595	$	9,002
Demonstration ASRs		648		622
Research and development ASRs		194		194
Docking stations		447		380
		10,884		10,198
Less: accumulated depreciation		(8,227)		(7,853)
Finished ASRs, net	$	2,657	$	2,345

Intangible Assets

The gross carrying amounts and accumulated amortization of the intangible assets with determinable lives are as follows (in thousands):


		March 31, 2023
	Amortization	Gross
	Period	carrying		Accumulated		Carrying
Intangible assets with determinable lives	(years)	amount		amortization		amount, net
Developed technology	5	$	990	$	(91)	$	899
Customer relationships	8		950		(55)		895
Trademark	1		230		(105)		125
Total		$	2,170	$	(251)	$	1,919


		December 31, 2022
	Amortization	Gross
	Period	carrying		Accumulated		Carrying
Intangible assets with determinable lives	(years)	amount		amortization		amount, net
Developed technology	5	$	990	$	(41)	$	949
Customer relationships	8		950		(25)		925
Trademark	1		230		(48)		182
Total		$	2,170	$	(114)	$	2,056

As of March 31, 2023, future intangible assets amortization expense for each of the next five years and thereafter is as follows (in thousands):


Year ending December 31,	Amount
2023	$	362
2024		317
2025		317
2026		317
2027		275
Thereafter		331
Total	$	1,919

Other Current Liabilities

Other current liabilities consisted of the following (thousands):


	March 31,		December 31,
	2023		2022
Sales tax	$	463	$	419
Customer and vendor deposits		406		50
Warranty liability		109		145
Lease liability – short term		88		92
Other		357		357
	$	1,423	$	1,063

Accrued Warranty

Change in the warranty liability for the three months ended consisted of the following (thousands):


	March 31,
	2023		2022
Balance January 1,	$	145	$	—
Provision for warranties issued during the quarter		—		—
Warranty services provided		(36)		—
	$	109	$	—

Accrued Expenses

Accrued expenses consisted of the following (thousands):


	March 31,		December 31,
	2023		2022
Bonuses earned during 2022	$	961	$	961
Payroll and payroll taxes		311		696
Legal, consulting, and financial services		344		542
Other		227		204
	$	1,843	$	2,403

Convertible Preferred Warrant Liabilities and Common Stock Warrants

Stock-Based Compensation

Stock-Based Compensation - Equity Incentive Plans (Details) - shares	3 Months Ended	9 Months Ended
	Mar. 31, 2023	Sep. 30, 2022	Dec. 31, 2022	Jun. 23, 2022	Dec. 31, 2016	Apr. 30, 2014
Stock-Based Compensation
Number of shares available for grant	6,270,936		3,538,268
Vesting period of options (in years)	4 years
Percentage of outstanding common stock considered for annual increase in authorized shares under the plan (in percent)		5.00%
2014 Equity Incentive Plan
Stock-Based Compensation
Number of shares issuable under plan						2,000,000
2016 Equity Incentive Plan
Stock-Based Compensation
Number of shares available for grant					1,936,014
Vesting period of options (in years)	4 years
2016 Equity Incentive Plan \| Term of stock options, If price of 100 % of fair market value
Stock-Based Compensation
Maximum percentage of fair market value of stock options price	100.00%
Stock options term	10 years
Percentage of voting power held	10.00%
2016 Equity Incentive Plan \| Term of stock options, If price of 110 % of fair market value
Stock-Based Compensation
Maximum percentage of fair market value of stock options price	110.00%
Stock options term	5 years
Percentage of voting power held	10.00%
2022 Equity incentive plan
Stock-Based Compensation
Number of shares issuable under plan				5,000,000

Commitments and contingencies

3 Months Ended

Mar. 31, 2023

Commitments and contingencies.

Commitments and contingencies

NOTE 8: Commitments and contingencies

Leases

The Company leases facilities for office space under non-cancelable operating lease agreements. The Company leases space for its corporate headquarters in Mountain View, California through August 2025.

As of March 31, 2023 and December 31, 2022, the components of leases and lease costs are as follows:


	March 31, 2023		December 31, 2022
Operating leases
Operating lease right-of-use assets	$	1,849	$	2,012

Operating lease liabilities, current portion	$	807	$	731
Operating lease liabilities, non-current portion		1,130		1,309
Total operating lease liabilities	$	1,937	$	2,040

Operating lease costs were approximately $0.2 million for the three-month periods ended March 31, 2023 and 2022.

As of March 31, 2023, future minimum operating lease payments for each of the next three years and thereafter is as follows:


Years ending December 31,	Amount
2023 (remaining)	$	755
2024		806
2025		608
2026		15
Total future minimum lease payments		2,184
Less - Interest		(247)
Present value of lease liabilities	$	1,937

Weighted average remaining lease term is 2.5 years as of March 31, 2023 and the weighted average discount rate is 11.1%.

Legal Matters

The Company may be subject to pending legal proceedings and regulatory actions in the ordinary course of business; however, no such claims have been identified as of March 31, 2023 that would have a material adverse effect on the Company’s financial position, results of operations or cash flows.

The Company from time to time enters into contracts that contingently require the Company to indemnify parties against third party claims. These contracts primarily relate to: (i) arrangements with clients which generally include certain provisions for indemnifying clients against liabilities if the services infringe a third party’s intellectual property rights, (ii) the Regulation A Issuer Agreement where the Company may be required to indemnify the placement agent for any loss, damage, expense or liability incurred by the other party in any claim arising out of a material breach (or alleged breach) as a result of any potential violation of any law or regulation, or any third party claim arising out of any investment or potential investment in the offering, and (iii) agreements with the Company’s officers and directors, under which the Company may be required to indemnify such persons from certain liabilities arising out of such persons’ relationships with the Company. The Company has not incurred any material costs as a result of such obligations and has not accrued any liabilities related to such obligations in the consolidated financial statements as of March 31, 2023 and December 31, 2022.

Sales Tax Contingencies

The Company has historically not collected state sales tax on the sale of its “MaaS” product offering but has paid sales tax and use tax on all purchases of raw materials and in conjunction with the financing arrangement of the Company’s ASRs with Farnam Street Financial. The Company’s MaaS product offering may be subject to sales tax in certain jurisdictions. If a taxing authority were to successfully assert that the Company has not properly collected sales or other transaction taxes, or if sales or other transaction tax laws or the interpretation thereof were to change, and the Company was unable to enforce the terms of their contracts with Clients that give the right to reimbursement for the assessed sales taxes, tax liabilities in amounts that could be material may be incurred. Based on the Company’s assessment, the Company has recorded a use tax liability of $0.5 million and $0.4 million as of March 31, 2023 and December 31, 2022, respectively, which has been included in other current liabilities on the accompanying condensed consolidated balance sheets. The Company continues to analyze possible sales tax exposure but does not currently believe that any individual claim or aggregate claims that might arise will ultimately have a material effect on its results of operations, financial position or cash flows.

Commitments and contingencies - Sales Tax Contingencies (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Commitments and contingencies.
Sales tax liability	$ 463	$ 419

The Company and Summary of Significant Accounting Policies - Autonomous Security Robots, net (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Research and development expense
Autonomous Security Robots, net
Depreciation expense of finished ASRs	$ 2	$ 20
Sales and marketing expense
Autonomous Security Robots, net
Depreciation expense of finished ASRs	12	14
Cost of revenue, net
Autonomous Security Robots, net
Depreciation expense of finished ASRs	$ 361	$ 307
Minimum
Autonomous Security Robots, net
Estimated expected lives	3 years	3 years
Maximum
Autonomous Security Robots, net
Estimated expected lives	5 years	5 years

Related parties and related-party transactions (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Related parties and related-party transactions
Rent paid	$ 60		$ 0
Konica Minolta, Inc
Related parties and related-party transactions
Service fees	99	$ 91
Payables	$ 114		$ 117

Carrying amount as of the balance sheet date of obligations due all related parties.

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Less: current portion of debt obligations

Debt Obligations - Amortized carrying amount of debt (Details) - USD ($)
$ in Thousands

Mar. 31, 2023

Dec. 31, 2022

Debt obligations

Total debt

$ 4,978

$ 8,698

866

2,144

^[1]

Non-current portion of debt obligations

4,112

6,554

^[1]

Convertible notes, net of fees and discount

Debt obligations

Total debt

4,432

8,152

Promissory notes

Debt obligations

Total debt

$ 546

[1]	The condensed consolidated balance sheet as of December 31, 2022 was derived from the audited consolidated balance sheet as of that date.

Cash and cash equivalents

Amount, excluding unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Revenue, net	$ 2,897	$ 944
Total cost of revenues, net	3,110	1,493
Gross loss	(213)	(549)
Operating expenses:
Research and development	1,397	1,838
Sales and marketing	1,128	3,490
General and administrative	3,639	2,326
Restructuring charges	144
Total operating expenses	6,308	7,654
Loss from operations	(6,521)	(8,203)
Other income (expense):
Interest expense, net	(502)	(8,911)
Change in fair value of warrant liabilities	(4,622)	(7,522)
Change in fair value of convertible notes	43
Other (expense) income, net	(86)	(5)
Total other income (expense)	4,077	(1,394)
Loss before income tax expense	(2,444)	(9,597)
Net loss	$ (2,444)	$ (9,597)
Basic net loss per common share	$ (0.06)	$ (0.30)
Diluted net loss per common share	$ (0.06)	$ (0.30)
Weighted average shares used to compute basic net loss per share	42,746,330	31,702,815
Weighted average shares used to compute diluted net loss per share	42,746,330	31,702,815
Service
Revenue, net	$ 1,748	$ 944
Total cost of revenues, net	2,242	$ 1,493
Product
Revenue, net	1,149
Total cost of revenues, net	$ 868

The Company and Summary of Significant Accounting Policies - Basis of Presentation and Liquidity (Details) - USD ($)
$ in Thousands

Mar. 31, 2023

Dec. 31, 2022

^[1]

Mar. 31, 2022

Dec. 31, 2021

Basis of Presentation and Liquidity

$ 2,375

$ 4,810

Accumulated deficit

141,784

139,340

Stockholders' deficit

$ 35,405

$ 43,586

$ 38,674

$ 82,933

[1]	The condensed consolidated balance sheet as of December 31, 2022 was derived from the audited consolidated balance sheet as of that date.

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.

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Operating lease right-of-use assets

Commitments and contingencies - Component of leases and lease costs (Details) - USD ($)
$ in Thousands

3 Months Ended

Mar. 31, 2023

Mar. 31, 2022

Dec. 31, 2022

Operating leases

$ 1,849

$ 2,012

^[1]

Operating lease liabilities, current portion

807

731

^[1]

Operating lease liabilities, non-current portion

1,130

1,309

^[1]

Total operating lease liabilities

1,937

$ 2,040

Operating lease costs

$ 200

[1]	The condensed consolidated balance sheet as of December 31, 2022 was derived from the audited consolidated balance sheet as of that date.

Stock-Based Compensation

3 Months Ended

Mar. 31, 2023

Stock-Based Compensation

Stock-Based Compensation

NOTE 5: Stock-Based Compensation

Equity Incentive Plans

In April 2014, the Company adopted the 2014 Equity Incentive Plan (the “2014 Plan”) allowing for the issuance of up to 2,000,000 shares of common stock through grants of options, stock appreciation rights, restricted stock or restricted stock units. In December 2016, the 2014 Plan was terminated, and the Company adopted the 2016 Equity Incentive Plan (the “2016 Plan”) in which the remaining 1,936,014 shares available for issuance under the 2014 Plan at that time were transferred to the Company’s 2016 Plan. Awards outstanding under the 2014 Plan at the time of the 2014 Plan’s termination will continue to be governed by their existing terms. The shares underlying any awards that are forfeited, canceled, repurchased or are otherwise terminated by the Company under the 2014 Plan will be added back to the shares of common stock available for issuance under the Company’s 2016 Plan. The 2016 Plan provides for the granting of stock awards such as incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock or restricted stock units to employees, directors and outside consultants as determined by the Board of Directors.

The Board may grant stock options under the 2016 Plan at a price of not less than 100% of the fair market value of the Company’s common stock on the date the option is granted. The option exercise price generally may not be less than the underlying stock’s fair market value at the date of grant and generally have a term of ten years. Incentive stock options granted to employees who, on the date of grant, own stock representing more than 10% of the voting power of all of the Company’s classes of stock, are granted at an exercise price of not less than 110% of the fair market value of the Company’s common stock. The maximum term of incentive stock options granted to employees who, on the date of grant, own stock having more than 10% of the voting power of all the Company’s classes of stock, may not exceed five years. The Board of Directors also determines the terms and conditions of awards, including the vesting schedule and any forfeiture provisions. Options granted under the 2016 Plan may vest upon the passage of time, generally four years, or upon the attainment of certain performance criteria established by the Board of Directors. The amounts granted each calendar year to an employee or non-employee is limited depending on the type of award. Stock options comprise all of the awards granted since the Plan’s inception.

On June 23, 2022, following approval by the Board of Directors, the Company’s stockholders adopted the 2022 Equity Incentive Plan (the “2022 Plan”) allowing for the issuance of up to 5,000,000 shares of Class A Common Stock through grants of options, stock appreciation rights, restricted stock awards, restricted stock units, performance awards, and other stock or cash-based awards. In connection with the adoption of the 2022 Plan, shares previously available for new grants under the 2016 Plan are available for new grants under the 2022 Plan, and shares subject to outstanding stock options under the prior plans as of the date of stockholder approval of the 2022 Plan, subsequently cease to be subject to such stock options (other than by reason of exercise of such stock options). The number of shares authorized under the 2022 Plan will be increased each January 1^st, beginning January 1, 2023 and ending on (and including) January 1, 2032, by an amount equal to the lesser of (a) 5% of our outstanding Class A Common Stock and Class B Common Stock outstanding on December 31^st of the immediately preceding calendar year (rounded up to the nearest whole share) and (b) a number of shares determined by the committee. Shares subject to awards that lapse, expire, terminate, or are canceled prior to the issuance of the underlying shares or that are subsequently forfeited to or otherwise reacquired by us will be added back to the shares of common stock available for issuance under the 2022 Plan.

The Board of Directors also determines the terms and conditions of awards, including the vesting schedule and any forfeiture provisions. Options granted under the 2022 Plan may vest upon the passage of time, generally four years, or upon the attainment of certain performance criteria established by the Board of Directors. The Company may from time-to-time grant options to purchase common stock to nonemployees for advisory and consulting services. The amounts granted each calendar year to an employee or non-employee is limited depending on the type of award. Stock options comprise all of the awards granted since the Plan’s inception.

Stock option activity under all of the Company’s equity incentive plans for the three-month period ended of March 31, 2023 is as follows:


					Weighted
			Weighted		Average
	Shares	Number of	Average		Remaining	Aggregate
	Available for	Shares	Exercise		Contractual	Intrinsic
	Grant	Outstanding	Price		Life (Years)	Value(000’s)
Available and outstanding as of December 31, 2022	3,538,268	10,081,915	$	3.11	7.61	$	4,099
2022 Equity incentive plan increase	1,917,456
Granted	(20,000)	20,000		1.67
Exercised		(213,020)		1.05
Forfeited	835,212	(835,212)		5.03
Available and outstanding as of March 31, 2023	6,270,936	9,053,683	$	2.98	7.27	$	333
Vested and exercisable as of March 31, 2023		5,405,758	$	2.15	6.36	$	333

The weighted average grant date fair value of options granted during the three-month period ended March 31, 2023 was $0.92 per share. There were 213,020 options exercised during the three-month period ended March 31, 2023 compared to 98,001 options exercised in the prior year period. The fair value of the options that vested during the three months ended March 31, 2023 and 2022 was $793 and $284, respectively.

As of March 31, 2023, the Company had unamortized stock-based compensation expense of $7.0 million that will be recognized over the weighted average remaining vesting term of options of 2.20 years.

The assumptions utilized for option grants during the three months ended March 31, 2023 and 2022 are as follows:


	Three months ended
	March 31,
	2023		2022
Risk-free interest rate	3.76	%	0.96	%
Expected dividend yield	—	%	—	%
Expected volatility	54.09	%	53.84	%
Expected term (in years)	5.99		6.08

A summary of stock-based compensation expense recognized in the Company’s condensed consolidated statements of operations is as follows:


	Three months ended
	March 31,
	2023		2022
Cost of services	$	93	$	80
Research and development		—		227
Sales and marketing		53		71
General and Administrative		300		347
Total	$	446	$	725

Debt Obligations (Tables)

3 Months Ended

Mar. 31, 2023

Debt Obligations

Schedule of amortized carrying amount of the Company's debt obligations


	March 31,		December 31,
	2023		2022
Convertible notes, net of fees and discount	$	4,432	$	8,152
Promissory notes		546		546
Total debt		4,978		8,698
Less: current portion of debt obligations		866		2,144
Non-current portion of debt obligations	$	4,112	$	6,554

Related parties and related-party transactions

3 Months Ended

Mar. 31, 2023

NOTE 7: Related parties and related-party transactions

One of the Company’s vendors, Konica Minolta, Inc. (“Konica Minolta”), is a stockholder of the Company. Konica Minolta provides the Company with repair services to its ASRs. The Company paid Konica Minolta $99 and $91 in service fees for three-month periods ended March 31, 2023 and 2022. The Company had payables of $114 and $117 owed to Konica Minolta as of March 31, 2023 and December 31, 2022, respectively.

The Company paid $60 and $0 for rent for the three months ended March 31, 2023 and 2022, respectively, for a building owned by Sebastian Gutierrez, Senior VP Public Safety Infrastructure Development.

The Company and Summary of Significant Accounting Policies - Accrued Warranty (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)
Movement in accrued warranty
Balance January 1,	$ 145
Warranty services provided	(36)
Balance March 31,	$ 109

Revenue and Deferred Revenue

3 Months Ended

Mar. 31, 2023

Revenue and Deferred Revenue

Revenue and Deferred Revenue

NOTE 2: Revenue and Deferred Revenue

Revenue Recognition

ASR related revenues

The Company derives its revenues from lease of proprietary ASRs along with access to the browser-based interface KSOC through contracts under the lease accounting that typically have a twelve (12) month term. In addition, the Company derives non-lease revenue items such as professional services related to ASRs’ deployments, special decals, shipping costs and training if any, recognized when control of these services is transferred to the clients, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services.

Blue light Towers, ephones and Call Boxes related revenues

The Company also derives revenues from fees from Blue light Towers, ephones and Call Boxes related services, such as installation, maintenance, and upgrades. The maintenance revenue is recognized in the period the service is performed and the Company has determined that term of the contracts has been fulfilled. Installation or upgrades revenue are recognized upon completion of the project/contracts. In certain cases, deferred revenue is recognized to account for unfinished contracts.

The Company determines revenue recognition through the following steps:

●

identification of the contract, or contracts, with a client;

●

identification of the performance obligations in the contract;

●

determination of the transaction price;

●

allocation of the transaction price to the performance obligations in the contract; and

●

recognition of revenue when, or as, the Company satisfies a performance obligation.

The Company recognizes ASR subscription revenue as follows:

ASR subscription revenue

ASR subscription revenue is generated from lease of proprietary ASRs along with access to the browser-based interface KSOC through contracts that typically have twelve (12) month terms. These revenue arrangements adhere to lease accounting guidance and are classified as leases for revenue recognition purposes. Currently, all revenue arrangements qualify as operating leases where consideration allocated to the lease deliverables is recognized ratably over the lease term.

Deferred revenue

In connection with the Company’s Machine-as-a-Service (“MaaS”) subscription for the Company’s ASRs, the Company’s standard billing terms are annual in advance. In these situations, the Company records the invoices as deferred revenue and amortizes the subscription amount when the services are delivered, which generally is a 12 month period. In addition, the Company refers certain transactions to Dimension and Balboa Capital, whereby Dimension or Balboa Capital advances the full value of the MaaS subscription to the Company, less a processing fee. The advanced payment is recorded in deferred revenue and amortized over the term of the subscription once the ASR is delivered to the deployment site.

The Company derives its revenue from the lease subscription of its proprietary ASRs along with access to its browser based software interface, KSOC. MaaS subscription agreements typically have a twelve (12)-month term.

The Company also records deferred revenue from unfinished contracts for certain Call Box related services.

Deferred revenue includes billings in excess of revenue recognized. Revenue recognized at a point in time generally does not result in significant increases in deferred revenue. Revenue recognized over a period generally results in a majority of the increases in deferred revenue as the performance obligations are fulfilled after the billing event. Deferred revenue was as follows:


	March 31, 2023
Deferred revenue - short term	$	2,386
Revenue recognized in the three months ended related to amounts included in deferred revenue as of January 1, 2023	$	638

Deferred revenue represents amounts invoiced to customers for contracts for which revenue has yet to be recognized based for subscription services to be delivered to the Company’s clients. Typically, the timing of invoicing is based on the terms of the contract.

Disaggregation of revenue

The Company disaggregates revenue from contracts with customers into the timing of the transfers of goods and services by product line.

The following table summarizes revenue by product line and timing of recognition:


	Three Months Ended March 31,
	2023						2022
	Point in time		Over time		Total		Point in time		Over time		Total
ASRs	$	20	$	1,002	$	1,022	$	15	$	929	$	944
Blue light Towers, ephones and Call Boxes		1,787		88		1,875		—		—		—
Total	$	1,807	$	1,090	$	2,897	$	15	$	929	$	944

Other revenue

Other non-ASR related revenue such as deployment services, decals, shipping, and training revenue is recognized when services are delivered.

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI https://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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The Company and Summary of Significant Accounting Policies

The Company and Summary of Significant Accounting Policies - Other Current Liabilities (Details) - USD ($)
$ in Thousands

Mar. 31, 2023

Dec. 31, 2022

Sales tax

$ 463

$ 419

Customer and vendor deposits

406

Warranty liability

109

145

Lease liability - short term

Other

357

Total other current liabilities

$ 1,423

$ 1,063

^[1]

[1]	The condensed consolidated balance sheet as of December 31, 2022 was derived from the audited consolidated balance sheet as of that date.

Stock-Based Compensation (Tables)

3 Months Ended

Mar. 31, 2023

Stock-Based Compensation

Schedule of stock option activity under all of the Company's equity incentive plans


					Weighted
			Weighted		Average
	Shares	Number of	Average		Remaining	Aggregate
	Available for	Shares	Exercise		Contractual	Intrinsic
	Grant	Outstanding	Price		Life (Years)	Value(000’s)
Available and outstanding as of December 31, 2022	3,538,268	10,081,915	$	3.11	7.61	$	4,099
2022 Equity incentive plan increase	1,917,456
Granted	(20,000)	20,000		1.67
Exercised		(213,020)		1.05
Forfeited	835,212	(835,212)		5.03
Available and outstanding as of March 31, 2023	6,270,936	9,053,683	$	2.98	7.27	$	333
Vested and exercisable as of March 31, 2023		5,405,758	$	2.15	6.36	$	333

Schedule of assumptions utilized for option grants


	Three months ended
	March 31,
	2023		2022
Risk-free interest rate	3.76	%	0.96	%
Expected dividend yield	—	%	—	%
Expected volatility	54.09	%	53.84	%
Expected term (in years)	5.99		6.08

Schedule of stock-based compensation expense recognized in the Company's condensed consolidated statements of operations


	Three months ended
	March 31,
	2023		2022
Cost of services	$	93	$	80
Research and development		—		227
Sales and marketing		53		71
General and Administrative		300		347
Total	$	446	$	725

Fair Value Measurement

3 Months Ended

Mar. 31, 2023

Fair Value Measurement

NOTE 3: Fair Value Measurement

The Company determines the fair market values of its financial instruments based on the fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The following are three levels of inputs that may be used to measure fair value:

●

Level 1 – Quoted prices in active markets for identical assets or liabilities. The Company considers a market to be active when transactions for the asset occur with sufficient frequency and volume to provide pricing information on an ongoing basis.

●

Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

●

Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The valuation of Level 3 investments requires the use of significant management judgments or estimation.

In certain cases where there is limited activity or less transparency around inputs to valuation, securities are classified as Level 3. Level 3 liabilities that are measured at fair value on a recurring basis consist of the convertible preferred stock warrant liabilities. The inputs used in estimating the fair value of the warrant liabilities are described in Note 6 -- Capital Stock and Warrants.

The following tables summarize, for each category of assets or liabilities carried at fair value, the respective fair value as of March 31, 2023 and December 31, 2022, and the classification by level of input within the fair value hierarchy:


	Total		Level 1		Level 2		Level 3
March 31, 2023
Assets
Cash equivalents:
Money market funds	$	100	$	100	$	—	$	—
Liabilities
Warrant liability – Series m-3 Preferred Stock	$	514	$	—	$	—	$	514
Warrant liability – Series S Preferred Stock	$	5,554	$	—	$	—	$	5,554
Derivative liability – Class A Common Stock warrants	$	467	$	—	$	—	$	467
2022 Convertible Notes	$	4,432	$	—	$	—	$	4,432


	Total		Level 1		Level 2		Level 3
December 31, 2022
Assets
Cash equivalents:
Money market funds	$	3,025	$	3,025	$	—	$	—
Liabilities
Warrant liability – Series m-3 Preferred Stock	$	1,282	$	—	$	—	$	1,282
Warrant liability – Series s Preferred Stock	$	8,729	$	—	$	—	$	8,729
Derivative liability – Class A Common Stock warrants	$	1,146	$	—	$	—	$	1,146
2022 Convertible Notes	$	8,152	$	—	$	—	$	8,152

During the three-month periods ended March 31, 2023 and 2022, there were no transfers between Level 1, Level 2, or Level 3 assets or liabilities reported at fair value on a recurring basis and the valuation techniques used did not change compared to the Company’s established practice.

The following table sets forth a summary of the changes in the fair value of Company’s Level 3 warrant liabilities during the three-month periods ended March 31, 2023 and 2022, which were measured at fair value on a recurring basis:


	March 31,		March 31,
	2023		2022
Beginning Balance	$	11,157	$	30,566
Warrants exercised		—		(370)
Revaluation of Series m-3 and S Preferred Stock warrants		(4,622)		(7,522)
Ending Balance	$	6,535	$	22,674

The following table sets forth a summary of the changes in the fair value of Company’s Level 3 convertible note liabilities during the three-month periods ended March 31, 2023 and 2022, which were measured at fair value on a recurring basis:


	March 31,		March 31,
	2023		2022
Beginning Balance	$	8,152	$	—
Notes converted		(4,174)		—
Interest accretion		497		—
Revaluation of 2022 Convertible Notes		(43)		—
Ending Balance	$	4,432	$	—

Summary of deferred revenue

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Subsequent Events (Details) $ / shares in Units, $ in Millions			1 Months Ended	2 Months Ended
	May 11, 2023 D $ / shares	Apr. 07, 2023 shares	Apr. 28, 2023 USD ($) shares	May 31, 2023 USD ($) shares	Mar. 31, 2023 $ / shares
Class A Common Stock
Subsequent Events
Exercise price \| $ / shares					$ 3.2500
Subsequent Events \| Class A Common Stock
Subsequent Events
Minimum bid price \| $ / shares	$ 1.00
Threshold consecutive trading days \| D	30
Threshold consecutive minimum trading days \| D	10
Maximum share price \| $ / shares	$ 1.00
Subsequent Events \| Series m-3 Preferred Stock
Subsequent Events
Purchase of warrants		1,432,786
Subsequent Events \| Series S Preferred Stock
Subsequent Events
Cancellation of warrants to purchase common stock		1,500,000
Period of extension		18 months
Purchase of warrants		2,941,814
Subsequent Events \| At The Market Offering [Member]
Subsequent Events
Number of shares sold				5,404,207
Proceeds, net of commissions and other issuance costs \| $				$ 3.2
Subsequent Events \| 2022 Convertible Notes
Subsequent Events
Number of shares issued upon conversion of debt			1,954,344
Aggregate principal amount of debt converted \| $			$ 1.0

Capital Stock and Warrants - Common stock reserved for future issuance (Details) - shares	Mar. 31, 2023	Dec. 31, 2022
Capital Stock and Warrants
Stock options to purchase common stock	9,053,683	10,081,915
Warrants outstanding for future issuance of convertible preferred stock and common stock	7,013,046
Stock options available for future issuance	6,270,936	3,538,268
2022 Convertible Notes	5,191,966
Total shares of common stock reserved	37,108,869
Series A Preferred Stock (convertible to Class B Common Stock)
Capital Stock and Warrants
Preferred stock reserved for future issuance	1,418,381
Series B Preferred Stock (convertible to Class B Common Stock)
Capital Stock and Warrants
Preferred stock reserved for future issuance	3,498,859
Series m Preferred Stock (convertible to Class A Common Stock)
Capital Stock and Warrants
Preferred stock reserved for future issuance	1,808,498
Series m-2 Preferred Stock (convertible to Class B Common Stock)
Capital Stock and Warrants
Preferred stock reserved for future issuance	160,000
Series S Preferred Stock
Capital Stock and Warrants
Preferred stock reserved for future issuance	2,693,500

Revenue and Deferred Revenue (Tables)

3 Months Ended

Mar. 31, 2023

Revenue and Deferred Revenue


	March 31, 2023
Deferred revenue - short term	$	2,386
Revenue recognized in the three months ended related to amounts included in deferred revenue as of January 1, 2023	$	638

Summary of revenue by timing of recognition


	Three Months Ended March 31,
	2023						2022
	Point in time		Over time		Total		Point in time		Over time		Total
ASRs	$	20	$	1,002	$	1,022	$	15	$	929	$	944
Blue light Towers, ephones and Call Boxes		1,787		88		1,875		—		—		—
Total	$	1,807	$	1,090	$	2,897	$	15	$	929	$	944

Revenue and Deferred Revenue - Revenue by product line and timing of recognition (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Revenue and Deferred Revenue
Revenue, net	$ 2,897	$ 944
ASRs
Revenue and Deferred Revenue
Revenue, net	1,022	944
Blue light Towers, ephones and Call Boxes
Revenue and Deferred Revenue
Revenue, net	1,875
Point in time
Revenue and Deferred Revenue
Revenue, net	1,807	15
Point in time \| ASRs
Revenue and Deferred Revenue
Revenue, net	20	15
Point in time \| Blue light Towers, ephones and Call Boxes
Revenue and Deferred Revenue
Revenue, net	1,787
Transferred over time
Revenue and Deferred Revenue
Revenue, net	1,090	929
Transferred over time \| ASRs
Revenue and Deferred Revenue
Revenue, net	1,002	$ 929
Transferred over time \| Blue light Towers, ephones and Call Boxes
Revenue and Deferred Revenue
Revenue, net	$ 88

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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