Fair Value Measurement

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

Fair Value Measurement

Fair Value Measurement

The following tables summarize the Company's assets and liabilities measured at fair value on a recurring basis, by level, within the fair value hierarchy (in thousands):

	September 30, 2024
	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents:
Money market fund	$	34,972	$	—	$	—	$	34,972
Total cash equivalents	$	34,972	$	—	$	—	$	34,972
Short-term investments:
Total short-term investments	$	—	$	—	$	—	$	—
Total assets measured at fair value	$	34,972	$	—	$	—	$	34,972
Liabilities:
Warrant liability	$	—	$	66	$	—	$	66
Earnout liability	—		—		34		34
Total liabilities measured at fair value	$	—	$	66	$	34	$	100

	December 31, 2023
	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents:
Money market fund	$	33,562	$	—	$	—	$	33,562
Total cash equivalents	$	33,562	$	—	$	—	$	33,562
Short-term investments:
U.S. government agency securities	$	—	$	5,969	$	—	$	5,969
Total short-term investments	$	—	$	5,969	$	—	$	5,969
Total assets measured at fair value	$	33,562	$	5,969	$	—	$	39,531
Liabilities:
Warrant liability	$	—	$	43	$	—	$	43
Earnout liability	—		—		93		93
Total liabilities measured at fair value	$	—	$	43	$	93	$	136

Cash equivalents consist primarily of money market funds with original maturities of three months or less at the time of purchase, and the carrying amount is a reasonable estimate of fair value. Short-term investments consist of investment

securities with original maturities greater than three months but less than twelve months and are included as current assets in the condensed consolidated balance sheets. For short-term investments, the fair value as of September 30, 2024 and December 31, 2023 approximates amortized cost basis.

Because the transfer of Private Placement Warrants to non-permitted transferees would result in the Private Placement Warrants having substantially the same terms as the Public Warrants, the Company determined that the fair value of each Private Placement Warrant is consistent with that of a Public Warrant. Accordingly, the Private Placement Warrants are classified as Level 2 financial instruments under warrant liability.

The value of the earnout liability is classified as Level 3 under the fair value hierarchy because it has been valued based on significant inputs not observable in the market. There was an immaterial gain in Level 3 liabilities related to changes in earnout liability measured at fair value for the nine months ended September 30, 2024, which is shown in the condensed consolidated statement of operations and comprehensive income (loss).