0001816431-26-000011 | 10-K | XBRL Viewer

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Segment Information (Details) $ in Thousands	12 Months Ended
Segment Information (Details) $ in Thousands	Dec. 31, 2025 USD ($)	Dec. 31, 2025 reportable_segment	Dec. 31, 2025 segement	Dec. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)
Segment Reporting [Abstract]
Number of Reportable Segments		1	1
Revenues from External Customers and Long-Lived Assets [Line Items]
Total revenue	$ 2,436			$ 3,058	$ 1,082
Domestic
Revenues from External Customers and Long-Lived Assets [Line Items]
Total revenue	699			1,235	788
International
Revenues from External Customers and Long-Lived Assets [Line Items]
Total revenue	$ 1,737			$ 1,823	$ 294

- Definition

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.

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+ Details

Income Taxes - Net Operating Loss Carryforwards (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
NOL Carryforwards [Abstract]
Valuation allowance	$ 178,080	$ 156,493
Valuation Allowance increase	21,600	$ 17,000
Federal
NOL Carryforwards [Abstract]
Operating loss carryforwards	513,100
NOL carryforwards not subject to expiration but subject to 80% taxable income limitation	447,600
Federal \| Pre-2018
NOL Carryforwards [Abstract]
Operating loss carryforwards	65,500
State and Local Jurisdiction
NOL Carryforwards [Abstract]
Operating loss carryforwards	14,600
NOL carryforwards not subject to expiration	24,500
State and Local Tax Jurisdiction, Other
NOL Carryforwards [Abstract]
Operating loss carryforwards	$ 355,800

Summary of Significant Accounting Policies, Warranty (Details)	12 Months Ended
	Dec. 31, 2025
Warranty [Abstract]
Warranty period	1 year

Description of Business and Basis of Presentation	12 Months Ended
Description of Business and Basis of Presentation	Dec. 31, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business and Basis of Presentation	Description of Business and Basis of Presentation Background Quantum-Si Incorporated (including its subsidiaries, “Quantum-Si”, “QSI”, or the “Company”) was incorporated in Delaware on June 10, 2020 as HighCape Capital Acquisition Corp. (“HighCape”). The Company’s legal name became Quantum-Si Incorporated following a business combination on June 10, 2021 between the Company and Q-SI Operations Inc. (formerly Quantum-Si Incorporated) (the “Business Combination”), which was founded in 2013. Quantum-Si is a life sciences company focused on proteomics research, with the mission of transforming single-molecule analysis and democratizing its use by providing researchers and clinicians access to the proteome, the set of proteins expressed within a cell. The Company has developed a proprietary, universal, single-molecule detection platform that is applied to proteomics to enable next-gen protein sequencing (“NGPS”) to sequence proteins in a massively parallel fashion (rather than sequentially, one at a time), which can also be used for the study of nucleic acids. The Company believes in the ability to sequence proteins in a massively parallel fashion and offer a fast analysis time provides NGPS with the potential to unlock significant biological information through improved resolution and unbiased access to the proteome at a speed and scale not available today. Traditionally, proteomic workflows to sequence proteins required days or weeks to complete. The current platform includes the Platinum® NGPS line of instruments, Platinum Analysis Software and consumable kits for use with the Platinum line of instruments. In 2021, the Company introduced the Platinum early access program to sites with participation from leading academic centers and key industry partners. The early access program introduced the Platinum single-molecule sequencing system to key opinion leaders across the globe for both expansion and development of applications and workflows. The Company began a controlled launch of the Platinum instrument and started to take orders in December 2022, subsequently began a controlled commercial launch of Platinum in January 2023 and then moved to a full commercial launch of Platinum beginning in the second quarter of 2024. In January 2025, the Company announced the launch of the Platinum Pro benchtop sequencer. First shipments of Platinum Pro occurred in March 2025. Liquidity and Capital Resources The Company has historically financed its operations primarily with proceeds from the issuance of equity to private investors, as well as with the proceeds received from the closing of the Business Combination. The Company has incurred significant losses and negative cash flows from operations in all periods since inception and had an accumulated deficit of $698.0 million as of December 31, 2025. The Company has incurred significant operating losses, including net losses of $101.3 million, $101.0 million and $96.0 million for the years ended December 31, 2025, 2024 and 2023, respectively. As of December 31, 2025, the Company had cash, cash equivalents and investments in marketable securities of $215.8 million. Management believes the Company’s current cash, cash equivalents and marketable securities, together with revenue from the sales of its products and services, will be sufficient to fund its planned operations for at least the next twelve months from the date of the issuance of the accompanying Consolidated Financial Statements. Until such time as the Company can generate significant revenue from product sales, if ever, it expects to finance its operations through private and public equity offerings, debt financings, and/or potential future collaboration, license and development agreements. However, there can be no assurance the Company will be able to complete any such transactions on acceptable terms or otherwise, and the Company may be unable to obtain sufficient additional capital when needed. The inability to raise capital as and when needed would have a negative impact on the Company’s financial condition and its ability to pursue its business strategy. The Company will need to generate significant revenue to achieve profitability and it may never do so. Global Developments Although the U.S. Federal Reserve lowered interest rates slightly in 2024 and in the third and fourth quarters of 2025, it is not known whether additional action will be taken to lower interest rates and if this decrease, and any other decreases, will have an impact on inflation. While these rate fluctuations have not had a significant adverse impact on the Company to date, the impact of such rate fluctuations on the overall financial markets and the economy may adversely impact the Company in the future. In addition, the global economy has experienced and is continuing to experience high levels of inflation and global supply chain disruptions. The Company continues to monitor these supply chain, inflation and interest rate factors, as well as the uncertainty resulting from the overall economic environment. To date, the Company has not been materially affected by enacted tariffs either by the U.S. government or foreign retaliatory tariffs; however, the Company’s finished goods and/or their components could become materially affected by changing tariffs in the future. If increased tariffs are imposed on the Company’s finished goods and/or components, they may impact the business, financial condition, results of operations and cash flows. Although the Company has not been significantly impacted by geopolitical conflicts throughout the world, the Company has experienced certain constraints in product and material availability and increasing costs required to obtain certain materials and supplies as a result of these conflicts on the global economy. To date, the business has not been materially impacted by these conflicts, however, as the conflicts continue or worsen, they may impact the business, financial condition, results of operations and cash flows. Basis of Presentation and Principles of Consolidation The accompanying Consolidated Financial Statements include the accounts of the Company and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the accounting disclosure rules and regulations of the Securities and Exchange Commission (the “SEC”). All intercompany transactions are eliminated. Reclassifications Certain prior year amounts have been reclassified for consistency with the current year’s presentation.

Stock-based Compensation - Narrative (Details) - USD ($) $ in Millions		1 Months Ended		12 Months Ended
	Mar. 15, 2024	May 31, 2023	Nov. 30, 2022	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023	Aug. 23, 2024	May 08, 2023
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Fair value of stock options that vested				$ 5.4	$ 6.4
Incremental stock-based compensation expense				$ 0.8	$ 0.6	$ 0.0
Scenario, Plan
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense to be recognized	$ 2.4
Chief Financial Officer
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Granted (in shares)						2,000,000
Outstanding options to purchase common stock
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Granted (in shares)				1,166,855	2,282,600	10,138,730
Forfeited (in shares)				2,009,819
Stock-based compensation related to stock options				$ 6.3	$ 6.4	$ 7.1
Total unrecognized stock-based compensation expense				$ 6.0
Cost not yet recognized, period for recognition				1 year 6 months
Outstanding restricted stock units
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total unrecognized stock-based compensation expense				$ 13.4
Cost not yet recognized, period for recognition				2 years 10 months 24 days
Granted (in shares)				8,535,732	9,216,559	786,938
Forfeited in period (in shares)				1,513,697
Restricted stock expense (credit)				$ 4.5	$ 2.4	$ 1.4
Fair value of restricted stock, vested				$ 4.2	$ 2.6
Awarded November 9, 2022
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Granted (in shares)		1,000,000	2,780,000
2021 Plan
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Number of shares available for grant (in shares)				14,602,612
2021 Plan \| Chief Financial Officer
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Granted (in shares)						1,000,000
2023 Inducement Plan
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Number of shares available for grant (in shares)				2,239,404
Capital shares reserved for future issuance (in shares)								3,000,000
Additional capital shares reserved for future issuance (in shares)							3,000,000
2023 Inducement Plan \| Chief Financial Officer
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Granted (in shares)						1,000,000

Stock-based Compensation - Stock-Based Compensation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Stock Options [Abstract]
Total stock-based compensation	$ 10,773	$ 8,887	$ 8,516
Research and development
Stock Options [Abstract]
Total stock-based compensation	2,834	2,659	2,961
Selling, general and administrative
Stock Options [Abstract]
Total stock-based compensation	$ 7,939	$ 6,228	$ 5,555

Property and Equipment, Net

12 Months Ended

Dec. 31, 2025

Property, Plant and Equipment [Abstract]

Property and Equipment, Net

Property and equipment, net, consists of the following as of December 31, 2025 and 2024 (in thousands):


	2025		2024
Laboratory and production equipment	$	14,615	$	13,412
Computer equipment	1,761		1,724
Purchased software	57		57
Furniture and fixtures	318		321
Leasehold improvements	11,790		7,226
Construction in process	1,390		4,960
Subtotal	29,931		27,700
Less: Accumulated depreciation and amortization	(16,737)		(11,707)
Property and equipment, net	$	13,194	$	15,993

Depreciation and amortization expense is included within Cost of revenue, Research and development and Selling, general and administrative expenses in the Consolidated Statements of Operations and Comprehensive Loss. For the years ended December 31, 2025, 2024 and 2023, depreciation and amortization expense was $4.5 million, $4.6 million and $4.2 million, respectively.

For the year ended December 31, 2025, the Company recorded immaterial losses on disposals relating to property and equipment of $0.1 million with accumulated depreciation and amortization of $0.1 million. For the year ended December 31, 2024, the Company recorded losses on disposals of $0.4 million relating to property and equipment of $3.2 million with accumulated depreciation and amortization of $2.8 million. For the year ended December 31, 2023, the Company recorded losses on disposals of $0.1 million relating to property and equipment of $0.3 million with accumulated depreciation and amortization of $0.2 million.

Leases - Lease-Related Costs (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Lease-Related Costs [Abstract]
Operating lease cost	$ 3,036	$ 3,518	$ 3,478
Variable lease cost	1,591	1,786	1,678
Total lease cost	$ 4,627	$ 5,304	$ 5,156

Segment Reporting

12 Months Ended

Dec. 31, 2025

Segment Reporting [Abstract]

Segment Information

Quantum-Si is a life sciences company focused on proteomics research, with the mission of transforming single-molecule analysis and democratizing its use by providing researchers and clinicians access to the proteome, the set of proteins expressed within a cell. The Company’s platform includes its Platinum NGPS instrument, Platinum Analysis Software, and consumable kits for use with its Platinum line of instruments.

The Company’s Chief Operating Decision Maker (the “CODM”), its Chief Executive Officer, reviews financial information presented on a consolidated basis for purposes of assessing financial performance, making operating decisions and allocating resources. Accordingly, the Company has determined it operates as a single reportable segment. The CODM utilizes the Company’s long-range plan, which includes product development roadmaps and long-range financial models, as a key input to resource allocation. The CODM makes decisions on resource allocation, assesses the performance of the business, and monitors budget versus actual results on a consolidated basis using loss from operations as reported in the Consolidated Statements of Operations and Comprehensive Loss as the primary measure of segment profit or loss. Net loss and the change in cash and cash equivalents and marketable securities are also measures considered in monitoring budget versus actual results.

Significant expenses within loss from operations, as well as within net loss, include research and development, and selling, general and administrative expenses, which are each separately presented on the Company’s Consolidated Statements of Operations and Comprehensive Loss. Other segment items included in net loss on the Company’s Consolidated Statements of Operations and Comprehensive Loss are lease termination expense, net, legal settlement expense, net of insurance proceeds, dividend income, interest income, change in fair value of warrant liabilities, other expense or income, net, and provision for income taxes.

Total revenue generated from domestic and international sales for the years ended December 31, 2025, 2024 and 2023 is as follows (in thousands):


	2025		2024		2023
Domestic	$	699	$	1,235	$	788
International	1,737		1,823		294
Total revenue	$	2,436	$	3,058	$	1,082

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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+ Details

Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Accounts Payable and Accrued Liabilities, Current [Abstract]
Legal fees	$ 330	$ 2,166
Sales tax payable	549	1,339
Restructuring costs	0	679
Severance costs	137	0
Deferred revenue	133	189
Royalties	82	150
Other	274	325
Accrued expenses and other current liabilities	$ 1,505	$ 4,848

Segment Information (Tables)

12 Months Ended

Dec. 31, 2025

Segment Reporting [Abstract]

Revenue from External Customers by Geographic Areas

Total revenue generated from domestic and international sales for the years ended December 31, 2025, 2024 and 2023 is as follows (in thousands):


	2025		2024		2023
Domestic	$	699	$	1,235	$	788
International	1,737		1,823		294
Total revenue	$	2,436	$	3,058	$	1,082

Summary of Significant Accounting Policies - Impairment of Long-Lived Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Impairment or Disposal of Tangible Assets Disclosure [Abstract]
Impairment, long-lived asset, held-for-use	$ 0	$ 0	$ 0

Investments in Marketable Securities -Unrealized and Realized Gains/(Losses) and Dividend Income on Marketable Securities (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Investments, Debt and Equity Securities [Abstract]
Unrealized gain on trading securities	$ 0	$ 0	$ 10,690
Realized loss on trading securities	$ 0	$ 0	$ (5,103)

Fair Value of Financial Instruments

12 Months Ended

Dec. 31, 2025

Fair Value Disclosures [Abstract]

Fair Value of Financial Instruments

Fair value estimates of financial instruments are made at a specific point in time, based on relevant information about financial markets and specific financial instruments. As these estimates are subjective in nature, involving uncertainties and matters of significant judgment, they cannot be determined with precision. Changes in assumptions can significantly affect estimated fair value.

The Company measures fair value as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The Company utilizes a three-tier hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value:

•Level 1: Valuations based on quoted prices in active markets for identical assets or liabilities that an entity has the ability to access.

•Level 2: Valuations based on quoted prices for similar assets or liabilities, quoted prices for identical assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable data for substantially the full term of the assets or liabilities.

•Level 3: Valuations based on inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

The carrying value of cash and cash equivalents, accounts payable and accrued expenses and other current liabilities approximates their fair values due to the short-term or on demand nature of these instruments. As of December 31, 2025 and 2024, the Company’s investment portfolio included available-for-sale securities which were comprised of money market funds, U.S. Treasury bills, U.S. government agency bonds and/or commercial paper. The Company has certain U.S. Treasury bills, U.S. government agency bonds, and commercial papers classified as Level 2 due to the fair value for these instruments being determined by utilizing observable inputs in similar assets or identical assets in non-active markets.

Warrants are recorded as Warrant liabilities, current, and Warrant liabilities, non-current, on the Consolidated Balance Sheets as of December 31, 2025 and December 31, 2024, respectively. The warrant liabilities are measured at fair value at inception and on a recurring basis, with changes in fair value presented as Change in fair value of warrant liabilities in the Consolidated Statements of Operations and Comprehensive Loss.

The Public Warrants and Private Warrants were carried at fair value as of December 31, 2025 and 2024. The Public Warrants were valued using Level 1 inputs as they are traded in an active market. The Private Warrants were valued using a binomial lattice model, which results in a Level 3 fair value measurement. The primary unobservable input utilized in determining the fair value of the Private Warrants was the expected volatility of the Company’s Class A common stock. The expected volatility was based on consideration of the implied volatility from the Company’s own public warrant pricing and on the historical volatility observed at guideline public companies. As of December 31, 2025, the significant assumptions used in preparing the binomial lattice model for valuing the Private Warrants liability include (i) volatility of 263.6%, (ii) risk-free interest rate of 3.60%, (iii) strike price of $11.50, (iv) fair value of common stock of $1.10, and (v) expected life of 0.4 years. As of December 31, 2024, the significant assumptions used in preparing the binomial lattice model for valuing the Private Warrants liability include (i) volatility of 194.3%, (ii) risk-free interest rate of 4.20%, (iii) strike price of $11.50, (iv) fair value of common stock of $2.70, and (v) expected life of 1.4 years.

The following tables set forth the Company’s fair value hierarchy for assets and liabilities measured at fair value as of December 31, 2025 and 2024 (in thousands):


	December 31, 2025
	Level 1		Level 2		Level 3		Total
Financial Assets:
Cash equivalents:
Money market funds	$	17,167	$	—	$	—	$	17,167


Marketable securities:
U.S. Treasury securities	—		43,172		—		43,172
U.S. government agency bonds	—		31,033		—		31,033
Commercial paper	—		119,921		—		119,921
Total assets at fair value on a recurring basis	$	17,167	$	194,126	$	—	$	211,293

Liabilities:
Public Warrants	$	767	$	—	$	—	$	767
Private Warrants	—		—		27		27
Total liabilities at fair value on a recurring basis	$	767	$	—	$	27	$	794


	December 31, 2024
	Level 1		Level 2		Level 3		Total
Financial Assets:
Cash equivalents:
Money market funds	$	20,340	$	—	$	—	$	20,340
U.S. Treasury securities	—		—		—		—
Commercial paper	16,919		—		—		16,919
Marketable securities:
U.S. Treasury securities	—		108,110		—		108,110
Commercial paper	—		52,252		—		52,252
Total assets at fair value on a recurring basis	$	37,259	$	160,362	$	—	$	197,621

Liabilities:
Public Warrants	$	4,792	$	—	$	—	$	4,792
Private Warrants	—		—		203		203
Total liabilities at fair value on a recurring basis	$	4,792	$	—	$	203	$	4,995

There were no transfers of financial assets or liabilities into or out of Level 3 for the years ended December 31, 2025 and 2024.

- Definition

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

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (bbb)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 107
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-107

Reference 3: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 100
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-100

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2E
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2E

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 940
-SubTopic 820
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478119/940-820-50-1

+ Details

Accrued Expenses and Other Current Liabilities (Tables)

12 Months Ended

Dec. 31, 2025

Payables and Accruals [Abstract]

Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following as of December 31, 2025 and 2024 (in thousands):


	2025		2024
Legal fees	$	330	$	2,166
Sales tax payable	549		1,339
Restructuring costs	—		679
Severance costs	137		—
Deferred revenue	133		189
Royalties	82		150
Other	274		325
Total accrued expenses and other current liabilities	$	1,505	$	4,848

Summary of Significant Accounting Policies - Segment Reporting (Details) - 12 months ended Dec. 31, 2025	reportable_segment	segement
Accounting Policies [Abstract]
Number of Reportable Segments	1	1

Leases (Tables)

12 Months Ended

Dec. 31, 2025

Leases [Abstract]

Lease-Related Costs

Lease-related costs for the years ended December 31, 2025, 2024 and 2023 are as follows (in thousands):


	2025		2024		2023
Operating lease cost	$	3,036	$	3,518	$	3,478
Variable lease cost	1,591		1,786		1,678
Total lease cost	$	4,627	$	5,304	$	5,156

Maturities of Operating Lease Liabilities

As of December 31, 2025, the maturities of the operating lease liabilities and a reconciliation to the present value of lease liabilities were as follows (dollars in thousands):


	Remaining Lease Payments
2026	$	2,090
2027	1,991
2028	354
2029	119


Total remaining undiscounted lease payments	$	4,554
Less: Imputed interest	(388)

Total operating lease liabilities	4,166
Less: current portion	(1,844)
Long-term operating lease liabilities	$	2,322
Weighted-average remaining lease term (in years)	2.2
Weighted-average discount rate	8.1		%

Supplemental Cash Flow Information

The following table provides certain cash flow and supplemental cash flow information related to the Company’s right-of-use assets and lease liabilities for the years ended December 31, 2025 and 2024 (in thousands):


	2025		2024
Operating cash paid to settle operating lease liabilities	$	3,910	$	4,436
Right-of-use assets obtained in exchange for lease liabilities(1)	$	—	$	1,047
Derecognition of right-of-use asset and lease liability due to operating lease termination	$	1,687	$	—

(1) The year ended December 31, 2024 includes an increase in right-of-use assets due to the change in estimated timing of receipt of reimbursements for tenant improvements related to the New Haven, Connecticut lease.

Restructuring (Details) - USD ($) $ in Thousands	12 Months Ended
Restructuring (Details) - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Restructuring [Roll Forward]
Restructuring reserve, beginning balance	$ 679
Restructuring charges incurred	312
Cash payments and other adjustments	(991)
Restructuring reserve, ending balance	0
Current liabilities	0	$ 679
Long-term liabilities	0
Total Liabilities	0	679
Cash Payments And Other Adjustments, Research And Development
Restructuring [Roll Forward]
Restructuring reserve, beginning balance	513
Restructuring charges incurred	312
Cash payments and other adjustments	(825)
Restructuring reserve, ending balance	0
Total Liabilities	$ 0	513
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration]	Research and development
Cash Payments And Other Adjustments, Selling General And Administrative
Restructuring [Roll Forward]
Restructuring reserve, beginning balance	$ 166
Restructuring charges incurred	0
Cash payments and other adjustments	(166)
Restructuring reserve, ending balance	0
Total Liabilities	$ 0	$ 166
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration]	Selling, general and administrative

- Definition

Amount of expenses associated with exit or disposal activities pursuant to an authorized plan. Excludes expenses related to a discontinued operation or an asset retirement obligation.

+ References + Details

Fair Value of Financial Instruments - Narrative (Details) - Private Warrants	Dec. 31, 2025 $ / shares	Dec. 31, 2024 $ / shares
Volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	2.636	1.943
Risk-Free Interest Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	0.0360	0.0420
Strike Price
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	11.50	11.50
Share Price
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	1.10	2.70
Expected Life
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Term of warrants	4 months 24 days	1 year 4 months 24 days

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Cash flows from operating activities:
Net loss	$ (101,339)	$ (101,007)	$ (95,960)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	4,454	4,600	4,156
Allowance for credit losses	146	124	0
Non-cash lease expense	2,309	2,424	1,402
Loss on lease termination	2,260	0	0
Write-off of construction on process due to lease termination	1,162	0	0
Unrealized gain on trading securities, net	0	0	(10,690)
Realized loss on trading securities	0	0	5,103
Accretion on marketable securities	(8,022)	(8,405)	0
Loss on disposal of fixed assets	31	425	136
Write-down of inventory	2,290	(3,229)	(3,382)
Change in fair value of warrant liabilities	(4,202)	3,721	278
Change in fair value of contingent consideration	0	0	(400)
Stock-based compensation	10,773	8,887	8,516
Other	(1)	22	0
Changes in operating assets and liabilities:
Accounts receivable, net	626	(1,089)	(368)
Legal settlement insurance receivable	(4,638)	0	0
Inventory	(2,006)	4,342	286
Prepaid expenses and other current assets	(1,563)	486	2,159
Operating lease right-of-use assets	0	0	(83)
Other assets	3	(113)	2
Accounts payable	(338)	390	(1,220)
Accrued expenses and other current liabilities	(1,495)	4,021	(1,835)
Accrued legal settlement liability	8,000	0	0
Other long-term liabilities	14	7	7
Operating lease liabilities	(3,181)	(3,401)	(2,143)
Net cash used in operating activities	(94,717)	(87,795)	(94,036)
Cash flows from investing activities:
Purchases of property and equipment	(2,517)	(4,583)	(4,510)
Internally developed software - capitalized costs	0	(59)	(763)
Purchases of marketable securities	(404,581)	(369,433)	(123,809)
Sales and maturities of marketable securities	378,778	341,400	272,510
Net cash (used in) provided by investing activities	(28,320)	(32,675)	143,428
Cash flows from financing activities:
Proceeds from exercise of stock options	1,912	1,072	357
Proceeds from vesting of restricted stock	1	1	0
Proceeds from issuance of common stock from direct equity offerings and the exercise of public and pre-funded warrants, net of fees and issuance costs	93,510	0	0
Proceeds from issuance of common stock from “at-the-market” offering, net of commissions and issuance costs	0	34,789	0
Deferred offering costs	0	0	(208)
Refund of issuance costs	0	14	0
Net cash provided by financing activities	95,423	35,876	149
Effect of exchange rate changes on cash and cash equivalents	12	(25)	0
Net (decrease) increase in cash and cash equivalents	(27,602)	(84,619)	49,541
Cash and cash equivalents at beginning of period	49,241	133,860	84,319
Cash and cash equivalents at end of period	21,639	49,241	133,860
Supplemental disclosure of cash flow information:
Cash received from exchange of research and development tax credits	2,114	0	1,523
Cash paid for taxes	24	0	0
Supplemental disclosure of non-cash investing and financing activities:
Property and equipment purchased but not paid	217	337	302
Transfers from inventory to property and equipment	1,029	0	0
Deferred offering costs payable	$ 0	$ 553	$ 105

Fair Value of Financial Instruments (Tables)

12 Months Ended

Dec. 31, 2025

Fair Value Disclosures [Abstract]

Assets and Liabilities Measured at Fair Value on Recurring Basis

The following tables set forth the Company’s fair value hierarchy for assets and liabilities measured at fair value as of December 31, 2025 and 2024 (in thousands):


	December 31, 2025
	Level 1		Level 2		Level 3		Total
Financial Assets:
Cash equivalents:
Money market funds	$	17,167	$	—	$	—	$	17,167


Marketable securities:
U.S. Treasury securities	—		43,172		—		43,172
U.S. government agency bonds	—		31,033		—		31,033
Commercial paper	—		119,921		—		119,921
Total assets at fair value on a recurring basis	$	17,167	$	194,126	$	—	$	211,293

Liabilities:
Public Warrants	$	767	$	—	$	—	$	767
Private Warrants	—		—		27		27
Total liabilities at fair value on a recurring basis	$	767	$	—	$	27	$	794


	December 31, 2024
	Level 1		Level 2		Level 3		Total
Financial Assets:
Cash equivalents:
Money market funds	$	20,340	$	—	$	—	$	20,340
U.S. Treasury securities	—		—		—		—
Commercial paper	16,919		—		—		16,919
Marketable securities:
U.S. Treasury securities	—		108,110		—		108,110
Commercial paper	—		52,252		—		52,252
Total assets at fair value on a recurring basis	$	37,259	$	160,362	$	—	$	197,621

Liabilities:
Public Warrants	$	4,792	$	—	$	—	$	4,792
Private Warrants	—		—		203		203
Total liabilities at fair value on a recurring basis	$	4,792	$	—	$	203	$	4,995

Stock-based Compensation (Tables)

12 Months Ended

Dec. 31, 2025

Share-Based Payment Arrangement [Abstract]

Assumptions Used to Value Option Grants

The assumptions used to value option grants to employees and non-employees for the years ended December 31, 2025, 2024 and 2023 were as follows:

2025

2024

2023

Expected term (in years)

4.6 – 5.5

4.6 – 5.0

5.0 – 6.2

Risk-free interest rate

4.4% – 4.4%

3.4% – 5.2%

3.4% – 4.4%

Expected volatility

107% – 114%

82% – 91%

62% – 64%

Expected dividend yield

—

Weighted average fair value per share at grant date

$1.17

$1.03

$1.01

Stock Option Activity

A summary of the stock option activity is presented in the table below:


	Number of Options	Weighted Average Exercise Price (per share)		Weighted Average Remaining Contractual Life (in years)	Aggregate Intrinsic Value (in thousands)
Outstanding at December 31, 2024	20,803,142	$	2.61	7.8	$	11,507
Granted	1,166,855	1.44
Exercised	(830,228)	2.31
Forfeited	(2,009,819)	3.36
Outstanding at December 31, 2025	19,129,950	$	2.47	7.1	$	22
Exercisable at December 31, 2025	10,796,502	$	2.81	6.4	$	22
Vested and expected to vest at December 31, 2025	19,129,950	$	2.47	7.1	$	22

RSU Activity

The number of shares and weighted average grant date fair values of restricted non-vested common stock at the beginning and end of 2025, as well as restricted stock units granted, vested, and forfeited during the year were as follows:


	Number of Shares Underlying RSUs	Weighted Average Grant-Date Fair Value (per share)
Non-vested RSUs at December 31, 2024	7,179,009	$	1.39
Granted	8,535,732	1.21
Vested	(3,082,653)	1.36
Forfeited	(1,513,697)	1.21
Non-vested RSUs at December 31, 2025	11,118,391	$	1.29

Stock-Based Compensation

Stock-based compensation expense for the years ended December 31, 2025, 2024 and 2023 is as follows (in thousands):


	2025		2024		2023
Research and development	$	2,834	$	2,659	$	2,961
Selling, general and administrative	7,939		6,228		5,555
Total stock-based compensation	$	10,773	$	8,887	$	8,516

Income Taxes - Statutory to Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
$
U.S. federal income tax at statutory rate	$ (21,269)
State and local income taxes, net of federal income tax effect	(277)
Foreign tax effect
Other foreign	(305)
Effect of cross-border tax laws
Other	548
Changes in valuation allowance	19,218
Nontaxable or nondeductible items
Officer compensation	1,386
Other	(420)
Changes in unrecognized tax benefits	1,177
Income tax provision	$ 58	$ 56	$ 0
%
U.S. federal income tax at statutory rate	21.00%	21.00%	21.00%
State and local income taxes, net of federal income tax effect	0.27%	3.21%	7.81%
Foreign tax effect
Other foreign	(0.30%)
Effect of cross-border tax laws
Other	(0.54%)
Changes in valuation allowance	(18.97%)	(16.79%)	(21.52%)
Nontaxable or nondeductible items
Officer compensation	(1.37%)
Other	0.41%
Return to provision adjustments		0.00%	(3.25%)
Changes in unrecognized tax benefits	(1.16%)	(0.15%)	(1.45%)
Tax credits generated in current year		(3.41%)	0.68%
Stock-based compensation		(1.01%)	(3.17%)
Other		0.51%	(0.10%)
Tax rate change		(3.41%)	0.00%
Income tax expense and effective income tax rate	(0.06%)	(0.05%)	0.00%

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Revenue
Total revenue	$ 2,436	$ 3,058	$ 1,082
Cost of revenue
Cost of revenue	1,283	1,458	594
Gross profit	1,153	1,600	488
Operating expenses:
Research and development	53,759	59,641	67,025
Selling, general and administrative	44,754	50,535	44,634
Lease termination expense, net	13,577	0	0
Legal settlement expense, net of insurance proceeds	5,162	0	0
Total operating expenses	117,252	110,176	111,659
Loss from operations	(116,099)	(108,576)	(111,171)
Dividend income	697	1,728	9,077
Interest income	8,964	9,638	459
Unrealized gain on trading securities	0	0	10,690
Realized loss on trading securities	0	0	(5,103)
Change in fair value of warrant liabilities	4,202	(3,722)	(278)
Other income (expense), net	955	(19)	366
Loss before provision for income taxes	(101,281)	(100,951)	(95,960)
Provision for income taxes	(58)	(56)	0
Net loss	$ (101,339)	$ (101,007)	$ (95,960)
Basic net loss per share (in dollars per share)	$ (0.51)	$ (0.71)	$ (0.68)
Diluted net loss per share (in dollars per share)	$ (0.51)	$ (0.71)	$ (0.68)
Weighted-average shares used to compute net loss per share attributable to common stockholders, basic (in shares)	197,765	143,196	141,300
Weighted-average shares used to compute net loss per share attributable to common stockholders, diluted (in shares)	197,765	143,196	141,300
Other comprehensive gain (loss):
Net unrealized (loss) gain on marketable securities, net of tax	$ (63)	$ 70	$ 0
Foreign currency translation adjustment	12	(25)	0
Total other comprehensive (loss) gain, net of tax	(51)	45	0
Comprehensive loss	(101,390)	(100,962)	(95,960)
Product
Revenue
Total revenue	2,286	2,925	1,031
Cost of revenue
Cost of revenue	1,249	1,404	564
Service
Revenue
Total revenue	150	133	51
Cost of revenue
Cost of revenue	$ 34	$ 54	$ 30

Investments in Marketable Securities (Tables)

12 Months Ended

Dec. 31, 2025

Investments, Debt and Equity Securities [Abstract]

Dividend Income, Realized and Unrealized Gain/(Loss) on Marketable Securities

Unrealized gain (loss) on trading securities and realized loss on trading securities related to the Company’s trading securities for the years ended December 31, 2025, 2024 and 2023 were as follows (in thousands):


	2025		2024		2023


Unrealized gain on trading securities	$	—	$	—	$	10,690
Realized loss on trading securities	$	—	$	—	$	(5,103)

Available-for-Sale Securities

The following is a summary of the Company’s available-for-sale securities recorded within Marketable securities on the Consolidated Balance Sheets as of December 31, 2025 and 2024 (in thousands):


	December 31, 2025
	Amortized Costs		Gross Unrealized Net Gains/(Losses)		Fair Value
Financial Assets
Short-term marketable securities:
U.S. Treasury securities	$	43,159	$	13	$	43,172
Corporate bonds	14,241		5		14,246
Commercial paper	83,816		37		83,853
Total short-term marketable securities	141,216		55		141,271
Long-term marketable securities:
U.S. government agency bonds	31,100		(67)		31,033
Corporate bonds	21,805		17		21,822
Total long-term marketable securities	52,905		(50)		52,855
Total marketable securities	$	194,121	$	5	$	194,126


	December 31, 2024
	Amortized Costs		Gross Unrealized Net Gains		Fair Value
Financial Assets
Short-term marketable securities:
U.S. Treasury securities	$	108,047	$	63	$	108,110
Commercial paper	52,243		9		52,252
Total marketable securities	$	160,290	$	72	$	160,362

Available-for-Sale Securities by Remaining Contractual Maturity

The fair values of the Company’s available-for-sale securities included within Marketable securities on the Consolidated Balance Sheets as of December 31, 2025 and 2024, by remaining contractual maturity, are as follows (in thousands):


	December 31, 2025
	One Year or Less		Over One Year Through Five Years		Total
Financial Assets
Short-term marketable securities:
U.S. Treasury securities	$	43,172	$	—	$	43,172
Corporate bonds	14,246		—		14,246
Commercial paper	83,853		—		83,853
Total short-term marketable securities	141,271		—		141,271
Long-term marketable securities
U.S. government agency bonds	—		31,033		31,033
Corporate bonds	—		21,822		21,822
Total long-term marketable securities	—		52,855		52,855
Total marketable securities	$	141,271	$	52,855	$	194,126


	December 31, 2024
	One Year or Less		Total
Financial Assets
Short-term marketable securities:
U.S. Treasury securities	$	108,110	$	108,110
Commercial paper	52,252		52,252
Total marketable securities	$	160,362	$	160,362

Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Deferred income tax assets:
Net operating loss carryforwards	$ 128,955	$ 101,115
Tax credit carryforwards	11,306	10,576
Stock-based compensation	2,866	2,997
Operating lease liabilities	1,036	3,258
Loss on marketable securities	4,994	3,963
Capitalized research and development	22,342	32,220
Property and equipment	2,927	0
Other	4,515	5,687
Total deferred income tax assets	178,941	159,816
Deferred income tax liabilities:
Operating lease right-of-use assets	(861)	(3,287)
Property and equipment	0	(36)
Total deferred income tax liabilities	(861)	(3,323)
Valuation allowance	(178,080)	(156,493)
Net deferred tax assets	$ 0	$ 0

Stock-based Compensation

12 Months Ended

Dec. 31, 2025

Share-Based Payment Arrangement [Abstract]

Stock-based Compensation

Equity Incentive Plan

The Quantum-Si Incorporated 2021 Equity Incentive Plan (the “2021 Plan”) provides for grants of stock options, stock appreciation rights, restricted stock, restricted stock units, and other stock or cash-based awards. Directors, officers and other employees of the Company and its subsidiaries, as well as others performing consulting or advisory services for the Company, are eligible for grants under the 2021 Plan. As of December 31, 2025, there were 14,602,612 shares available for future grant under the 2021 Plan.

Inducement Equity Incentive Plan

On May 8, 2023, the Company adopted the 2023 Inducement Equity Incentive Plan (the “2023 Inducement Plan”) to reserve 3,000,000 shares of its Class A common stock to be used exclusively for grants of awards to individuals that were

not previously employees or directors of the Company as a material inducement to such individuals’ entry into employment with the Company within the meaning of Rule 5635(c)(4) of the Nasdaq Listing Rules. On August 23, 2024, the Company amended the 2023 Inducement Plan to reserve an additional 3,000,000 shares of its Class A common stock under the 2023 Inducement Plan. The terms and conditions of the 2023 Inducement Plan, as amended, are substantially similar to those of the 2021 Plan. As of December 31, 2025, there were 2,239,404 shares remaining available for issuance under the 2023 Inducement Plan.

Stock options

The Company granted an aggregate of 1,166,855and 2,282,600 stock option awards to participants during the years ended December 31, 2025 and 2024, respectively, with vesting subject to the participant’s continued employment with or continued service provided to the Company through the applicable vesting dates.

During the year ended December 31, 2023, the Company granted an aggregate of 10,138,730 stock option awards to participants, with vesting subject to the participant’s continued employment with or continued service provided to the Company through the applicable vesting dates and, in specific instances, certain market conditions. These stock option awards included 2,000,000 stock options granted to the Chief Financial Officer which are subject to service and/or certain market conditions. The stock option awards granted to the Chief Financial Officer included 1,000,000 stock options issued from the 2021 Plan and 1,000,000 inducement stock options issued from the 2023 Inducement Plan which are subject to a service condition and certain market conditions. The service condition requires the Chief Financial Officer’s continued employment with the Company through the applicable vesting dates. The market conditions require the Company’s Class A common stock trade above a specified level for a defined period of time. The fair value of awards with market conditions was estimated at the grant date using the Monte Carlo simulation model.

Stock-based compensation related to stock options for the years ended December 31, 2025, 2024 and 2023 was $6.3 million, $6.4 million and $7.1 million, respectively. The Company estimates and records the compensation cost associated with the grants described above with an offsetting entry to paid-in capital. The Company utilized the Black-Scholes model for determining the estimated fair value for service or performance-based stock-based awards. The Black-Scholes model requires the use of subjective assumptions which determine the fair value of stock-based awards. The assumptions used to value option grants to employees and non-employees for the years ended December 31, 2025, 2024 and 2023 were as follows:

2025

2024

2023

Expected term (in years)

4.6 – 5.5

4.6 – 5.0

5.0 – 6.2

Risk-free interest rate

4.4% – 4.4%

3.4% – 5.2%

3.4% – 4.4%

Expected volatility

107% – 114%

82% – 91%

62% – 64%

Expected dividend yield

—

Weighted average fair value per share at grant date

$1.17

$1.03

$1.01

A summary of the stock option activity is presented in the table below:


	Number of Options	Weighted Average Exercise Price (per share)		Weighted Average Remaining Contractual Life (in years)	Aggregate Intrinsic Value (in thousands)
Outstanding at December 31, 2024	20,803,142	$	2.61	7.8	$	11,507
Granted	1,166,855	1.44
Exercised	(830,228)	2.31
Forfeited	(2,009,819)	3.36
Outstanding at December 31, 2025	19,129,950	$	2.47	7.1	$	22
Exercisable at December 31, 2025	10,796,502	$	2.81	6.4	$	22
Vested and expected to vest at December 31, 2025	19,129,950	$	2.47	7.1	$	22

The total fair value of stock options that vested during the years ended December 31, 2025 and 2024 was approximately $5.4 million and $6.4 million, respectively.

As of December 31, 2025 total unrecognized stock-based compensation related to stock options was $6.0 million, which is expected to be recognized over a remaining weighted average vesting period of 1.5 years.

Modification of Performance Stock Options

In November 2022 and May 2023, the Company granted 2,780,000 and 1,000,000 performance-based stock option awards to its Chief Executive Officer and Chief Financial Officer, respectively. The vesting of these awards are subject to continued service to the Company and certain market conditions. The market conditions require the Company’s Class A common stock trade above specified levels for certain periods of time. The fair values of the awards were estimated at the grant date using the Monte Carlo simulation model.

On March 15, 2024, the market conditions that trigger the vesting of these performance-based stock option awards were modified. The modified market conditions require the Company’s Class A common stock to trade above specified levels for certain defined periods of time that are different from the original awards. The Company accounted for the modifications as modifications of market conditions. The total incremental stock-based compensation expense to be recognized for these awards is approximately $2.4 million within Selling, general and administrative operating expenses in the Consolidated Statements of Operations and Comprehensive Loss. Incremental stock-based compensation expense was $0.8 million and $0.6 million for the years ended December 31, 2025 and 2024, respectively. There were no such modifications to performance-based stock option awards for the year ended December 31, 2023.

Restricted stock units

During the years ended December 31, 2025, 2024 and 2023, the Company granted an aggregate of 8,535,732, 9,216,559 and 786,938, respectively, of restricted stock unit (“RSU”) awards to participants with vesting subject to the participant’s continued employment with or continued service provided to the Company through the applicable vesting dates.

Stock-based compensation related to RSU awards for the years ended December 31, 2025, 2024 and 2023 was $4.5 million, $2.4 million and $1.4 million, respectively.


	Number of Shares Underlying RSUs	Weighted Average Grant-Date Fair Value (per share)
Non-vested RSUs at December 31, 2024	7,179,009	$	1.39
Granted	8,535,732	1.21
Vested	(3,082,653)	1.36
Forfeited	(1,513,697)	1.21
Non-vested RSUs at December 31, 2025	11,118,391	$	1.29

As of December 31, 2025 total unrecognized stock-based compensation related to restricted stock was $13.4 million, which is expected to be recognized over the remaining weighted average vesting period of 2.9 years.

The total fair value of restricted stock vested during the years ended December 31, 2025 and 2024 was approximately $4.2 million and $2.6 million, respectively.

Stock-based Compensation Expense

Stock-based compensation is allocated to Research and development and Selling, general and administrative operating expenses in the Consolidated Statements of Operations and Comprehensive Loss. Stock-based compensation expense for the years ended December 31, 2025, 2024 and 2023 is as follows (in thousands):


	2025		2024		2023
Research and development	$	2,834	$	2,659	$	2,961
Selling, general and administrative	7,939		6,228		5,555
Total stock-based compensation	$	10,773	$	8,887	$	8,516

No related tax benefits of the stock-based compensation expense have been recognized and no related tax benefits have been realized from the exercise of stock options due to the Company’s net operating loss carryforwards.

Equity Transactions (Details)			12 Months Ended
Equity Transactions (Details)	Jul. 03, 2025 USD ($) $ / shares shares	Jan. 03, 2025 USD ($) $ / shares shares	Dec. 31, 2025 USD ($) Vote $ / shares shares	Dec. 31, 2024 USD ($) $ / shares shares	Dec. 31, 2023 USD ($) shares	Sep. 26, 2025 USD ($)	Dec. 11, 2024 USD ($)
Preferred Stock [Abstract]
Preferred Stock, shares authorized (in shares)			1,000,000	1,000,000
Preferred stock, par value per share (in USD per share) \| $ / shares			$ 0.0001	$ 0.0001
Preferred stock, shares outstanding (in shares)			0	0
At-the-market Equity Offering Program [Abstract]
Proceeds from issuance of common stock \| $			$ 0	$ 34,789,000	$ 0
Payments of stock issuance costs \| $			0	$ 0	$ 208,000
July Registered Direct Offering
At-the-market Equity Offering Program [Abstract]
Number of shares issued in transaction (in shares)	18,200,000
Sale of stock, consideration received on transaction \| $			46,700,000
Registered Direct Offerings and Pre-funded Warrants [Abstract]
Number of shares issued in transaction (in shares)	18,200,000
Sale of stock, price per share (in USD per share) \| $ / shares	$ 1.67
Number of securities called by warrants or rights (in shares)	11,740,119
Exercise price of warrant (in dollars per share) \| $ / shares	$ 0.0001
Proceeds from issuance or sale of equity \| $	$ 50,000,000.0
Aggregate cash fee (percent)	6.00%
Registered Direct Offering
At-the-market Equity Offering Program [Abstract]
Number of shares issued in transaction (in shares)		15,625,000
Proceeds from issuance of common stock \| $		$ 50,000,000.0
Sale of stock, consideration received on transaction \| $			$ 46,800,000
Registered Direct Offerings and Pre-funded Warrants [Abstract]
Number of shares issued in transaction (in shares)		15,625,000
Sale of stock, price per share (in USD per share) \| $ / shares		$ 3.20
Class A common stock
Common Stock [Abstract]
Common stock, shares authorized (in shares)			600,000,000	600,000,000
Common stock, shares, outstanding (in shares)			196,431,273	146,953,271
Common stock, par value (in USD per share) \| $ / shares			$ 0.0001	$ 0.0001
Number of votes per share \| Vote			1
Class A common stock \| Maximum
At-the-market Equity Offering Program [Abstract]
Common stock that can be sold in ATM offerings \| $							$ 75,000,000.0
Class A common stock \| September Sales Agreement
At-the-market Equity Offering Program [Abstract]
Sale of stock, authorized amount \| $						$ 100,000,000.0
Number of shares issued in transaction (in shares)			0
Registered Direct Offerings and Pre-funded Warrants [Abstract]
Number of shares issued in transaction (in shares)			0
Class A common stock \| At The Market Offering
At-the-market Equity Offering Program [Abstract]
Number of shares issued in transaction (in shares)			0	23,425,650	0
Proceeds from issuance of common stock \| $				$ 36,200,000
Sale of stock, consideration received on transaction \| $				34,800,000
Payments of stock issuance costs \| $				$ 1,400,000
Registered Direct Offerings and Pre-funded Warrants [Abstract]
Number of shares issued in transaction (in shares)			0	23,425,650	0
Class B common stock
Common Stock [Abstract]
Common stock, shares authorized (in shares)			27,000,000	27,000,000
Common stock, shares, outstanding (in shares)			19,937,500	19,937,500
Common stock, par value (in USD per share) \| $ / shares			$ 0.0001	$ 0.0001
Number of votes per share \| Vote			20

Summary of Significant Accounting Policies - Warrant Liabilities (Details)	Sep. 09, 2020 shares
Warrant Liabilities [Abstract]
Number of warrants issued per unit issued during IPO (in shares)	0.33

Summary of Significant Accounting Policies - Leases (Details)	Dec. 31, 2025
Minimum
Lessee, Lease, Description [Line Items]
Lessee, operating lease, renewal term	1 year
Maximum
Lessee, Lease, Description [Line Items]
Lessee, operating lease, renewal term	5 years

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Current assets:
Cash and cash equivalents	$ 21,639	$ 49,241
Marketable securities, current	141,271	160,362
Accounts receivable, net of allowance of $270 and $124, respectively	561	1,333
Legal settlement insurance receivable	4,638	0
Inventory	3,197	4,067
Prepaid expenses and other current assets	4,554	3,006
Total current assets	175,860	218,009
Marketable securities, non-current	52,855	0
Property and equipment, net	13,194	15,993
Operating lease right-of-use assets	3,464	13,061
Other assets	234	808
Total assets	245,607	247,871
Current liabilities:
Accounts payable	1,623	1,931
Accrued payroll and payroll-related costs	5,903	5,331
Accrued contracted services	3,356	2,379
Accrued legal settlement liability	8,000	0
Accrued expenses and other current liabilities	1,505	4,848
Warrant liabilities, current	794	0
Current portion of operating lease liabilities	1,844	3,698
Total current liabilities	23,025	18,187
Warrant liabilities, non-current	0	4,995
Operating lease liabilities	2,322	9,250
Other long-term liabilities	34	19
Total liabilities	25,381	32,451
Commitments and contingencies (Note 17)
Stockholders’ equity:
Additional paid-in capital	918,190	811,998
Accumulated other comprehensive (loss) income	(6)	45
Accumulated deficit	(697,980)	(596,641)
Total stockholders’ equity	220,226	215,420
Total liabilities and stockholders’ equity	245,607	247,871
Class A common stock
Stockholders’ equity:
Common stock	20	16
Class B common stock
Stockholders’ equity:
Common stock	$ 2	$ 2

Warrant Liabilities	12 Months Ended
Warrant Liabilities	Dec. 31, 2025
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Warrant Liabilities	Warrant Liabilities Public Warrants As of December 31, 2025 and 2024, there was an aggregate of 3,833,317 and 3,833,319, respectively, of outstanding Public Warrants which entitle the holder to acquire Class A common stock. Each whole warrant entitles the registered holder to purchase one share of Class A common stock at an exercise price of $11.50 per share, subject to adjustment as discussed below, beginning on September 9, 2021. The warrants will expire on June 10, 2026 or earlier upon redemption or liquidation. Redemptions At any time while the warrants are exercisable, the Company may redeem not less than all of the outstanding Public Warrants: •in whole and not in part; •at a price of $0.01 per warrant; •upon not less than 30 days’ prior written notice of redemption (the “30-day redemption period”) to each warrant holder; and •if, and only if, the closing price of the Company’s common stock equals or exceeds $18.00 per share (as adjusted for stock splits, stock capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period ending three business days before the Company sends the notice of redemption to the warrant holders. If the foregoing conditions are satisfied and the Company issues a notice of redemption of the Public Warrants at $0.01 per warrant, each holder of Public Warrants will be entitled to exercise his, her or its Public Warrants prior to the scheduled redemption date. If the Company calls the Public Warrants for redemption for $0.01 as described above, the Company’s Board of Directors may elect to require any holder that wishes to exercise his, her or its Public Warrants to do so on a “cashless basis.” If the Company’s Board of Directors makes such election, all holders of Public Warrants would pay the exercise price by surrendering their warrants for the number of shares of Class A common stock equal to the quotient obtained by dividing (x) the product of the number of shares of Class A common stock underlying the warrants, multiplied by the excess of the “fair market value” over the exercise price of the warrants by (y) the “fair market value.” For purposes of the redemption provisions of the warrants, the “fair market value” means the average last reported sale price of the Class A common stock for the 10 trading days ending on the third trading day prior to the date on which the notice of redemption is sent to the holders of warrants. The Public Warrants do not meet the criteria to be classified in stockholders’ equity as the exercise of the warrants may be settled in cash upon the occurrence of a tender offer or exchange offer in which the maker of the tender offer or exchange offer, upon completion of the tender offer or exchange offer, beneficially owns more than 50% of the outstanding shares of the Company’s Class A common stock, even if it would not result in a change of control of the Company. This provision precludes the Public Warrants from being classified in equity and thus, they are classified as current and long-term liabilities on the Condensed Consolidated Balance Sheets as of December 31, 2025 and 2024, respectively. Private Warrants There were 135,000 Private Warrants outstanding as of December 31, 2025 and 2024. The Private Warrants are identical to the Public Warrants, except that so long as they are held by the Sponsor or any of its permitted transferees, (i) the Private Warrants and the shares of Class A common stock issuable upon the exercise of the Private Warrants were not transferable, assignable or saleable until 30 days after the completion of the Business Combination, (ii) the Private Warrants will be exercisable for cash or on a cashless basis, at the holder’s option, and (iii) the Private Warrants are not subject to the Company’s redemption option at the price of $0.01 per warrant. The Private Warrants are subject to the Company’s redemption option at the price of $0.01 per warrant, provided the other conditions of such redemption are met, as described above. If the Private Warrants are held by a holder other than the Sponsor or any of its permitted transferees, the Private Warrants will be redeemable by the Company in all redemption scenarios applicable to the Public Warrants and exercisable by such holders on the same basis as the Public Warrants. The Private Warrants do not meet the criteria to be classified in stockholders’ equity as the terms of the warrants provide for potential changes to the settlement amounts depending upon the characteristics of the warrant holder, and because the holder of a warrant is not an input into the pricing of a fixed-for-fixed option on equity shares. This provision precludes the Private Warrants from being classified in equity and thus, they are classified as current and long-term liabilities on the Condensed Consolidated Balance Sheets as of December 31, 2025 and 2024, respectively. The fair value of warrant liabilities was $0.8 million and $5.0 million as of December 31, 2025 and 2024, respectively. The Company recognized a gain of $4.2 million and losses of $3.7 million and $0.3 million for the years ended December 31, 2025, 2024 and 2023, respectively, as a Change in fair value of warrant liabilities in the Consolidated Statements of Operations and Comprehensive Loss. There were two exercises and no redemptions of the Public Warrants and no exercises or redemptions of the Private Warrants during the year ended December 31, 2025. There were no exercises or redemptions of the Public Warrants or Private Warrants during the years ended December 31, 2024 and 2023. For further details regarding the warrant liabilities, please refer to Note 4 . Fair Value of Financial Instruments.

Cybersecurity Risk Management and Strategy Disclosure	12 Months Ended
Cybersecurity Risk Management and Strategy Disclosure	Dec. 31, 2025
Cybersecurity Risk Management, Strategy, and Governance [Line Items]
Cybersecurity Risk Management Processes for Assessing, Identifying, and Managing Threats [Text Block]	We face a variety of risks related to cybersecurity, such as unauthorized access, cybersecurity attacks and other security incidents, including as perpetrated by hackers and unintentional damage or disruption to hardware and software systems, loss of data, and misappropriation of confidential information. To identify and assess material risks from cybersecurity threats, we maintain a cybersecurity program to ensure our systems are effective and prepared for information security risks, including regular oversight of our programs for security monitoring for internal and external threats to ensure the confidentiality and integrity of our information assets. We employ a range of tools and services, including regular network and endpoint monitoring utilizing leading market monitoring tools, audits and vulnerability assessments including penetration testing to inform our risk identification and assessment. Our Audit Committee of the Board of Directors provides oversight of our cybersecurity risk management and strategy processes, which is led by our Chief Financial Officer. We also identify our cybersecurity threat risks by comparing our processes to standards set by NIST as well as by engaging experts to attempt to penetrate our information systems. To provide for the availability of critical data and systems, manage our material risks from cybersecurity threats, and protect against and respond to cybersecurity incidents, we undertake the following activities: •monitor emerging data protection laws and implement changes to our processes designed to comply with such laws; •through our policies, practices and contracts (as applicable), require employees, as well as third parties that provide services on our behalf, to treat confidential information and data with care; •employ technical safeguards designed to protect our information systems from cybersecurity threats, including firewalls, intrusion prevention and detection systems, anti-malware functionality and access controls, which are evaluated and improved through vulnerability assessments and cybersecurity threat intelligence; •provide regular, mandatory training for our employees and contractors regarding cybersecurity threats as a means to equip them with effective tools to address cybersecurity threats, and to communicate our evolving information security policies, standards, processes and practices; •conduct regular phishing email simulations for all employees and contractors with access to our email systems to enhance awareness and responsiveness to possible threats; •leverage the NIST incident handling framework to help us identify, protect, detect, respond and recover when there is an actual or potential cybersecurity incident; and •carry information security risk insurance that provides protection against the potential losses arising from a cybersecurity incident. Our incident response plan coordinates the activities we take to prepare for, detect, respond to and recover from cybersecurity incidents, which include processes to triage, assess severity for, escalate, contain, investigate and remediate the incident, as well as to comply with potentially applicable legal obligations and mitigate damage to our business and reputation. As part of the above processes, we regularly engage with consultants, auditors and other third parties in assisting in review our cybersecurity program to help identify areas for continued focus, improvement and compliance. We describe whether and how risks from identified cybersecurity threats, including as a result of any previous cybersecurity incidents, have materially affected or are reasonably likely to materially affect us, including our business strategy, results of operations, or financial condition, under the heading “If we experience a significant disruption in our information technology systems, including our Platinum Analysis Software services, or cybersecurity incidents, our business could be adversely affected”, which disclosures are incorporated by reference herein. Despite our efforts to create security barriers to such threats, it is virtually impossible for us to completely mitigate these risks. In August 2020, we discovered ransomware on a server and engaged third-party forensics experts and outside counsel for incident response. We did not pay ransom to the attacker because the documents encrypted by the attacker were sufficiently backed up and the investigation further confirmed no employee data or other personal information was accessed. We implemented a number of security enhancements as the incident unfolded and continue to implement short- and long-term security enhancements to further secure our network.
Cybersecurity Risk Management Processes Integrated [Flag]	true
Cybersecurity Risk Management Processes Integrated [Text Block]	We also identify our cybersecurity threat risks by comparing our processes to standards set by NIST as well as by engaging experts to attempt to penetrate our information systems. To provide for the availability of critical data and systems, manage our material risks from cybersecurity threats, and protect against and respond to cybersecurity incidents, we undertake the following activities: •monitor emerging data protection laws and implement changes to our processes designed to comply with such laws; •through our policies, practices and contracts (as applicable), require employees, as well as third parties that provide services on our behalf, to treat confidential information and data with care; •employ technical safeguards designed to protect our information systems from cybersecurity threats, including firewalls, intrusion prevention and detection systems, anti-malware functionality and access controls, which are evaluated and improved through vulnerability assessments and cybersecurity threat intelligence; •provide regular, mandatory training for our employees and contractors regarding cybersecurity threats as a means to equip them with effective tools to address cybersecurity threats, and to communicate our evolving information security policies, standards, processes and practices; •conduct regular phishing email simulations for all employees and contractors with access to our email systems to enhance awareness and responsiveness to possible threats; •leverage the NIST incident handling framework to help us identify, protect, detect, respond and recover when there is an actual or potential cybersecurity incident; and •carry information security risk insurance that provides protection against the potential losses arising from a cybersecurity incident. Our incident response plan coordinates the activities we take to prepare for, detect, respond to and recover from cybersecurity incidents, which include processes to triage, assess severity for, escalate, contain, investigate and remediate the incident, as well as to comply with potentially applicable legal obligations and mitigate damage to our business and reputation. As part of the above processes, we regularly engage with consultants, auditors and other third parties in assisting in review our cybersecurity program to help identify areas for continued focus, improvement and compliance.
Cybersecurity Risk Management Third Party Engaged [Flag]	true
Cybersecurity Risk Third Party Oversight and Identification Processes [Flag]	true
Cybersecurity Risk Materially Affected or Reasonably Likely to Materially Affect Registrant [Flag]	false
Cybersecurity Risk Board of Directors Oversight [Text Block]	Our Board of Directors executes its oversight responsibility for risk management both directly and through delegating oversight of certain of these risks to its committees, and our Board of Directors has authorized our Audit Committee to oversee risks from cybersecurity threats.
Cybersecurity Risk Board Committee or Subcommittee Responsible for Oversight [Text Block]	Our Board of Directors executes its oversight responsibility for risk management both directly and through delegating oversight of certain of these risks to its committees, and our Board of Directors has authorized our Audit Committee to oversee risks from cybersecurity threats.
Cybersecurity Risk Process for Informing Board Committee or Subcommittee Responsible for Oversight [Text Block]	The Chief Financial Officer provides the Audit Committee with quarterly general risk assessment updates, which shall cover cyber risk topics such as data security posture, results from third-party assessments, progress towards predetermined risk-mitigation-related goals, our incident response plan, and material cybersecurity threat risks or incidents and developments, as well as the steps management has taken to respond to such risks. Our Audit Committee is also involved in the reporting function of our incident response plan which includes communication of any cybersecurity incident that meets our reporting thresholds, as well as ongoing updates regarding any such incident, until such incident has been resolved.
Cybersecurity Risk Role of Management [Text Block]	The Chief Financial Officer provides the Audit Committee with quarterly general risk assessment updates, which shall cover cyber risk topics such as data security posture, results from third-party assessments, progress towards predetermined risk-mitigation-related goals, our incident response plan, and material cybersecurity threat risks or incidents and developments, as well as the steps management has taken to respond to such risks. Our Audit Committee is also involved in the reporting function of our incident response plan which includes communication of any cybersecurity incident that meets our reporting thresholds, as well as ongoing updates regarding any such incident, until such incident has been resolved. Our cybersecurity risk management and strategy processes, which are discussed in greater detail above, are led by our Chief Financial Officer in conjunction with our General Counsel and our Head of Information Technology and report to our Audit Committee. In addition, we maintain an Information Technology Steering Committee, which is comprised of several senior members of the Company. Our Chief Financial Officer has over 10 years of experience in leading Information Technology departments at various companies. Our General Counsel has over 10 years of experience related to general legal matters, including in the capacity of understanding and guiding companies on Information Technology matters and the related risks. Our Head of Information Technology has over 30 years of relevant experience, including managing information security, developing cybersecurity strategy, implementing effective information and cybersecurity programs. These management team members are informed about and monitor the prevention, mitigation, detection and remediation of cybersecurity incidents through their management of, and participation in, the cybersecurity risk management and strategy processes described above, including the operation of our incident response plan.
Cybersecurity Risk Management Positions or Committees Responsible [Flag]	true
Cybersecurity Risk Management Positions or Committees Responsible [Text Block]	The Chief Financial Officer provides the Audit Committee with quarterly general risk assessment updates, which shall cover cyber risk topics such as data security posture, results from third-party assessments, progress towards predetermined risk-mitigation-related goals, our incident response plan, and material cybersecurity threat risks or incidents and developments, as well as the steps management has taken to respond to such risks.
Cybersecurity Risk Management Expertise of Management Responsible [Text Block]	Our Chief Financial Officer has over 10 years of experience in leading Information Technology departments at various companies. Our General Counsel has over 10 years of experience related to general legal matters, including in the capacity of understanding and guiding companies on Information Technology matters and the related risks. Our Head of Information Technology has over 30 years of relevant experience, including managing information security, developing cybersecurity strategy, implementing effective information and cybersecurity programs. These management team members are informed about and monitor the prevention, mitigation, detection and remediation of cybersecurity incidents through their management of, and participation in, the cybersecurity risk management and strategy processes described above, including the operation of our incident response plan.
Cybersecurity Risk Process for Informing Management or Committees Responsible [Text Block]	These management team members are informed about and monitor the prevention, mitigation, detection and remediation of cybersecurity incidents through their management of, and participation in, the cybersecurity risk management and strategy processes described above, including the operation of our incident response plan.
Cybersecurity Risk Management Positions or Committees Responsible Report to Board [Flag]	true

Inventory

12 Months Ended

Dec. 31, 2025

Inventory Disclosure [Abstract]

Inventory

Inventory consists of the following as of December 31, 2025 and 2024 (in thousands):


	2025		2024
Raw materials	$	453	$	1,290
Work in progress	1,794		2,212
Finished goods	950		565
Total inventory	$	3,197	$	4,067

Charges recorded for inventory write-downs included in Research and development expenses in the Consolidated Statements of Operations and Comprehensive Loss were $1.6 million, $3.2 million and $3.4 million for the years ended December 31, 2025, 2024 and 2023, respectively.

Charges recorded for inventory write-downs included in Cost of revenue in the Consolidated Statements of Operations and Comprehensive Loss were $0.7 million and $0.2 million for the years ended December 31, 2025 and 2024, respectively. Charges recorded for inventory write-downs included in Cost of revenue in the Consolidated Statements of Operations and Comprehensive Loss were immaterial for the year ended December 31, 2023.

Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Unrecognized Tax Benefits [Roll Forward]
Beginning balance	$ 1,685	$ 1,379	$ 0
(Decreases) increases related to prior year tax positions	(153)
(Decreases) increases related to prior year tax positions		136	1,310
Increases related to current year tax positions	1,404	170	69
Ending balance	$ 2,936	$ 1,685	$ 1,379

Income Taxes

12 Months Ended

Dec. 31, 2025

Income Tax Disclosure [Abstract]

Income Taxes

The components of (loss) income before provision for income taxes for the years ended December 31, 2025, 2024 and 2023 are as follows (in thousands):


	2025		2024		2023
Domestic loss before provision for income taxes	$	(103,891)	$	(101,108)	$	(95,977)
Foreign income before provision for income taxes	2,610		157		17
Loss before provision for income taxes	$	(101,281)	$	(100,951)	$	(95,960)

The provision for income taxes for the years ended December 31, 2025, 2024 and 2023 consists of the following (in thousands):


	2025		2024		2023
Current:


Foreign	$	58	$	56	$	—
Total current	58		56		—





Income tax provision	$	58	$	56	$	—

The table below provides the updated requirements of ASU 2023-09 for the year ended December 31, 2025. For further discussion related to ASU 2023-09, please refer to Note 2 . Summary of S ignificant A ccounting P olicies. For purposes of reconciling the Company’s provision for income taxes at the statutory rate and the Company’s provision for income taxes at the effective rate, a notional 21% tax rate was applied as follows:


	2025
	$		%
U.S. federal income tax at statutory rate	$	(21,269)	21.00%
State and local income taxes, net of federal income tax effect(1)	(277)		0.27
Foreign tax effect
Other foreign	(305)		0.30
Effect of cross-border tax laws
Other	548		(0.54)
Tax credits

Changes in valuation allowance	19,218		(18.97)
Nontaxable or nondeductible items

Officer compensation	1,386		(1.37)
Other	(420)		0.41
Changes in unrecognized tax benefits	1,177		(1.16)

Income tax expense and effective income tax rate	$	58	(0.06%)

(1) For the year ended December 31, 2025, the states and district that contributed to the majority (greater than 50%) of the tax effect in this category include California, Connecticut, District of Columbia, Massachusetts and New York.

As previously disclosed, for the years ended December 31, 2024 and 2023, prior to the adoption of ASU 2023-09, the effective income tax rate differs from the statutory federal income tax rate as follows:


	2024		2023
	%		%
Federal income tax at statutory rate	21.00	%	21.00%
State income tax, net of federal benefit	3.21		7.81
Uncertain tax positions	(0.15)		(1.45)
Tax credits generated in current year	(3.41)		0.68
Return to provision adjustments	—		(3.25)
Stock-based compensation	(1.01)		(3.17)
Other	0.51		(0.10)
Tax rate change	(3.41)		—
Valuation allowance change	(16.79)		(21.52)
Effective tax rate	(0.05)	%	—%

The difference between the statutory federal income tax rate and the Company’s effective tax rate in 2024 and 2023 is primarily attributable to the effect of losses sustained which required a valuation allowance.

The amounts of cash income taxes paid by the Company are as follows (in thousands):


	2025


Foreign
France	24
Total	$	24

The tax effects of temporary differences that give rise to significant portions of the Company’s deferred tax assets and liabilities as of December 31, 2025 and 2024 related to the following (in thousands):


	2025		2024
Deferred income tax assets:
Net operating loss carryforwards	$	128,955	$	101,115
Tax credit carryforwards	11,306		10,576
Stock-based compensation	2,866		2,997
Operating lease liabilities	1,036		3,258
Loss on marketable securities	4,994		3,963
Capitalized research and development	22,342		32,220
Property and equipment	2,927		—
Other	4,515		5,687
Total deferred income tax assets	$	178,941	$	159,816

Deferred income tax liabilities:
Operating lease right-of-use assets	$	(861)	$	(3,287)
Property and equipment	—		(36)
Total deferred income tax liabilities	(861)		(3,323)
Valuation allowance	(178,080)		(156,493)
Net deferred tax assets	$	—	$	—

A valuation allowance is recorded to reduce deferred tax assets to the amount that is more likely than not to be realized based on an assessment of positive and negative evidence, including estimates of future taxable income necessary to realize future deductible amounts. A significant piece of objective negative evidence evaluated was the cumulative loss incurred over the three-year period ended December 31, 2025. Such objective evidence limits the ability to consider other subjective evidence such as its projections for future growth. On the basis of this evaluation, as of December 31, 2025 and 2024, the Company recorded a valuation allowance of $178.1 million and $156.5 million, respectively. The valuation allowance increased by $21.6 million and $17.0 million, for the years ended December 31, 2025 and 2024, respectively, due to losses incurred that cannot be realized.

As of December 31, 2025, the Company has accumulated federal and state net operating loss (“NOL”) carryforwards of $513.1 million and $355.8 million, respectively. Of the $513.1 million of federal NOL carryforwards, $65.5 million was generated before January 1, 2018 and is subject to the 20-year carryover period (“pre-Tax Act losses”) and begin to expire in 2033. The remaining $447.6 million can be carried forward indefinitely but is subject to the 80% taxable income limitation. Of the $355.8 million of state NOL carryforwards, $24.5 million can be carried forward indefinitely with the remaining beginning to expire in 2031.

In addition, the Company has federal and Connecticut research and development credit carryforwards totaling $8.1 million and $5.3 million, respectively. The federal research and development credits begin to expire in 2033 unless previously utilized. The Connecticut research and development credits do not expire.

The Company also has federal and state capital loss carryforwards totaling $20.1 million and $14.6 million, respectively. The capital losses start expiring in 2027 unless previously utilized.

Pursuant to Sections 382 and 383 of the Internal Revenue Code (“IRC”), annual use of the Company’s NOL and credit carryforwards may be limited in the event a cumulative change of ownership of more than 50% occurs within a three-year period. Since the Company’s formation, the Company has raised capital through the issuance of capital stock, which on its own or combined with the purchasing stockholders’ subsequent disposition of those shares, may have resulted in such an ownership change, or could result in an ownership change.

Upon the occurrence of an ownership change under Section 382 as outlined above, utilization of the Company’s NOL and research and development credit carryforwards are subject to an annual limitation, which is determined by first multiplying the value of the Company’s stock at the time of the ownership change by the applicable long-term tax-exempt rate, which could be subject to additional adjustments, as required. Any limitation may result in expiration of a portion of the NOL or research and development credit carryforwards before utilization. The Company has completed an analysis through December 31, 2025 and no such ownership change has occurred, however, an ownership change may occur in the future.

The Company recognizes liabilities for uncertain tax positions based on a two-step process. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the tax position will be sustained on audit, including resolution of related appeals or litigation processes if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon settlement. While the Company believes it has appropriate support for the positions taken on its tax returns, the Company regularly assesses the potential outcome of examinations by tax authorities in determining the adequacy of its provision for income taxes.

The following table summarizes the activity related to the Company’s gross unrecognized tax benefits as of December 31, 2025, 2024 and 2023 (in thousands):


	2025		2024		2023
Beginning balance	$	1,685	$	1,379	$	—
(Decreases) increases related to prior year tax positions	(153)		136		1,310
Increases related to current year tax positions	1,404		170		69
Ending balance	$	2,936	$	1,685	$	1,379

As of December 31, 2025, the Company had gross unrecognized tax benefits of $2.9 million which would affect the effective tax rate if recognized subject to valuation allowance. The Company’s policy is to recognize the interest expense and/or penalties related to income tax matters as a component of income tax expense. As of both December 31, 2025, the Company had no accrued interest and penalties recorded on its Consolidated Balance Sheets.

The Company is subject to taxation in the United States, various states within the United States, and France. The Company was notified in November 2024 that the Internal Revenue Service (“IRS”) will be examining their December 31, 2022 Federal income tax return. The audit commenced during 2025 and remains open as of December 31, 2025. As a result of the audit, the IRS proposed certain adjustments with respect to the tax reporting of our former executives’ 2022 compensation amounts, and the reclassification of an amount originally reported a net operating loss to a capital loss. Due to our current and historical loss position, the proposed adjustments would have no material impact on our Federal income tax; therefore, the Company has agreed to make the adjustments as proposed by the IRS. The net operating loss has been reduced by $7.4 million of which $4.4 million has been reclassified from net operating loss to capital loss. The Company has not been notified that it is under audit by any state or foreign taxing authorities, however, due to the presence of NOL carryforwards, all of the income tax years remain open for examination in each of these jurisdictions.

Additionally, as a result of legislation in the state of Connecticut and the country of France, companies have the opportunity to exchange certain research and development tax credit carryforwards for a cash refund. The research and development expenses that qualify for this benefit are limited to those costs incurred within each jurisdiction. The Company has elected to participate in these exchange programs and, as a result, has recognized net benefits of $2.6 million for the year ended December 31, 2025, and $0.2 million for each of the years ended December 31, 2024 and 2023, which are included in Research and development in the Consolidated Statements of Operations and Comprehensive Loss. As of December 31, 2025 and 2024, the Company recorded $0.7 million of the research and development tax credit receivables in Prepaid expenses and other current assets on the Company’s Consolidated Balance Sheets. As of December 31, 2025, all refunds for years prior to 2024 have been received by the Company.

The Company analyzes undistributed earnings of its foreign disregarded entity and has accrued withholding taxes of $0.1 million for earnings that are not permanently reinvested. No additional deferred tax liability has been established, as the parent entity would not be required to include the distribution into income as the amount would be tax free under current law.

On July 4, 2025, H.R.1, commonly referred to as the One Big Beautiful Bill Act, was enacted in the U.S., which includes a broad range of tax reform provisions, including extending and modifying certain key Tax Cuts and Jobs Act provisions (both domestic and international), and provisions allowing accelerated tax deductions for qualified property and research expenditures. The legislation has multiple effective dates, with certain provisions effective in 2025 and others to be implemented through 2027. The legislation’s enactment did not materially impact our effective income tax rate or cash tax position for the year ended December 31, 2025.

- Definition

The entire disclosure for income tax.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/exampleRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
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-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/740/tableOfContent

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Name Accounting Standards Codification
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-21

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Investments in Marketable Securities - Investments Classified by Contractual Maturity Date (Details) - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Schedule of Held-to-Maturity Securities [Line Items]
One Year or Less	$ 141,271	$ 160,362
Over One Year Through Five Years	52,855
Total	194,126	160,362
Debt Securities, Available-For-Sale, Current
Schedule of Held-to-Maturity Securities [Line Items]
One Year or Less	141,271
Over One Year Through Five Years	0
Total	141,271
Debt Securities, Available-For-Sale, Noncurrent
Schedule of Held-to-Maturity Securities [Line Items]
One Year or Less	0
Over One Year Through Five Years	52,855
Total	52,855
U.S. Treasury securities
Schedule of Held-to-Maturity Securities [Line Items]
One Year or Less		108,110
Total		108,110
U.S. Treasury securities \| Debt Securities, Available-For-Sale, Current
Schedule of Held-to-Maturity Securities [Line Items]
One Year or Less	43,172
Over One Year Through Five Years	0
Total	43,172
Corporate bonds \| Debt Securities, Available-For-Sale, Current
Schedule of Held-to-Maturity Securities [Line Items]
One Year or Less	14,246
Over One Year Through Five Years	0
Total	14,246
Corporate bonds \| Debt Securities, Available-For-Sale, Noncurrent
Schedule of Held-to-Maturity Securities [Line Items]
One Year or Less	0
Over One Year Through Five Years	21,822
Total	21,822
Commercial paper
Schedule of Held-to-Maturity Securities [Line Items]
One Year or Less		52,252
Total		$ 52,252
Commercial paper \| Debt Securities, Available-For-Sale, Current
Schedule of Held-to-Maturity Securities [Line Items]
One Year or Less	83,853
Over One Year Through Five Years	0
Total	83,853
U.S. government agency bonds \| Debt Securities, Available-For-Sale, Noncurrent
Schedule of Held-to-Maturity Securities [Line Items]
One Year or Less	0
Over One Year Through Five Years	31,033
Total	$ 31,033

Accrued Expenses and Other Current Liabilities

12 Months Ended

Dec. 31, 2025

Payables and Accruals [Abstract]

Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following as of December 31, 2025 and 2024 (in thousands):


	2025		2024
Legal fees	$	330	$	2,166
Sales tax payable	549		1,339
Restructuring costs	—		679
Severance costs	137		—
Deferred revenue	133		189
Royalties	82		150
Other	274		325
Total accrued expenses and other current liabilities	$	1,505	$	4,848

Stock-based Compensation - Stock Options (Details) - Outstanding options to purchase common stock - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Number of Options
Outstanding, beginning balance (in shares)	20,803,142
Granted (in shares)	1,166,855	2,282,600	10,138,730
Exercised (in shares)	(830,228)
Forfeited (in shares)	(2,009,819)
Outstanding, ending balance (in shares)	19,129,950	20,803,142
Options exercisable (in shares)	10,796,502
Vested and expected to vest (in shares)	19,129,950
Weighted Average Exercise Price (per share)
Outstanding, beginning balance (in dollars per share)	$ 2.61
Granted (in dollars per share)	1.44
Exercised (in dollars per share)	2.31
Forfeited (in dollars per share)	3.36
Outstanding, ending balance (in dollars per share)	2.47	$ 2.61
Options exercisable (in dollars per share)	2.81
Vested and expected to vest (in dollars per share)	$ 2.47
Weighted Average Remaining Contractual Life (in years)
Weighted Average Remaining Contractual Term (in years)	7 years 1 month 6 days	7 years 9 months 18 days
Options exercisable (in years)	6 years 4 months 24 days
Vested and expected to vest (in years)	7 years 1 month 6 days
Aggregate Intrinsic Value (in thousands)
Outstanding intrinsic value	$ 22	$ 11,507
Options exercisable	22
Vested and expected to vest	$ 22

Summary of Significant Accounting Policies - Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Income Taxes [Abstract]
Accrued interest or penalties associated with uncertain tax positions	$ 0	$ 0
Interest or penalties associated with uncertain tax positions	$ 0	$ 0	$ 0

Equity Transactions	12 Months Ended
Equity Transactions	Dec. 31, 2025
Stockholders' Equity Note [Abstract]
Equity Transactions	Equity Transactions Class A Common Stock As of December 31, 2025 and 2024, the Company had authorized 600,000,000 shares of Class A common stock at $0.0001 par value per share, of which a total of 196,431,273 and 146,953,271 shares were outstanding, respectively. Voting Rights Holders of Class A common stock will be entitled to cast one vote per Class A share. Generally, holders of all classes of common stock vote together as a single class, and an action is approved by stockholders if a majority of votes cast affirmatively or negatively on the action are cast in favor of the action, while directors are elected by a plurality of the votes cast. Holders of Class A common stock will not be entitled to cumulate their votes in the election of directors. Class B Common Stock As of December 31, 2025 and 2024, the Company had authorized 27,000,000 shares of Class B common stock at $0.0001 par value per share, of which a total of 19,937,500 shares were outstanding for both years. Voting Rights Holders of Class B common stock will be entitled to cast 20 votes per share of Class B common stock. Generally, holders of all classes of common stock vote together as a single class, and an action is approved by stockholders if a majority of votes cast affirmatively or negatively on the action are cast in favor of the action, while directors are elected by a plurality of the votes cast. Holders of Class B common stock will not be entitled to cumulate their votes in the election of directors. Dividend Rights of Class A and Class B Common Stock With limited exceptions in the case of certain stock dividends or disparate dividends approved by the affirmative vote of the holders of a majority of the Class A common stock and Class B common stock, each voting separately as a class, holders of Class B common stock will share ratably (based on the number of shares of Class B common stock held), together with each holder of Class A common stock, if and when any dividend is declared by the Board out of funds legally available therefor, subject to restrictions, whether statutory or contractual (including with respect to any outstanding indebtedness), on the declaration and payment of dividends and to any restrictions on the payment of dividends imposed by the terms of any outstanding preferred stock or any class or series of stock having a preference over, or the right to participate with, the Class B common stock with respect to the payment of dividends. Preferred Stock As of December 31, 2025 and 2024, the Company had authorized 1,000,000 shares of preferred stock at $0.0001 par value per share. There were no preferred shares outstanding for both years. Preferred stock may be issued from time to time in one or more series. Any shares of preferred stock which may be redeemed, purchased or acquired by the Company may be reissued except as otherwise provided by law. At-the-Market Equity Offering Programs The Company filed a universal shelf registration statement on Form S-3 and a subsequent amendment to the Form S-3 (the “2025 Shelf Registration Statement”), on September 26, 2025 and October 9, 2025, respectively, covering the offering of Class A common stock, preferred stock, debt securities, warrants, rights and units. The 2025 Shelf Registration Statement replaced an equivalent shelf registration statement on Form S-3 originally declared effective on August 22, 2023 (the “2023 Shelf Registration Statement”). On September 26, 2025, the Company entered into a Sales Agreement (the “Leerink Sales Agreement”) with Leerink Partners LLC (“Leerink”), pursuant to which the Company may offer and sell shares of its Class A common stock, having an aggregate offering price of up to $100.0 million, from time to time through an “at-the-market” offering program under which Leerink will act as sales agent (the “2025 ATM Offering”). The Company has no obligation to sell any shares under the Leerink Sales Agreement and may at any time suspend solicitation and offers under the Leerink Sales Agreement. The 2025 ATM Offering is being made pursuant to the 2025 Shelf Registration Statement and a sales agreement prospectus related to the 2025 ATM Offering. During the year ended December 31, 2025, there were no shares sold under the Sales Agreement. On December 11, 2024, the Company entered into an Equity Distribution Agreement (the “Canaccord Sales Agreement”) with Canaccord Genuity LLC (“Canaccord”) to sell shares of its Class A common stock having an aggregate offering price of up to $75.0 million, from time to time through an “at-the-market” offering program under which Canaccord acted as sales agent (the “2024 ATM Offering”). The Company had no obligation to sell any shares under the Canaccord Sales Agreement and could at any time suspend solicitation and offers under the Canaccord Sales Agreement. The 2024 ATM Offering was made pursuant to the 2023 Shelf Registration Statement and a prospectus supplement related to the 2024 ATM Offering dated December 11, 2024. During the year ended December 31, 2024, we sold and issued 23,425,650 shares of our Class A common stock under the 2024 ATM Offering, resulting in gross proceeds of $36.2 million. Net proceeds were $34.8 million after commissions and issuance costs of $1.4 million. The Company sold no shares of our Class A common stock under the 2024 ATM Offering during the years ended December 31, 2025 and December 31, 2023. In connection with the July 2025 Registered Direct Offering, as described below, the Company provided written notice, effective as of July 3, 2025, to Canaccord of its election to terminate the Canaccord Sales Agreement for its at-the-market offering. Registered Direct Offerings and Pre-funded Warrants On July 3, 2025, the Company entered into a securities purchase agreement with a certain institutional investor pursuant to which the Company agreed to issue and sell, in a registered direct offering (the “July 2025 Registered Direct Offering”), an aggregate of (i) 18,200,000 shares of the Company’s Class A common stock at a price of $1.67 per share and (ii) pre-funded warrants to purchase 11,740,119 shares of common stock (the “Pre-Funded Warrants”). The Pre-Funded Warrants were exercised in full on August 1, 2025 at the exercise price of $0.0001 for one share of Class A common stock per Pre-Funded Warrant. The gross proceeds to the Company from the July 2025 Registered Direct Offering were approximately $50.0 million. After deducting estimated placement agents’ fees and other offering expenses payable by the Company, net proceeds as of December 31, 2025 were approximately $46.7 million. On January 3, 2025, the Company entered into a securities purchase agreement with certain institutional investors pursuant to which the Company agreed to issue and sell, in a registered direct offering (the “January 2025 Registered Direct Offering”) an aggregate of 15,625,000 shares of the Company’s Class A common stock at a price of $3.20 per share. The gross proceeds to the Company from the January 2025 Registered Direct Offering were $50.0 million. After deducting estimated placement agents’ fees and other offering expenses payable by the Company, net proceeds recorded as of December 31, 2025 were approximately $46.8 million. In connection with the Registered Direct Offerings, the Company entered into placement agency agreements with A.G.P./Alliance Global Partners (“AGP”), pursuant to which AGP agreed to serve as the sole placement agent for the Company on a reasonable best efforts basis. In connection with the Registered Direct Offerings, the Company agreed to pay AGP an aggregate cash fee equal to 6.0% of the gross proceeds received in the respective offering. The securities in both Registered Direct Offerings were sold pursuant to the Company’s universal shelf registration statement on Form S-3, which was originally filed with the SEC on August 11, 2023, and related base prospectuses and prospectus supplements dated July 3, 2025 and January 3, 2025, respectively, thereunder.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8A
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480434/815-10-50-8A

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 505
-Name Accounting Standards Codification
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-Paragraph 6
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480237/815-40-50-6

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480008/505-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org/505/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (g)
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-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
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-Section 50
-Paragraph 13
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Section 50
-Paragraph 18
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

+ Details

Related Party Transactions (Details) - USD ($) $ in Millions	1 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Dr. Rothberg \| 2021 Plan
Related Party Transaction [Line Items]
Number of shares that can be purchased with option granted (in shares)	250,000
4C \| Monthly Services Under Amended and Restated Technology Services Agreement \| Related Party
Related Party Transaction [Line Items]
Operating expenses		$ 0.1	$ 0.3	$ 0.6
4C \| Month-to-Month Sublease Arrangements for Office and Laboratory Spaces \| Related Party
Related Party Transaction [Line Items]
Operating expenses		0.0
Other Companies Controlled by Rothberg Family \| Services Provided to Participant Companies Under ARTSA
Related Party Transaction [Line Items]
Amount of transaction with related party		$ 0.0	$ 0.0

Summary of Significant Accounting Policies - Accounts Receivable, Net (Details) - USD ($)	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Accounting Policies [Abstract]
Allowance for estimated credit losses	$ 270,000	$ 124,000
Write off of accounts receivable balances	$ 0	$ 0	$ 0

Warrant Liabilities (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Warrants [Abstract]
Derivative liability	$ 800	$ 5,000
Change in fair value of warrant liabilities	$ (4,202)	$ 3,722	$ 278
Public Warrants
Warrants [Abstract]
Outstanding public warrants	3,833,317	3,833,319
Number of shares of Class A common stock to be issued upon exercise of warrant (in shares)	1	1
Exercise price of warrant (in dollars per share)	$ 11.50	$ 11.50
Warrant redemption price (in dollars per share)	$ 0.01
Notice period to redeem warrants	30 days
Share price (in dollars per share)	$ 18.00
Threshold trading days	20 days
Threshold consecutive trading days	30 days
Period prior to notice of redemption	3 days
Trading day period to calculate fair market value over exercise price of warrants	10 days
Beneficial ownership percentage	50.00%
Warrants redeemed (in shares)	0	0	0
Warrants exercised (in shares)	2	0	0
Private Warrants
Warrants [Abstract]
Outstanding public warrants	135,000	135,000
Warrant redemption price (in dollars per share)	$ 0.01
Limitation period to transfer, assign or sell warrants	30 days
Warrants redeemed (in shares)	0	0	0
Warrants exercised (in shares)	0	0	0

Net Loss Per Share

12 Months Ended

Dec. 31, 2025

Earnings Per Share [Abstract]

Net Loss Per Share

The Company presents both basic earnings per share (“EPS”) and diluted EPS. Basic and diluted net loss per share was the same for each period presented as the inclusion of all common share equivalents would have been anti-dilutive.

The following table presents the calculations for the years ended December 31, 2025, 2024 and 2023 of basic and diluted net loss per share for the Company’s common stock (in thousands, except per share amounts):


	2025		2024		2023
Numerator
Net loss	$	(101,339)	$	(101,007)	$	(95,960)
Numerator for basic and diluted EPS - loss attributable to common stockholders	$	(101,339)	$	(101,007)	$	(95,960)
Denominator
Common stock	197,765		143,196		141,300
Denominator for basic and diluted EPS - weighted-average common stock	197,765		143,196		141,300
Basic and diluted net loss per share	$	(0.51)	$	(0.71)	$	(0.68)

Net loss per share attributable to Class A and Class B common stockholders was the same on a basic and diluted basis, as the inclusion of all potential common equivalent shares outstanding would have been anti-dilutive.

The following potential dilutive shares were excluded from the calculation of diluted net loss per share because their effect would be anti-dilutive for the years ended December 31, 2025, 2024 and 2023:


	2025	2024	2023
Outstanding options to purchase common stock	19,129,950	20,803,142	22,511,900
Outstanding restricted stock units	11,118,391	7,179,009	847,169
Outstanding warrants	3,968,317	3,968,319	3,968,319
	34,216,658	31,950,470	27,327,388

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	Dec. 31, 2025
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Commitments Licenses related to certain intellectual property: The Company licenses certain intellectual property, some of which may be utilized in its current or future product offerings. To preserve the right to use such intellectual property, the Company is required to make annual minimum fixed payments totaling approximately $0.2 million as well as royalties based on net sales if the royalties exceed annual minimum fixed payments. As of both December 31, 2025 and 2024, the Company had accrued royalties of approximately $0.1 million included in Accrued expenses and other current liabilities on the Consolidated Balance Sheets. Other commitments: The Company sponsors a 401(k) defined contribution plan covering all eligible U.S. employees. Contributions to the 401(k) plan are discretionary. The Company did not make any matching contributions to the 401(k) plan for the years ended December 31, 2025 and 2024. Contingencies The Company is subject to claims in the ordinary course of business. Except as discussed below, the Company is not currently a party to any pending or threatened litigation, the outcome of which would be expected to have a material adverse effect on its financial condition, results of operations, or cash flows. The Company discloses contingent liabilities even if the liability is not probable or estimable, or both, if there is a reasonable possibility a material loss may have been incurred. Delaware Stockholder Litigation On May 16, 2024, a punitive class action lawsuit was filed in the Delaware Court of Chancery, styled Farzad v. HighCape Capital, et al. (the “Delaware Stockholder Litigation”). The Delaware Stockholder Litigation asserts breach of fiduciary duty claims against the former officers and directors of HighCape, including Kevin Rakin, Matt Zuga, David Colpman, Robert Taub and Antony Loebel, HighCape Capital Acquisition LLC and HighCape Capital L.P.; aiding and abetting breach of fiduciary duty claims against Foresite Capital Management, LLC and Dr. Rothberg; and unjust enrichment claims against all defendants related to the Business Combination. The Delaware Stockholder Litigation complaint alleges that the transactions contemplated by the Business Combination were a product of an unfair process which was allegedly impacted by conflicts of interest, resulting in mispricing of the Business Combination. Quantum-Si, as part of the Business Combination, had previously agreed to indemnify certain of the defendants related to actions such as the Delaware Stockholder Litigation to the extent allowable by law. On July 22, 2025, the parties of the Delaware Stockholder Litigation, through a mediation process, reached a preliminary settlement. As a result, as of December 31, 2025, the Company recorded a gross Accrued legal settlement liability of $8.0 million and a $4.6 million Legal settlement insurance receivable in the Consolidated Balance Sheets and associated legal settlement fees of $3.4 million in Legal settlement, net of insurance proceeds, in the Consolidated Statements of Operations and Comprehensive Loss during the year ended December 31, 2025. Of the $8.0 million accrued liability, $7.6 million represents the preliminary legal settlement amount and $0.4 million is an estimate of legal and related expenses to finalize the legal settlement. On December 23, 2025, a Stipulation and Agreement of Compromise, Settlement, and Release in relation to the Delaware Stockholder Litigation (the “Settlement Agreement”) was executed. This Settlement Agreement is subject to the completion of a number of court procedural processes, including final court approval, which is scheduled for March 27, 2026. The Company has deemed these remaining court procedural processes as probable of occurring. Contract Manufacturer Matter In April 2023, the Company informed the contract manufacturer that had manufactured the Platinum and another development product, Carbon™, that it intended to wind down the relationship and transition to a different contract manufacturer. In October 2023, the former contract manufacturer filed a complaint against the Company in the State of Texas alleging breach of contract and made claims for economic damage and attorney costs. In January 2024, the suit was withdrawn and refiled in the State of Minnesota alleging similar claims. The Company denied all liability and countersued alleging claims of negligence. In August 2025, the Company paid $1.8 million to the former contract manufacturer to settle and discharge all claims. This amount is included in Legal settlement expense, net of insurance proceeds, in the Consolidated Statements of Operations and Comprehensive Loss. Winchester Mutual Release Agreement In December 2021, the Company signed a 10-year lease with Winchester Office LLC (“Winchester”) as landlord (the “Lease Agreement”) for approximately 67,000 square feet of space in New Haven, Connecticut (the “Premises”). The lease commenced on January 8, 2022 with rent payments beginning on July 7, 2022 and an original lease expiration date of July 31, 2032. Under the lease, Winchester contractually agreed to reimburse the Company for up to $9.1 million in improvements to the space, to be used for such improvements as the Company deems “necessary or desirable”. On September 13, 2022, the Company filed a lawsuit against Winchester, alleging that Winchester had: (i) refused to reimburse the Company for costs related to improvements already incurred and submitted, (ii) delayed the Company’s completion of improvements, in order to avoid reimbursing the costs of those improvements, and (iii) improperly rejected the Company’s proposed improvement plans. On September 23, 2025, the Company and Winchester entered into the Mutual Release Agreement in connection with the Lease Agreement. Pursuant to the Mutual Release Agreement, the Company and Winchester agreed to terminate the Lease Agreement, effective as of September 23, 2025 (the “Early Termination Date”), subject to the terms and conditions therein. The Mutual Release Agreement provided that the Company surrender the Premises on or prior to the Early Termination Date. The Company had no further rent obligations after the Early Termination Date. For the year ended December 31, 2025, the Company recorded $13.6 million of total Lease termination expense, net, in the Consolidated Statements of Operations and Comprehensive Loss related to the Mutual Release Agreement. Included in this amount is (i) consideration for Winchester’s agreement to terminate the Lease Agreement as of the Early Termination Date and settle all disputes between the parties in the gross amount of $11.0 million, less the surrender of a $0.6 million security deposit and a $0.2 million credit for the monthly recurring charges incurred for September 2025, resulting in a net cash payment of $10.2 million, (ii) the write-off of tenant improvement construction costs, which were not placed in service and which were included in construction in process within Property and equipment, net, on the Consolidated Balance Sheets, resulting in a loss of $1.2 million, (iii) the derecognition of $1.7 million of net operating lease right-of-use assets and related lease liabilities, and, (iv) the write-off related to the surrender of the $0.6 million security deposit. Indemnification Provisions The Company enters into agreements that contain indemnification provisions with other parties in the ordinary course of business, including business partners, investors, contractors, and the Company’s officers, directors and certain employees. The Company has agreed to indemnify and defend the indemnified party claims and related losses suffered or incurred by the indemnified party from actual or threatened third-party claims because of the Company’s activities or non-compliance with certain representations and warranties made by the Company. It is not possible to determine the maximum potential loss under these indemnification provisions due to the Company’s limited history of prior indemnification claims and the unique facts and circumstances involved in any particular case. To date, losses recorded in the Consolidated Statements of Operations and Comprehensive Loss in connection with the indemnification provisions have not been material.

Insider Trading Policies and Procedures	12 Months Ended
Insider Trading Policies and Procedures	Dec. 31, 2025
Insider Trading Policies and Procedures [Line Items]
Insider Trading Policies and Procedures Adopted	true

Summary of Significant Accounting Policies - Revenue Recognition (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Disaggregation of Revenue [Abstract]
Warranty period	1 year
Total revenue	$ 2,436	$ 3,058	$ 1,082
Domestic
Disaggregation of Revenue [Abstract]
Total revenue	699	1,235	788
International
Disaggregation of Revenue [Abstract]
Total revenue	$ 1,737	$ 1,823	$ 294

- Definition

+ References

+ Details

Leases - Narrative (Details) $ in Thousands	12 Months Ended
Leases - Narrative (Details) $ in Thousands	Dec. 31, 2025 USD ($)	Dec. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2021 ft²
Lessee, Lease, Description [Line Items]
Increase (decrease) in operating lease liability	$ 3,181	$ 3,401	$ 2,143
Space Located in New Haven, Connecticut
Lessee, Lease, Description [Line Items]
Area of leased space \| ft²				67,000
Increase (decrease) in right of use assets	7,300
Increase (decrease) in operating lease liability	$ 5,600

Leases - Future Minimum Lease Payments Under Non-Cancellable Leases (Details) - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Future Minimum Lease Payments [Abstract]
2026	$ 2,090
2027	1,991
2028	354
2029	119
Total remaining undiscounted lease payments	4,554
Less: Imputed interest	(388)
Total operating lease liabilities	4,166
Less: current portion	(1,844)	$ (3,698)
Long-term operating lease liabilities	$ 2,322	$ 9,250
Weighted-average remaining lease term (in years)	2 years 2 months 12 days
Weighted-average discount rate	8.10%

Stock-based Compensation - Fair Value of Each Stock Option Award (Details) - $ / shares	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Expected dividend yield	0.00%
Share-Based Payment Arrangement, Employee
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Expected dividend yield	0.00%	0.00%	0.00%
Weighted average fair value/share at grant date (in USD per share)	$ 1.17	$ 1.03	$ 1.01
Minimum \| Share-Based Payment Arrangement, Employee
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Expected term (in years)	4 years 7 months 6 days	4 years 7 months 6 days	5 years
Risk-free interest rate	4.40%	3.40%	3.40%
Expected volatility	107.00%	82.00%	62.00%
Maximum \| Share-Based Payment Arrangement, Employee
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Expected term (in years)	5 years 6 months	5 years	6 years 2 months 12 days
Risk-free interest rate	4.40%	5.20%	4.40%
Expected volatility	114.00%	91.00%	64.00%

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(v)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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-Paragraph 2
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 2
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
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-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147480429/718-10-50-2

+ Details

Inventory - Schedule of Net Inventory (Details) - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Inventory Disclosure [Abstract]
Raw materials	$ 453	$ 1,290
Work in progress	1,794	2,212
Finished goods	950	565
Total inventory	$ 3,197	$ 4,067

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2025

Income Tax Disclosure [Abstract]

Components of Loss Before Provision for Income Taxes

The components of (loss) income before provision for income taxes for the years ended December 31, 2025, 2024 and 2023 are as follows (in thousands):


	2025		2024		2023
Domestic loss before provision for income taxes	$	(103,891)	$	(101,108)	$	(95,977)
Foreign income before provision for income taxes	2,610		157		17
Loss before provision for income taxes	$	(101,281)	$	(100,951)	$	(95,960)

Provision for Income Taxes

The provision for income taxes for the years ended December 31, 2025, 2024 and 2023 consists of the following (in thousands):


	2025		2024		2023
Current:


Foreign	$	58	$	56	$	—
Total current	58		56		—





Income tax provision	$	58	$	56	$	—

Statutory to Effective Income Tax Rate Reconciliation

For purposes of reconciling the Company’s provision for income taxes at the statutory rate and the Company’s provision for income taxes at the effective rate, a notional 21% tax rate was applied as follows:


	2025
	$		%
U.S. federal income tax at statutory rate	$	(21,269)	21.00%
State and local income taxes, net of federal income tax effect(1)	(277)		0.27
Foreign tax effect
Other foreign	(305)		0.30
Effect of cross-border tax laws
Other	548		(0.54)
Tax credits

Changes in valuation allowance	19,218		(18.97)
Nontaxable or nondeductible items

Officer compensation	1,386		(1.37)
Other	(420)		0.41
Changes in unrecognized tax benefits	1,177		(1.16)

Income tax expense and effective income tax rate	$	58	(0.06%)


	2024		2023
	%		%
Federal income tax at statutory rate	21.00	%	21.00%
State income tax, net of federal benefit	3.21		7.81
Uncertain tax positions	(0.15)		(1.45)
Tax credits generated in current year	(3.41)		0.68
Return to provision adjustments	—		(3.25)
Stock-based compensation	(1.01)		(3.17)
Other	0.51		(0.10)
Tax rate change	(3.41)		—
Valuation allowance change	(16.79)		(21.52)
Effective tax rate	(0.05)	%	—%

Schedule of Cash Flow, Supplemental Disclosures

The amounts of cash income taxes paid by the Company are as follows (in thousands):


	2025


Foreign
France	24
Total	$	24

Deferred Tax Assets and Liabilities


	2025		2024
Deferred income tax assets:
Net operating loss carryforwards	$	128,955	$	101,115
Tax credit carryforwards	11,306		10,576
Stock-based compensation	2,866		2,997
Operating lease liabilities	1,036		3,258
Loss on marketable securities	4,994		3,963
Capitalized research and development	22,342		32,220
Property and equipment	2,927		—
Other	4,515		5,687
Total deferred income tax assets	$	178,941	$	159,816

Deferred income tax liabilities:
Operating lease right-of-use assets	$	(861)	$	(3,287)
Property and equipment	—		(36)
Total deferred income tax liabilities	(861)		(3,323)
Valuation allowance	(178,080)		(156,493)
Net deferred tax assets	$	—	$	—

Gross Unrecognized Tax Benefits

The following table summarizes the activity related to the Company’s gross unrecognized tax benefits as of December 31, 2025, 2024 and 2023 (in thousands):


	2025		2024		2023
Beginning balance	$	1,685	$	1,379	$	—
(Decreases) increases related to prior year tax positions	(153)		136		1,310
Increases related to current year tax positions	1,404		170		69
Ending balance	$	2,936	$	1,685	$	1,379

Leases - Supplemental Cash Flow Information Related to Operating Leases (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024
Leases [Abstract]
Operating cash paid to settle operating lease liabilities	$ 3,910	$ 4,436
Right-of-use assets obtained in exchange for lease liabilities	0	1,047
Derecognition of right-of-use asset and lease liability due to operating lease termination	$ 1,687	$ 0

Income Taxes - Tax Credit Carryforwards (Details) $ in Millions	Dec. 31, 2025 USD ($)
Domestic
Tax Credit Carryforwards [Abstract]
Operating loss carryforwards	$ 20.1
State and Local Jurisdiction
Tax Credit Carryforwards [Abstract]
Operating loss carryforwards	14.6
Federal \| Research and Development
Tax Credit Carryforwards [Abstract]
Tax credit carryforwards	8.1
Connecticut \| Research and Development
Tax Credit Carryforwards [Abstract]
Tax credit carryforwards	$ 5.3

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2025	Dec. 31, 2024
Audit Information [Abstract]
Auditor Name	PricewaterhouseCoopers LLP	Deloitte & Touche LLP
Auditor Location	San Diego, California	New York, New York
Auditor Firm ID	238	34

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2025

Accounting Policies [Abstract]

Estimated Useful Lives of Property and Equipment

Estimated useful lives of property and equipment are as follows:


Property and equipment, net						Estimated useful life
Laboratory and production equipment						3-5 years
Computer equipment						3-5 years
Software						3 years
Furniture and fixtures						3-7 years

Investments in Marketable Securities

12 Months Ended

Dec. 31, 2025

Investments, Debt and Equity Securities [Abstract]

Investments in Marketable Securities

During the year ended December 31, 2023, the Company’s investments in marketable securities were classified as trading securities and consisted of ownership interests in fixed income mutual funds. In the fourth quarter of 2023, these trading securities were sold and the Company reinvested the funds received from the sale in marketable securities deemed to be available-for-sale securities. Unrealized gain (loss) on trading securities and realized loss on trading securities related to the Company’s trading securities for the years ended December 31, 2025, 2024 and 2023 were as follows (in thousands):


	2025		2024		2023


Unrealized gain on trading securities	$	—	$	—	$	10,690
Realized loss on trading securities	$	—	$	—	$	(5,103)

The following is a summary of the Company’s available-for-sale securities recorded within Marketable securities on the Consolidated Balance Sheets as of December 31, 2025 and 2024 (in thousands):


	December 31, 2025
	Amortized Costs		Gross Unrealized Net Gains/(Losses)		Fair Value
Financial Assets
Short-term marketable securities:
U.S. Treasury securities	$	43,159	$	13	$	43,172
Corporate bonds	14,241		5		14,246
Commercial paper	83,816		37		83,853
Total short-term marketable securities	141,216		55		141,271
Long-term marketable securities:
U.S. government agency bonds	31,100		(67)		31,033
Corporate bonds	21,805		17		21,822
Total long-term marketable securities	52,905		(50)		52,855
Total marketable securities	$	194,121	$	5	$	194,126


	December 31, 2024
	Amortized Costs		Gross Unrealized Net Gains		Fair Value
Financial Assets
Short-term marketable securities:
U.S. Treasury securities	$	108,047	$	63	$	108,110
Commercial paper	52,243		9		52,252
Total marketable securities	$	160,290	$	72	$	160,362


	December 31, 2025
	One Year or Less		Over One Year Through Five Years		Total
Financial Assets
Short-term marketable securities:
U.S. Treasury securities	$	43,172	$	—	$	43,172
Corporate bonds	14,246		—		14,246
Commercial paper	83,853		—		83,853
Total short-term marketable securities	141,271		—		141,271
Long-term marketable securities
U.S. government agency bonds	—		31,033		31,033
Corporate bonds	—		21,822		21,822
Total long-term marketable securities	—		52,855		52,855
Total marketable securities	$	141,271	$	52,855	$	194,126


	December 31, 2024
	One Year or Less		Total
Financial Assets
Short-term marketable securities:
U.S. Treasury securities	$	108,110	$	108,110
Commercial paper	52,252		52,252
Total marketable securities	$	160,362	$	160,362

Net Loss Per Share -Anti-dilutive Common Equivalent Shares (Details) - shares	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Net Loss per Share [Abstract]
Anti-dilutive common equivalent shares (in shares)	34,216,658	31,950,470	27,327,388
Outstanding options to purchase common stock
Net Loss per Share [Abstract]
Anti-dilutive common equivalent shares (in shares)	19,129,950	20,803,142	22,511,900
Outstanding restricted stock units
Net Loss per Share [Abstract]
Anti-dilutive common equivalent shares (in shares)	11,118,391	7,179,009	847,169
Outstanding warrants
Net Loss per Share [Abstract]
Anti-dilutive common equivalent shares (in shares)	3,968,317	3,968,319	3,968,319

Restructuring

12 Months Ended

Dec. 31, 2025

Restructuring and Related Activities [Abstract]

Restructuring

The Company committed to organizational restructurings during the fourth quarter of 2024, designed to decrease its costs and create a more streamlined organization to support its business. These liabilities are included in Accrued expenses and other current liabilities on the Consolidated Balance Sheets.

The Company’s restructuring costs, primarily for cash severance and other severance costs, are allocated to the following operating expense categories as follows (in thousands):


	Research and Development		Selling, general and administrative		Total
Balance as of December 31, 2024	$	513	$	166	$	679
Restructuring charges incurred(1)	312		—		312
Cash payments and other adjustments(1)	(825)		(166)		(991)
Balance as of December 31, 2025	$	—	$	—	$	—
Current liabilities					$	—
Long-term liabilities					—
Total liabilities as of December 31, 2025					$	—

(1) Restructuring charges incurred and Cash payments and other adjustments include non-cash charges related to stock-based compensation expense and charges for cash severance and other severance costs, including health care coverage for a specified period of time after separation.

The Company’s restructuring activities were complete as of December 31, 2024 and, as of December 31, 2025, the Company does not expect to incur additional charges associated with these activities.

Restructuring (Tables)

12 Months Ended

Dec. 31, 2025

Restructuring and Related Activities [Abstract]

Restructuring Costs

The Company’s restructuring costs, primarily for cash severance and other severance costs, are allocated to the following operating expense categories as follows (in thousands):


	Research and Development		Selling, general and administrative		Total
Balance as of December 31, 2024	$	513	$	166	$	679
Restructuring charges incurred(1)	312		—		312
Cash payments and other adjustments(1)	(825)		(166)		(991)
Balance as of December 31, 2025	$	—	$	—	$	—
Current liabilities					$	—
Long-term liabilities					—
Total liabilities as of December 31, 2025					$	—

Summary of Significant Accounting Policies - Stock-Based Compensation (Details)	12 Months Ended
	Dec. 31, 2025
Stock-Based Compensation [Abstract]
Expected dividend yield	0.00%

Property and Equipment, Net (Tables)

12 Months Ended

Dec. 31, 2025

Property, Plant and Equipment [Abstract]

Property and Equipment, Net

Property and equipment, net, consists of the following as of December 31, 2025 and 2024 (in thousands):


	2025		2024
Laboratory and production equipment	$	14,615	$	13,412
Computer equipment	1,761		1,724
Purchased software	57		57
Furniture and fixtures	318		321
Leasehold improvements	11,790		7,226
Construction in process	1,390		4,960
Subtotal	29,931		27,700
Less: Accumulated depreciation and amortization	(16,737)		(11,707)
Property and equipment, net	$	13,194	$	15,993

Leases

12 Months Ended

Dec. 31, 2025

Leases [Abstract]

Leases

Lease-related costs for the years ended December 31, 2025, 2024 and 2023 are as follows (in thousands):


	2025		2024		2023
Operating lease cost	$	3,036	$	3,518	$	3,478
Variable lease cost	1,591		1,786		1,678
Total lease cost	$	4,627	$	5,304	$	5,156

As of December 31, 2025, the maturities of the operating lease liabilities and a reconciliation to the present value of lease liabilities were as follows (dollars in thousands):


	Remaining Lease Payments
2026	$	2,090
2027	1,991
2028	354
2029	119


Total remaining undiscounted lease payments	$	4,554
Less: Imputed interest	(388)

Total operating lease liabilities	4,166
Less: current portion	(1,844)
Long-term operating lease liabilities	$	2,322
Weighted-average remaining lease term (in years)	2.2
Weighted-average discount rate	8.1		%


	2025		2024
Operating cash paid to settle operating lease liabilities	$	3,910	$	4,436
Right-of-use assets obtained in exchange for lease liabilities(1)	$	—	$	1,047
Derecognition of right-of-use asset and lease liability due to operating lease termination	$	1,687	$	—

During the year ended December 31, 2025, the Company entered into the Mutual Release Agreement to terminate the lease of 67,000 square feet of space in New Haven, Connecticut, resulting in the derecognition of the right-of-use asset in the amount of $7.3 million and the related lease liability in the amount of $5.6 million which were included in Operating lease right-of-use assets and Operating lease liabilities, respectively, on the Consolidated Balance Sheets. For further details regarding this lease termination, please refer to Note 17. Commitments and Contingencies.

Inventory - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
Inventory - Narrative (Details) - USD ($) $ in Millions	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Research and development
Inventory [Line Items]
Reserves against inventory	$ 1.6	$ 3.2	$ 3.4
Cost of Sales
Inventory [Line Items]
Reserves against inventory	$ 0.7	$ 0.2	$ 0.0

Summary of Significant Accounting Policies - Capitalized Software Development Costs (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Capitalized Software Development Costs [Abstract]
Estimated useful life	2 years
Amortization of intangible assets	$ 0.0	$ 0.6	$ 0.2

- Definition

The aggregate expense charged against earnings to allocate the cost of intangible assets (nonphysical assets not used in production) in a systematic and rational manner to the periods expected to benefit from such assets.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Section 45
-Paragraph 28
-Subparagraph (b)
-SubTopic 10
-Topic 230
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482740/230-10-45-28

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 220
-SubTopic 40
-Name Accounting Standards Codification
-Section 55
-Paragraph 18
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476153/220-40-55-18

Reference 3: http://www.xbrl.org/2003/role/exampleRef
-Topic 220
-SubTopic 40
-Name Accounting Standards Codification
-Section 55
-Paragraph 11
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476153/220-40-55-11

Reference 4: http://www.xbrl.org/2003/role/exampleRef
-Topic 220
-SubTopic 40
-Name Accounting Standards Codification
-Section 55
-Paragraph 24
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476153/220-40-55-24

Reference 5: http://www.xbrl.org/2003/role/exampleRef
-Topic 220
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476148/220-40-50-12

Reference 6: http://www.xbrl.org/2003/role/exampleRef
-Name Accounting Standards Codification
-Section 55
-Paragraph 40
-SubTopic 30
-Topic 350
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482640/350-30-55-40

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 350
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482665/350-30-50-2

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 350
-SubTopic 30
-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482686/350-30-45-2

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476148/220-40-50-6

+ Details

Stock-based Compensation - Restricted Stock Units (Details) - Outstanding restricted stock units - $ / shares	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Number of Shares Underlying RSUs
Outstanding non-vested RSUs, beginning balance (in shares)	7,179,009
Granted (in shares)	8,535,732	9,216,559	786,938
Vested (in shares)	(3,082,653)
Forfeited (in shares)	(1,513,697)
Outstanding non-vested RSUs, ending balance (in shares)	11,118,391	7,179,009
Weighted Average Grant-Date Fair Value
Outstanding non-vested RSUs, beginning balance (in dollars per share)	$ 1.39
Granted (in dollars per share)	1.21
Vested (in dollars per share)	1.36
Forfeited (in dollars per share)	1.21
Outstanding non-vested RSUs, ending balance (in dollars per share)	$ 1.29	$ 1.39

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)	Dec. 31, 2025	Dec. 31, 2024
Current assets:
Allowance for estimated credit losses	$ 270,000	$ 124,000
Class A common stock
Stockholders’ equity:
Common stock, par value (in USD per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	600,000,000	600,000,000
Common stock, shares, issued (in shares)	196,431,273	146,953,271
Common stock, shares, outstanding (in shares)	196,431,273	146,953,271
Class B common stock
Stockholders’ equity:
Common stock, par value (in USD per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	27,000,000	27,000,000
Common stock, shares, issued (in shares)	19,937,500	19,937,500
Common stock, shares, outstanding (in shares)	19,937,500	19,937,500

Income Taxes - Income Taxes Paid (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Income Tax Examination [Line Items]
Cash paid for taxes	$ 24	$ 0	$ 0
France
Income Tax Examination [Line Items]
Foreign	$ 24

Property and Equipment, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Property and Equipment, Net [Abstract]
Property and equipment	$ 29,931	$ 27,700
Less: Accumulated depreciation and amortization	(16,737)	(11,707)
Property and equipment, net	13,194	15,993
Laboratory and production equipment
Property and Equipment, Net [Abstract]
Property and equipment	14,615	13,412
Computer equipment
Property and Equipment, Net [Abstract]
Property and equipment	1,761	1,724
Purchased software
Property and Equipment, Net [Abstract]
Property and equipment	57	57
Furniture and fixtures
Property and Equipment, Net [Abstract]
Property and equipment	318	321
Leasehold improvements
Property and Equipment, Net [Abstract]
Property and equipment	11,790	7,226
Construction in process
Property and Equipment, Net [Abstract]
Property and equipment	$ 1,390	$ 4,960

Income Taxes - Components of Loss before Provision for Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest [Abstract]
Domestic loss before provision for income taxes	$ (103,891)	$ (101,108)	$ (95,977)
Foreign income before provision for income taxes	2,610	157	17
Loss before provision for income taxes	$ (101,281)	$ (100,951)	$ (95,960)

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

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+ Details

Summary of Significant Accounting Policies - Property and Equipment, Net (Details)	Dec. 31, 2025
Laboratory and production equipment \| Minimum
Property and Equipment, Net [Abstract]
Property, plant and equipment, useful life	3 years
Laboratory and production equipment \| Maximum
Property and Equipment, Net [Abstract]
Property, plant and equipment, useful life	5 years
Computer equipment \| Minimum
Property and Equipment, Net [Abstract]
Property, plant and equipment, useful life	3 years
Computer equipment \| Maximum
Property and Equipment, Net [Abstract]
Property, plant and equipment, useful life	5 years
Software
Property and Equipment, Net [Abstract]
Property, plant and equipment, useful life	3 years
Furniture and fixtures \| Minimum
Property and Equipment, Net [Abstract]
Property, plant and equipment, useful life	3 years
Furniture and fixtures \| Maximum
Property and Equipment, Net [Abstract]
Property, plant and equipment, useful life	7 years

Description of Business and Basis of Presentation - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accumulated deficit	$ 697,980	$ 596,641
Net loss	101,339	$ 101,007	$ 95,960
Cash, cash equivalents and investments in marketable securities	$ 215,800

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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-Topic 942
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478524/942-220-S99-1

+ Details

- Definition

Amount of accumulated undistributed earnings (deficit).

+ References + Details

Summary of Significant Accounting Policies - Deferred Revenue (Details) $ in Millions	Dec. 31, 2025 USD ($)
Deferred Revenue [Abstract]
Contract with customer, liability, current	$ 0.1
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01
Transaction Price Allocated to Remaining Performance Obligations [Abstract]
Revenue, remaining performance obligation, percentage	80.00%
Remaining performance obligation, expected timing of satisfaction	12 months

Net Loss Per Share (Tables)

12 Months Ended

Dec. 31, 2025

Earnings Per Share [Abstract]

Basic and Diluted Net Loss Per Share


	2025		2024		2023
Numerator
Net loss	$	(101,339)	$	(101,007)	$	(95,960)
Numerator for basic and diluted EPS - loss attributable to common stockholders	$	(101,339)	$	(101,007)	$	(95,960)
Denominator
Common stock	197,765		143,196		141,300
Denominator for basic and diluted EPS - weighted-average common stock	197,765		143,196		141,300
Basic and diluted net loss per share	$	(0.51)	$	(0.71)	$	(0.68)

Potential Dilutive Shares Excluded from Diluted Net Loss Per Share


	2025	2024	2023
Outstanding options to purchase common stock	19,129,950	20,803,142	22,511,900
Outstanding restricted stock units	11,118,391	7,179,009	847,169
Outstanding warrants	3,968,317	3,968,319	3,968,319
	34,216,658	31,950,470	27,327,388

Income Taxes - Unrecognized Tax Benefits Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Income Taxes [Abstract]
Uncertain tax positions	$ 2,936	$ 1,685	$ 1,379	$ 0
Accrued interest or penalties associated with uncertain tax positions	0	0
Income tax examination, increase (decrease) in operating loss	7,400
Income tax examination, operating loss reclassified	4,400
Tax benefit from participation in research and development tax credit exchange program	2,600	200	$ 200
Tax cuts and jobs act, transition tax for accumulated foreign earnings, liability	100
Prepaid Expenses and Other Current Assets
Income Taxes [Abstract]
Research and development tax credit receivables	$ 700	$ 700

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2025

Accounting Policies [Abstract]

Basis of Presentation

The accompanying Consolidated Financial Statements include the accounts of the Company and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the accounting disclosure rules and regulations of the Securities and Exchange Commission (the “SEC”).

Principles of Consolidation

All intercompany transactions are eliminated.

Reclassifications

Certain prior year amounts have been reclassified for consistency with the current year’s presentation.

Use of Estimates

The preparation of the Consolidated Financial Statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions about future events that affect the amounts recorded in its Consolidated Financial Statements and accompanying notes. Future events and their effects cannot be determined with certainty. On an ongoing basis, management evaluates these estimates and assumptions. Significant estimates and assumptions include:

•inventory valuation;

•assumptions used for leases;

•valuation of warrant liabilities;

•valuation allowances with respect to deferred tax assets;

•assumptions associated with revenue recognition; and

•assumptions underlying the fair value used in the calculation of stock-based compensation.

The Company bases these estimates on historical and anticipated results and trends and on various other assumptions the Company believes are reasonable under the circumstances, including assumptions as to future events. Changes in estimates are recorded in the period in which they become known. Actual results could differ from those estimates, and any such differences may be material to the Consolidated Financial Statements.

Concentration of Business Risk

Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash and cash equivalents and marketable securities. As of December 31, 2025 and 2024, the Company’s marketable securities consist of mutual funds, U.S. Treasury securities, U.S. government agency bonds and commercial paper. For further information regarding marketable securities, please refer to Note 3 . Investments in Marketable Securities. The Company also maintains balances in certain operating accounts above federally insured limits and, as a result, the Company is exposed to credit risk in the event of default by the financial institutions to the extent account balances exceed the amount insured by the Federal Deposit Insurance Corporation.

The Company sources certain key materials and components utilized in the Company’s products from single or limited suppliers. Historically, the Company has not experienced significant issues sourcing these materials and components. However, if these suppliers were not able to supply the requested amount of materials or components, it could take a

considerable length of time to obtain alternative sources, which could affect the Company’s development efforts and commercial operations.

Segment Reporting

Foreign Currency Translation and Transactions

For the Company’s international operations, the local currency has been determined to be the functional currency. The results of its non-U.S. dollar-based operations are translated to U.S. dollars at the average exchange rates during the period. Assets and liabilities are translated at the rate of exchange prevailing on the balance sheet date. Equity is translated at the prevailing rate of exchange at the date of the equity transaction. The translational effects of revaluing non-functional currency assets and liabilities were immaterial for the years ended December 31, 2025, 2024 and 2023.

The Company realizes foreign currency gains/(losses) in the normal course of business based on movement in the applicable exchange rates.

Cash and Cash Equivalents

All highly liquid investments purchased with a maturity of three months or less are classified as cash equivalents. As of December 31, 2025 and 2024, cash and cash equivalents consist of a mix of cash and short-term money market accounts, U.S. Treasury securities, U.S. government agency bonds and commercial paper.

Accounts Receivable, Net

Accounts receivable, net, is stated at the amount the Company expects to collect from customers based on their outstanding invoices. The Company reviews accounts receivable regularly to determine if any receivable may not be collectible. Such accounts receivable have been reduced by an allowance for doubtful accounts, which is our best estimate of the amount of probable credit losses in our existing accounts receivable. The Company estimates the amount of the allowance for doubtful accounts necessary to reduce accounts receivable to its estimated net realizable value by analyzing the status of significant past due receivables and current and historical bad debt trends. The Company writes off accounts receivable against the allowance when it determines a balance is uncollectible and ceases collection efforts.

Marketable Securities

The Company’s investments in marketable securities with original maturities of greater than three months and remaining maturities of less than one year are classified as Marketable securities, current, and investments with maturities beyond one year are classified as Marketable securities, non-current, on the Consolidated Balance Sheets.

As of December 31, 2025 and 2024 the Company’s marketable securities were classified as available-for-sale securities, carried at fair value, with the unrealized holding gains/(losses), net of income taxes, reflected in accumulated other comprehensive income/(loss) until realized. Regardless of the intent to sell a security, the Company performs additional analysis on all securities with unrealized losses to evaluate losses associated with the creditworthiness of the security. Credit losses are recorded when the Company does not expect to receive cash flows sufficient to recover the amortized cost basis of a security. For the purposes of computing realized and unrealized gains and losses, cost and fair value are determined on a specific identification basis. Purchase premiums and discounts on marketable debt securities are amortized or accreted into the cost basis over the life of the related security as adjustments to the yield using the effective-interest method.

Dividends on marketable securities are recognized as income when declared and are recorded as Dividend income in the Consolidated Statements of Operations and Comprehensive Loss. Interest income is recognized when earned.

Inventory

Inventory is stated at the lower of cost or net realizable value with cost determined using the first-in, first-out method. Materials that may be utilized for either commercial or, alternatively, for research and development purposes, are classified as inventory. Amounts in inventory used for research and development purposes are charged to research and development expense when the product enters the research and development process and can no longer be used for commercial purposes and, therefore, does not have an “alternative future use” as defined in authoritative guidance.

Inventory valuation is established based on a number of factors including, but not limited to, finished goods not meeting product specifications, product excess and obsolescence, or application of the lower of cost or net realizable value concepts. The determination of events requiring the establishment of inventory valuation, together with the calculation of the amount of such adjustments may require judgment. The Company performs an assessment of the recoverability of capitalized inventory during each reporting period and, if needed, records a write-down of inventory to its estimated net realizable value in the period it is identified.

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets include amounts paid in advance for operating expenses as well as monies to be received from the country of France and the State of Connecticut for research and development tax credits. These research and development tax credits are exchanged for a cash refund and are typically collected within one year from the date the tax return is filed with the state. The credits are recognized as an offset to research and development expenses in the Consolidated Statements of Operations and Comprehensive Loss in the annual period the corresponding expenses were incurred.

Property and Equipment, Net

Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation expense is computed using the straight-line method over the estimated useful lives of the related assets. Leasehold improvements are amortized over the shorter of the asset’s useful life or the life of the lease term.

Estimated useful lives of property and equipment are as follows:


Property and equipment, net						Estimated useful life
Laboratory and production equipment						3-5 years
Computer equipment						3-5 years
Software						3 years
Furniture and fixtures						3-7 years

Expenditures for major renewals and improvements are capitalized. Expenditures for repairs and maintenance are expensed as incurred. Costs for property and equipment not yet placed into service have been recorded as construction in process and will be depreciated in accordance with the above guidelines once placed into service. When assets are retired or otherwise disposed of, the cost of these assets and related accumulated depreciation and amortization is eliminated from the balance sheet, and any resulting gains or losses are included in the Consolidated Statements of Operations and Comprehensive Loss in the period of disposal.

Capitalized Software Development Costs

The Company capitalizes certain internal use software development costs related to its SaaS platform incurred during the application development stage when management with the relevant authority authorizes and commits to the funding of the project, it is probable the project will be completed, and the software will be used as intended. The Company also capitalizes costs related to specific upgrades and enhancements when it is probable the expenditure will result in additional functionality. Costs related to preliminary project activities and to post-implementation activities are expensed as incurred.

Impairment of Long-Lived Assets

The Company reviews its long-lived assets for impairment when the Company determines a triggering event has occurred. When a triggering event has occurred, each impairment test is based on a comparison of the future expected undiscounted cash flows to the recorded value of the asset. If the recorded value of the asset is less than the undiscounted cash flows, the asset is written down to its estimated fair value.

Leases

The company currently leases executive office space in Branford, Connecticut, office, laboratory and manufacturing space in San Diego, California and semiconductor chip assembly and packaging space in Garnet Valley, Pennsylvania. The Company’s current leases expire at various dates through 2029.

The Company’s real estate lease agreements may include options to either renew and/or early terminate the lease. Leases with renewal options allow the Company to extend the lease term typically between 1 and 5 years. When it is reasonably certain that the Company will exercise an option to renew or terminate a lease, these options are considered in determining the classification and measurement of the lease at lease commencement.

The Company’s leases generally do not have a readily determinable implicit discount rate. As such, the Company uses an incremental borrowing rate based on the information available at the lease commencement date to determine the present value of the lease payments. The Company’s incremental borrowing rate is the estimated rate that would be required to pay for a collateralized borrowing equal to the total lease payment over the lease term. The Company measures right-of-use (“ROU”) assets based on the corresponding lease liability adjusted for (i) payments made to the lessor at or before the commencement date, (ii) initial direct costs incurred and (iii) tenant incentives under the lease. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain it will exercise that option. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term for operating leases. Finance leases will result in a front-loaded expense pattern. With respect to finance leases, amortization of the ROU asset is presented separately from interest expense related to the finance lease liability. In addition, the Company does not have significant residual value guarantees or restrictive covenants in the lease portfolio.

Certain of the Company’s lease agreements contain tenant improvement incentives and allowances, rent holidays, or rent escalation clauses. For tenant improvement incentives, if the incentive is determined to be a leasehold improvement owned by the lessee and the Company is reasonably certain to use the incentive, the Company generally records the incentive as a reduction to the fixed lease payments liability as a reduction to lease cost. Reimbursable construction costs incurred are recorded as leasehold improvements and are amortized over the term of the lease. The Company records rental expense related to rent holidays and rent escalation clauses on a straight-line basis over the term of the lease. The Company uses the date of initial possession as the commencement date for lease incentives, which is generally when the Company is given right of access to the space and begins to make improvements in preparation for intended use.

Upon inception, leases are evaluated and classified as operating or finance for financial reporting purposes. Operating leases that are short term in nature and have month-to-month payment terms are expensed as incurred in Research and development expenses or in Selling, general and administrative expenses in the Consolidated Statements of Operations and Comprehensive Loss. The Company’s lease agreements contain variable lease costs for common area maintenance, utilities, taxes and insurance, which are expensed as incurred.

Warrant Liabilities

The Company’s outstanding warrants include publicly traded warrants (the “Public Warrants”) which were issued as one-third of one redeemable warrant per unit issued during HighCape’s initial public offering on September 9, 2020, and

Warranty

The Company provides a free one-year assurance-type warranty to customers with the initial purchase of a Platinum instrument. The cost of the warranty is accrued upon the initial sale of an instrument in Accrued expenses and other current liabilities on the Consolidated Balance Sheets.

Revenue Recognition

The Company’s revenue is derived from sales of products and services. Product revenue is primarily generated from the sales of instruments and consumables used in protein sequencing and analysis. Service revenue is primarily generated from service maintenance contracts including access to analysis software and advanced training for instrument use. The Company recognizes revenue when or as a customer obtains control of the promised goods and services. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled in exchange for these goods and services. This process involves identifying the contract with a customer, determining the performance obligations in the contract, determining the contract price, allocating the contract price to the distinct performance obligations in the contract, and recognizing revenue as the performance obligations have been satisfied. The Company has made the accounting policy election allowed for under ASC 606-10-32-2A to exclude all sales taxes from transaction price. Revenue recognition for contracts with multiple deliverables is based on the separate satisfaction of each distinct performance obligation within the contract. A performance obligation is considered distinct from other obligations in a contract when it provides a benefit to the customer either on its own or together with other resources readily available to the customer and is separately identified in the contract. The Company allocates transaction price to the performance obligations in a contract with a customer based on the relative standalone selling price of each performance obligation. The Company determines standalone selling price based on the price at which the performance obligation is sold separately. If the standalone selling price is not observable through past transactions, the Company estimates the standalone selling price taking into account available information and specific factors such as competitive positioning, internal costs, profit objectives, and internally approved pricing guidelines related to the performance obligation.

The Company considers performance obligation for sales of products satisfied upon shipment of the goods to the customer in accordance with the shipping terms (either upon shipment or delivery), which is when control of the product is deemed to be transferred; this includes instruments and consumables. Customers generally do not have a right to return products, except for defective or damaged products during the warranty period or unless prior written consent is provided. In instances where right of payment or transfer of title is contingent upon the customer’s acceptance of the product, revenue is deferred until all acceptance criteria have been met. Revenues for service maintenance contracts, which start after the first year of purchase and are considered as service type warranties that effectively extend the standard first-year service coverage at the customer’s option are recognized ratably over the contract service period as these services are performed evenly over time. Revenues for advanced training is recognized at a point in time upon satisfaction of the underlying performance obligation. The Company typically provides a standard one-year warranty which covers defects in materials, workmanship and manufacturing or performance conditions under normal use and service. The first year of the warranty of the products is considered an assurance-type warranty and is recorded as Cost of revenue within the Consolidated Statements of Operations and Comprehensive Loss. The Company has determined the standard first-year warranty is not a distinct performance obligation.

The Company disaggregates revenue from contracts with customers by type of revenue. The Company believes product revenue and service revenue aggregate the payor types by nature, amount, timing and uncertainty of its revenue streams. For further discussion on the disaggregation of revenue, please refer to N ote 1 5 . Segment Information.

Deferred Revenue

Deferred revenue primarily consists of billings and payments received in advance of revenue recognition from service maintenance contracts including software subscription and advanced training, and is reduced as the revenue recognition

criteria are met. Deferred revenue also includes advanced training provided to customers until the service has been performed. Deferred revenue that will be recognized as revenue within the succeeding 12-month period is recorded as current and is included within Accrued expenses and other current liabilities in the Company’s Consolidated Balance Sheets. The portion of deferred revenue where revenue is expected to be recognized beyond twelve months from the reporting date is recorded as non-current deferred revenue and is included in Other long-term liabilities in the Company’s Consolidated Balance Sheets.

Shipping and Handling Costs

Shipping and handling costs associated with outbound freight after control of a product has transferred to a customer are accounted for as fulfillment costs and are included in Cost of revenue in the Consolidated Statements of Operations and Comprehensive Loss. Shipping and handling costs billed to customers are considered part of the transaction price and are recognized as revenue with the underlying product sales.

Research and Development

Research and development expenses primarily consist of personnel costs and benefits, stock-based compensation, lab supplies, consulting and professional services, fabrication services, facilities costs, software, and other outsourced expenses. Research and development expenses are expensed as incurred and are primarily related to the development of new products and services.

Selling, General and Administrative

Selling, general and administrative expenses primarily consist of personnel costs and benefits, stock-based compensation, patent and filing fees, consulting and professional services, legal and accounting services, facilities costs, depreciation and amortization expense, insurance and office expenses, product advertising and marketing. Advertising costs are expensed as incurred.

Net Loss per Share

Basic net loss per share is computed by dividing the net loss attributable to common stockholders by the weighted-average number of shares of Class A and Class B common stock of the Company outstanding during the period, without consideration of potentially dilutive securities.

Diluted net loss per share is computed by dividing the net loss attributable to common stockholders by the weighted average number of Class A and Class B common shares plus the common equivalent shares of the period, including any dilutive effect from such shares. The Company’s diluted net loss per share is the same as basic net loss per share for all periods presented, since the effect of potentially dilutive securities is anti-dilutive.

Stock-Based Compensation

Stock-based compensation expense for restricted stock and stock option grants with only service conditions is recognized on a straight-line basis over the requisite service period of the individual grants, which is generally the vesting period, based on the estimated grant date fair values. Stock-based compensation expense for stock option grants subject to non-

financing event performance conditions on an accelerated basis is recognized as though each vesting portion of the award was, in substance, a separate award.

The fair value of restricted stock is estimated using the current market price of the Company’s common stock on the date of grant.

The Company measures compensation expense for stock-based awards to employees, non-employees and directors based upon the awards’ initial grant-date fair values. Stock-based compensation expense for stock options, restricted stock units and performance awards is recorded over the requisite service period. For awards with only a service condition, the Company expenses stock-based compensation using the straight-line method over the requisite service period for the entire award. For awards with a market condition, the Company expenses the grant date fair value at the target over the vesting period regardless of the value the award recipients ultimately receive. The fair value of restricted stock without a market condition is estimated using the current market price of the Company’s common stock on the date of grant. The fair value of stock option grants with a market condition is estimated at the date of grant using the Monte Carlo simulation model (“Monte Carlo”). The fair values of stock option grants with only a service condition are estimated as of the date of grant by applying the Black-Scholes option valuation model (“Black-Scholes model”). The Black-Scholes model and Monte Carlo models incorporate assumptions as to stock price volatility, the expected life of options or restricted stock, a risk-free interest rate and dividend yield. The effect of forfeiture in compensation costs is recognized based on actual forfeitures when they occur.

The Black-Scholes model is affected by the stock price on the date of the grant as well as assumptions regarding a number of variables. These variables include the expected term of the option, expected risk-free interest rate, the expected volatility of common stock, and expected dividend yield; each of which is described below. The assumptions for expected term of the option and expected volatility of common stock are the two assumptions that significantly affect the grant date fair value.

•Expected Term: The expected term is calculated using the weighted-average period that the stock options are expected to be outstanding prior to being exercised. The Company determines expected term based on historical exercise patterns and its expectation of the time it will take for employees to exercise options still outstanding. The Company estimates non-employees’ options based on the contractual term.

•Risk-free Interest Rate: The risk-free interest rate for periods within the expected term of the awards is based on the U.S. Treasury yield curve in effect at the time of the grant.

•Expected Stock Price Volatility: The Company determined expected annual equity volatility based on the combination of the historical volatility of its common stock and the historical volatility of the common stock comparable to the Company’s common stock.

•Dividend Yield: Because the Company has never paid a dividend and does not expect to begin doing so in the foreseeable future, the Company assumes no dividend yield in valuing the stock-based awards.

•Exercise Price: The exercise price is taken directly from the grant notice issued to employees and non-employees.

Income Taxes

The Company utilizes the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the carrying amounts and the tax basis of assets and liabilities using the enacted statutory tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. A valuation allowance is established against net deferred tax assets if, based on the weight of available evidence, it is more likely than not some or all of the net deferred tax assets will not be realized.

The Company accounts for uncertainty in income taxes recognized in the financial statements by applying a two-step process to determine the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the likelihood it will be sustained upon external examination by the taxing authorities. If the tax position is deemed more-likely-than-not-to be sustained, the tax position is then assessed to determine the amount of benefit to recognize in the financial statements. The amount of the benefit that may be recognized is the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The provision for income taxes includes the effects of any resulting tax reserves or unrecognized tax benefits that are considered appropriate, as well as the related net interest and penalties, as applicable.

Recently Issued Accounting Pronouncements

In July 2025, the FASB issued ASU 2025-05, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets. This standard provides entities with a practical expedient when calculating current expected credit loss by assuming the current conditions as of the balance sheet date will not change for the remaining life of the asset. The ASU is effective for fiscal years beginning after December 15, 2025 and interim periods within those annual periods, with early adoption permitted. The ASU is to be applied on a prospective basis. The Company adopted ASU 2025-05 effective January 1, 2026. The adoption of ASU 2025-05 did not have a material impact to the Consolidated Financial Statements and disclosures.

In November 2024, the FASB issued ASU No. 2024-03, Disaggregation of Income Statement Expenses (“DISE”), which requires additional disclosure of the nature of expenses included in the income statement. The ASU requires disclosures about specific types of expenses included in the expense captions presented on the face of the income statement as well as disclosures about selling expenses. The amendments in this update are effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027, with early adoption permitted. The ASU is required to be applied prospectively with the option for retrospective application. The Company is currently evaluating the impact ASU 2024-03 may have on its Consolidated Financial Statements and disclosures.

In March 2024, the FASB issued ASU No. 2024-02, Codification Improvements - Amendments to Remove References to the Concepts Statements, which contains amendments to the Codification that remove references to various Concepts Statements. The amendments in ASU 2024-02 are not intended to result in significant accounting changes for most entities. The Company adopted ASU 2024-02 effective January 1, 2025. The adoption of ASU 2024-02 did not have a material impact to the Consolidated Financial Statements and disclosures.

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which expands income tax disclosure requirements to include additional information related to the rate reconciliation of effective tax rates to statutory rates, as well as additional disaggregation of taxes paid in both U.S. and foreign jurisdictions. The amendments in ASU 2023-09 also remove disclosures related to certain unrecognized tax benefits and deferred taxes. The Company adopted ASU 2023-09 prospectively during the year ended December 31, 2025. The impact of ASU 2023-09 was not material to the Company’s Consolidated Financial Statements. For further details regarding the Company’s income taxes, please refer to Note 1 4 . Income Taxes.

Net Loss Per Share - Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Numerator
Net loss	$ (101,339)	$ (101,007)	$ (95,960)
Numerator for basic EPS - loss attributable to common stockholders	(101,339)	(101,007)	(95,960)
Numerator for diluted EPS - loss attributable to common stockholders	$ (101,339)	$ (101,007)	$ (95,960)
Denominator
Common stock (in shares)	197,765	143,196	141,300
Denominator for basic EPS - weighted-average common stock (in shares)	197,765	143,196	141,300
Denominator for diluted EPS - weighted-average common stock (in shares)	197,765	143,196	141,300
Basic net loss per share (in dollars per share)	$ (0.51)	$ (0.71)	$ (0.68)
Diluted net loss per share (in dollars per share)	$ (0.51)	$ (0.71)	$ (0.68)

Income Taxes - Provision for Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Current:
Foreign	$ 58	$ 56	$ 0
Total current	58	56	0
Income tax provision	$ 58	$ 56	$ 0

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

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+ Details

Property and Equipment, Net - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense	$ 4,500	$ 4,600	$ 4,200
Gain (loss) on disposition of property plant equipment	(31)	(425)	(136)
Property and equipment	29,931	27,700
Accumulated depreciation, depletion and amortization, property, plant, and equipment	16,737	11,707
Disposals of Property and Equipment
Property, Plant and Equipment [Line Items]
Gain (loss) on disposition of property plant equipment	0	(400)	(100)
Property and equipment	100	3,200	300
Accumulated depreciation, depletion and amortization, property, plant, and equipment	$ 100	$ 2,800	$ 200

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Dec. 31, 2025
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT) - USD ($) $ in Thousands	Total	Class A common stock	Class B common stock	Common Stock	Common Stock Class A common stock	Common Stock Class B common stock	Additional paid-in capital	Accumulated other comprehensive income (loss)	Accumulated deficit
Balance (in shares) at Dec. 31, 2022					120,006,757	19,937,500
Balance at Dec. 31, 2022	$ 358,706				$ 12	$ 2	$ 758,366	$ 0	$ (399,674)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Common stock issued upon exercise of stock options (in shares)					1,825,660
Common stock issued upon exercise of stock options	357						357
Stock-based compensation	8,516						8,516
Net unrealized (loss) gain on marketable securities, net of tax	0
Foreign currency translation adjustment	0
Net loss	(95,960)								(95,960)
Balance (in shares) at Dec. 31, 2023					121,832,417	19,937,500
Balance at Dec. 31, 2023	271,619				$ 12	$ 2	767,239	0	(495,634)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Common stock issued upon exercise of stock options (in shares)					598,689
Common stock issued upon exercise of stock options	1,072			$ 1			1,071
Common stock issued upon vesting of restricted stock units (in shares)					1,096,515
Common stock issued upon vesting of restricted stock units	1			1
Common stock issued from at-the-market offering, net of commissions and issuance costs (in shares)					23,425,650
Common stock issued from at-the-market offering, net of commissions and issuance costs	34,789			2			34,787
Stock-based compensation	8,887						8,887
Net unrealized (loss) gain on marketable securities, net of tax	70							70
Refund of issuance costs	14						14
Foreign currency translation adjustment	(25)							(25)
Net loss	(101,007)								(101,007)
Balance (in shares) at Dec. 31, 2024		146,953,271	19,937,500		146,953,271	19,937,500
Balance at Dec. 31, 2024	215,420				$ 16	$ 2	811,998	45	(596,641)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Common stock issued upon exercise of stock options (in shares)					830,228
Common stock issued upon exercise of stock options	1,912						1,912
Common stock issued upon vesting of restricted stock units (in shares)					3,082,653
Common stock issued upon vesting of restricted stock units	1			1
Common stock issued from at-the-market offering, net of commissions and issuance costs (in shares)					45,565,121
Common stock issued from at-the-market offering, net of commissions and issuance costs	93,510			$ 3			93,507
Stock-based compensation	10,773						10,773
Net unrealized (loss) gain on marketable securities, net of tax	(63)							(63)
Foreign currency translation adjustment	12							12
Net loss	(101,339)								(101,339)
Balance (in shares) at Dec. 31, 2025		196,431,273	19,937,500		196,431,273	19,937,500
Balance at Dec. 31, 2025	$ 220,226				$ 20	$ 2	$ 918,190	$ (6)	$ (697,980)

Commitments and Contingencies (Details) $ in Thousands	1 Months Ended	12 Months Ended
Commitments and Contingencies (Details) $ in Thousands	Aug. 31, 2025 USD ($)	Dec. 31, 2025 USD ($)	Dec. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2021 USD ($) ft²
Other Commitments [Abstract]
Employer matching contributions to 401(k) plan		$ 0	$ 0
Legal settlement expense, net of insurance proceeds		5,162	0	$ 0
Lease termination expense, net		13,577	0	0
Security deposit surrendered		600
Credit for monthly charges		200
Lease termination, net		10,200
Write-off of construction on process due to lease termination		1,162	0	$ 0
Derecognition of right-of-use asset and lease liability due to operating lease termination		1,687	0
Space Located in New Haven, Connecticut
Other Commitments [Abstract]
Lease term					10 years
Area of leased space \| ft²					67,000
Lease incentives					$ 9,100
Cash settlement		11,000
Write-off of construction on process due to lease termination		1,200
Delaware Stockholder Litigation
Other Commitments [Abstract]
Estimated litigation liability		8,000
Insurance settlements receivable		4,600
Legal settlement expense, net of insurance proceeds		3,400
Preliminary settlement amount		7,600
Litigation settlement, fee expense		400
Contract Manufacturer Matter
Other Commitments [Abstract]
Payments for legal settlements	$ 1,800
Licenses Related to Certain Intellectual Property
Licenses Related to Certain Intellectual Property [Abstract]
Annual minimum fixed payments		200
Accrued payments		$ 100	$ 100

Investments in Marketable Securities - Schedule of Available-for-Sale Securities Reconciliation (Details) - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Debt Securities, Available-for-Sale [Line Items]
Amortized Costs	$ 194,121	$ 160,290
Gross Unrealized Net Gains/(Losses)	5	72
Fair Value	194,126	160,362
Debt Securities, Available-For-Sale, Current
Debt Securities, Available-for-Sale [Line Items]
Amortized Costs	141,216
Gross Unrealized Net Gains/(Losses)	55
Fair Value	141,271
Debt Securities, Available-For-Sale, Noncurrent
Debt Securities, Available-for-Sale [Line Items]
Amortized Costs	52,905
Gross Unrealized Net Gains/(Losses)	(50)
Fair Value	52,855
U.S. Treasury securities
Debt Securities, Available-for-Sale [Line Items]
Amortized Costs		108,047
Gross Unrealized Net Gains/(Losses)		63
Fair Value	43,172	108,110
U.S. Treasury securities \| Debt Securities, Available-For-Sale, Current
Debt Securities, Available-for-Sale [Line Items]
Amortized Costs	43,159
Gross Unrealized Net Gains/(Losses)	13
Fair Value	43,172
Corporate bonds \| Debt Securities, Available-For-Sale, Current
Debt Securities, Available-for-Sale [Line Items]
Amortized Costs	14,241
Gross Unrealized Net Gains/(Losses)	5
Fair Value	14,246
Corporate bonds \| Debt Securities, Available-For-Sale, Noncurrent
Debt Securities, Available-for-Sale [Line Items]
Amortized Costs	21,805
Gross Unrealized Net Gains/(Losses)	17
Fair Value	21,822
Commercial paper
Debt Securities, Available-for-Sale [Line Items]
Amortized Costs		52,243
Gross Unrealized Net Gains/(Losses)		9
Fair Value	119,921	$ 52,252
Commercial paper \| Debt Securities, Available-For-Sale, Current
Debt Securities, Available-for-Sale [Line Items]
Amortized Costs	83,816
Gross Unrealized Net Gains/(Losses)	37
Fair Value	83,853
U.S. government agency bonds
Debt Securities, Available-for-Sale [Line Items]
Fair Value	31,033
U.S. government agency bonds \| Debt Securities, Available-For-Sale, Noncurrent
Debt Securities, Available-for-Sale [Line Items]
Amortized Costs	31,100
Gross Unrealized Net Gains/(Losses)	(67)
Fair Value	$ 31,033

Inventory (Tables)

12 Months Ended

Dec. 31, 2025

Inventory Disclosure [Abstract]

Inventory, Net

Inventory consists of the following as of December 31, 2025 and 2024 (in thousands):


	2025		2024
Raw materials	$	453	$	1,290
Work in progress	1,794		2,212
Finished goods	950		565
Total inventory	$	3,197	$	4,067

Fair Value of Financial Instruments - Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands	Dec. 31, 2025	Dec. 31, 2024
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Marketable securities:	$ 194,126	$ 160,362
Total assets at fair value on a recurring basis	211,293	197,621
Warrant liabilities, non-current	0	4,995
Total liabilities at fair value on a recurring basis	794	4,995
Public Warrants
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Warrant liabilities, non-current	767	4,792
Private Warrants
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Warrant liabilities, non-current	27	203
U.S. Treasury securities
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Marketable securities:	43,172	108,110
U.S. government agency bonds
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Marketable securities:	31,033
Commercial paper
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Marketable securities:	119,921	52,252
Money market funds
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents:	17,167	20,340
U.S. Treasury securities
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents:		0
Commercial paper
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents:		16,919
Level 1
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total assets at fair value on a recurring basis	17,167	37,259
Total liabilities at fair value on a recurring basis	767	4,792
Level 1 \| Public Warrants
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Warrant liabilities, non-current	767	4,792
Level 1 \| Private Warrants
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Warrant liabilities, non-current	0	0
Level 1 \| U.S. Treasury securities
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Marketable securities:	0	0
Level 1 \| U.S. government agency bonds
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Marketable securities:	0
Level 1 \| Commercial paper
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Marketable securities:	0	0
Level 1 \| Money market funds
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents:	17,167	20,340
Level 1 \| U.S. Treasury securities
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents:		0
Level 1 \| Commercial paper
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents:		16,919
Level 2
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total assets at fair value on a recurring basis	194,126	160,362
Total liabilities at fair value on a recurring basis	0	0
Level 2 \| Public Warrants
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Warrant liabilities, non-current	0	0
Level 2 \| Private Warrants
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Warrant liabilities, non-current	0	0
Level 2 \| U.S. Treasury securities
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Marketable securities:	43,172	108,110
Level 2 \| U.S. government agency bonds
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Marketable securities:	31,033
Level 2 \| Commercial paper
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Marketable securities:	119,921	52,252
Level 2 \| Money market funds
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents:	0	0
Level 2 \| U.S. Treasury securities
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents:		0
Level 2 \| Commercial paper
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents:		0
Level 3
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total assets at fair value on a recurring basis	0	0
Total liabilities at fair value on a recurring basis	27	203
Level 3 \| Public Warrants
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Warrant liabilities, non-current	0	0
Level 3 \| Private Warrants
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Warrant liabilities, non-current	27	203
Level 3 \| U.S. Treasury securities
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Marketable securities:	0	0
Level 3 \| U.S. government agency bonds
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Marketable securities:	0
Level 3 \| Commercial paper
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Marketable securities:	0	0
Level 3 \| Money market funds
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents:	$ 0	0
Level 3 \| U.S. Treasury securities
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents:		0
Level 3 \| Commercial paper
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents:		$ 0

Cover - USD ($)
$ in Millions

12 Months Ended

Dec. 31, 2025

Feb. 25, 2026

Jun. 30, 2025

Entity Listings [Line Items]

Document Type

10-K

Document Annual Report

true

Current Fiscal Year End Date

--12-31

Document Period End Date

Dec. 31, 2025

Document Transition Report

false

Entity File Number

001-39486

Entity Registrant Name

QUANTUM-SI INCORPORATED

Entity Incorporation, State or Country Code

Entity Tax Identification Number

85-1388175

Entity Address, Address Line One

29 Business Park Drive

Entity Address, City or Town

Branford

Entity Address, State or Province

Entity Address, Postal Zip Code

06405

City Area Code

866

Local Phone Number

688-7374

Entity Well-known Seasoned Issuer

Entity Voluntary Filers

Entity Current Reporting Status

Yes

Entity Interactive Data Current

Yes

Entity Filer Category

Non-accelerated Filer

Entity Small Business

true

Entity Emerging Growth Company

false

ICFR Auditor Attestation Flag

false

Document Financial Statement Error Correction [Flag]

false

Entity Shell Company

false

Entity Public Float

$ 286.3

Documents Incorporated by Reference

The following documents (or parts thereof) are incorporated by reference into the following parts of this Form 10-K: Certain information required in Part III of this Annual Report on Form 10-K is incorporated by reference from the Registrant’s Proxy Statement for the 2026 Annual Meeting of Stockholders to be filed with the Securities and Exchange Commission.

Entity Central Index Key

0001816431

Document Fiscal Year Focus

2025

Document Fiscal Period Focus

Amendment Flag

false

Class A common stock

Entity Listings [Line Items]

Title of 12(b) Security

Class A common stock, $0.0001 per share

Trading Symbol

QSI

Security Exchange Name

NASDAQ

Entity Common Stock, Shares Outstanding

196,431,273

Redeemable warrants

Entity Listings [Line Items]

Title of 12(b) Security

Redeemable warrants, each whole warrant exercisable for one share of Class A common stock, each at an exercise price of $11.50 per share

Trading Symbol

QSIAW

Security Exchange Name

NASDAQ

Class B common stock

Entity Listings [Line Items]

Entity Common Stock, Shares Outstanding

19,937,500

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2025

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Use of Estimates

•inventory valuation;

•assumptions used for leases;

•valuation of warrant liabilities;

•valuation allowances with respect to deferred tax assets;

•assumptions associated with revenue recognition; and

•assumptions underlying the fair value used in the calculation of stock-based compensation.

Concentration of Business Risk

considerable length of time to obtain alternative sources, which could affect the Company’s development efforts and commercial operations.

Segment Reporting

Foreign Currency Translation and Transactions

The Company realizes foreign currency gains/(losses) in the normal course of business based on movement in the applicable exchange rates. As of December 31, 2025 and 2024 and for the years ended December 31, 2025, 2024 and 2023, the effect of foreign currency translation and transactions on the Company’s Consolidated Financial Statements was immaterial.

Cash and Cash Equivalents

Accounts Receivable, Net

Marketable Securities

For further discussion related to marketable securities, please refer to Note 3 . Investments in Marketable Securities.

Inventory

Prepaid Expenses and Other Current Assets

Property and Equipment, Net

Estimated useful lives of property and equipment are as follows:


Property and equipment, net						Estimated useful life
Laboratory and production equipment						3-5 years
Computer equipment						3-5 years
Software						3 years
Furniture and fixtures						3-7 years

Capitalized Software Development Costs

Internal use software is amortized on a straight-line basis over its estimated useful life, which is generally two years. Management evaluates the useful lives of these assets on an annual basis and tests for impairment whenever events or changes in circumstances occur that could impact the recoverability of the assets. Capitalized costs are recorded as Internally developed software on the Consolidated Balance Sheets. Amortization expense related to internally developed software was $0.6 million and $0.2 million for the years ended December 31, 2024 and 2023, respectively. As of December 31, 2024, the Company’s capitalized software was fully amortized and there was no such amortization expense for the year ended December 31, 2025.

Impairment of Long-Lived Assets

Leases

Warrant Liabilities

warrants sold in a private placement (the “Private Warrants”) to HighCape’s sponsor, HighCape Capital Acquisition LLC (the “Sponsor”). The Public Warrants and Private Warrants meet the definition of a derivative and the Company recorded these warrants as long-term liabilities on the Consolidated Balance Sheets at fair value upon the closing of the Business Combination, with subsequent changes in their respective fair values recognized in the Consolidated Statements of Operations and Comprehensive Loss at each reporting date. As of December 31, 2025, the warrants are classified as current liabilities on the Consolidated Balance Sheets. For further discussion related to the Public Warrants and Private Warrants, please refer to Note 1 1 . Warrant Liabilities.

Warranty

Revenue Recognition

Deferred Revenue

As of December 31, 2025, the Company had deferred revenue of $0.1 million included within Accrued expenses and other current liabilities in the Company’s Consolidated Balance Sheets. As of December 31, 2025, amounts included within Other long-term liabilities in the Company’s Consolidated Balance Sheets were immaterial. The Company expects to recognize approximately 80% of its remaining performance obligations as revenue during the year ending December 31, 2026.

Shipping and Handling Costs

Research and Development

Selling, General and Administrative

Net Loss per Share

Stock-Based Compensation

financing event performance conditions on an accelerated basis is recognized as though each vesting portion of the award was, in substance, a separate award.

The fair value of restricted stock is estimated using the current market price of the Company’s common stock on the date of grant.

•Risk-free Interest Rate: The risk-free interest rate for periods within the expected term of the awards is based on the U.S. Treasury yield curve in effect at the time of the grant.

•Exercise Price: The exercise price is taken directly from the grant notice issued to employees and non-employees.

Income Taxes

positions were recorded on the Consolidated Balance Sheets. The Company recognized an immaterial amount of interest and penalties in the Statements of Operations and Comprehensive Income for the year ended December 31, 2024. There were no interest and penalties recognized in the Statements of Operations and Comprehensive Income for the years ended December 31, 2025 and December 31, 2023.

Recently Issued Accounting Pronouncements

Related Party Transactions	12 Months Ended
Related Party Transactions	Dec. 31, 2025
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions The Company was a party to the Amended and Restated Technology Services Agreement (the “ARTSA”), most recently amended on November 11, 2020, by and among 4Catalyzer Corporation (“4C”), the Company and other participant companies controlled by Dr. Jonathan Rothberg, the Chairman of the Company’s Board of Directors. The Company entered into a First Addendum to the ARTSA on February 17, 2021 pursuant to which the Company agreed to terminate its participation under the ARTSA no later than immediately prior to the effective time of the Business Combination, resulting in the termination of the Company’s participation under the ARTSA on June 10, 2021. In connection with the termination of the Company’s participation under the ARTSA, the Company terminated its existing arm’s length lease agreement with 4C and negotiated a new arm’s length lease agreement. Under the ARTSA, the Company and the other participant companies had agreed to share certain non-core technologies, which means any technologies, information or equipment owned or otherwise controlled by the participant company that are not specifically related to the core business area of the participant and subject to certain restrictions on use. The ARTSA also provided for 4C to perform certain services for the Company and each other participant company such as monthly administrative, management and technical consulting services to the Company which were pre-funded approximately once per quarter. The Company incurred expenses paid to 4C in the amounts of $0.1 million, $0.3 million and $0.6 million during the years ended December 31, 2025, 2024 and 2023, respectively. These expenses included immaterial amounts for month-to-month sublease arrangements for office and laboratory spaces from 4C and certain administrative expenses. These expenses are included in Selling, general and administrative expenses in the Condensed Consolidated Statements of Operations and Comprehensive Loss. The ARTSA also provided for the participant companies to provide other services to each other. There were no amounts payable to or from the Company related to such services as of December 31, 2025 and 2024. Effective November 1, 2022, the Company entered into an Advisory Agreement with Dr. Rothberg (the “Advisory Agreement”), pursuant to which Dr. Rothberg previously served as Chairman of the Board, advises the Chief Executive Officer and the Board on strategic matters, and provides consulting, business development and similar services on matters relating to the Company’s current, future and potential scientific and strategic initiatives and such other consulting services reasonably requested from time to time. Pursuant to the Advisory Agreement, as compensation for the services provided, in March 2023, the Company granted Dr. Rothberg an option to purchase 250,000 shares of Class A common stock pursuant to the 2021 Plan. In connection with the Advisory Agreement, Dr. Rothberg’s title was changed from Executive Chairman to Chairman of the Board. Subsequently, in May 2024, Dr. Rothberg’s title was changed from Chairman of the Board to Director.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

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