0000950170-23-004139 | 10-K | XBRL Viewer

Commitments and Contingencies	12 Months Ended
Dec. 31, 2022
Commitments And Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 9. Commitments and Contingencies Contingencies On August 2, 2022, the Company filed a complaint in the U.S. District Court for the District of Colorado against Foresight Diagnostics Inc. (“Foresight”) for patent infringement. The complaint is based on the Company’s U.S. Patent No. 10,450,611 (the “’611 Patent”), entitled “Personalized Genetic Testing,” our U.S. Patent No. 11,299,783 (the “’783 Patent”), entitled “Methods and Systems For Genetic Analysis,” and our U.S. Patent No. 11,384,394 (the “’394 Patent”), entitled “Methods and Systems for Genetic Analysis.” The ‘611 Patent was granted on October 22, 2019 and relates to methods for personalized genetic testing by performance of sequencing assays on biological samples. The ‘783 Patent was granted on April 12, 2022 and relates to methods for sample processing and data analysis by performance of sequencing assays on biological samples that can aid in the diagnosis, monitoring, treatment, and prevention of one or more diseases. The ‘394 Patent was granted on July 12, 2022 and relates to methods for sample processing and analysis to aid in the diagnosis, monitoring, treatment, and prevention of disease. On August 17, 2022, the Company filed an amended complaint for patent infringement against Foresight. The amended complaint added our U.S. Patent No. 11,408,033 (the “’033 Patent”), entitled “Methods and Systems for Genetic Analysis.” The ‘033 Patent was granted on August 9, 2022 and relates to methods for sample processing and analysis to aid in the diagnosis, monitoring, treatment, and prevention of disease. The Company is seeking remedies including injunctive relief, damages and costs. On October 12, 2022, Foresight filed its answer and counterclaims in the matter, alleging and seeking declaratory judgement that its solid tumor recurrence test does not infringe the Company’s asserted patents and that the claims of our asserted patents are invalid and/or unenforceable. On November 2, 2022, the Company filed its answer to Foresight’s counterclaims. The Company believes the assertions in Foresight's counterclaims are without merit and intends to vigorously defend against these counterclaims. Between November 30, 2022 and February 11, 2023, Foresight filed four inter partes review petitions with the USPTO, seeking to invalidate the four patents that we are asserting against Foresight in our patent infringement action. Also on November 30, 2022, Foresight filed a motion to stay our patent infringement action in the U.S. District Court for the District of Colorado pending the resolution of the inter partes review proceedings that Foresight has requested. On December 21, 2022, we filed our opposition to Foresight’s motion to stay, and on December 29, 2022 Foresight filed its reply in support of the stay. On January 5, 2023, the Court held a hearing on Foresight’s motion and on January 24, 2023, the Court granted Foresight’s motion to stay our patent infringement action pending the resolution of the inter partes review proceedings. The USPTO has yet to issue a decision regarding whether it will institute the inter partes reviews. Litigation is inherently unpredictable, and, except for events that have already occurred, it is too early in the foregoing proceedings to predict the outcome of these proceedings, or any impact they may have on us. As such, the estimated financial effect associated with this complaint cannot be made as of the date of filing of this Annual Report on Form 10-K. Litigation is a significant ongoing expense with an uncertain outcome and may in the future be a material expense for us. Management believes this investment is important to protect our intellectual property position, even recognizing the uncertainty of the outcome. The Company is also subject to claims and assessments from time to time in the ordinary course of business. Accruals for litigation and loss contingencies are reflected in the consolidated financial statements based on management’s assessment, including the advice of legal counsel, of the expected outcome of litigation or other dispute resolution proceedings and/or the expected resolution of contingencies. Liabilities for estimated losses are accrued if the potential losses from any claims or legal proceedings are considered probable and the amounts can be reasonably estimated. Significant judgment is required in both the determination of probability of loss and the determination as to whether the amount can be reasonably estimated. Accruals are based only on information available at the time of the assessment due to the uncertain nature of such matters. As additional information becomes available, management reassesses potential liabilities related to pending claims and litigation and may revise its previous estimates, which could materially affect the Company’s consolidated results of operations in a given period. Except for the matter described in the first paragraph of this Note 9, as of December 31, 2022, the Company was not involved in any material adverse legal proceedings. Indemnification In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and provide for general indemnifications. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future, but that have not yet been made. To date, the Company has not paid any claims or been required to defend any action related to its indemnification obligations. However, the Company may record charges in the future as a result of these indemnification obligations.

Commitments and Contingencies

12 Months Ended

Dec. 31, 2022

Commitments And Contingencies Disclosure [Abstract]

Note 9. Commitments and Contingencies

Contingencies

On August 2, 2022, the Company filed a complaint in the U.S. District Court for the District of Colorado against Foresight Diagnostics Inc. (“Foresight”) for patent infringement. The complaint is based on the Company’s U.S. Patent No. 10,450,611 (the “’611 Patent”), entitled “Personalized Genetic Testing,” our U.S. Patent No. 11,299,783 (the “’783 Patent”), entitled “Methods and Systems For Genetic Analysis,” and our U.S. Patent No. 11,384,394 (the “’394 Patent”), entitled “Methods and Systems for Genetic Analysis.” The ‘611 Patent was granted on October 22, 2019 and relates to methods for personalized genetic testing by performance of sequencing assays on biological samples. The ‘783 Patent was granted on April 12, 2022 and relates to methods for sample processing and data analysis by performance of sequencing assays on biological samples that can aid in the diagnosis, monitoring, treatment, and prevention of one or more diseases. The ‘394 Patent was granted on July 12, 2022 and relates to methods for sample processing and analysis to aid in the diagnosis, monitoring, treatment, and prevention of disease. On August 17, 2022, the Company filed an amended complaint for patent infringement against Foresight. The amended complaint added our U.S. Patent No. 11,408,033 (the “’033 Patent”), entitled “Methods and Systems for Genetic Analysis.” The ‘033 Patent was granted on August 9, 2022 and relates to methods for sample processing and analysis to aid in the diagnosis, monitoring, treatment, and prevention of disease. The Company is seeking remedies

including injunctive relief, damages and costs. On October 12, 2022, Foresight filed its answer and counterclaims in the matter, alleging and seeking declaratory judgement that its solid tumor recurrence test does not infringe the Company’s asserted patents and that the claims of our asserted patents are invalid and/or unenforceable. On November 2, 2022, the Company filed its answer to Foresight’s counterclaims. The Company believes the assertions in Foresight's counterclaims are without merit and intends to vigorously defend against these counterclaims.

Between November 30, 2022 and February 11, 2023, Foresight filed four inter partes review petitions with the USPTO, seeking to invalidate the four patents that we are asserting against Foresight in our patent infringement action. Also on November 30, 2022, Foresight filed a motion to stay our patent infringement action in the U.S. District Court for the District of Colorado pending the resolution of the inter partes review proceedings that Foresight has requested. On December 21, 2022, we filed our opposition to Foresight’s motion to stay, and on December 29, 2022 Foresight filed its reply in support of the stay. On January 5, 2023, the Court held a hearing on Foresight’s motion and on January 24, 2023, the Court granted Foresight’s motion to stay our patent infringement action pending the resolution of the inter partes review proceedings. The USPTO has yet to issue a decision regarding whether it will institute the inter partes reviews.

Litigation is inherently unpredictable, and, except for events that have already occurred, it is too early in the foregoing proceedings to predict the outcome of these proceedings, or any impact they may have on us. As such, the estimated financial effect associated with this complaint cannot be made as of the date of filing of this Annual Report on Form 10-K. Litigation is a significant ongoing expense with an uncertain outcome and may in the future be a material expense for us. Management believes this investment is important to protect our intellectual property position, even recognizing the uncertainty of the outcome.

The Company is also subject to claims and assessments from time to time in the ordinary course of business. Accruals for litigation and loss contingencies are reflected in the consolidated financial statements based on management’s assessment, including the advice of legal counsel, of the expected outcome of litigation or other dispute resolution proceedings and/or the expected resolution of contingencies. Liabilities for estimated losses are accrued if the potential losses from any claims or legal proceedings are considered probable and the amounts can be reasonably estimated. Significant judgment is required in both the determination of probability of loss and the determination as to whether the amount can be reasonably estimated. Accruals are based only on information available at the time of the assessment due to the uncertain nature of such matters. As additional information becomes available, management reassesses potential liabilities related to pending claims and litigation and may revise its previous estimates, which could materially affect the Company’s consolidated results of operations in a given period. Except for the matter described in the first paragraph of this Note 9, as of December 31, 2022, the Company was not involved in any material adverse legal proceedings.

Indemnification

In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and provide for general indemnifications. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future, but that have not yet been made. To date, the Company has not paid any claims or been required to defend any action related to its indemnification obligations. However, the Company may record charges in the future as a result of these indemnification obligations.

Loans (Tables)

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Schedule of Amounts Outstanding

Amounts outstanding under the payment agreements are as follows (in thousands):


	December 31,
	2022			2021
Principal	$	2,730		$	3,714
Less: unamortized discount		(134	)		(220	)
Total carrying amount		2,596			3,494
Less: current portion (included in accrued and other current liabilities)		(2,218	)		(1,806	)
Long-term portion (included in other long-term liabilities)	$	378		$	1,688

Stock-Based Compensation

12 Months Ended

Dec. 31, 2022

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Stock-Based Compensation

Note 8. Stock-Based Compensation

2011 Equity Incentive Plan

In 2011, the Company established its 2011 Equity Incentive Plan (the “2011 Plan”) that provided for the granting of stock options to employees and nonemployees of the Company. Under the 2011 Plan, the Company had the ability to issue incentive stock options (“ISOs”), nonstatutory stock options (“NSOs”), stock appreciation rights, restricted stock awards, and restricted stock unit awards (“RSUs”). Options under the 2011 Plan could be granted for periods of up to 10 years. The ISOs could be granted at a price per share not less than the fair value at the date of grant.

2019 Equity Incentive Plan

The Company’s board of directors adopted and the Company’s stockholders approved the 2019 Equity Incentive Plan (the “2019 Plan”) in May 2019 and June 2019, respectively. The 2019 Plan became effective in June 2019 in connection with the Company’s IPO, and no further grants will be made under the 2011 Plan. Shares reserved and remaining available for issuance under the 2011 Plan were added to the 2019 Plan reserve upon its effectiveness.

The 2019 Plan provides for the grant of ISOs, NSOs, stock appreciation rights, restricted stock awards, RSUs, performance-based stock awards, and other forms of equity compensation. Additionally, the 2019 Plan provides for the grant of performance cash awards. ISOs may be granted only to the Company’s employees and to any of the Company’s parent or subsidiary corporation’s employees. All other awards may be granted to employees, including officers, and to non-employee directors and consultants of the Company and any of the Company’s affiliates. The exercise price of a stock option generally cannot be less than 100% of the fair market value of the Company’s common stock on the date of grant. Options under the 2019 Plan may be granted for periods of up to 10 years.

2020 Inducement Plan

The Compensation Committee of the Company’s board of directors adopted the 2020 Inducement Plan (the “Inducement Plan”) in May 2020, which became effective upon adoption. The Inducement Plan was adopted without stockholder approval, as permitted by the Nasdaq Stock Market rules. The Inducement Plan provides for the grant of equity-based awards, including NSOs, stock appreciation rights, restricted stock awards, RSUs, performance-based stock awards, and other forms of equity compensation, and its terms are substantially similar to the stockholder-approved 2019 Plan. In accordance with relevant Nasdaq Listing Rules, awards under the Inducement Plan may only be made to individuals not previously employees or non-employee directors of the Company (or following such individuals’ bona fide period of non-employment with the Company), as an inducement material to the individuals entry into employment with the Company.

2019 Employee Stock Purchase Plan

The Company’s board of directors adopted and the Company’s stockholders approved the 2019 Employee Stock Purchase Plan (the “ESPP”) in May 2019 and June 2019, respectively. Subject to any plan limitations, the ESPP allows eligible employees to contribute, normally through payroll deductions, up to 15% of their earnings for the purchase of the Company’s common stock at a discounted price per share. The price at which common stock is purchased under the ESPP is equal to 85% of the fair market value of the Company’s common stock on the first or last day of the offering period, whichever is lower. The ESPP provides for separate six-month offering periods beginning on May 1 and November 1 of each year.

Shares of common stock available for issuance under the Company’s equity incentive plans at December 31, 2022 were as follows:


	December 31, 2022
Outstanding stock awards		8,493,614
Reserved for future award grants		1,958,949
Reserved for future ESPP		615,879
Total common stock reserved for stock awards		11,068,442

Stock Option Activity

A summary of the Company’s stock option activity (excluding performance-based stock option activity summarized further below) under the 2011 Plan, 2019 Plan, and Inducement Plan for the years ended December 31, 2022, 2021, and 2020 is as follows:


	Outstanding Options
(in thousands, except share and per share data)	Number of Shares			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value
Balance—December 31, 2019		4,731,435		$	4.94		6.60	$	29,730
Options granted		1,357,741			12.05
Options exercised		(908,691	)		3.07
Options forfeited or expired		(232,179	)		7.87
Balance—December 31, 2020		4,948,306		$	7.10		6.71	$	146,044
Options granted		1,026,276			21.26
Options exercised		(862,056	)		2.43
Options forfeited or expired		(110,107	)		13.88
Balance—December 31, 2021		5,002,419		$	10.66		6.89	$	28,308
Options granted		1,429,295			4.80
Options exercised		(488,187	)		2.07
Options forfeited or expired		(492,395	)		10.57
Balance—December 31, 2022		5,451,132		$	9.90		5.31	$	7
Options vested and exercisable as of December 31, 2022		3,740,205		$	9.03		3.76	$	7

Options granted to new hires generally vest over a four-year period, with 25% vesting at the end of one year and the remaining vesting monthly thereafter. Options granted as merit awards generally vest monthly over a three- or four-year period.

The aggregate intrinsic value of unexercised stock options is calculated as the difference between the closing price of the Company’s common stock of $1.98 on December 31, 2022 and the exercise prices of the underlying stock options. Out-of-the money stock options are excluded from the aggregate intrinsic value.

The weighted-average grant date fair value of options granted was $3.21, $13.14, and $7.17 per share for the years ended December 31, 2022, 2021, and 2020, respectively. As of December 31, 2022, the unrecognized stock-based compensation of unvested options was $10.3 million, which is expected to be recognized over a weighted-average period of 2.4 years.

Valuation of Stock Options

The Company estimated the fair value of stock options (excluding performance-based stock options discussed below) using the Black-Scholes option-pricing model. The fair value of stock options is recognized on a straight-line basis over the requisite service periods of the awards. The fair value of stock options was estimated using the following range of assumptions:


	Year Ended December 31,
	2022	2021	2020
Expected term (in years)	5.50 - 6.08	5.50 - 6.27	5.50 - 6.40
Volatility	68.37 - 77.68%	67.97 - 69.90%	61.74 - 68.18%
Risk-free interest rate	1.62 - 4.23%	0.62 - 1.39%	0.36 - 1.66%
Dividend yield	–%	–%	–%

Performance-Based Stock Option Activity

In March 2020, the Company’s board of directors granted the Company’s then Chief Executive Officer a performance-based stock option (“PSO”) to purchase 421,000 shares of common stock. The PSO was subject to the Chief Executive Officer’s continued service to the Company through the date of vesting and, if the performance condition were not met within 10 years from the date of grant, the PSO would be canceled. The shares subject to the PSO would vest in full if the Company’s average market capitalization is equal to or greater than $1 billion over a 30 calendar day period. Upon a change in control, the vesting of the shares subject to the PSO would accelerate on a pro rata basis based on the price per share in such change in control transaction multiplied by the price per share at such time divided by $1 billion, with up to 100% of the shares eligible for such accelerated vesting. During the last quarter of 2020, the Company’s average market capitalization was equal to or greater than $1 billion over a 30 calendar day period and the PSO vested in full.

A summary of the Company’s performance-based stock option activity under the 2019 Plan for the years ended December 31, 2022, 2021 and 2020 is as follows:


	Outstanding Performance-Based Options
(in thousands, except share and per share data)	Number of Shares		Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value
Balance—December 31, 2019		—	$	—		—	$	—
Options granted		421,000		5.10
Options exercised		—
Options cancelled		—
Balance—December 31, 2020		421,000	$	5.10		9.21	$	13,266
No activities		—
Balance—December 31, 2021		421,000	$	5.10		8.21	$	3,861
No activities		—
Balance—December 31, 2022		421,000	$	5.10		1.00	$	—
Options vested and exercisable as of December 31, 2022		421,000	$	5.10		1.00	$	—

As of December 31, 2022, there is no remaining unrecognized stock-based compensation cost.

Valuation of Performance-Based Stock Options

The Company estimated the fair value of the PSO using a Monte Carlo Model and the following assumptions and estimates:


	2020
Performance period (in years)		10.00
Derived service period (in years)		4.55
Volatility		63.60	%
Risk-free interest rate		1.02	%
Dividend yield	–%
Estimated fair value (per share)	$	3.31

Restricted Stock Units Activity and Valuation

A summary of the Company’s RSU activity under the 2019 Plan and Inducement Plan for the years ended December 31, 2022, 2021 and 2020 is as follows:


	Unvested Restricted Stock Units
(in thousands, except share and per share data)	Number of Shares			Weighted- Average Grant Date Fair Value		Aggregate Fair Value
Balance—December 31, 2019		120,000		$	8.86	$	1,308
RSUs granted		648,000			9.93
RSUs vested		(130,945	)		7.09		2,991
RSUs forfeited		(17,837	)		6.83
Balance—December 31, 2020		619,218		$	10.41	$	22,670
RSUs granted		1,387,656			18.05
RSUs vested		(266,119	)		10.93		5,521
RSUs forfeited		(61,059	)		18.45
Balance—December 31, 2021		1,679,696		$	16.35	$	23,969
RSUs granted		2,071,201			4.86
RSUs vested		(897,871	)		11.74		3,189
RSUs forfeited		(231,544	)		10.94
Balance—December 31, 2022		2,621,482		$	9.33	$	5,191

The Company grants RSUs to employees to receive shares of the Company’s common stock. The RSUs awarded are subject to each individual’s continued service to the Company through each applicable vesting date. RSUs granted to new hires generally vest annually over a four-year period. RSUs granted as merit awards generally vest semi-annually over a three- or four-year period. The Company accounts for the fair value of RSUs using the closing market price of the Company’s common stock on the date of grant.

The aggregate fair value of unvested RSUs is calculated using the closing price of the Company’s common stock of $1.98 on December 31, 2022. As of December 31, 2022, the unrecognized stock-based compensation cost of unvested RSUs was $21.9 million, which is expected to be recognized over a weighted-average period of 2.6 years.

The Company’s default tax withholding method for RSUs is the sell-to-cover method, in which shares with a market value equivalent to the tax withholding obligation are sold on behalf of the holder of the RSUs upon vesting and settlement to cover the tax withholding liability and the cash proceeds from such sales are remitted by the Company to taxing authorities.

ESPP Activity and Valuation

During the years ended December 31, 2022, 2021 and 2020, 416,514, 128,289 and 164,164 shares of common stock were purchased under the ESPP, respectively. The fair value of stock purchase rights granted under the ESPP was estimated using the following range of assumptions:


	Year Ended December 31,
	2022	2021	2020
Expected term (in years)	0.49 - 0.5	0.49	0.49 - 0.5
Volatility	82.35 - 112.07%	55.92 - 74.88%	65.15 - 102.10%
Risk-free interest rate	1.49 - 4.58%	0.04 - 0.06%	0.11 - 0.12%
Dividend yield	–%	–%	–%
Fair value	$1.26 - $2.23	$6.30 - $8.21	$4.29 - $8.12

Stock-based Compensation Expense

The following is a summary of stock-based compensation expense by function (in thousands):


	Year Ended December 31,
	2022		2021		2020
Cost of revenue	$	1,922	$	1,414	$	854
Research and development		5,256		4,064		1,773
Selling, general and administrative		12,255		8,900		5,611
Total stock-based compensation expense	$	19,433	$	14,378	$	8,238

The following is a summary of stock-based compensation expense by award type (in thousands):


	Year Ended December 31,
	2022		2021		2020
Stock options	$	8,560	$	8,585	$	4,729
Performance-based stock options		—		—		1,392
RSUs		9,990		4,765		1,401
ESPP		883		1,028		716
Total stock-based compensation expense	$	19,433	$	14,378	$	8,238

Balance Sheet Details

12 Months Ended

Dec. 31, 2022

Balance Sheet Related Disclosures [Abstract]

Balance Sheet Details

Note 4. Balance Sheet Details

Inventory and other deferred costs consist of the following (in thousands):


	December 31,
	2022		2021
Raw materials	$	6,384	$	4,081
Other deferred costs		2,207		1,529
Total inventory and other deferred costs	$	8,591	$	5,610

Property and equipment, net consists of the following (in thousands):


	December 31,
	2022			2021
Machinery and equipment	$	21,537		$	15,877
Computer equipment		17,803			13,286
Computer software costs		3,010			2,213
Furniture and fixtures		2,152			517
Construction in progress		3,989			5,393
Leasehold improvements		40,370			1,357
Total		88,861			38,643
Less: accumulated depreciation and amortization		(26,926	)		(18,993	)
Property and equipment, net	$	61,935		$	19,650

Depreciation and amortization expense for the years ended December 31, 2022, 2021, and 2020 was $8.4 million, $6.0 million, and $5.8 million, respectively.

Restricted cash. The Company’s restricted cash is pledged as collateral for a standby letter of credit related to a property lease. The balance of restricted cash was $1.8 million as of December 31, 2022 and 2021, and is included in other long-term assets.

Accrued and other current liabilities consist of the following (in thousands):


	December 31,
	2022		2021
Accrued compensation	$	9,008	$	10,673
Operating lease liabilities		5,391		3,728
Loans—current portion (Note 6)		2,218		1,806
Accrued liabilities		1,700		883
Employee ESPP contributions		543		517
Customer deposits		30		382
Accrued taxes		123		121
Total accrued and other current liabilities	$	19,013	$	18,110

Loans

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Loans

Note 6. Loans

Equipment and Software Loans

In April 2021, the Company entered into a payment agreement with a financing entity to finance the purchase of $2.4 million of certain internal use software licenses and related software maintenance from a vendor. The financing entity and vendor are not related. The Company is obligated to repay the financed amount in three equal payments of $0.8 million in May 2021, May 2022, and May 2023. The payment agreement is noninterest bearing and the Company concluded that such interest rate (zero) did not represent fair and adequate compensation to the financing entity for the use of the related funds. Accordingly, the Company approximated the rate at which it could obtain financing of a similar nature from other sources at the date of the transaction. The resulting imputed interest rate was 7% and was used to establish the present value of the payment agreement. The discount is recognized as interest expense in the consolidated statements of operations over the life of the payment agreement.

The Company entered into two more payment agreements in April 2021 and July 2022, with the same financing entity, to finance the purchase of $3.1 million of computer hardware and related hardware maintenance and $1.3 million of internal use software licenses and related ongoing support, respectively. The Company is required to pay three equal payments of $1.0 million in July 2021, June 2022, and June 2023 for the first agreement, and three equal payments of $0.4 million in September 2022, September 2023, and September 2024 for the second agreement. The nature of these agreements and resulting accounting treatment are the same as the payment agreement described in the preceding paragraph, except the imputed interest rate was 9% for the July 2022 agreement.

The total initial present value of the payment agreements was $6.4 million and presented as proceeds from loans in the consolidated statements of cash flows. Such proceeds were used to purchase equipment, software, and related maintenance and are reflected as cash outflows in the investing and operating activities sections in the consolidated statements of cash flows. Repayments are presented as financing cash outflows in the consolidated statements of cash flows. Interest expense for the years ended December 31, 2022 and 2021 was $0.2 million each. Amounts outstanding under the payment agreements are as follows (in thousands):


	December 31,
	2022			2021
Principal	$	2,730		$	3,714
Less: unamortized discount		(134	)		(220	)
Total carrying amount		2,596			3,494
Less: current portion (included in accrued and other current liabilities)		(2,218	)		(1,806	)
Long-term portion (included in other long-term liabilities)	$	378		$	1,688

- Definition

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

+ References

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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 1B
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Topic 470
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-Section 50
-Paragraph 1C
-Subparagraph (b)
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Income Taxes - Schedule of Provision for Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Current:
State	$ 5		$ 26
Foreign	66	$ 43	31
Total current	71	43	57
Provision for income taxes	40	14	$ 57
Deferred:
Foreign	(31)	(29)
Total deferred	$ (31)	$ (29)

- Definition

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

+ References + Details

Leases (Tables)

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Components of Lease Cost

Components of lease cost were as follows (in thousands):


	Year Ended December 31,
	2022		2021		2020
Lease cost
Operating lease cost	$	8,530	$	5,009	$	2,295
Short-term lease cost		122		364		227
Variable lease cost		1,411		1,152		748
Total lease cost	$	10,063	$	6,525	$	3,270

Schedule of Future Minimum Lease Payments

As of December 31, 2022, the Company’s operating leases had a weighted-average remaining lease term of 11.1 years and a weighted-average discount rate of 10.5%. The Company’s discount rates are based on estimates of its incremental borrowing rate, as the discount rates implicit in the Company’s lease cannot be readily determined. Future lease payments under operating leases as of December 31, 2022 were as follows (in thousands):


	Amount
2023	$	5,711
2024		7,895
2025		7,808
2026		7,168
2027		7,189
2028 and thereafter		48,013
Total future minimum lease payments		83,784
Less: imputed interest		(37,352	)
Present value of future minimum lease payments		46,432
Less: current portion of operating lease liability (included in accrued and other current liabilities)		(5,391	)
Long-term operating lease liabilities	$	41,041

Stock-Based Compensation - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period	4 years
Vesting rate at the end of one year	25.00%
Vesting rights description	Options granted to new hires generally vest over a four-year period, with 25% vesting at the end of one year and the remaining vesting monthly thereafter. Options granted as merit awards generally vest monthly over a three- or four-year period
Closing price of common stock	$ 1.98
Weighted-average grant date fair value of options granted	$ 3.21	$ 13.14	$ 7.17
Unrecognized stock-based compensation of unvested options	$ 10,300,000
Unrecognized stock-based compensation of unvested options, recognized over weighted-average period	2 years 4 months 24 days
Options Granted as Merit Awards \| Tranche One
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period	3 years
Options Granted as Merit Awards \| Tranche Two
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period	4 years
Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period	4 years
Closing price of common stock	$ 1.98
Unrecognized stock-based compensation of unvested options, recognized over weighted-average period	2 years 7 months 6 days
Unrecognized stock-based compensation cost of unvested RSUs	$ 21,900,000
Maximum \| Restricted Stock Units \| Tranche Two
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period	4 years
Minimum \| Restricted Stock Units \| Tranche Two
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period	3 years
2011 Plan \| Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Options granted in years	10 years
2019 Plan \| Performance-Based Stock Option
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Options granted in years	10 years
Unrecognized stock-based compensation of unvested options	$ 0
Performance-based Options granted	421,000	421,000	421,000
Share based compensation arrangement by share based payment equal to or greater than average market capital	$ 1,000,000,000
Average market capitalization threshold satisfaction period	30 days
Share based compensation arrangement by share based payment award description	The shares subject to the PSO would vest in full if the Company’s average market capitalization is equal to or greater than $1 billion over a 30 calendar day period. Upon a change in control, the vesting of the shares subject to the PSO would accelerate on a pro rata basis based on the price per share in such change in control transaction multiplied by the price per share at such time divided by $1 billion, with up to 100% of the shares eligible for such accelerated vesting.
2019 Plan \| Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Options granted in years	10 years
2019 Plan \| Maximum \| Performance-Based Stock Option
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting rate at the end of one year	100.00%
2019 Plan \| Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Percentage of exercise price options granted	100.00%
2019 Employee Stock Purchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Percentage of purchase price of common stock	85.00%
Common stock shares purchased	416,514	128,289	164,164
2019 Employee Stock Purchase Plan \| Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Percentage of earnings for purchase of common stock at discounted price	15.00%

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Schedule of Percentage of Revenues and Accounts Receivables from Customers

For each significant customer, revenue as a percentage of total revenue and accounts receivable as a percentage of total accounts receivable are as follows:


	Revenue			Accounts Receivable
	Year Ended December 31,			December 31,
	2022	2021	2020	2022	2021
Natera, Inc.	41%	10%	*	43%	39%
VA MVP	13%	53%	71%	*	*
Merck & Co., Inc.	11%	*	*	*	15%
AbbVie Inc.	*	*	*	*	18%
GSK plc	*	*	*	12%	*
Pfizer Inc.	*	*	*	10%	*
* Less than 10% of revenue or accounts receivable

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Accumulated Other Comprehensive Income (Loss)	Accumulated Deficit
Beginning balance at Dec. 31, 2019	$ 106,690	$ 3	$ 247,282	$ (6)	$ (140,589)
Beginning balance, shares at Dec. 31, 2019		31,243,029
Proceeds from follow-on offering, net of offering costs	117,065	$ 1	117,064
Proceeds from follow-on offering, net of offering costs, shares		6,578,947
Exercise of common stock warrants, shares		79,772
Proceeds from exercise of stock options	2,789		2,789
Proceeds from exercise of stock options, shares		908,691
Proceeds from ESPP purchases	1,415		1,415
Proceeds from ESPP purchases, shares		164,164
Restricted stock units vested, shares		130,945
Stock-based compensation	8,238		8,238
Foreign currency translation adjustment	12			12
Unrealized gain (loss) on available-for-sale debt securities	16			16
Net loss	(41,280)				(41,280)
Ending balance at Dec. 31, 2020	194,945	$ 4	376,788	22	(181,869)
Ending balance, shares at Dec. 31, 2020		39,105,548
Proceeds from follow-on offering, net of offering costs	161,916		161,916
Proceeds from follow-on offering, net of offering costs, shares		4,542,500
Proceeds from exercise of stock options	2,096		2,096
Proceeds from exercise of stock options, shares		862,056
Proceeds from ESPP purchases	2,380		2,380
Proceeds from ESPP purchases, shares		128,289
Restricted stock units vested, shares		266,119
Stock-based compensation	14,378		14,378
Foreign currency translation adjustment	49			49
Unrealized gain (loss) on available-for-sale debt securities	(237)			(237)
Net loss	(65,226)				(65,226)
Ending balance at Dec. 31, 2021	310,301	$ 4	557,558	(166)	(247,095)
Ending balance, shares at Dec. 31, 2021		44,904,512
Proceeds from exercise of stock options	1,011	$ 1	1,010
Proceeds from exercise of stock options, shares		488,187
Proceeds from ESPP purchases	1,455		1,455
Proceeds from ESPP purchases, shares		416,514
Restricted stock units vested, shares		897,871
Stock-based compensation	19,433		19,433
Foreign currency translation adjustment	(277)			(277)
Unrealized gain (loss) on available-for-sale debt securities	(469)			(469)
Net loss	(113,315)				(113,315)
Ending balance at Dec. 31, 2022	$ 218,139	$ 5	$ 579,456	$ (912)	$ (360,410)
Ending balance, shares at Dec. 31, 2022		46,707,084

Balance Sheet Details (Tables)

12 Months Ended

Dec. 31, 2022

Balance Sheet Related Disclosures [Abstract]

Schedule of Inventory and Other Deferred Costs

Inventory and other deferred costs consist of the following (in thousands):


	December 31,
	2022		2021
Raw materials	$	6,384	$	4,081
Other deferred costs		2,207		1,529
Total inventory and other deferred costs	$	8,591	$	5,610

Schedule of Property and Equipment, Net

Property and equipment, net consists of the following (in thousands):


	December 31,
	2022			2021
Machinery and equipment	$	21,537		$	15,877
Computer equipment		17,803			13,286
Computer software costs		3,010			2,213
Furniture and fixtures		2,152			517
Construction in progress		3,989			5,393
Leasehold improvements		40,370			1,357
Total		88,861			38,643
Less: accumulated depreciation and amortization		(26,926	)		(18,993	)
Property and equipment, net	$	61,935		$	19,650

Schedule of Accrued and Other Current Liabilities

Accrued and other current liabilities consist of the following (in thousands):


	December 31,
	2022		2021
Accrued compensation	$	9,008	$	10,673
Operating lease liabilities		5,391		3,728
Loans—current portion (Note 6)		2,218		1,806
Accrued liabilities		1,700		883
Employee ESPP contributions		543		517
Customer deposits		30		382
Accrued taxes		123		121
Total accrued and other current liabilities	$	19,013	$	18,110

Leases - Schedule of Future Minimum Lease Payments (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Leases [Abstract]
2023	$ 5,711
2024	7,189
2025	7,895
2026	7,808
2027	7,168
2028 and thereafter	48,013
Total future minimum lease payments	83,784
Less: imputed interest	(37,352)
Present value of future minimum lease payments	46,432
Less: current portion of operating lease liability (included in accrued and other current liabilities)	(5,391)	$ (3,728)
Long-term operating lease liabilities	$ 41,041	$ 52,797

Summary of Significant Accounting Policies - Schedule of Percentage of Revenues and Accounts Receivables from Customers (Parenthetical) (Details)	12 Months Ended
	Dec. 31, 2022
Accounts Receivable \| Minimum \| Customer Concentration Risk
Summary Of Significant Accounting Policies [Line Items]
Concentration risk percentage	10.00%

Balance Sheet Details - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Property Plant And Equipment [Line Items]
Total	$ 88,861	$ 38,643
Less: accumulated depreciation and amortization	(26,926)	(18,993)
Property and equipment, net	61,935	19,650
Machinery and Equipment
Property Plant And Equipment [Line Items]
Total	21,537	15,877
Computer Equipment
Property Plant And Equipment [Line Items]
Total	17,803	13,286
Computer Software Costs
Property Plant And Equipment [Line Items]
Total	3,010	2,213
Furniture and Fixtures
Property Plant And Equipment [Line Items]
Total	2,152	517
Leasehold Improvements
Property Plant And Equipment [Line Items]
Total	40,370	1,357
Construction in Progress
Property Plant And Equipment [Line Items]
Total	$ 3,989	$ 5,393

Balance Sheet Details - Schedule of Accrued and Other Current Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Payables And Accruals [Abstract]
Accrued compensation	$ 9,008	$ 10,673
Operating lease liabilities	$ 5,391	$ 3,728
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Accounts payable	Accounts payable
Loans—current portion (Note 6)	$ 2,218	$ 1,806
Accrued liabilities	1,700	883
Employee ESPP contributions	543	517
Customer deposits	30	382
Accrued taxes	123	121
Total accrued and other current liabilities	$ 19,013	$ 18,110

Income Taxes

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Income Taxes

Note 11. Income Taxes

For financial reporting purposes, loss before income taxes includes the following components (in thousands):


	Year Ended December 31,
	2022			2021			2020
Domestic	$	(113,558	)	$	(65,415	)	$	(41,404	)
Foreign		283			203			181
Loss before income taxes	$	(113,275	)	$	(65,212	)	$	(41,223	)

Provision for Income Taxes

The provision for income taxes consists of the following (in thousands):


	Year Ended December 31,
	2022			2021			2020
Current:
Federal	$	—		$	—		$	—
State		5			—			26
Foreign		66			43			31
Total current		71			43			57
Deferred:
Foreign		(31	)		(29	)		—
Total deferred		(31	)		(29	)		—
Provision for income taxes	$	40		$	14		$	57

Income tax provision related to continuing operations differ from the amounts computed by applying the statutory income tax rate of 21% to pretax loss in 2022, 2021, and 2020 as follows:


	Year Ended December 31,
	2022	2021	2020
Expected tax (benefit) at federal statutory rate	(21%)	(21%)	(21%)
Effect of:
State taxes	(6%)	(9%)	(10%)
Change in valuation allowance	28%	36%	38%
Stock-based compensation	1%	(3%)	(4%)
Research and development credit	(2%)	(3%)	(3%)
Other	–%	–%	–%
Effective tax rate	–%	–%	–%

Tax Law Changes

On March 27, 2020, the U.S. government enacted the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”), which includes several U.S. income tax provisions related to, among other things, net operating loss carrybacks, alternative minimum tax credits, modifications to interest expense limitations, and an option to defer payroll tax payments for a limited period. Based on the guidance in the CARES Act, the Company deferred the payment of $0.7 million of certain payroll taxes, of which $0.3 million was paid in 2021 and the remaining balance was paid in 2022. The other provisions of the CARES Act did not have a significant impact on the Company’s consolidated financial statements.

Deferred Tax Assets and Liabilities

Deferred income taxes reflect the net tax effects of loss and credit carryforwards and temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets for federal and state income taxes are as follows (in thousands):


	December 31,
	2022			2021
Deferred tax assets:
Net operating loss carryforwards	$	72,408		$	61,219
Research and development credits		16,824			12,127
Capitalized research and development		11,972			—
Deferred revenue		38			164
Accruals and reserves		1,914			2,846
Stock-based compensation		5,197			4,435
Operating lease liabilities		13,455			16,406
Other intangibles		267			321
Other		236			115
Total gross deferred tax assets		122,311			97,633
Less: valuation allowance		(114,483	)		(81,628	)
Total deferred tax assets		7,828			16,005
Deferred tax liabilities:
Property and equipment		(108	)		(356	)
Operating lease right-of-use assets		(7,659	)		(15,620	)
Total deferred tax liabilities		(7,767	)		(15,976	)
Net deferred tax assets	$	61		$	29

Realization of deferred tax assets is dependent upon future earnings, if any, the timing and amount of which are uncertain. Because of the Company’s lack of U.S. earnings history, the net U.S. deferred tax assets have been fully offset by a valuation allowance. The valuation allowance increased by $32.9 million and $24.8 million during the years ended December 31, 2022 and 2021, respectively.

Net Operating Loss and Tax Credit Carryforwards

As of December 31, 2022, the Company had a net operating loss carryforward for federal income tax purposes of approximately $249.1 million, of which $86.1 million will begin to expire in 2031. The Company had a total state net operating loss carryforward of approximately $229.7 million, which will begin to expire in 2031. Utilization of some of the federal and state net operating loss and credit carryforwards are subject to annual limitations due to the “change in ownership” provisions of the Internal Revenue Code of 1986, as amended, and similar state provisions. The annual limitations may result in the expiration of net operating losses and credits before utilization.

As of December 31, 2022, the Company has federal credits of approximately $8.6 million, which will begin to expire in 2031 and state research credits of approximately $8.2 million, which have no expiration date. These tax credits are subject to the same limitations discussed above.

Unrecognized Tax Benefits

The Company has incurred net operating losses since inception and does not have any significant unrecognized tax benefits. The Company’s policy is to include interest and penalties related to unrecognized tax benefits, if any, within the provision for taxes in the consolidated statements of operations. If the Company is eventually able to recognize its uncertain positions, the effective tax rate would be reduced. The Company currently has a full valuation allowance against its net deferred tax assets, which would impact the timing of the effective tax rate benefit should any of these uncertain tax positions be favorably settled in the future. Any adjustments to the Company’s uncertain tax positions would result in an adjustment of net operating loss or tax credit carryforwards rather than resulting in a cash outlay.

The Company files U.S. federal income tax returns and various state income tax returns. Because of net operating losses and research credit carryovers, substantially all the Company’s tax years remain open to examination.

The Company has the following activity relating to unrecognized tax benefits (in thousands):


	December 31,
	2022		2021
Beginning balance	$	3,066	$	2,148
Gross increase—tax position in current period		1,174		918
Ending balance	$	4,240	$	3,066

Although it is reasonably possible that certain unrecognized tax benefits may increase or decrease within the next 12 months due to tax examination changes, settlement activities, expirations of statute of limitations, or the impact on recognition and measurement considerations related to the results of published tax cases or other similar activities, the Company does not anticipate any significant changes to unrecognized tax benefits over the next 12 months. During the years ended December 31, 2022, 2021, and 2020, no interest or penalties were required to be recognized relating to unrecognized tax benefits.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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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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-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Revenue

12 Months Ended

Dec. 31, 2022

Revenue From Contract With Customer [Abstract]

Revenue

Note 3. Revenue

The Company disaggregates revenue by the following four customer types:

•

Pharma tests and services includes sales of testing services and data analytics for clinical trials and research to pharmaceutical companies in support of their drug development programs. Individual contracts typically contemplate a single project and involve a wide range of tests and analytics deliverables from the Company that are suitable for each particular project.

•

Enterprise sales includes sales of tumor profiling and diagnostic tests directly to other businesses as an input to their products. The Company is typically contracted to deliver a limited number of tests and analytics deliverables, but in high volume over time, and may offer tiered pricing. Revenue from the Company's partnership with Natera to provide advanced tumor analysis for use in Natera's MRD testing offerings makes up substantially all of the revenue in this category.

•

Population sequencing includes sales of genomic sequencing services and data analytics to support large-scale genetic research programs. The Company is typically contracted to deliver a similar type of test and analytic across a large volume of samples, and has historically received partial prepayment prior to performance. Revenue from the Company's partnership with the VA MVP to provide population sequencing accounts for all of the revenue in this category.

•

Other includes sales of genomic tests and analytics to universities and non-profits.

The following table presents the Company’s revenue disaggregated by customer type (in thousands):


	Year Ended December 31,
	2022		2021		2020
Pharma tests and services	$	29,552	$	30,282	$	21,396
Enterprise sales		26,641		8,774		479
Population sequencing		8,443		45,671		56,154
Other		411		767		619
Total revenue	$	65,047	$	85,494	$	78,648

Revenue from countries outside of the United States, based on the billing addresses of customers, represented 9%, 8%, and 5% of the Company’s revenue for the years ended December 31, 2022, 2021 and 2020, respectively.

Contract Assets and Liabilities

Contract assets as of December 31, 2022 and 2021 were immaterial.

Amounts collected in advance of services being provided are deferred as current liabilities in the consolidated balance sheets. The associated revenue is recognized and the contract liability is reduced as contracted services are subsequently performed. The balance of contract liabilities was $1.3 million and $4.0 million as of December 31, 2022 and 2021, respectively. Revenue recognized in 2022, 2021, and 2020 that were included in the contract liability balance at the beginning of each reporting period were $3.5 million, $19.1 million, and $33.8 million, respectively.

- Definition

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

+ References

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

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
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Basic and Diluted Net Loss Per Common Share

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Basic and Diluted Net Loss Per Common Share

Note 10. Basic and Diluted Net Loss Per Common Share

Basic net loss per common share is computed by dividing net loss by the weighted-average number of common shares outstanding during the period. Diluted net loss per common share is computed using net loss and the weighted-average number of common shares outstanding plus potentially dilutive common shares outstanding during the period. Potentially dilutive common shares include the assumed exercise of outstanding in-the-money stock options and common stock warrants, assumed release of outstanding RSUs, and assumed issuance of common stock under the ESPP using the treasury stock method. The Company incurred net losses in the periods presented, and as a result, potential common shares from stock options, RSUs, and the assumed release of outstanding shares under the ESPP were not included in the diluted shares used to calculate net loss per share, as their inclusion would have been anti-dilutive.

The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share amounts):


	Year Ended December 31,
	2022			2021			2020
Net loss	$	(113,315	)	$	(65,226	)	$	(41,280	)
Weighted-average common shares outstanding—basic and diluted		45,704,805			43,886,730			34,374,903
Net loss per common share—basic and diluted	$	(2.48	)	$	(1.49	)	$	(1.20	)

The following table sets forth the potentially dilutive shares excluded from the computation of diluted net loss per common share because their effect was anti-dilutive:


	Year Ended December 31,
	2022		2021		2020
Options to purchase common stock		5,872,132		5,423,419		5,369,306
Unvested RSUs		2,621,482		1,679,696		619,218
ESPP		627,740		87,367		58,802
Total		9,121,354		7,190,482		6,047,326

Income Taxes - Components of Deferred Tax Assets for Federal and State Income Taxes (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Deferred tax assets:
Net operating loss carryforwards	$ 72,408	$ 61,219
Capitalized research and development	11,972
Research and development credits	16,824	12,127
Deferred revenue	38	164
Accruals and reserves	1,914	2,846
Stock-based compensation	5,197	4,435
Operating lease liabilities	13,455	16,406
Other intangibles	267	321
Other	236	115
Total gross deferred tax assets	122,311	97,633
Less: valuation allowance	(114,483)	(81,628)
Total deferred tax assets	7,828	16,005
Deferred tax liabilities:
Property and equipment	(108)	(356)
Operating lease right-of-use assets	(7,659)	(15,620)
Total deferred tax liabilities	7,767	15,976
Net deferred tax assets	$ 61	$ 29

Revenue - Schedule of Revenue Disaggregated by Customer Type (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Disaggregation Of Revenue [Line Items]
Revenue	$ 65,047	$ 85,494	$ 78,648
Pharma Tests and Services
Disaggregation Of Revenue [Line Items]
Revenue	29,552	30,282	21,396
Enterprise Sales
Disaggregation Of Revenue [Line Items]
Revenue	26,641	8,774	479
Population Sequencing
Disaggregation Of Revenue [Line Items]
Revenue	8,443	45,671	56,154
Other
Disaggregation Of Revenue [Line Items]
Revenue	$ 411	$ 767	$ 619

- 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

Balance Sheet Details - Schedule of Inventory and Other Deferred Costs (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Inventory And Other Deferred Costs [Abstract]
Raw materials	$ 6,384	$ 4,081
Other deferred costs	2,207	1,529
Total inventory and other deferred costs	$ 8,591	$ 5,610

Company and Nature of Business - Additional Information (Details)	12 Months Ended
	Dec. 31, 2022 Segment
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Number of reportable segments	1

Basic and Diluted Net Loss Per Common Share - Schedule of Computation of Basic and Diluted Net Loss per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Earnings Per Share [Abstract]
Net loss	$ (113,315)	$ (65,226)	$ (41,280)
Weighted-average common shares outstanding—basic	45,704,805	43,886,730	34,374,903
Weighted-average common shares outstanding—diluted	45,704,805	43,886,730	34,374,903
Net loss per common share—basic	$ (2.48)	$ (1.49)	$ (1.20)
Net loss per common share—diluted	$ (2.48)	$ (1.49)	$ (1.20)

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

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

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+ Details

Fair Value Measurements

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurements

Note 5. Fair Value Measurements

The following tables show the Company’s financial assets and liabilities measured at fair value on a recurring basis and the level of inputs used in such measurements as of December 31, 2022 and 2021 (in thousands):


	December 31, 2022
	Adjusted Cost		Unrealized Gains		Unrealized Losses			Fair Value		Fair Value Level
Assets
Cash and cash equivalents:
Cash	$	5,615	$	—	$	—		$	5,615
Money market funds		31,401		—		—			31,401	Level 1
Commercial paper		47,135		—		(15	)		47,120	Level 2
U.S. government securities		4,991		1		—			4,992	Level 2
Total cash and cash equivalents		89,142		1		(15	)		89,128
Short-term investments:
Commercial paper		13,097		—		(51	)		13,046	Level 2
U.S. agency securities		9,445		—		(105	)		9,340	Level 2
U.S. government securities		56,658		1		(515	)		56,144	Level 2
Total short-term investments		79,200		1		(671	)		78,530
Total assets measured at fair value	$	168,342	$	2	$	(686	)	$	167,658


	December 31, 2021
	Adjusted Cost		Unrealized Gains		Unrealized Losses			Fair Value		Fair Value Level
Assets
Cash and cash equivalents:
Cash	$	6,094	$	—	$	—		$	6,094
Money market funds		49,488		—		—			49,488	Level 1
Commercial paper		50,005		—		(2	)		50,003	Level 2
Total cash and cash equivalents		105,587		—		(2	)		105,585
Short-term investments:
Commercial paper		18,068		—		(2	)		18,066	Level 2
U.S. government securities		50,040		—		(15	)		50,025	Level 2
Corporate debt securities		18,059		—		(7	)		18,052	Level 2
U.S. agency securities		19,738		—		(35	)		19,703	Level 2
Asset-backed securities		75,787		—		(154	)		75,633	Level 2
Total short-term investments		181,692		—		(213	)		181,479
Total assets measured at fair value	$	287,279	$	—	$	(215	)	$	287,064

Realized gains or losses on marketable debt securities are immaterial for the periods presented. No security has been in an unrealized loss position for 12 months or greater. The Company determined that it did have the ability and intent to hold all marketable securities that have been in a continuous loss position until maturity or recovery. As of December 31, 2022, the Company does not consider any of its marketable debt securities to be other-than-temporarily impaired. The Company’s marketable debt securities at December 31, 2022 have maturities due in one year or less.

- 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 + Details

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Cash flows from operating activities:
Net loss	$ (113,315)	$ (65,226)	$ (41,280)
Adjustments to reconcile net loss to net cash used in operating activities
Stock-based compensation expense	19,433	14,378	8,238
Depreciation and amortization	8,432	6,014	5,758
Noncash operating lease cost	4,446	2,950	1,409
Amortization of premium on short-term investments	57	2,031	391
Other	103	169	60
Changes in operating assets and liabilities
Accounts receivable	1,825	(12,118)	(3,049)
Inventory and other deferred costs	(2,982)	29	(1,076)
Prepaid expenses and other assets	484	(2,658)	(2,312)
Accounts payable	3,089	(1,457)	751
Accrued and other current liabilities	(1,479)	3,365	3,529
Contract liabilities	(2,718)	(17,052)	(14,942)
Operating lease liabilities	12,811	(962)	(850)
Other long-term liabilities	(419)	(291)	720
Net cash used in operating activities	(70,233)	(70,828)	(42,653)
Cash flows from investing activities:
Purchases of available-for-sale debt securities	(121,490)	(267,128)	(161,775)
Proceeds from maturities of available-for-sale debt securities	223,923	213,083	99,878
Proceeds from sales of available-for-sale debt securities		5,059
Purchases of property and equipment	(49,896)	(11,083)	(3,246)
Net cash provided by (used in) investing activities	52,537	(60,069)	(65,143)
Cash flows from financing activities:
Proceeds from public offerings, net of underwriting discounts and commissions		162,258	117,500
Payments of costs related to public offerings		(342)	(435)
Proceeds from loans	1,194	5,167
Repayments of loans	(2,293)	(1,857)
Proceeds from exercise of equity awards	2,465	4,474	4,203
Net cash provided by financing activities	1,366	169,700	121,268
Effect of exchange rates on cash, cash equivalents and restricted cash	(127)	47	7
Net change in cash, cash equivalents and restricted cash	(16,457)	38,850	13,479
Cash, cash equivalents and restricted cash, beginning of period	107,375	68,525	55,046
Cash, cash equivalents and restricted cash, end of period	90,918	107,375	68,525
Reconciliation of cash, cash equivalents and restricted cash to the consolidated balance sheets:
Cash and cash equivalents	89,128	105,585	68,525
Restricted cash, included in other long-term assets	1,790	1,790
Total cash, cash equivalents and restricted cash	90,918	107,375	68,525
Supplemental cash flow information:
Cash paid for income taxes, net of refunds	47	39	35
Acquisition of property and equipment included in accounts payable and accrued liabilities	$ 3,917	$ 3,006	$ 282

Balance Sheet Details - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Statement [Abstract]
Depreciation and amortization expense	$ 8,432	$ 6,014	$ 5,758
Restricted cash, included in other long-term assets	$ 1,790	$ 1,790

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2022	Dec. 31, 2021
Statement Of Financial Position [Abstract]
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares, issued	46,707,084	44,904,512
Common stock, shares, outstanding	46,707,084	44,904,512

Revenue (Tables)

12 Months Ended

Dec. 31, 2022

Disaggregation Of Revenue [Abstract]

Schedule of Revenue Disaggregated by Customer Type

The following table presents the Company’s revenue disaggregated by customer type (in thousands):


	Year Ended December 31,
	2022		2021		2020
Pharma tests and services	$	29,552	$	30,282	$	21,396
Enterprise sales		26,641		8,774		479
Population sequencing		8,443		45,671		56,154
Other		411		767		619
Total revenue	$	65,047	$	85,494	$	78,648

Loans - Additional Information (Details) - Payment Agreement with Financing Entity $ in Thousands	1 Months Ended		12 Months Ended
	Jul. 31, 2022 USD ($) Payment	Apr. 30, 2021 USD ($) Payment	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Debt Disclosure [Line Items]
Principal amount			$ 2,730	$ 3,714
Initial present value of payment agreements			6,400
Interest expense			$ 200	$ 200
Software
Debt Disclosure [Line Items]
Principal amount	$ 1,300	$ 2,400
Number of equal payments \| Payment	3	3
Noninterest bearing rate		0.00%
Imputed interest rate	9.00%	7.00%
Computer Equipment
Debt Disclosure [Line Items]
Principal amount		$ 3,100
Number of equal payments \| Payment		3
Option One \| Software
Debt Disclosure [Line Items]
Payment of debt		$ 800
Option Two \| Software
Debt Disclosure [Line Items]
Payment of debt		800
May 2023 \| Software
Debt Disclosure [Line Items]
Payment of debt		800
July 2021 \| Computer Equipment
Debt Disclosure [Line Items]
Payment of debt		1,000
June 2022 \| Computer Equipment
Debt Disclosure [Line Items]
Payment of debt		1,000
June 2023 \| Computer Equipment
Debt Disclosure [Line Items]
Payment of debt		$ 1,000
September 2022 \| Software
Debt Disclosure [Line Items]
Payment of debt	$ 400
September 2023 \| Software
Debt Disclosure [Line Items]
Payment of debt	400
September 2024 \| Software
Debt Disclosure [Line Items]
Payment of debt	$ 400

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note 2. Summary of Significant Accounting Policies

Basis of Presentation

The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding annual reporting. The consolidated financial statements include the accounts of Personalis, Inc. and its wholly owned subsidiaries, Personalis (UK) Ltd. and Personalis (Shanghai) Ltd. All intercompany balances and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities, at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. The estimates include, but are not limited to, useful lives assigned to long-lived assets, discount rates for lease accounting, the valuation of stock options, the valuation of stock-based awards, and provisions for income taxes and contingencies. Actual results could differ from these estimates, and such differences could be material to the Company’s consolidated financial position and results of operations.

Follow-On and At-the-Market Equity Offerings

In August 2020, the Company completed a follow-on equity offering in which it issued and sold 6,578,947 shares of its common stock at a public offering price of $19.00 per share. The Company received net proceeds of $117.5 million after deducting underwriting discounts and commissions. The Company also incurred $0.4 million of offering costs, including legal, accounting, printing and other offering-related costs.

In January 2021, the Company completed a follow-on equity offering in which it issued and sold 3,950,000 shares of its common stock at a public offering price of $38.00 per share. The Company received net proceeds of $141.1 million after deducting underwriting discounts and commissions. The underwriters of the offering exercised their option to purchase an additional 592,500 shares shortly thereafter, resulting in additional net proceeds of $21.2 million after deducting underwriting discounts and commissions. The Company also incurred $0.3 million of offering costs, including legal, accounting, printing and other offering-related costs.

In December 2021, the Company entered into an At-the-Market Sales Agreement (the “Sales Agreement”) with BTIG, LLC (“BTIG”) under which it may offer and sell its common stock having aggregate sales proceeds of up to $100.0 million from time to time through BTIG as its sales agent. BTIG will use commercially reasonable efforts to sell the Company’s common stock from time to time, based upon instructions from the Company (including any price, time or size limits or other customary parameters or conditions the Company may impose). The Company will pay BTIG a commission of up to 3% of the gross sales proceeds of any common stock sold through BTIC under the Sales Agreement. The Company is not obligated to make any sales of common stock under the Sales Agreement. No shares of the Company’s common stock have been offered or sold under the Sales Agreement.

Concentration of Credit Risk and Other Risks and Uncertainties

The Company is subject to credit risk from its portfolio of cash and cash equivalents. The Company’s cash and cash equivalents are deposited with high-quality financial institutions. Deposits at these institutions may, at times, exceed federally insured limits. Management believes these financial institutions are financially sound and, accordingly, that minimal credit risk exists.

The Company also invests in investment‑grade debt instruments and has policy limits for the amount it can invest in any one type of security, except for securities issued or guaranteed by the U.S. government. The goals of the Company’s investment policy are as follows: preservation of principal; liquidity of investments sufficient to meet cash flow requirements; avoidance of inappropriate concentration and credit risk; competitive after‑tax rate of returns; and fiduciary control of cash and investments. Under its investment policy, the Company limits the amounts invested in such securities by credit rating, maturity, investment type, and issuer. As a result, management believes that these financial instruments do not expose the Company to any significant concentrations of credit risk.

The Company purchases various reagents and sequencing materials from sole source suppliers. Any extended interruption in the supply of these materials could result in the Company’s inability to secure sufficient materials to conduct business and meet customer demand.

The Company routinely assesses the creditworthiness of its customers and does not require collateral. The Company has not experienced any material losses related to receivables from individual customers, or groups of customers. The Company maintains an allowance for doubtful accounts, which was $0.1 million as of December 31, 2022 and 2021. The Company had no bad debt expense in any of the periods presented.

Significant customers are those that represent more than 10% of the Company’s total revenue or accounts receivable balance at each respective balance sheet date. For each significant customer, revenue as a percentage of total revenue and accounts receivable as a percentage of total accounts receivable are as follows:


	Revenue			Accounts Receivable
	Year Ended December 31,			December 31,
	2022	2021	2020	2022	2021
Natera, Inc.	41%	10%	*	43%	39%
VA MVP	13%	53%	71%	*	*
Merck & Co., Inc.	11%	*	*	*	15%
AbbVie Inc.	*	*	*	*	18%
GSK plc	*	*	*	12%	*
Pfizer Inc.	*	*	*	10%	*
* Less than 10% of revenue or accounts receivable

Revenue Recognition

The Company applies the revenue recognition guidance in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“Topic 606”).

Revenue Recognition

The revenue guidance provides a five-step framework through which revenue is recognized when control of promised goods or services is transferred to a customer at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To determine revenue recognition for arrangements that the Company concludes are within the scope of Topic 606, management performs the following five steps: (i) identifies the contract(s) with a customer; (ii) identifies the performance obligations in the contract(s); (iii) determines the transaction price, including whether there are any constraints on variable consideration; (iv) allocates the transaction price to the performance obligations; and (v) recognizes revenue when (or as) the Company satisfies a performance obligation. At contract inception, once a contract is determined to be within the scope of the new revenue standard, the Company assesses whether individual goods or services promised within each contract are distinct and, therefore, represent separate performance obligations.

The Company derives revenue from the sale of sequencing and data analysis services. The Company’s contracts are in the form of a combination of signed agreements, statements of work, and/or purchase orders. The Company accounts for a contract with a customer when there is approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance, and it is probable that the Company will collect substantially all of the consideration to which it will be entitled.

The sequencing and data analysis services are the only distinct services that meet the definition of a performance obligation and are accounted for as one performance obligation under Topic 606. The Company recognizes revenue from such services at the point in time when control of the test results is transferred to the customer. The Company has elected to exclude all sales and value added taxes from the measurement of the transaction price. Sequencing and data analysis services are based on a fixed price per test.

Payment terms and conditions vary by contract and customer. The Company’s standard payment terms are typically 90 days or less from the invoice date. In instances where the timing of the Company’s revenue recognition differs from the timing of its invoicing, the Company does not assess whether a contract has a significant financing component if the expectation at contract inception is such that the period between payment by the customer and the transfer of the promised services to the customer will be one year or less. After assessing each of its revenue-generating arrangements to determine whether a significant financing component exists, the Company concluded that a significant financing component does not exist in any of its arrangements. The primary purpose of the Company’s invoicing terms is to provide customers with simplified and predictable ways of purchasing the Company’s services and to provide payment protection for the Company.

Practical Expedients and Exemptions

As a practical expedient, the Company recognizes the incremental costs of obtaining contracts, such as sales commissions, as an expense when incurred since the amortization period of the asset the Company otherwise would have recognized is one year or less. Sales commissions are recorded within selling, general, and administrative expenses in the consolidated statements of operations.

Cost of Revenue

Cost of revenue consists of raw materials costs, personnel costs (salaries, bonuses, benefits, payroll taxes, and stock-based compensation), laboratory supplies and consumables, depreciation and maintenance on equipment, and allocated facilities and information technology (“IT”) costs.

Research and Development Expenses

The Company charges research and development costs to expenses as incurred, including lab and automation development costs. The expenses primarily consist of personnel costs (salaries, bonuses, stock-based compensation, payroll taxes, and benefits); laboratory supplies and consumables; costs of processing samples for research, product development, collaborations, and studies; depreciation and maintenance on equipment; and allocated facilities and IT costs.

Stock-Based Compensation

For options granted to employees, non-employees, and directors, stock-based compensation is measured at grant date based on the fair value of the award. The Company determines the grant-date fair value of options using the Black-Scholes option-pricing model, except for certain performance-based awards for which an alternative valuation method may be used. The Company determines the fair value of restricted stock unit awards using the closing market price of the Company’s common stock on the date of grant. The grant-date fair value of awards is amortized over the employees’ requisite service period on a straight-line basis, or the non-employees’ vesting period as the goods are received or services rendered. Forfeitures are accounted for as they occur. Additionally, the Company’s 2019 Employee Stock Purchase Plan (the “ESPP”) is deemed to be a compensatory plan and therefore is included in stock-based compensation expense.

Inputs used in Black-Scholes option-pricing models to measure fair value of options are summarized as follows:

Expected Term. The expected term is calculated using the simplified method, which is available if there is insufficient historical data about exercise patterns and post-vesting employment termination behavior. The simplified method is based on the vesting period and the contractual term for each grant, or for each vesting tranche for awards with graded vesting. The midpoint of the vesting date and the contractual expiration date is used as the expected term under this method. For awards with multiple vesting tranches, the assumed period for each tranche is computed separately and then averaged together to determine the expected term for the award.

Expected Volatility. The Company used an average historical stock price volatility of a peer group of publicly traded companies to be representative of its expected future stock price volatility, as the Company did not have sufficient trading history for its common stock. For purposes of identifying these peer companies, the Company considered the industry, stage of development, size, and financial leverage of potential comparable companies. For each grant, the Company measured historical volatility over a period equivalent to the expected term.

Risk-Free Interest Rate. The risk-free interest rate is based on the implied yield currently available on U.S. Treasury zero-coupon issues with remaining terms equivalent to the expected term of a stock award.

Expected Dividend Rate. The Company has not paid and does not anticipate paying any dividends in the near future. Accordingly, the Company has estimated the dividend yield to be zero.

Foreign Currency Translation

The Company considers the functional currencies of its foreign subsidiaries to be the local currency. Assets and liabilities recorded in foreign currencies are translated at the exchange rate as of the balance sheet date, and costs and expenses are translated at average exchange rates in effect during the period. Equity transactions are translated using historical exchange rates. The effects of foreign currency translation adjustments are recorded as a separate component of accumulated other comprehensive income (loss) in the consolidated balance sheets.

Comprehensive Loss

Comprehensive loss includes all changes in equity (net assets) during the period from nonowner sources. The Company’s comprehensive loss consists of its net loss, its cumulative translation adjustments, and its unrealized gains or losses on available-for-sale debt securities.

Income Taxes

The Company uses the asset and liability method under ASC Topic 740, Income Taxes, in accounting for income taxes. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred tax expenses or benefits are the result of changes in the deferred tax assets and liabilities. Valuation allowances are established when necessary to reduce deferred tax assets where it is more likely than not that the deferred tax assets will not be realized.

ASC Topic 740 clarifies the accounting for uncertainty in income taxes recognized in the financial statements. ASC Topic 740 provides that a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon audit, including resolutions of any related appeals or litigation processes, based on the technical merits of the position. ASC Topic 740 also provides guidance on measurement, derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition.

The Company recognizes interest and penalties related to unrecognized tax benefits within the income tax expense line in the consolidated statements of operations. Accrued interest and penalties are included within the related liability line in the consolidated balance sheets.

The Company considers undistributed earnings of its foreign subsidiaries to be indefinitely reinvested and, accordingly, no U.S. income taxes have been provided thereon.

Cash and Cash Equivalents

Cash equivalents consist of highly liquid investments with maturities at the time of purchase of three months or less. Cash equivalents include bank demand deposits and money market accounts that invest primarily in cash, U.S. Treasury bills, notes, and other obligations issued or guaranteed as to principal and interest by the U.S. Government, its agencies or instrumentalities, and repurchase agreements secured by such obligations or cash. Cash equivalents also include commercial paper and U.S. Treasury bills, which are marketable debt securities recorded at fair value and accounted for in the same manner as other marketable debt securities described below.

Short-term Investments

The Company’s investments in marketable debt securities are classified as available-for-sale and recorded at fair value. Investments with original maturities of greater than three months and remaining maturities of less than one year are classified as short-term investments. Investments with maturities beyond one year may be classified as short-term based on their highly liquid nature and because such marketable securities represent the investment of cash that is available for current operations. Short-term investments primarily consist of U.S. agency bonds, commercial paper, corporate bonds, asset-backed securities, U.S. Treasury bills, and non-U.S. Government notes.

Unrealized gains and losses are included in accumulated other comprehensive income (loss) in stockholders’ equity. Any discount or premium arising at purchase is accreted or amortized to interest income or expense. Realized gains and losses and declines in fair value, if any, judged to be other than temporary are reported in other income (expense), net. When securities are sold, any associated unrealized gain or loss initially recorded as a separate component of stockholders’ equity is reclassified out of stockholders’ equity on a specific-identification basis and recorded in earnings for the period.

The Company periodically evaluates whether declines in fair values of its investments below their book value are other-than-temporary. This evaluation consists of several qualitative and quantitative factors regarding the severity and duration of the unrealized loss as well as the Company’s ability and intent to hold the marketable security until a forecasted recovery occurs. Factors considered include quoted market prices, recent financial results and operating trends, implied values from any recent transactions or offers of investee securities, credit quality of debt instrument issuers, other publicly-available information that may affect the value of the marketable security, duration and severity of the decline in value, and management’s strategy and intentions for holding the marketable security. To date, the Company has not recorded any impairment charges on its marketable securities related to other-than-temporary declines in market value.

Fair Value Measurements

Financial assets and liabilities are recorded at fair value. Fair value is defined 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 hierarchy below lists three levels of fair value based on the extent to which inputs used in measuring fair value are observable in the market. Observable inputs reflect market data obtained from independent sources while unobservable inputs reflect market assumptions made by the reporting entity.

The three-level hierarchy for the inputs to valuation techniques used to measure fair value is briefly summarized as follows:

Level 1 — Unadjusted quoted prices in active markets that are accessible to the reporting entity at the measurement date for identical assets and liabilities.

Level 2 — Inputs other than quoted prices in active markets for identical assets and liabilities that are observable either directly or indirectly for substantially the full term of the asset or liability. Level 2 inputs include the following:

•

Quoted prices for similar assets and liabilities in active markets.

•

Quoted prices for identical or similar assets or liabilities in markets that are not active.

•

Observable inputs other than quoted prices that are used in the valuation of the assets or liabilities (e.g., interest rate and yield curve quotes at commonly quoted intervals).

•

Inputs that are derived principally from or are corroborated by observable market data by correlation or other means.

Level 3 — Unobservable inputs for the assets or liabilities (i.e., supported by little or no market activity). Level 3 inputs include management’s own assumptions about the assumptions that market participants would use in pricing the asset or liability (including assumptions about risk).

This hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value.

Accounts Receivable, Net

Trade accounts receivable are recorded at the invoiced amount and are noninterest bearing. At each reporting period, management reviews all outstanding customer balances to determine if the facts and circumstances of each customer relationship indicate the need for a reserve. A reserve is recorded when it is probable that a loss has been incurred based on past events and conditions existing at the date of the financial statements, and the loss is reasonably estimated.

Inventory and Other Deferred Costs

Inventory, consisting of supplies used in fulfilling customer contracts, are valued at the lower of cost or net realizable value. Cost is determined using actual costs, on a first-in, first-out basis.

Other deferred costs relate to work in process for costs incurred on customer contracts that have not been completed or recognized as revenue. Other deferred costs represent materials used in sequencing services, labor, and overhead allocations.

Property and Equipment, Net

Property and equipment are recorded at cost, less accumulated depreciation and amortization, and are depreciated on a straight-line basis over the estimated useful lives of the related assets, which is generally three to five years for computer equipment, two years for software, three years for furniture and equipment, and five years for machinery and equipment. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful life of the related asset. Upon retirement or sale, the cost and related accumulated depreciation and amortization are removed from the consolidated balance sheet, and the resulting gain or loss is reflected in the consolidated statements of operations. Maintenance and repairs that are not considered improvements and do not extend the useful lives of the assets are charged to expense as incurred.

Construction-in-process assets consist primarily of computer equipment and machinery and equipment that have not yet been placed in service. These assets are stated at cost and are not depreciated. Once the assets are placed into service, assets are reclassified to the appropriate asset class based on their nature and depreciated in accordance with the useful lives above.

Leases

The Company categorizes leases with contractual terms longer than 12 months as either operating or finance leases. Finance leases are generally those leases that allow the Company to substantially utilize or pay for the entire asset over its estimated life. All other leases are categorized as operating leases. As of December 31, 2022, the Company had no finance leases.

Certain lease contracts include obligations to pay for other services, such as maintenance. The Company elected to account for these other services as a component of the lease (i.e., the Company elected the practical expedient not to separate lease and non-lease components).

Lease liabilities are recognized at the present value of the fixed lease payments using a discount rate based on the Company’s current borrowing rate at the lease commencement date, adjusted for various factors including level of collateralization and term (the “incremental borrowing rate”), unless the rate implicit in the lease is readily determinable. The current portion of lease liabilities is included in “Accrued and other current liabilities.” Lease assets are recognized based on the initial present value of the fixed lease payments plus any direct costs from executing the leases and any lease prepayments. Lease assets are presented as “Operating lease right-of-use assets” as a long-term asset. Leasehold improvements are capitalized at cost and amortized over the lesser of their expected useful life

or the lease term. Costs associated with operating lease assets are recognized on a straight-line basis within operating expenses over the term of the lease.

The Company has made an accounting policy election not to recognize right-of-use assets and lease liabilities that arise from leases with a term of 12 months or less. Fixed lease payments are recognized as an expense on a straight-line basis over the lease term. Variable lease costs are amounts owed by us to a lessor that are not fixed, such as reimbursement for common area maintenance, operating expenses, utilities, or other costs that are subject to fluctuation from period to period. The Company has also elected to include expenses related to leases with a term of one month or less in the short-term lease cost disclosure.

Recent Accounting Pronouncements

New Accounting Pronouncements Not Yet Adopted

In June 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which amends the impairment model by requiring entities to use a forward-looking approach based on expected losses to estimate credit losses on certain types of financial instruments, including trade receivables. The accounting update also made minor changes to the impairment model for available-for-sale debt securities. The Company will adopt the new guidance as of the beginning of the first quarter of 2023 by means of a cumulative-effect adjustment to opening retained earnings and does not expect adoption to have a material impact on the consolidated financial statements.

Stock-Based Compensation - Summary of Restricted Stock Units Activity (Details) - Restricted Stock Units - 2019 Plan and Inducement Plan - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unvested Restricted Stock Units, Number of Shares, Beginning Balance	1,679,696	619,218	120,000
Unvested Restricted Stock Units, Number of Shares, granted	2,071,201	1,387,656	648,000
Unvested Restricted Stock Units, Number of Shares, vested	(897,871)	(266,119)	(130,945)
Unvested Restricted Stock Units, Number of Shares, forfeited	(231,544)	(61,059)	(17,837)
Unvested Restricted Stock Units, Number of Shares, Ending Balance	2,621,482	1,679,696	619,218
Unvested Restricted Stock Units, Weighted-Average Grant Date Fair Value, Beginning Balance	$ 16.35	$ 10.41	$ 8.86
Estimated fair value (per share)	4.86	18.05	9.93
Unvested Restricted Stock Units, Weighted-Average Grant Date Fair Value, vested	11.74	10.93	7.09
Unvested Restricted Stock Units, Weighted-Average Grant Date Fair Value, forfeited	10.94	18.45	6.83
Unvested Restricted Stock Units, Weighted-Average Grant Date Fair Value, Ending Balance	$ 9.33	$ 16.35	$ 10.41
Unvested Restricted Stock Units, Aggregate Fair Value	$ 23,969	$ 22,670	$ 1,308
Restricted Stock Units, Aggregate Fair Value, vested	3,189	5,521	2,991
Unvested Restricted Stock Units, Aggregate Fair Value	$ 5,191	$ 23,969	$ 22,670

Document And Entity Information - USD ($)	12 Months Ended
Document And Entity Information - USD ($)	Dec. 31, 2022	Feb. 14, 2023	Jun. 30, 2022
Cover [Abstract]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Entity Registrant Name	Personalis, Inc.
Entity Central Index Key	0001527753
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Public Float			$ 156,000,000
Entity Common Stock, Shares Outstanding		46,736,830
Entity Current Reporting Status	Yes
ICFR Auditor Attestation Flag	false
Entity Shell Company	false
Entity File Number	001-38943
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	27-5411038
Entity Address, Address Line One	6600 Dumbarton Circle
Entity Address, City or Town	Fremont
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94555
City Area Code	650
Local Phone Number	752-1300
Entity Interactive Data Current	Yes
Document Annual Report	true
Document Transition Report	false
Auditor Firm ID	34
Auditor Name	Deloitte & Touche LLP
Auditor Location	Austin, Texas, U.S.
Title of 12(b) Security	Common Stock, par value $0.0001
Trading Symbol	PSNL
Security Exchange Name	NASDAQ
Documents Incorporated by Reference	Portions of the Registrant's definitive proxy statement relating to its 2023 annual meeting of shareholders are incorporated by reference into Part III of this Annual Report on Form 10-K where indicated. The Registrant's definitive proxy statement will be filed with the U.S. Securities and Exchange Commission within 120 days after the end of the fiscal year to which this report relates.

Income Taxes - Schedule of Loss Before Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Domestic	$ (113,558)	$ (65,415)	$ (41,404)
Foreign	283	203	181
Loss before income taxes	$ (113,275)	$ (65,212)	$ (41,223)

- 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.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 32
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 30
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Statement Of Income And Comprehensive Income [Abstract]
Net loss	$ (113,315)	$ (65,226)	$ (41,280)
Other comprehensive income (loss), net of tax
Foreign currency translation adjustment	(277)	49	12
Change in unrealized gain (loss) on available-for-sale debt securities	(469)	(237)	16
Comprehensive loss	$ (114,061)	$ (65,414)	$ (41,252)

- Definition

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

+ References

+ Details

Leases - Components of Lease Cost (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Lease cost
Operating lease cost	$ 8,530	$ 5,009	$ 2,295
Short-term lease cost	122	364	227
Variable lease cost	1,411	1,152	748
Total lease cost	$ 10,063	$ 6,525	$ 3,270

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis and Level of Inputs used in such Measurements


	December 31, 2022
	Adjusted Cost		Unrealized Gains		Unrealized Losses			Fair Value		Fair Value Level
Assets
Cash and cash equivalents:
Cash	$	5,615	$	—	$	—		$	5,615
Money market funds		31,401		—		—			31,401	Level 1
Commercial paper		47,135		—		(15	)		47,120	Level 2
U.S. government securities		4,991		1		—			4,992	Level 2
Total cash and cash equivalents		89,142		1		(15	)		89,128
Short-term investments:
Commercial paper		13,097		—		(51	)		13,046	Level 2
U.S. agency securities		9,445		—		(105	)		9,340	Level 2
U.S. government securities		56,658		1		(515	)		56,144	Level 2
Total short-term investments		79,200		1		(671	)		78,530
Total assets measured at fair value	$	168,342	$	2	$	(686	)	$	167,658


	December 31, 2021
	Adjusted Cost		Unrealized Gains		Unrealized Losses			Fair Value		Fair Value Level
Assets
Cash and cash equivalents:
Cash	$	6,094	$	—	$	—		$	6,094
Money market funds		49,488		—		—			49,488	Level 1
Commercial paper		50,005		—		(2	)		50,003	Level 2
Total cash and cash equivalents		105,587		—		(2	)		105,585
Short-term investments:
Commercial paper		18,068		—		(2	)		18,066	Level 2
U.S. government securities		50,040		—		(15	)		50,025	Level 2
Corporate debt securities		18,059		—		(7	)		18,052	Level 2
U.S. agency securities		19,738		—		(35	)		19,703	Level 2
Asset-backed securities		75,787		—		(154	)		75,633	Level 2
Total short-term investments		181,692		—		(213	)		181,479
Total assets measured at fair value	$	287,279	$	—	$	(215	)	$	287,064

Basic and Diluted Net Loss Per Common Share - Schedule of Potentially Dilutive Shares Excluded from Computation of Diluted Net Loss per Common Share (Details) - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Potentially dilutive securities excluded from computation of diluted net loss per share	9,121,354	7,190,482	6,047,326
Options To Purchase Common Stock
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Potentially dilutive securities excluded from computation of diluted net loss per share	5,872,132	5,423,419	5,369,306
Unvested RSUs
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Potentially dilutive securities excluded from computation of diluted net loss per share	2,621,482	1,679,696	619,218
ESPP
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Potentially dilutive securities excluded from computation of diluted net loss per share	627,740	87,367	58,802

Income Taxes - Summary of Income Tax Provision Related to Continuing Operations Statutory Income Tax Rate (Details)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Expected tax (benefit) at federal statutory rate	(21.00%)	(21.00%)	(21.00%)
Effect of:
State taxes	(6.00%)	(9.00%)	(10.00%)
Change in valuation allowance	28.00%	36.00%	38.00%
Stock-based compensation	1.00%	(3.00%)	(4.00%)
Research and development credit	(2.00%)	(3.00%)	(3.00%)
Effective tax rate	0.00%	0.00%	0.00%

Subsequent Events (Additional Information) (Details) - USD ($) $ in Millions	1 Months Ended	3 Months Ended
	Jan. 31, 2023	Mar. 31, 2023	Feb. 23, 2023
Forecast
Subsequent Event [Line Items]
Severance payments and employee benefits		$ 3.0
Subsequent Event
Subsequent Event [Line Items]
Percentage of reduction in workforce	30.00%
Subsequent Event \| Maximum
Subsequent Event [Line Items]
One-time charge expected			$ 1.5

Income Taxes - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Mar. 27, 2020
Income Tax Disclosure [Line Items]
Federal corporate tax rate	21.00%	21.00%	21.00%
Deferred social payroll taxes CARES act				$ 700,000
Payroll taxes paid CARES Act		$ 300,000
Increase (Decrease) in valuation allowance on deferred tax assets	$ 32,900,000	24,800,000
Expense, interest or penalties	0	0	$ 0
Accrued, interest or penalties	0	$ 0	$ 0
Federal
Income Tax Disclosure [Line Items]
Net operating loss carryforwards	249,100,000
Net operating loss carryforwards, subject to expiration	$ 86,100,000
Net operating loss carryforwards, begins to expire	2031
Tax credit carryforward	$ 8,600,000
Tax credit carryforward, begins to expire	2031
State
Income Tax Disclosure [Line Items]
Net operating loss carryforwards	$ 229,700,000
Net operating loss carryforwards, begins to expire	2031
State \| Research
Income Tax Disclosure [Line Items]
Tax credit carryforward	$ 8,200,000

Leases - Additional Information (Details) $ in Millions	3 Months Ended	12 Months Ended				18 Months Ended
Leases - Additional Information (Details) $ in Millions	Sep. 30, 2022 USD ($)	Dec. 31, 2022 USD ($) ft²	Dec. 31, 2021 USD ($) ft²	Dec. 31, 2020 USD ($)	Dec. 31, 2019	Dec. 31, 2022 USD ($) ft²	Dec. 31, 2015 ft²
Lessee Lease Description [Line Items]
Area of office space \| ft²			14,710				31,280
Lease expiration month and year			2022-12	2027-11
Operating lease, existence of option to extend			false	true
Operating lease, option to extend		an option to extend the term for a period of three years	not extended
Operating lease option to extend term				3 years
Operating leases, weighted-average remaining lease term		11 years 1 month 6 days				11 years 1 month 6 days
Operating leases, weighted-average discount rate		10.50%				10.50%
Cash paid for operating lease liabilities		$ 4.4	$ 3.3	$ 1.7
Right-of-use assets obtained in exchange for new operating lease liabilities		$ 3.1	$ 46.5	$ 9.8
Co-located Data Center Space
Lessee Lease Description [Line Items]
Lease expiration month and year		2025-09
Operating lease, existence of option to extend		true
Operating lease, option to extend		option to extend the term for a period of three years
Operating lease option to extend term		3 years				3 years
Noncancelable operating lease term					3 years
Future Corporate Headquarters and Expanded Laboratory Facility
Lessee Lease Description [Line Items]
Area of office space \| ft²			100,000
Lease expiration month and year			2036-03
Operating lease, existence of option to extend			true
Operating lease, option to extend		two options to extend the term for a period of five-years
Operating lease option to extend term			5 years
Lease term			13 years 6 months
Operating lease landlord agreed to contribution amount, approximate			$ 15.5
Operating lease, contribution amount received from landlord						$ 13.2
Decrease in right-of-use assets	$ (12.9)
China Operations
Lessee Lease Description [Line Items]
Area of office space \| ft²		5,100				5,100
Lease expiration month and year		2024-06

Revenue - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Disaggregation Of Revenue [Line Items]
Contract liabilities	$ 1.3	$ 4.0
Contract liability, revenue recognized	$ 3.5	$ 19.1	$ 33.8
Customer Concentration Risk \| Revenues \| Maximum \| Significant Customers \| Outside of United States
Disaggregation Of Revenue [Line Items]
Revenue	9.00%	8.00%	5.00%

Leases

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Leases

Note 7. Leases

In 2015, the Company entered into a noncancelable operating lease for approximately 31,280 square feet of space used for its current laboratory operations. In 2020, the lease term was extended through November 2027 and includes an option to extend the term for a period of three years at prevailing market rates. The Company determined the extension option is not reasonably certain to be exercised. The lease contains a leasehold improvement incentive and escalating rent payments. In 2021, the

Company amended the lease to expand the leased premises by an additional 14,710 square feet of space (the “Expansion Lease”). The Expansion Lease expired at the end of December 2022 and was not extended.

In 2019, the Company entered into a noncancelable three-year operating lease for a co-located data center space. In 2022, the lease term was extended through September 2025 and includes an option to extend the term for a period of three years immediately following the expiration of the term. The Company determined the extension option is not reasonably certain to be exercised.

In 2021, the Company entered into a noncancelable operating lease for approximately 100,000 square feet of space in Fremont, California to be used as the Company’s corporate headquarters and expanded laboratory facility. The lease term is 13.5 years and commenced in October 2022. The Company gained early access to the premises upon entering the lease for the purpose of constructing and installing tenant improvements, for which the landlord agreed to contribute up to $15.5 million, $13.2 million of which has been received through December 31, 2022. Such contributions become payable only upon approval by the landlord of applications for payment and are accounted for as lease incentives once the Company has incurred costs and the amounts qualify for reimbursement by the landlord. The lease incentives are then recognized as reductions to lease expense over the remainder of the lease term. The lease expires at the end of March 2036 and includes two options to extend the term for a period of five-years per option at prevailing market rates. The Company determined the extension options are not reasonably certain to be exercised. The lease also contains escalating rent payments. Due to delays in the completion of the work necessary for the Company to move into the facility, the lease commencement date was delayed from the original intended date. This change in circumstances during the third quarter of 2022 triggered a reassessment of the lease term and consequently a remeasurement of the lease liability and corresponding adjustment to the carrying amount of the right-of-use asset.

The Company also has a noncancelable operating lease for approximately 5,100 square feet of space in Shanghai, China used for its China operations, which expires at the end of June 2024, as well as various other short-term leases.

Components of lease cost were as follows (in thousands):


	Year Ended December 31,
	2022		2021		2020
Lease cost
Operating lease cost	$	8,530	$	5,009	$	2,295
Short-term lease cost		122		364		227
Variable lease cost		1,411		1,152		748
Total lease cost	$	10,063	$	6,525	$	3,270


	Amount
2023	$	5,711
2024		7,895
2025		7,808
2026		7,168
2027		7,189
2028 and thereafter		48,013
Total future minimum lease payments		83,784
Less: imputed interest		(37,352	)
Present value of future minimum lease payments		46,432
Less: current portion of operating lease liability (included in accrued and other current liabilities)		(5,391	)
Long-term operating lease liabilities	$	41,041

Cash paid for operating lease liabilities, included in cash flows from operating activities in the consolidated statements of cash flows, for the years ended December 31, 2022, 2021 and 2020, was $4.4 million, $3.3 million and $1.7 million, respectively. Right-of-use assets obtained in exchange for new operating lease liabilities, during 2022, 2021 and 2020, were $3.1 million, $46.5 million and $9.8 million, respectively. Additionally, the remeasurement of the Fremont headquarters lease liability in the third quarter of 2022 resulted in a $12.9 million reduction to right-of-use assets.

Income Taxes - Summary of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Beginning balance	$ 3,066	$ 2,148
Gross increase—tax position in current period	1,174	918
Ending balance	$ 4,240	$ 3,066

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Schedule of Loss Before Income Taxes

For financial reporting purposes, loss before income taxes includes the following components (in thousands):


	Year Ended December 31,
	2022			2021			2020
Domestic	$	(113,558	)	$	(65,415	)	$	(41,404	)
Foreign		283			203			181
Loss before income taxes	$	(113,275	)	$	(65,212	)	$	(41,223	)

Schedule of Provision for Income Taxes

The provision for income taxes consists of the following (in thousands):


	Year Ended December 31,
	2022			2021			2020
Current:
Federal	$	—		$	—		$	—
State		5			—			26
Foreign		66			43			31
Total current		71			43			57
Deferred:
Foreign		(31	)		(29	)		—
Total deferred		(31	)		(29	)		—
Provision for income taxes	$	40		$	14		$	57

Summary of Income Tax Provision Related to Continuing Operations Statutory Income Tax Rate

Income tax provision related to continuing operations differ from the amounts computed by applying the statutory income tax rate of 21% to pretax loss in 2022, 2021, and 2020 as follows:


	Year Ended December 31,
	2022	2021	2020
Expected tax (benefit) at federal statutory rate	(21%)	(21%)	(21%)
Effect of:
State taxes	(6%)	(9%)	(10%)
Change in valuation allowance	28%	36%	38%
Stock-based compensation	1%	(3%)	(4%)
Research and development credit	(2%)	(3%)	(3%)
Other	–%	–%	–%
Effective tax rate	–%	–%	–%

Components of Deferred Tax Assets for Federal and State Income Taxes

Significant components of the Company’s deferred tax assets for federal and state income taxes are as follows (in thousands):


	December 31,
	2022			2021
Deferred tax assets:
Net operating loss carryforwards	$	72,408		$	61,219
Research and development credits		16,824			12,127
Capitalized research and development		11,972			—
Deferred revenue		38			164
Accruals and reserves		1,914			2,846
Stock-based compensation		5,197			4,435
Operating lease liabilities		13,455			16,406
Other intangibles		267			321
Other		236			115
Total gross deferred tax assets		122,311			97,633
Less: valuation allowance		(114,483	)		(81,628	)
Total deferred tax assets		7,828			16,005
Deferred tax liabilities:
Property and equipment		(108	)		(356	)
Operating lease right-of-use assets		(7,659	)		(15,620	)
Total deferred tax liabilities		(7,767	)		(15,976	)
Net deferred tax assets	$	61		$	29

Summary of Unrecognized Tax Benefits

The Company has the following activity relating to unrecognized tax benefits (in thousands):


	December 31,
	2022		2021
Beginning balance	$	3,066	$	2,148
Gross increase—tax position in current period		1,174		918
Ending balance	$	4,240	$	3,066

Fair Value Measurements - Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis and Level of Inputs used in such Measurements (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Assets
Cash and cash equivalents, Adjusted Cost	$ 89,128	$ 105,585	$ 68,525
Fair Value Measurements Recurring
Assets
Assets, Adjusted Cost	168,342	287,279
Assets, Unrealized Gains	2
Assets, Unrealized Losses	(686)	(215)
Assets, Fair Value	167,658	287,064
Cash and cash equivalents, Adjusted Cost	89,142	105,587
Cash and cash equivalents, Unrealized Gains	1
Cash and cash equivalents, Unrealized Losses	(15)	(2)
Cash and cash equivalents, Fair Value	89,128	105,585
Fair Value Measurements Recurring \| Short-term Investments
Assets
Investments, Adjusted Cost	79,200	181,692
Investments, Unrealized Gains	1
Investments, Unrealized Losses	(671)	(213)
Investments, Fair Value	78,530	181,479
Fair Value Measurements Recurring \| Commercial Paper \| Level 2
Assets
Cash and cash equivalents, Adjusted Cost	47,135	50,005
Cash and cash equivalents, Unrealized Losses	(15)	(2)
Cash and cash equivalents, Fair Value	47,120	50,003
Fair Value Measurements Recurring \| Commercial Paper \| Level 2 \| Short-term Investments
Assets
Investments, Adjusted Cost	13,097	18,068
Investments, Unrealized Losses	(51)	(2)
Investments, Fair Value	13,046	18,066
Fair Value Measurements Recurring \| U.S. Government Securities \| Level 2
Assets
Investments, Adjusted Cost	4,991
Investments, Unrealized Gains	1
Investments, Fair Value	4,992
Fair Value Measurements Recurring \| U.S. Government Securities \| Level 2 \| Short-term Investments
Assets
Investments, Adjusted Cost	56,658	50,040
Investments, Unrealized Gains	1
Investments, Unrealized Losses	(515)	(15)
Investments, Fair Value	56,144	50,025
Fair Value Measurements Recurring \| Corporate Debt Securities \| Level 2 \| Short-term Investments
Assets
Investments, Adjusted Cost		18,059
Investments, Unrealized Losses		(7)
Investments, Fair Value		18,052
Fair Value Measurements Recurring \| U.S. Agency Securities \| Level 2 \| Short-term Investments
Assets
Investments, Adjusted Cost	9,445	19,738
Investments, Unrealized Losses	(105)	(35)
Investments, Fair Value	9,340	19,703
Fair Value Measurements Recurring \| Asset-backed Securities \| Level 2 \| Short-term Investments
Assets
Investments, Adjusted Cost		75,787
Investments, Unrealized Losses		(154)
Investments, Fair Value		75,633
Fair Value Measurements Recurring \| Cash
Assets
Cash and cash equivalents, Adjusted Cost	5,615	6,094
Cash and cash equivalents, Fair Value	5,615	6,094
Fair Value Measurements Recurring \| Money Market Funds \| Level 1
Assets
Cash and cash equivalents, Adjusted Cost	31,401	49,488
Cash and cash equivalents, Fair Value	$ 31,401	$ 49,488

Stock-Based Compensation - Summary of Stock-Based Compensation Expense by Award Type (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Stock Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	$ 19,433	$ 14,378	$ 8,238
Stock Options
Stock Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	8,560	8,585	4,729
Performance-based Stock Options
Stock Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense			1,392
RSUs
Stock Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	9,990	4,765	1,401
ESPP
Stock Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	$ 883	$ 1,028	$ 716

Company and Nature of Business

12 Months Ended

Dec. 31, 2022

Organization Consolidation And Presentation Of Financial Statements [Abstract]

Company and Nature of Business

Note 1. Company and Nature of Business

Personalis, Inc. (the "Company") is a provider of advanced genomic tests for cancer. The Company also provides sequencing and data analysis services to support population sequencing initiatives. The Company’s genomic tests are sold primarily to pharmaceutical companies, biopharmaceutical companies, diagnostics companies, universities, non-profits, and government entities, while services for population sequencing initiatives are sold primarily to government entities. The principal markets for the Company’s services are in the United States and Europe.

The Company was incorporated in Delaware in February 2011 and began operations in September 2011. The Company formed a wholly owned subsidiary, Personalis (UK) Ltd., in August 2013 and a wholly owned subsidiary, Shanghai Personalis Biotechnology Co., Ltd., which is referred to as “Personalis (Shanghai) Ltd” herein, in October 2020. The Company operates and manages its business as one reportable operating segment, which is the sale of sequencing and data analysis services.

The Company has incurred losses to date and expects to incur additional losses for the foreseeable future. The Company continues to invest the majority of its resources in the development and growth of its business, including investments in product development and sales and marketing efforts. The Company’s activities have been financed to date primarily through the sale of its equity securities and cash from operations.

Basic and Diluted Net Loss Per Common Share (Tables)

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Schedule of Computation of Basic and Diluted Net Loss per Share

The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share amounts):


	Year Ended December 31,
	2022			2021			2020
Net loss	$	(113,315	)	$	(65,226	)	$	(41,280	)
Weighted-average common shares outstanding—basic and diluted		45,704,805			43,886,730			34,374,903
Net loss per common share—basic and diluted	$	(2.48	)	$	(1.49	)	$	(1.20	)

Schedule of Potentially Dilutive Shares Excluded from Computation of Diluted Net Loss per Common Share

The following table sets forth the potentially dilutive shares excluded from the computation of diluted net loss per common share because their effect was anti-dilutive:


	Year Ended December 31,
	2022		2021		2020
Options to purchase common stock		5,872,132		5,423,419		5,369,306
Unvested RSUs		2,621,482		1,679,696		619,218
ESPP		627,740		87,367		58,802
Total		9,121,354		7,190,482		6,047,326

Stock-Based Compensation - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
2011 Plan, 2019 Plan and Inducement Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Outstanding Options, Number of Shares, Beginning Balance	5,002,419	4,948,306	4,731,435
Outstanding Options, Number of Shares, granted	1,429,295	1,026,276	1,357,741
Outstanding Options, Number of Shares, exercised	(488,187)	(862,056)	(908,691)
Outstanding Options, Number of Shares, forfeited or expired	(492,395)	(110,107)	(232,179)
Outstanding Options, Number of Shares, Ending Balance	5,451,132	5,002,419	4,948,306	4,731,435
Options vested and exercisable, Number of Shares	3,740,205
Outstanding Options, Weighted-Average Exercise Price, Beginning Balance	$ 10.66	$ 7.10	$ 4.94
Outstanding Options, Weighted-Average Exercise Price, granted	4.80	21.26	12.05
Outstanding Options, Weighted-Average Exercise Price, exercised	2.07	2.43	3.07
Outstanding Options, Weighted-Average Exercise Price, forfeited or expired	10.57	13.88	7.87
Outstanding Options, Weighted-Average Exercise Price, Ending Balance	9.90	$ 10.66	$ 7.10	$ 4.94
Options vested and exercisable, Weighted-Average Exercise Price	$ 9.03
Outstanding Options, Weighted-Average Remaining Contractual Term (in years)	5 years 3 months 21 days	6 years 10 months 20 days	6 years 8 months 15 days	6 years 7 months 6 days
Options vested and exercisable, Weighted-Average Remaining Contractual Term (in years)	3 years 9 months 3 days
Outstanding Options, Aggregate Intrinsic Value	$ 7	$ 28,308	$ 146,044	$ 29,730
Options vested and exercisable, Aggregate Intrinsic Value	$ 7
2019 Plan \| Performance-Based Stock Option
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Outstanding Options, Number of Shares, Beginning Balance	421,000	421,000
Outstanding Options, Number of Shares, granted			421,000
Outstanding Options, Number of Shares, Ending Balance	421,000	421,000	421,000
Options vested and exercisable, Number of Shares	421,000
Outstanding Options, Weighted-Average Exercise Price, Beginning Balance	$ 5.10	$ 5.10
Outstanding Options, Weighted-Average Exercise Price, granted			$ 5.10
Outstanding Options, Weighted-Average Exercise Price, Ending Balance	5.10	$ 5.10	$ 5.10
Options vested and exercisable, Weighted-Average Exercise Price	$ 5.10
Outstanding Options, Weighted-Average Remaining Contractual Term (in years)	1 year	8 years 2 months 15 days	9 years 2 months 15 days
Options vested and exercisable, Weighted-Average Remaining Contractual Term (in years)	1 year
Outstanding Options, Aggregate Intrinsic Value		$ 3,861	$ 13,266

Summary of Significant Accounting Policies - Schedule of Percentage of Revenues and Accounts Receivables from Customers (Details) - Customer Concentration Risk	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Revenue \| VA MVP
Summary Of Significant Accounting Policies [Line Items]
Concentration risk percentage	13.00%	53.00%	71.00%
Revenue \| Natera Inc
Summary Of Significant Accounting Policies [Line Items]
Concentration risk percentage	41.00%	10.00%
Revenue \| Merck & Co., Inc.
Summary Of Significant Accounting Policies [Line Items]
Concentration risk percentage	11.00%
Accounts Receivable \| Natera Inc
Summary Of Significant Accounting Policies [Line Items]
Concentration risk percentage	43.00%	39.00%
Accounts Receivable \| Merck & Co., Inc.
Summary Of Significant Accounting Policies [Line Items]
Concentration risk percentage		15.00%
Accounts Receivable \| Pfizer Inc.
Summary Of Significant Accounting Policies [Line Items]
Concentration risk percentage	10.00%
Accounts Receivable \| AbbVie Inc
Summary Of Significant Accounting Policies [Line Items]
Concentration risk percentage		18.00%
Accounts Receivable \| GSK plc
Summary Of Significant Accounting Policies [Line Items]
Concentration risk percentage	12.00%

Subsequent Events

12 Months Ended

Dec. 31, 2022

Subsequent Events [Abstract]

Subsequent Events

Note 12. Subsequent Events

In January 2023, the Board of Directors of the Company approved a reduction in the Company’s workforce of approximately 30% to reduce operating costs and improve operating efficiency. The reduction in workforce is expected to be completed in the first quarter of 2023. The Company estimates that it will incur charges of approximately $3 million for severance payments and employee benefits, most of which will be recognized in the first quarter of 2023. Substantially all of the estimated charges are expected to result in future cash expenditures.

In February 2023, Company management made a decision to streamline its international operations by closing its operations in China as expeditiously as possible in 2023. The Company expects to incur one-time charges in connection with the closure, including noncash impairments of property and equipment and a lease asset. Such charges cannot be estimated at this time, but the Company does not expect such charges to exceed $1.5 million.

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Current assets
Cash and cash equivalents	$ 89,128	$ 105,585
Short-term investments	78,530	181,479
Accounts receivable, net	16,642	18,468
Inventory and other deferred costs	8,591	5,610
Prepaid expenses and other current assets	6,808	7,089
Total current assets	199,699	318,231
Property and equipment, net	61,935	19,650
Operating lease right-of-use assets	26,480	53,822
Other long-term assets	4,586	4,825
Total assets	292,700	396,528
Current liabilities
Accounts payable	12,854	9,221
Accrued and other current liabilities	19,013	18,110
Contract liabilities	1,264	3,982
Total current liabilities	33,131	31,313
Long-term operating lease liabilities	41,041	52,797
Other long-term liabilities	389	2,117
Total liabilities	74,561	86,227
Commitments and contingencies (Note 12)
Stockholders’ equity
Common stock, $0.0001 par value - 200,000,000 shares authorized; 46,707,084 and 44,904,512 shares issued and outstanding at December 31, 2022 and 2021, respectively	5	4
Additional paid-in capital	579,456	557,558
Accumulated other comprehensive loss	(912)	(166)
Accumulated deficit	(360,410)	(247,095)
Total stockholders’ equity	218,139	310,301
Total liabilities and stockholders’ equity	$ 292,700	$ 396,528

Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions	1 Months Ended			12 Months Ended
	Dec. 31, 2021	Jan. 31, 2021	Aug. 31, 2020	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Summary Of Significant Accounting Policies [Line Items]
Allowance for doubtful accounts	$ 0.1			$ 0.1	$ 0.1
Dividend yield				0.00%	0.00%	0.00%
Software
Summary Of Significant Accounting Policies [Line Items]
Property and equipment estimated useful lives				2 years
Furniture and Equipment
Summary Of Significant Accounting Policies [Line Items]
Property and equipment estimated useful lives				3 years
Machinery and Equipment
Summary Of Significant Accounting Policies [Line Items]
Property and equipment estimated useful lives				5 years
Minimum \| Computer Equipment
Summary Of Significant Accounting Policies [Line Items]
Property and equipment estimated useful lives				3 years
Minimum \| ASU 2014-09
Summary Of Significant Accounting Policies [Line Items]
Standard payment terms				90 days
Maximum \| Computer Equipment
Summary Of Significant Accounting Policies [Line Items]
Property and equipment estimated useful lives				5 years
Maximum \| ASU 2014-09
Summary Of Significant Accounting Policies [Line Items]
Period between payment by customer and transfer of promised services				1 year
Recognition period of incremental costs				1 year
At Market Sales Agreement
Summary Of Significant Accounting Policies [Line Items]
Proceeds from Issuance or Sale of Equity	$ 100.0
Commission percentage of sale proceeds from common stock	3.00%
Follow - On Offering
Summary Of Significant Accounting Policies [Line Items]
Number of shares issued			6,578,947
Shares issued price per share			$ 19.00
Proceeds from Issuance or Sale of Equity			$ 117.5
Offering costs incurred			$ 0.4
Follow - On Offering
Summary Of Significant Accounting Policies [Line Items]
Number of shares issued		3,950,000
Shares issued price per share		$ 38.00
Proceeds from Issuance or Sale of Equity		$ 141.1
Offering costs incurred		$ 0.3
Over-Allotment Option
Summary Of Significant Accounting Policies [Line Items]
Number of shares issued		592,500
Proceeds from Issuance or Sale of Equity		$ 21.2

Stock-Based Compensation - Summary of Shares of Common Stock Available for Issuance (Details) - ESPP	Dec. 31, 2022 shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Outstanding stock options and awards (in shares)	8,493,614
Reserved for future award grants	1,958,949
Reserved for future ESPP (in shares)	615,879
Total common stock reserved for stock awards	11,068,442

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Basis of Presentation

Use of Estimates

Follow-On and At-the-Market Equity Offerings

Concentration of Credit Risk and Other Risks and Uncertainties


	Revenue			Accounts Receivable
	Year Ended December 31,			December 31,
	2022	2021	2020	2022	2021
Natera, Inc.	41%	10%	*	43%	39%
VA MVP	13%	53%	71%	*	*
Merck & Co., Inc.	11%	*	*	*	15%
AbbVie Inc.	*	*	*	*	18%
GSK plc	*	*	*	12%	*
Pfizer Inc.	*	*	*	10%	*
* Less than 10% of revenue or accounts receivable

Revenue Recognition

Practical Expedients and Exemptions

Cost of Revenue

Research and Development Expenses

Stock-Based Compensation

Inputs used in Black-Scholes option-pricing models to measure fair value of options are summarized as follows:

Expected Dividend Rate. The Company has not paid and does not anticipate paying any dividends in the near future. Accordingly, the Company has estimated the dividend yield to be zero.

Foreign Currency Translation

Comprehensive Loss

Income Taxes

The Company considers undistributed earnings of its foreign subsidiaries to be indefinitely reinvested and, accordingly, no U.S. income taxes have been provided thereon.

Cash and Cash Equivalents

Short-term Investments

Fair Value Measurements

The three-level hierarchy for the inputs to valuation techniques used to measure fair value is briefly summarized as follows:

Level 1 — Unadjusted quoted prices in active markets that are accessible to the reporting entity at the measurement date for identical assets and liabilities.

•

Quoted prices for similar assets and liabilities in active markets.

•

Quoted prices for identical or similar assets or liabilities in markets that are not active.

•

Observable inputs other than quoted prices that are used in the valuation of the assets or liabilities (e.g., interest rate and yield curve quotes at commonly quoted intervals).

•

Inputs that are derived principally from or are corroborated by observable market data by correlation or other means.

This hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value.

Accounts Receivable, Net

Inventory and Other Deferred Costs

Property and Equipment, Net

Leases

or the lease term. Costs associated with operating lease assets are recognized on a straight-line basis within operating expenses over the term of the lease.

Recent Accounting Pronouncements

New Accounting Pronouncements Not Yet Adopted

Loans - Schedule of Amounts Outstanding (Details) - Payment Agreement with Financing Entity - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Debt Disclosure [Line Items]
Principal	$ 2,730	$ 3,714
Less: unamortized discount	(134)	(220)
Total carrying amount	2,596	3,494
Less: current portion (included in accrued and other current liabilities)	(2,218)	(1,806)
Long-term portion (included in other long-term liabilities)	$ 378	$ 1,688

- Definition

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

+ References + Details

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2022

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Summary of Shares of Common Stock Available for Issuance

Shares of common stock available for issuance under the Company’s equity incentive plans at December 31, 2022 were as follows:


	December 31, 2022
Outstanding stock awards		8,493,614
Reserved for future award grants		1,958,949
Reserved for future ESPP		615,879
Total common stock reserved for stock awards		11,068,442

Summary of Stock Option Activity


	Outstanding Options
(in thousands, except share and per share data)	Number of Shares			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value
Balance—December 31, 2019		4,731,435		$	4.94		6.60	$	29,730
Options granted		1,357,741			12.05
Options exercised		(908,691	)		3.07
Options forfeited or expired		(232,179	)		7.87
Balance—December 31, 2020		4,948,306		$	7.10		6.71	$	146,044
Options granted		1,026,276			21.26
Options exercised		(862,056	)		2.43
Options forfeited or expired		(110,107	)		13.88
Balance—December 31, 2021		5,002,419		$	10.66		6.89	$	28,308
Options granted		1,429,295			4.80
Options exercised		(488,187	)		2.07
Options forfeited or expired		(492,395	)		10.57
Balance—December 31, 2022		5,451,132		$	9.90		5.31	$	7
Options vested and exercisable as of December 31, 2022		3,740,205		$	9.03		3.76	$	7

Summary of Weighted-average Assumptions Used in Determination of Fair Value of Stock Options

The fair value of stock options is recognized on a straight-line basis over the requisite service periods of the awards. The fair value of stock options was estimated using the following range of assumptions:


	Year Ended December 31,
	2022	2021	2020
Expected term (in years)	5.50 - 6.08	5.50 - 6.27	5.50 - 6.40
Volatility	68.37 - 77.68%	67.97 - 69.90%	61.74 - 68.18%
Risk-free interest rate	1.62 - 4.23%	0.62 - 1.39%	0.36 - 1.66%
Dividend yield	–%	–%	–%

Summary of Restricted Stock Units Activity

A summary of the Company’s RSU activity under the 2019 Plan and Inducement Plan for the years ended December 31, 2022, 2021 and 2020 is as follows:


	Unvested Restricted Stock Units
(in thousands, except share and per share data)	Number of Shares			Weighted- Average Grant Date Fair Value		Aggregate Fair Value
Balance—December 31, 2019		120,000		$	8.86	$	1,308
RSUs granted		648,000			9.93
RSUs vested		(130,945	)		7.09		2,991
RSUs forfeited		(17,837	)		6.83
Balance—December 31, 2020		619,218		$	10.41	$	22,670
RSUs granted		1,387,656			18.05
RSUs vested		(266,119	)		10.93		5,521
RSUs forfeited		(61,059	)		18.45
Balance—December 31, 2021		1,679,696		$	16.35	$	23,969
RSUs granted		2,071,201			4.86
RSUs vested		(897,871	)		11.74		3,189
RSUs forfeited		(231,544	)		10.94
Balance—December 31, 2022		2,621,482		$	9.33	$	5,191

Stock Based Compensation Expense by Award Type and Function

The following is a summary of stock-based compensation expense by function (in thousands):


	Year Ended December 31,
	2022		2021		2020
Cost of revenue	$	1,922	$	1,414	$	854
Research and development		5,256		4,064		1,773
Selling, general and administrative		12,255		8,900		5,611
Total stock-based compensation expense	$	19,433	$	14,378	$	8,238

The following is a summary of stock-based compensation expense by award type (in thousands):


	Year Ended December 31,
	2022		2021		2020
Stock options	$	8,560	$	8,585	$	4,729
Performance-based stock options		—		—		1,392
RSUs		9,990		4,765		1,401
ESPP		883		1,028		716
Total stock-based compensation expense	$	19,433	$	14,378	$	8,238

2019 Employee Stock Purchase Plan

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Summary of Weighted-average Assumptions Used to Calculate Stock-Based Compensation For Each Stock Purchase Right Granted Under ESPP


	Year Ended December 31,
	2022	2021	2020
Expected term (in years)	0.49 - 0.5	0.49	0.49 - 0.5
Volatility	82.35 - 112.07%	55.92 - 74.88%	65.15 - 102.10%
Risk-free interest rate	1.49 - 4.58%	0.04 - 0.06%	0.11 - 0.12%
Dividend yield	–%	–%	–%
Fair value	$1.26 - $2.23	$6.30 - $8.21	$4.29 - $8.12

Performance-Based Stock Option | 2019 Plan

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Summary of Stock Option Activity

A summary of the Company’s performance-based stock option activity under the 2019 Plan for the years ended December 31, 2022, 2021 and 2020 is as follows:


	Outstanding Performance-Based Options
(in thousands, except share and per share data)	Number of Shares		Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value
Balance—December 31, 2019		—	$	—		—	$	—
Options granted		421,000		5.10
Options exercised		—
Options cancelled		—
Balance—December 31, 2020		421,000	$	5.10		9.21	$	13,266
No activities		—
Balance—December 31, 2021		421,000	$	5.10		8.21	$	3,861
No activities		—
Balance—December 31, 2022		421,000	$	5.10		1.00	$	—
Options vested and exercisable as of December 31, 2022		421,000	$	5.10		1.00	$	—

Summary of Weighted-average Assumptions Used in Determination of Fair Value of Stock Options

The Company estimated the fair value of the PSO using a Monte Carlo Model and the following assumptions and estimates:


	2020
Performance period (in years)		10.00
Derived service period (in years)		4.55
Volatility		63.60	%
Risk-free interest rate		1.02	%
Dividend yield	–%
Estimated fair value (per share)	$	3.31

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Statement [Abstract]
Revenue	$ 65,047	$ 85,494	$ 78,648
Costs and expenses
Cost of revenue	51,697	53,837	58,534
Research and development	64,912	49,312	28,568
Selling, general and administrative	63,969	47,698	33,692
Total costs and expenses	180,578	150,847	120,794
Loss from operations	(115,531)	(65,353)	(42,146)
Interest income	2,396	367	949
Interest expense	(201)	(184)	(2)
Other income (expense), net	61	(42)	(24)
Loss before income taxes	(113,275)	(65,212)	(41,223)
Provision for income taxes	40	14	57
Net loss	$ (113,315)	$ (65,226)	$ (41,280)
Net loss per share, basic	$ (2.48)	$ (1.49)	$ (1.20)
Net loss per share, diluted	$ (2.48)	$ (1.49)	$ (1.20)
Weighted-average shares outstanding, basic	45,704,805	43,886,730	34,374,903
Weighted-average shares outstanding, diluted	45,704,805	43,886,730	34,374,903

Stock-Based Compensation - Summary of Weighted-average Assumptions Used in Determination of Fair Value of Service-Based Stock Options (Details) - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Volatility, minimum	68.37%	67.97%	61.74%
Volatility, maximum	77.68%	69.90%	68.18%
Risk-free interest rate, minimum	1.62%	0.62%	0.36%
Risk-free interest rate, maximum	4.23%	1.39%	1.66%
Dividend yield	0.00%	0.00%	0.00%
2019 Plan \| Performance-Based Stock Option
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected term (in years)			10 years
Derived service period (in years)			4 years 6 months 18 days
Volatility			63.60%
Risk-free interest rate			1.02%
Estimated fair value (per share)			$ 3.31
2019 Employee Stock Purchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected term (in years)		5 months 26 days
Volatility, minimum	82.35%	55.92%	65.15%
Volatility, maximum	112.07%	74.88%	102.10%
Risk-free interest rate, minimum	1.49%	0.04%	0.11%
Risk-free interest rate, maximum	4.58%	0.06%	0.12%
Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected term (in years)	5 years 6 months	5 years 6 months	5 years 6 months
Minimum \| 2019 Employee Stock Purchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected term (in years)	5 months 26 days		5 months 26 days
Estimated fair value (per share)	$ 1.26	$ 6.30	$ 4.29
Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected term (in years)	6 years 29 days	6 years 3 months 7 days	6 years 4 months 24 days
Maximum \| 2019 Employee Stock Purchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected term (in years)	6 months		6 months
Estimated fair value (per share)	$ 2.23	$ 8.21	$ 8.12

Fair Value Measurements - Additional Information (Details)	Dec. 31, 2022 USD ($)
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Unrealized loss position for 12 months or greater on security	$ 0

Stock-Based Compensation - Summary of Stock-Based Compensation Expense by Function (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Stock Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	$ 19,433	$ 14,378	$ 8,238
Costs of revenues
Stock Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	1,922	1,414	854
Research and development
Stock Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	5,256	4,064	1,773
Selling, general, and administrative
Stock Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense	$ 12,255	$ 8,900	$ 5,611