0001628280-22-027552 | 10-Q | XBRL Viewer | Nautilus Biotechnology INC

Print Document View Excel Document

Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2022	Oct. 28, 2022
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2022
Document Transition Report	false
Entity File Number	001-39434
Entity Registrant Name	NAUTILUS BIOTECHNOLOGY, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	98-1541723
Entity Address, Address Line One	2701 Eastlake Avenue East
Entity Address, City or Town	Seattle
Entity Address, State or Province	WA
Entity Address, Postal Zip Code	98102
City Area Code	206
Local Phone Number	333-2001
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	NAUT
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		124,723,525
Entity Central Index Key	0001808805
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q3

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 188,932	$ 185,619
Short-term investments	69,038	160,110
Prepaid expenses and other current assets	3,254	3,493
Total current assets	261,224	349,222
Property and equipment, net	3,657	2,483
Operating lease right-of-use assets	27,753	29,377
Long-term investments	65,676	16,371
Other long-term assets	997	997
Total assets	359,307	398,450
Current liabilities:
Accounts payable	823	1,723
Accrued expenses and other liabilities	3,979	3,119
Current portion of operating lease liability	1,632	970
Total current liabilities	6,434	5,812
Operating lease liability, net of current portion	27,535	29,062
Total liabilities	33,969	34,874
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.0001 par value, 200,000,000 authorized as of September 30, 2022 and December 31, 2021; 0 shares issued and outstanding as of September 30, 2022 and December 31, 2021	0	0
Common stock, $0.0001 par value, 1,000,000,000 shares authorized as of September 30, 2022 and December 31, 2021; 124,723,525 and 124,303,083 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively	12	12
Additional paid-in capital	452,362	444,388
Accumulated other comprehensive loss	(1,881)	(184)
Accumulated deficit	(125,155)	(80,640)
Total stockholders’ equity	325,338	363,576
Total liabilities and stockholders’ equity	$ 359,307	$ 398,450

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Operating expenses
Research and development	$ 9,571	$ 8,244	$ 28,085	$ 19,459
General and administrative	6,249	6,324	19,229	14,223
Total operating expenses	15,820	14,568	47,314	33,682
Other income (expense), net	1,757	64	2,799	56
Net loss	$ (14,063)	$ (14,504)	$ (44,515)	$ (33,626)
Net loss per share attributable to common stockholders, basic (in dollars per share)	$ (0.11)	$ (0.12)	$ (0.36)	$ (0.47)
Net loss per share attributable to common stockholders, diluted (in dollars per share)	$ (0.11)	$ (0.12)	$ (0.36)	$ (0.47)
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (in shares)	124,651,318	124,114,893	124,522,164	71,062,172
Weighted-average shares used in computing net loss per share attributable to common stockholders, diluted (in shares)	124,651,318	124,114,893	124,522,164	71,062,172

Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Statement of Comprehensive Income [Abstract]
Net loss	$ (14,063)	$ (14,504)	$ (44,515)	$ (33,626)
Other comprehensive loss:
Unrealized loss on securities available-for-sale	(1,113)	1	(1,697)	(12)
Total other comprehensive loss	(1,113)	1	(1,697)	(12)
Comprehensive loss	$ (15,176)	$ (14,503)	$ (46,212)	$ (33,638)

- Definition

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

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
-URI https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 4
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22595-107794

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(18))
-URI https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 65
-Paragraph 1
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 50
-Paragraph 6
-URI https://asc.fasb.org/extlink&oid=124431353&loc=SL124452729-227067

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(20))
-URI https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 230
-SubTopic 10
-Section 45
-Paragraph 28
-URI https://asc.fasb.org/extlink&oid=126954810&loc=d3e3602-108585

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (b)(2)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iv))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iii)(A))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(i))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(i))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 9
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22663-107794

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 17: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(ii))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 50
-Paragraph 28
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=123596393&loc=d3e14064-108612

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22583-107794

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 60B
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126958026&loc=SL5780133-109256

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 323
-SubTopic 10
-Section 50
-Paragraph 3
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571

Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 8
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22658-107794

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1A
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126968391&loc=SL7669619-108580

Reference 25: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8924-108599

Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794

Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 50
-Paragraph 7
-URI https://asc.fasb.org/extlink&oid=109222650&loc=SL51721683-107760

Reference 29: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1B
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126968391&loc=SL7669625-108580

Reference 30: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 31: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 32: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(B))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 33: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(A))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 34: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 35: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

+ Details

Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit) - USD ($)
$ in Thousands

Total

Series Seed

Series A

Series B

Common Stock

Additional Paid-in Capital

Accumulated Other Comprehensive Income (Loss)

Accumulated Deficit

Beginning balance (in shares) at Dec. 31, 2020

^[1]

13,174,805

16,836,436

22,164,724

Beginning balance at Dec. 31, 2020

$ 5,494

$ 27,067

$ 75,857

Increase (Decrease) in Temporary Equity [Roll Forward]

Conversion of redeemable convertible preferred stock into common stock in connection with the reverse recapitalization (in shares)

^[1]

(13,174,805)

(16,836,436)

(22,164,724)

Conversion of redeemable convertible preferred stock into common stock in connection with the reverse recapitalization

$ (5,494)

$ (27,067)

$ (75,857)

Ending balance (in shares) at Sep. 30, 2021

^[1]

Ending balance at Sep. 30, 2021

$ 0

Beginning balance (in shares) at Dec. 31, 2020

^[1]

33,069,513

Beginning balance at Dec. 31, 2020

$ (29,721)

$ 1

$ 600

$ 3

$ (30,325)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Issuance of common stock upon exercise of vested stock options (in shares)

^[1]

137,389

Issuance of common stock upon exercise of vested stock options

104

Issuance of common stock upon exercise of warrants (in shares)

^[1]

62,772

Conversion of redeemable convertible preferred stock into common stock in connection with the reverse recapitalization (in shares)

^[1]

52,175,965

Conversion of redeemable convertible preferred stock into common stock in connection with the reverse recapitalization

108,418

$ 7

108,411

Issuance of common stock upon the reverse recapitalization, net of issuance costs (in shares)

^[1]

38,721,137

Issuance of common stock upon the reverse recapitalization, net of issuance costs

327,280

$ 4

327,276

Stock-based compensation expense

5,404

Other comprehensive loss

(12)

Net loss

(33,626)

Ending balance (in shares) at Sep. 30, 2021

^[1]

124,166,776

Ending balance at Sep. 30, 2021

377,847

$ 12

441,795

(9)

(63,951)

Beginning balance (in shares) at Jun. 30, 2021

^[1]

Beginning balance at Jun. 30, 2021

$ 0

Ending balance (in shares) at Sep. 30, 2021

^[1]

Ending balance at Sep. 30, 2021

$ 0

Beginning balance (in shares) at Jun. 30, 2021

^[1]

124,094,390

Beginning balance at Jun. 30, 2021

390,044

$ 12

439,489

(10)

(49,447)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Issuance of common stock upon exercise of vested stock options (in shares)

^[1]

72,386

Issuance of common stock upon exercise of vested stock options

Stock-based compensation expense

2,248

Other comprehensive loss

Net loss

(14,504)

Ending balance (in shares) at Sep. 30, 2021

^[1]

124,166,776

Ending balance at Sep. 30, 2021

$ 377,847

$ 12

441,795

(9)

(63,951)

Beginning balance (in shares) at Dec. 31, 2021

^[1]

Beginning balance at Dec. 31, 2021

$ 0

Ending balance (in shares) at Sep. 30, 2022

^[1]

Ending balance at Sep. 30, 2022

$ 0

Beginning balance (in shares) at Dec. 31, 2021

^[1]

124,303,083

Beginning balance at Dec. 31, 2021

$ 363,576

$ 12

444,388

(184)

(80,640)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Issuance of common stock upon exercise of vested stock options (in shares)

372,089

^[1]

Issuance of common stock upon exercise of vested stock options

$ 274

274

Issuance of common stock under employee stock purchase plan (in shares)

^[1]

48,353

Issuance of common stock under employee stock purchase plan

153

Stock-based compensation expense

7,547

Other comprehensive loss

(1,697)

Net loss

(44,515)

Ending balance (in shares) at Sep. 30, 2022

^[1]

124,723,525

Ending balance at Sep. 30, 2022

$ 325,338

$ 12

452,362

(1,881)

(125,155)

Beginning balance (in shares) at Jun. 30, 2022

Beginning balance at Jun. 30, 2022

$ 0

Ending balance (in shares) at Sep. 30, 2022

^[1]

Ending balance at Sep. 30, 2022

$ 0

Beginning balance (in shares) at Jun. 30, 2022

124,562,745

Beginning balance at Jun. 30, 2022

$ 337,558

$ 12

449,406

(768)

(111,092)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Issuance of common stock upon exercise of vested stock options (in shares)

160,780

Issuance of common stock upon exercise of vested stock options

Stock-based compensation expense

2,870

Other comprehensive loss

(1,113)

Net loss

(14,063)

Ending balance (in shares) at Sep. 30, 2022

^[1]

124,723,525

Ending balance at Sep. 30, 2022

$ 325,338

$ 12

$ 452,362

$ (1,881)

$ (125,155)

[1]	(1) The shares of the Company’s common and redeemable convertible preferred stock, prior to the Business Combination (as defined in Note 1) have been retroactively restated to reflect the exchange ratio of approximately 3.6281 established in the Business Combination as described in Note 3.

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Cash flows from operating activities
Net loss	$ (44,515)	$ (33,626)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation	871	756
Stock-based compensation	7,547	5,404
Amortization (accretion) of premium (discount) on securities, net	(340)	190
Amortization of operating lease right-of-use assets	1,624	1,217
Changes in operating assets and liabilities:
Prepaid expenses and other assets	239	(3,860)
Accounts payable	(850)	887
Accrued expenses and other liabilities	860	1,533
Operating lease liabilities	(865)	(1,223)
Net cash used in operating activities	(35,429)	(28,722)
Cash flows from investing activities
Proceeds from maturities of securities	142,075	40,000
Purchases of securities	(101,665)	(183,745)
Purchases of property and equipment	(2,095)	(1,283)
Net cash provided by (used in) investing activities	38,315	(145,028)
Cash flows from financing activities
Proceeds from exercise of stock options	274	104
Proceeds from issuance of common stock under employee stock purchase plan	153	0
Net proceeds from reverse recapitalization and PIPE financing	0	335,409
Payments of offering costs	0	(8,129)
Net cash provided by financing activities	427	327,384
Net increase in cash, cash equivalents and restricted cash	3,313	153,634
Cash, cash equivalents and restricted cash at beginning of period	186,461	37,219
Cash, cash equivalents and restricted cash at end of period	189,774	190,853
Supplementary cash flow information on non-cash activities
Acquisitions of property and equipment included in accounts payable	14	213
Conversion of redeemable convertible preferred stock into common stock in connection with the reverse recapitalization	0	108,418
Deferred offering costs reclassified to equity	0	8,129
Modification to reduce right-of-use assets and lease liability	0	3,535
Right-of-use assets obtained in exchange for operating lease liability	$ 0	$ 3,595

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	200,000,000	200,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	1,000,000,000	1,000,000,000
Common stock, shares issued (in shares)	124,723,525	124,303,083
Common stock, shares outstanding (in shares)	124,723,525	124,303,083

Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit) (Parenthetical)	Sep. 30, 2022	Jun. 09, 2021
Statement of Stockholders' Equity [Abstract]
Recapitalization exchange ratio	3.6281	3.6281

Description of Business and Basis of Presentation	9 Months Ended
Description of Business and Basis of Presentation	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business and Basis of Presentation	Description of Business and Basis of Presentation Nautilus Biotechnology, Inc. (the “Company”) is a biotechnology company incorporated in 2016 and based in Seattle, Washington with laboratory operations in San Carlos, California. Since the Company’s incorporation in 2016, the Company has devoted substantially all of its resources to research and development activities, including with respect to its proteomics platform, business planning, establishing and maintaining its intellectual property portfolio, hiring personnel, raising capital and providing general and administrative support for these operations. On June 9, 2021 (the “Closing Date”), Nautilus Biotechnology, Inc. a Delaware corporation (f/k/a ARYA Sciences Acquisition Corp. III, a Cayman Islands exempted company and the Company’s predecessor company (“ARYA”)), consummated the previously announced business combination (the “Business Combination”) pursuant to the terms of that certain Business Combination Agreement, dated as of February 7, 2021 (the “BCA”), by and among ARYA, Mako Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of ARYA (“Mako Merger Sub”), and Nautilus Subsidiary, Inc., a Delaware corporation (f/k/a Nautilus Biotechnology, Inc.) (“Legacy Nautilus”). As a result of the Business Combination, ARYA changed its name to “Nautilus Biotechnology, Inc.” and Mako Merger Sub merged with and into Legacy Nautilus with Legacy Nautilus surviving as the surviving company and becoming a wholly-owned subsidiary of ARYA (the “Merger” and, collectively with the other transactions described in the BCA, the “Reverse Recapitalization”). In addition, in conjunction with the completion of the Business Combination, certain investors (“PIPE Investors”) subscribed for the purchase of an aggregate of 20,000,000 shares of common stock of the Company (“New Nautilus Common Stock”) at a price of $10.00 per share for aggregate gross proceeds of $200.0 million (“PIPE Financing”). Please refer to Note 3 “Reverse Recapitalization” for further details of the Business Combination. Basis of Presentation The condensed consolidated financial statements and accompanying notes are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and regulations of the U.S. Securities and Exchange Commission (the “SEC”) for interim financial reporting. All intercompany transactions and balances have been eliminated upon consolidation. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. The condensed consolidated financial statements were prepared on the same basis as the audited financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments necessary for a fair statement of the Company’s financial position as of September 30, 2022, the results of its operations for the three and nine months ended September 30, 2022 and 2021 and its cash flows for the nine months ended September 30, 2022 and 2021. The results of operations for the three and nine months ended September 30, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022. These financial statements and accompanying notes should be read in conjunction with the consolidated financial statements and notes thereto in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021 on file with the SEC. The Company’s reporting currency is the U.S. dollar. Going Concern The Company’s condensed consolidated financial statements have been prepared on the basis of continuity of operations, the realization of assets, and the satisfaction of liabilities in the ordinary course of business. Since inception, the Company has been engaged in developing its technology, raising capital, and recruiting personnel. The Company’s operating plan may change as a result of many factors currently unknown and there can be no assurance that the current operating plan will be achieved in the time frame anticipated by the Company, and it may need to seek additional funds sooner than planned. If adequate funds are not available to the Company on a timely basis, it may be required to delay, limit, reduce, or terminate certain commercial efforts, or pursue merger or acquisition strategies, all of which could adversely affect the holdings or the rights of the Company’s stockholders. The Company has incurred net operating losses and negative cash flows from operations in every year since inception and expects this to continue for the foreseeable future. As of September 30, 2022, the Company had an accumulated deficit of $125.2 million. The Company has funded its operations primarily with proceeds from the issuance of redeemable convertible preferred stock and common stock. In June 2021, the Company received gross proceeds of approximately $345.5 million from PIPE Investors and the Business Combination offset by approximately $18.2 million of transaction costs and underwriters’ fees relating to the closing of the Business Combination. The Company had cash, cash equivalents, and short-term investments of $258.0 million as of September 30, 2022. As of the date on which these condensed consolidated financial statements were available to be issued, the Company believes that its cash, cash equivalents, and short-term investments will be sufficient to fund its operations for the next twelve months following the issuance of the condensed consolidated financial statements. The Company’s actual results could vary as a result of, and its near and long-term future capital requirements will depend on many factors, including its growth rate and the timing and extent of spending to support its research and development efforts. The Company has based its estimates on assumptions that may prove to be wrong, and it could use its available capital resources sooner than it currently expects. The Company may be required to seek additional equity or debt financing. Future liquidity and cash requirements will depend on numerous factors. In the event that additional financing is required, the Company may not be able to raise it on acceptable terms or at all. If the Company is unable to raise additional capital when desired, or if it cannot expand its operations or otherwise capitalize on its business opportunities because it lacks sufficient capital, its business, operating results, and financial condition would be adversely affected. Impact of the COVID-19 Coronavirus In December 2019, COVID-19 was first reported to the World Health Organization (“WHO”), and in January 2020, the WHO declared the outbreak to be a public health emergency. In March 2020, the WHO characterized COVID-19 as a pandemic. Since then, the COVID-19 pandemic and efforts to control its spread have significantly curtailed the movement of people, goods, and services worldwide. As a result, the Company has taken certain measures in response to COVID-19. While the duration and extent of the COVID-19 pandemic depends on future developments that cannot be accurately predicted at this time, such as the extent and effectiveness of containment and mitigation actions, it has already had an adverse effect on the global economy, and the ultimate societal and economic impact of the COVID-19 pandemic remains unknown. Additionally, concerns over the economic impact of COVID-19 have caused extreme volatility in financial and other capital markets, which may adversely affect the Company’s ability to access capital markets in the future. Furthermore, the impact of the COVID-19 pandemic could adversely impact the Company’s cash flows and operations and delay the Company’s research and development activities. While the Company has developed and continues to develop plans to help mitigate the potential negative impact of COVID-19, these efforts may not be effective, and any protracted economic downturn will likely limit the effectiveness of its efforts. Accordingly, it is not possible for the Company to predict the duration and ultimate extent to which this will affect its business, future results of operations, and financial condition at this time.

Significant Accounting Policies	9 Months Ended
Significant Accounting Policies	Sep. 30, 2022
Accounting Policies [Abstract]
Significant Accounting Policies	Significant Accounting Policies Use of Estimates The preparation of the condensed 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 disclosures of contingent assets and liabilities as of the date of the condensed consolidated financial statements, and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include determining the estimated lives of property and equipment, stock-based compensation including the estimated fair value per share of common stock prior to the date the Company became public, research and development accruals, and the valuation allowance for deferred tax assets. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. The Company adjusts such estimates and assumptions when facts and circumstances dictate. Changes in those estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods. As future events and their effects cannot be determined with precision, actual results could materially differ from those estimates and assumptions. Concentrations of Credit Risk and Other Risks and Uncertainties Credit risk represents the accounting loss that would be recognized as of the reporting date if counterparties failed completely to perform as contracted. Financial instruments, which potentially subject the Company to concentration of credit risk, consist of cash balances maintained in excess of federal depository insurance limits and investments in marketable debt securities that are not federally insured. The Company has not experienced any losses in such accounts and believes it is not exposed to significant credit risk on cash or investments. The Company relies, and expects to continue to rely, on a number of vendors to provide services, supplies and materials related to its research and development programs. The Company relies on single source suppliers for certain components and materials used in the Nautilus platform. The loss of any of these single source suppliers would require the Company to expend significant time and effort to locate and qualify an alternative source of supply for these components. The Company also relies, and expects to continue to rely, on third-party manufacturers and, in many cases, single third-party manufacturers for the production of certain reagents and antibodies. These programs could be adversely affected by a significant interruption in these services or the availability of materials. The Company is subject to risks similar to those of other pre-clinical stage companies in the biopharmaceutical industry, including dependence on key individuals, the need to develop commercially viable products, competition from other companies, many of whom are larger and better capitalized, the impact of the COVID-19 pandemic and the need to obtain adequate additional financing to fund the development of its products. There can be no assurance that the Company’s research and development will be successfully completed, that adequate protection for the Company’s intellectual property will be maintained, that any products developed will obtain required regulatory approval or that any approved products will be commercially viable. Even if the Company’s development efforts are successful, it is uncertain when, if ever, the Company will generate significant revenue from the sale of its products. Segment Reporting Operating segments are defined as components of an entity where discrete financial information is evaluated regularly by the chief operating decision market (“CODM”) in deciding how to allocate resources and in assessing performance. The Company’s Chief Executive Officer is its CODM. The Company’s CODM reviews financial information presented on a consolidated basis for the purposes of making operating decisions, allocating resources and evaluating financial performance. As such, the Company has determined that it operates in one operating and one reportable segment. The Company’s long-lived assets are entirely based in the United States. Cash and Cash Equivalents The Company considers all highly-liquid investments with an original maturity of three months or less as of the date of acquisition to be cash equivalents. Investments The Company considers investments with an original maturity greater than three months and remaining maturities less than one year to be short-term investments. The Company classifies those investments that are not required for use in current operations and that mature in more than 12 months as long-term investments. The Company classifies its marketable debt securities as available for sale and reports them at fair value, with unrealized gains and losses recorded in accumulated other comprehensive income (loss). For investments sold prior to maturity, the cost of investments sold is based on the specific identification method. Realized gains and losses on the sale of investments are recorded in other income (expense), net in the condensed consolidated statement of operations. Other-than-temporary Impairment The Company evaluates its investments with unrealized losses for other-than-temporary impairment. When assessing investments for other-than-temporary declines in value, the Company considers factors such as, among other things, the extent and length of time the investment’s fair value has been lower than its cost basis, the financial condition and near-term prospects of the investment, the Company’s ability and intent to retain the investment for a period of time sufficient to allow for any anticipated recovery in fair value, and the expected cash flows from the security. If any adjustments to fair value reflects a decline in the value of the investment that the Company considers to be “other than temporary,” the Company reduces the investment to fair value through a charge to the condensed consolidated statement of operations and condensed consolidated statement of comprehensive loss. No such adjustments were necessary during the periods presented. Fair Value of Financial Instruments Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. The carrying amounts of cash and cash equivalents, prepaid expenses and other current assets, accounts payable and accrued expenses and other liabilities approximate their respective fair values due to their short-term nature. Leases The Company determines if an arrangement includes a lease at inception by assessing whether there is an identified asset and whether the contract conveys the right to control the use of the identified asset for a period of time in exchange for consideration. Operating leases with a term of more than one year are included in operating lease right-of-use (“ROU”) assets and operating lease liabilities on the Company's condensed consolidated balance sheets. ROU assets represent the Company's right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments. Operating lease ROU assets and liabilities are recognized on the lease commencement date based on the present value of the future minimum lease payments over the lease term. The Company uses the incremental borrowing rate commensurate with the lease term based on the information available at the lease commencement date in determining the present value of the lease payments as the Company's leases generally do not provide an implicit rate. ROU assets initially equal the lease liability, adjusted for any prepaid lease payments and initial direct costs incurred, less any lease incentives received. Certain of the Company's leases include renewal options which allow the Company to, at its election, renew or extend the lease for a fixed or indefinite period of time. These renewal periods are included in the lease terms when the Company is reasonably certain the options will be exercised. Lease expense is recognized on a straight-line basis over the lease term when leases are operating leases. If it is considered a finance lease, expense is recognized over the lease term within interest expense and amortization in the Company’s condensed consolidated statements of operations. The Company also has lease arrangements with lease and non-lease components. The Company elected the practical expedient not to separate non-lease components from lease components for the Company's facility leases and to account for the lease and non-lease components as a single lease component. The Company also elected to apply the short-term lease measurement and recognition exemption in which ROU assets and lease liabilities are not recognized for leases with terms of 12 months or less. Comprehensive Loss Comprehensive loss consists of net loss and other gains or losses affecting stockholders’ equity that, under U.S. GAAP are excluded from net loss. For the three and nine months ended September 30, 2022 and 2021, net unrealized losses on marketable debt securities were included as a component of comprehensive loss. Accounting Pronouncements The Company is provided the option to adopt new or revised accounting guidance as an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) either (1) within the same periods as those otherwise applicable to public business entities, or (2) within the same time periods as non-public business entities, including early adoption when permissible. With the exception of standards the Company elected to early adopt, when permissible, the Company has elected to adopt new or revised accounting guidance within the same time period as non-public business entities, as indicated below. Recently Adopted Accounting Standards In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848).” The amendments in ASU 2020-04 provide optional expedients and exceptions for applying generally accepted accounting principles to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments in this ASU are effective for all entities as of March 12, 2020 through December 31, 2022. An entity may elect to apply the amendments for contract modifications by Topic or Industry Subtopic as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from the date that the financial statements are available to be issued. Once elected for a Topic or an Industry Subtopic, the amendments must be applied prospectively for all eligible contract modifications for that Topic or Industry Subtopic. The Company adopted this guidance effective January 1, 2022 using the prospective method, which did not have a material impact on the Company’s condensed consolidated financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments- Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”, which amends existing guidance on the impairment of financial assets and adds an impairment model that is based on expected losses rather than incurred losses and requires an entity to recognize as an allowance its estimate of expected credit losses for its financial assets. An entity will apply this guidance through a cumulative-effect adjustment to retained earnings upon adoption (a modified-retrospective approach) while a prospective transition approach is required for debt securities for which an other-than-temporary impairment had been recognized before the effective date. This ASU is effective for the Company for its fiscal year ending December 31, 2023. Early adoption is permitted. The Company is in the process of evaluating the impact of the adoption of this ASU on its condensed consolidated financial statements and related disclosures. The Company does not anticipate adoption to have a material impact on its condensed consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes”, which enhances and simplifies various aspects of the income tax accounting guidance, including requirements such as the elimination of exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period, the recognition of deferred tax liabilities for outside basis differences, ownership changes in investments, and tax basis step-up in goodwill obtained in a transaction that is not a business combination. This ASU is effective for the Company for its fiscal year ending December 31, 2022. Early adoption is permitted. The Company is in the process of evaluating the impact of the adoption of this ASU on its condensed consolidated financial statements and related disclosures. The Company does not anticipate adoption to have a material impact on its condensed consolidated financial statements.

Reverse Recapitalization

9 Months Ended

Sep. 30, 2022

Reverse Recapitalization [Abstract]

Reverse Recapitalization

On June 9, 2021, Mako Merger Sub merged with Legacy Nautilus, with Legacy Nautilus surviving as the surviving company and as a wholly-owned subsidiary of ARYA.

As a result of the Business Combination, Legacy Nautilus equity holders received an aggregate number of shares of New Nautilus Common Stock equal to (i) $900.0 million plus $24.3 million, which reflects the aggregate exercise price of all stock options (whether vested or unvested) of Legacy Nautilus at the consummation of the Business Combination, divided by (ii) $10.00 giving effect to the exchange ratio of approximately 3.6281 (“Exchange Ratio”) based on the terms of the Business Combination Agreement. For purposes of calculating the aggregate number of New Nautilus Common Stock issuable to each holder of Legacy Nautilus Common Stock pursuant to the Business Combination Agreement, all Legacy Nautilus Common Stock held by such holder was aggregated, and the Exchange Ratio was applied to that aggregate number of shares held by such holder, and not on a share-by-share basis, and the number of New Nautilus Common Stock issued was rounded down to the nearest whole share. At the Closing Date, (i) an aggregate of 18,721,137 shares of Class A and Class B ordinary shares of ARYA were exchanged for an equivalent number of Common Stock, (ii) an aggregate of 85,324,118 shares of Common Stock were issued in exchange for the shares of Nautilus outstanding as of immediately prior to the Business Combination and (iii) an aggregate of 20,000,000 shares of Common stock were issued to the PIPE Investors in the PIPE Financing with total gross proceeds of $200.0 million. Moreover, at the Closing, all options to purchase shares of Nautilus were exchanged for comparable options to purchase shares of Common Stock based on an implied Legacy Nautilus equity value of $900.0 million. Immediately after giving effect to the transactions, there were 124,045,255 shares of Common Stock outstanding and 7,106,767 shares of Common Stock subject to outstanding options under the 2017 Plan.

The Business Combination is accounted for as a reverse recapitalization under U.S. GAAP. This determination is primarily based on Legacy Nautilus stockholders comprising a relative majority of the voting power of Nautilus and having the ability to nominate the members of the Board, Legacy Nautilus’s operations prior to the acquisition comprising the only ongoing operations of Nautilus, and Legacy Nautilus’s senior management comprising a majority of the senior management of Nautilus. Under this method of accounting, ARYA is treated as the “acquired” company for financial reporting purposes. Accordingly, for accounting purposes, the financial statements of Nautilus represent a continuation of the financial statements of Legacy Nautilus with the Business Combination being treated as the equivalent of Nautilus issuing stock for the net assets of ARYA, accompanied by a recapitalization. The net assets of ARYA are stated at historical costs, with no goodwill or other intangible assets recorded. Operations prior to the Business Combination are presented as those of Nautilus. All periods prior to the Business Combination have been retrospectively adjusted using the Exchange Ratio for the equivalent number of shares outstanding immediately after the Business Combination to effect the reverse recapitalization.

In connection with the Business Combination, the Company raised $335.4 million of net proceeds. This amount was comprised of $135.4 million of cash held in ARYA’s trust account from its initial public offering, net of ARYA’s transaction costs and underwriters’ fees of $10.1 million, and $200.0 million of cash in connection with the PIPE Financing. The Company incurred $8.1 million of transaction costs, consisting of banking, legal, and other professional fees which were recorded as a reduction to additional paid-in capital.

The number of shares of Common Stock issued immediately following the consummation of the Business Combination was:


			Number of Shares
Common Stock of ARYA outstanding prior to the Business Combination			19,186,500
Less redemption of ARYA shares			(465,363)
Common Stock of ARYA			18,721,137
Shares issued in PIPE Financing			20,000,000
Business Combination and PIPE Financing shares			38,721,137
Legacy Nautilus shares			85,324,118
Total shares of Common Stock immediately after the Business Combination			124,045,255

Fair Value Measurements

9 Months Ended

Sep. 30, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurements

The following table details the assets carried at fair value and measured on a recurring basis within the three levels of fair value as of September 30, 2022 and December 31, 2021:


(in thousands)			Gross Unrealized						Reported as:
September 30, 2022	Amortized Cost		Gains		Losses		Fair Value		Cash and cash equivalents		Short-term investments		Long-term investments
Level 1
Mutual funds	$	850	$	—	$	—	$	850	$	850	$	—	$	—
U.S. treasury securities	42,711		—		(751)		41,960		—		9,986		31,974
Total Level 1	43,561		—		(751)		42,810		850		9,986		31,974
Level 2
Commercial paper	231,384		—		(266)		231,118		188,082		43,036		—
Corporate debt securities	7,322		—		(129)		7,193		—		7,193		—
Agency bonds	43,260		—		(735)		42,525		—		8,823		33,702
Total Level 2	281,966		—		(1,130)		280,836		188,082		59,052		33,702
Total Level 1 and Level 2	$	325,527	$	—	$	(1,881)	$	323,646	$	188,932	$	69,038	$	65,676


(in thousands)			Gross Unrealized						Reported as:
December 31, 2021	Amortized Cost		Gains		Losses		Fair Value		Cash and cash equivalents		Short-term investments		Long-term investments
Level 1
Mutual funds	$	21,925	$	—	$	—	$	21,925	$	21,925	$	—	$	—
U.S. treasury securities	15,156		—		(20)		15,136		—		15,136		—
Total Level 1	37,081		—		(20)		37,061		21,925		15,136		—
Level 2
Commercial paper	301,906		2		(90)		301,818		163,694		138,124		—
Corporate debt securities	14,299		—		(36)		14,263		—		6,850		7,413
Agency bonds	8,998		—		(40)		8,958		—		—		8,958
Total Level 2	325,203		2		(166)		325,039		163,694		144,974		16,371
Total Level 1 and Level 2	$	362,284	$	2	$	(186)	$	362,100	$	185,619	$	160,110	$	16,371

Contractual maturities of short-term investments as of September 30, 2022 and December 31, 2021 are due in one year or less. Contractual maturities of long-term investments as of September 30, 2022 and December 31, 2021 are due after 1 year through 2 years.

The unrealized losses and fair values of available-for-sale securities that have been in an unrealized loss position for a period of less than and greater than 12 months as of September 30, 2022 are as follows:


(in thousands)	Securities in Unrealized Loss Position Less than 12 months				Securities in Unrealized Loss Position Greater than 12 months				Total
September 30, 2022	Gross Unrealized Losses		Fair Market Value		Gross Unrealized Losses		Fair Market Value		Gross Unrealized Losses		Fair Market Value

U.S. treasury securities	(751)		41,960		—		—		(751)		41,960
Commercial paper	(266)		231,118		—		—		(266)		231,118
Corporate debt securities	—		—		(129)		7,193		(129)		7,193
Agency bonds	(558)		33,702		(177)		8,823		(735)		42,525
Total	$	(1,575)	$	306,780	$	(306)	$	16,016	$	(1,881)	$	322,796

There were no continuous unrealized loss positions in excess of twelve months as of December 31, 2021.

- 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

Composition of Certain Condensed Consolidated Financial Statement Line Items

9 Months Ended

Sep. 30, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Composition of Certain Condensed Consolidated Financial Statement Line Items

Property and Equipment, Net

Property and equipment consisted of the following:


(in thousands)	September 30, 2022		December 31, 2021
Laboratory equipment	$	4,637	$	4,032
Computer hardware	157		157
Furniture, fixtures and office equipment	25		1
Leasehold improvements	8		8
Construction in progress	1,446		279
	6,273		4,477
Less: Accumulated depreciation	(2,616)		(1,994)
Total	$	3,657	$	2,483

The Company recorded depreciation expense of $0.3 million and $0.9 million for the three and nine months ended September 30, 2022 and $0.3 million and $0.8 million for the three and nine months ended September 30, 2021, respectively, which was primarily allocated to research and development expense.

Other Long-term Assets

Other long-term assets consisted of the following:


(in thousands)	September 30, 2022		December 31, 2021
Restricted cash	$	842	$	842
Deposits	155		155

Total	$	997	$	997

Accrued Expenses and Other Liabilities

Accrued expenses and other liabilities consisted of the following:


(in thousands)	September 30, 2022		December 31, 2021
Employee compensation	$	2,038	$	1,465
Accrued research and development	1,103		518
Accrued professional and consulting fees	477		411
Accrued facilities	—		337
Other	361		388
Total	$	3,979	$	3,119

Cash, Cash Equivalents and Restricted Cash

Cash, cash equivalents and restricted cash consisted of the following:


(in thousands)	September 30, 2022		December 31, 2021
Cash and cash equivalents	$	188,932	$	185,619
Restricted cash included in other long term assets	842		842
Total	$	189,774	$	186,461

Other income (expense), net

Other income (expense), net consisted of the following:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2022		2021		2022		2021
Interest income	$	1,889	$	136	$	2,930	$	168
Other expense, net	(132)		(72)		(131)		(112)
Total	$	1,757	$	64	$	2,799	$	56

Redeemable Convertible Preferred Stock	9 Months Ended
Redeemable Convertible Preferred Stock	Sep. 30, 2022
Temporary Equity [Abstract]
Redeemable Convertible Preferred Stock	Redeemable Convertible Preferred Stock On June 9, 2021, upon the closing of the Business Combination (as defined in Note 1 and further described in Note 3), all of the outstanding redeemable convertible preferred stock was converted to New Nautilus Common Stock pursuant to the Exchange Ratio effective immediately prior to the Business Combination and the remaining amount was reclassified to additional paid-in capital. As of September 30, 2022 the Company had no issued and outstanding Preferred Stock shares.

Common Stock

9 Months Ended

Sep. 30, 2022

Equity [Abstract]

Common Stock

On June 9, 2021, the Business Combination (as defined in Note 1 and further described in Note 3) was consummated and the Company issued 38,721,137 shares for an aggregate purchase price of $327.3 million, net of issuance costs of $8.1 million. Immediately following the Business Combination, there were 124,045,255 shares of Common Stock outstanding. The holder of each share of Common Stock is entitled to one vote.

The Company has retroactively adjusted the shares issued and outstanding prior to June 9, 2021 to give effect to the exchange ratio established in the Business Combination Agreement to determine the number of shares of Common Stock into which they were converted.

In June 2021, pursuant to the Business Combination, the Company amended its certificate of incorporation to increase the number of authorized common stock shares to 1,000,000,000 shares. There were 124,723,525 shares issued and outstanding as of September 30, 2022.

Common Stock Reserved for Future Issuance

Shares of common stock reserved for future issuance on an as-if converted basis, were as follows:


	September 30, 2022	December 31, 2021
Stock options issued and outstanding	11,515,123	8,550,076
Shares available for grant under 2021 Equity Incentive Plan	17,359,481	14,481,463
Shares available for grant under 2021 Employee Stock Purchase Plan	2,439,577	1,244,900



Total shares of common stock reserved	31,314,181	24,276,439

- Definition

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

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-URI https://asc.fasb.org/topic&trid=2208762

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 14
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 14
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-URI https://asc.fasb.org/extlink&oid=120397183&loc=d3e187085-122770

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 14
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 16
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496180-112644

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (i)
-URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 50
-Paragraph 6
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126731327&loc=SL126733271-114008

+ Details

Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2022
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The Company accounts for income taxes under the asset and liability method. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts expected to be realized. For the three and nine months ended September 30, 2022 and 2021, no income tax expense or benefit was recognized, primarily due to a full valuation allowance recorded against its deferred tax assets.

- 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
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Equity Incentive Plans and Stock-based Compensation

9 Months Ended

Sep. 30, 2022

Share-Based Payment Arrangement [Abstract]

Equity Incentive Plans and Stock-based Compensation

On June 8, 2021, the stockholders of the Company approved the 2021 Equity Incentive Plan (“2021 Plan”) and the 2021 Employee Stock Purchase Plan (“2021 ESPP”). As of September 30, 2022, 17,359,481 and 2,439,577 shares were available for grant under the 2021 Plan and 2021 ESPP, respectively.

2021 Employee Stock Purchase Plan

Under the 2021 ESPP, the Company can grant stock options to employees to purchase shares of Common Stock at a purchase price which is equal to 85% of the fair market value of common stock on the enrollment date or on the exercise date, whichever is lower. Participants are permitted to purchase shares of the Company’s Common Stock at 85% of the lower of the fair market value of the Company’s Common Stock on the first trading day of an offering period or on the last trading date in each purchase period. Participants may end their participation at any time during an offering and will be paid their accrued contributions that have not yet been used to purchase shares. Participation ends automatically upon termination of employment with the Company. The number of shares of common stock available for issuance under the 2021 ESPP will be increased on the first day of each fiscal year beginning on January 1, 2022, in an amount equal to the least of (i) 3,734,500 shares of common stock, (ii) a number of shares of common stock equal to one percent (1%) of the total number of shares of all classes of common stock of the Company on the last day of the immediately preceding fiscal year, or (iii) such number of shares determined by the Administrator no later than the last day of the immediately preceding fiscal year. On January 1, 2022, the number of shares available under the ESPP increased by 1,243,030 shares pursuant to this feature.

The first offering period was from October 1, 2021 through June 1, 2022. For subsequent offering periods, the Company will be offering a six month purchase period. As of September 30, 2022, 48,353 shares of common stock were purchased under the 2021 ESPP.

2021 Equity Incentive Plan

Under the 2021 Plan, the Company can grant incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock, restricted stock units and performance awards to employees, directors and consultants. Options generally expire ten years after the date of grant. The number of shares available for issuance under the 2021 Plan will be increased on the first day of each fiscal year, beginning on January 1, 2022, in an

amount equal to the least of (i) 18,672,200 shares, (ii) a number of shares equal to five percent (5%) of the total number of shares of all classes of common stock of the Company outstanding on the last day of the immediately preceding fiscal year, or (iii) such number of shares determined by the Administrator no later than the last day of the immediately preceding fiscal year. On January 1, 2022, the number of shares available under the 2021 Plan increased by 6,215,154 shares pursuant to this feature.

2017 Equity Incentive Plan

At the time of adoption of the 2021 Plan and the 2021 ESPP, no further awards will be granted under the 2017 Equity Incentive Plan (“2017 Plan”) and 7,106,767 shares of common stock were initially reserved for outstanding awards issued under the 2017 Plan.

In determining the compensation cost of the option awards, the fair value for each option award has been estimated using the Black Scholes model. The significant assumptions used in these calculations are summarized as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Expected term (in years)	6.0 - 6.1		6.0 - 6.1		5.3 - 6.1		5.5 - 6.6
Expected volatility	109.3% - 110.2%		91.6% - 92.7%		105.2% - 110.2%		91.6% - 94.2%
Expected dividend rate	0.0	%	0.0	%	0.0	%	0.0	%
Risk free interest rate	2.81% - 3.69%		0.91% - 0.96%		1.73% - 3.69%		0.53% - 1.02%
Stock price	$2.17 - $2.86		$7.11 - $9.21		$2.17 - $4.72		$7.11 - $11.16

Expected term: The expected term of stock options represents the weighted-average period the stock options are expected to remain outstanding. The Company does not have sufficient historical exercise and post-vesting termination activity to provide accurate data for estimating the expected term of options and has opted to use the “simplified method,” whereby the expected term equals the arithmetic average of the vesting term and the original contractual term of the option.

Expected volatility: Historically, the Company has been a private company and lacked company‑specific historical and implied volatility information for its common stock. Therefore, the expected volatility of the Company’s common stock was determined by using an average of historical volatilities of selected industry peers deemed to be comparable to the Company’s business corresponding to the expected term of the awards and the Company expects to continue to do so until such time as the Company has adequate historical data regarding the volatility of its traded common stock price.

Expected dividend yield: The expected dividend rate is zero as the Company has no history or expectation of declaring dividends on its common stock.

Risk-free interest rate: The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for zero-coupon U.S. Treasury notes with maturities corresponding to the expected term of the awards.

Fair value of common stock: Prior to the Business Combination, the fair value of the shares of common stock underlying the stock options has historically been determined by the Company’s Board of Directors. Because there has been no public market for the common stock, the Board of Directors has determined the fair value of the common stock at the time of grant of the option by contemporaneous valuations performed by an unrelated third-party valuation firm as well as a number of objective and subjective factors including valuation of comparable companies, sales of convertible preferred stock to unrelated third parties, operating and financial performance, the implied equity value of the Company as contemplated by the Business Combination, the lack of liquidity of capital stock and general and industry specific economic outlook, among other factors. The fair value of common stock was determined in accordance with applicable elements of the American Institute of Certified Public Accountants Practice Aid, Valuation of Privately-Held-Company Equity Securities Issued as Compensation. Subsequent to the completion of the Business Combination (as defined in Note 1 and further described in Note 3) the fair value of the Company’s common stock is determined based on its closing market price.

The awards granted in late January 2021 had an exercise price equal to the grant date fair value of the Company’s common stock. The Company’s board of directors made a determination of the fair market value of the Company’s common stock which contemplated the implied equity value of the Company per the Business Combination Agreement that was executed on February 7, 2021.

The following table summarizes option award activity during the nine months ended September 30, 2022:


	Number of Stock Option Awards	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value (in thousands)
Outstanding as of December 31, 2021	8,550,076	$	4.66
Granted	4,448,363	$	3.68
Exercised	(372,089)	$	0.74
Forfeited	(1,111,227)	$	7.32
Outstanding as of September 30, 2022	11,515,123	$	4.15	8.6	$	5,123
Options vested and expected to vest as of September 30, 2022	11,515,123	$	4.15
Vested and exercisable at September 30, 2022	3,650,243	$	3.73	7.7	$	3,212

As of September 30, 2022, there was $27.9 million of total unrecognized compensation expense expected to be recognized over a weighted average-period of 2.7 years. Aggregate intrinsic value represents the difference between the fair market value of the common stock and the exercise price of outstanding, in-the-money options.

Stock-based Compensation Expense

The following sets forth the total stock-based compensation expense included in the Company’s condensed consolidated statement of operations:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2022		2021		2022		2021
Research and development	$	1,012	$	778	$	2,854	$	1,941
General and administrative	1,858		1,470		4,693		3,463
Total stock-based compensation expense	$	2,870	$	2,248	$	7,547	$	5,404

Commitment and Contingencies

9 Months Ended

Sep. 30, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Purchase Commitments

Open purchase commitments are for the purchase of goods and services related to, but not limited to, research and development, facilities, and professional services under non-cancellable contracts. They were not recorded as liabilities on the condensed consolidated balance sheet as of September 30, 2022 as the Company had not yet received the related goods or services. As of September 30, 2022, the Company had open purchase commitments for goods and services of $1.7 million, which are expected to be received through the next 12 months.

Legal Proceedings

From time to time, the Company may become involved in litigation relating to claims arising from the ordinary course of business. Management believes that there are currently no claims or actions pending against the Company where the ultimate disposition could have a material adverse effect on the Company’s results of operations, financial condition or cash flows.

Leases

The Company is obligated under certain non-cancellable operating leases for office space and laboratory space. This space includes operating leases in Seattle, Washington, and San Carlos, California.

Seattle Leases

The operating lease in Seattle, Washington expired in April 2021 and continued to be renewed month to month until August 2021. In July 2021, the Company entered into a 7-year non-cancellable operating lease, which commenced in August 2021, for an additional office space in Seattle, Washington. Total non-cancellable payments under this lease aggregate $4.5 million through June 2028.

San Carlos Leases

In February 2021, the Company amended its existing facility lease contract in San Carlos, California which was executed to shorten the remaining term of the lease to expire in December 2021 and reduce monthly lease payments and was accounted for as a modification. The impact of this modification reduced the operating lease right-of-use asset and lease liability balance as a $3.3 million non-cash adjustment. In September 2021, the Company further amended the facility lease contract in San Carlos, California to shorten the remaining term of the lease to expire in October 2021 and was also accounted for as a modification.

In December 2020, the Company entered into a new lease in San Carlos, California for ten years which commenced in October 2021 and expiring in October 2031 with total minimum lease payments of $40.7 million.

In December 2020, the Company also entered into a temporary office space lease agreement in San Carlos, California which commenced in February 2021 and expired in October 2021 with total minimum lease payments of $1.2 million. The temporary office space lease agreement was recognized as a short-term lease due to the election of the short-term lease measurement and recognition exemption.

In December 2021, the Company entered into another lease in San Carlos, California for nine years expected to commence in December 2022 and expiring in October 2031. The Company can terminate this lease after five years from commencement date without bearing any significant termination penalties and therefore the Company concluded that the lease term is five years with total minimum lease payments of $7.2 million. The Company may borrow funds from the landlord of up to $2.0 million with an interest rate of 7% to finance its tenant improvements. No amounts have been borrowed as of September 30, 2022.

The components of lease costs, which were included in operating expenses in condensed consolidated statements of operations, were as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2022		2021		2022		2021
Fixed operating lease costs	$	1,182	$	532	$	3,547	$	1,395
Variable operating lease costs	431		7		1,249		27
Short-term lease costs	6		453		17		1,072

Total lease costs	$	1,619	$	992	$	4,813	$	2,494

For the nine months ended September 30, 2022 and 2021, cash paid for amounts included in the measurement of operating lease liabilities included in cash flows used in operating activities was $2.8 million and $1.2 million, respectively.

As of September 30, 2022, the weighted-average remaining lease term and weighted-average discount rate for operating leases is 8.7 years and 8.9% respectively.

The following table summarizes the Company's future principal contractual obligations for operating lease commitments as of September 30, 2022:


	Lease Obligations
(in thousands)
Three months ending December 31, 2022	$	736
2023	4,440
2024	4,569
2025	4,701
2026	4,837
2027 and thereafter	22,942
Total future minimum lease payments	42,225
Less: Imputed interest	(13,058)
Total operating lease liabilities	$	29,167

Guarantees and Indemnifications

In the ordinary course of business, the Company enters into agreements that may include indemnification provisions. Pursuant to such agreements, the Company may indemnify, hold harmless and defend an indemnified party for losses suffered or incurred by the indemnified party. Some of the provisions will limit losses to those arising from third-party actions. In some cases, the indemnifications will continue after the termination of the agreement. The maximum potential amount of future payments the Company could be required to make under these provisions is not determinable. The Company has never incurred material costs to defend lawsuits or settle claims related to these indemnification provisions.

The Company has also agreed to indemnify its directors and executive officers for costs associated with any fees, expenses, judgments, fines and settlement amounts incurred by them in any action or proceeding to which any of them are, or are threatened to be, made a party by reason of their service as a director or officer. The Company maintains director and officer insurance coverage that would generally enable it to recover a portion of any future amounts paid. The Company may be subject to indemnification obligation by law with respect to the actions of its employees under certain circumstances and in certain jurisdictions.

Letter of Credit

In conjunction with the San Carlos lease agreement entered in December 2020, the Company issued a cash-collateralized letter of credit in lieu of security deposit of $0.6 million. In conjunction with the San Carlos lease agreement entered in December 2021, the Company amended the existing cash-collateralized letter of credit and increased the amount to $0.8 million. The cash amount is recorded as restricted cash under Other long-term assets on the Company’s condensed consolidated balance sheets.

Commitments and Contingencies

Purchase Commitments

Legal Proceedings

Leases

The Company is obligated under certain non-cancellable operating leases for office space and laboratory space. This space includes operating leases in Seattle, Washington, and San Carlos, California.

Seattle Leases

San Carlos Leases

The components of lease costs, which were included in operating expenses in condensed consolidated statements of operations, were as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2022		2021		2022		2021
Fixed operating lease costs	$	1,182	$	532	$	3,547	$	1,395
Variable operating lease costs	431		7		1,249		27
Short-term lease costs	6		453		17		1,072

Total lease costs	$	1,619	$	992	$	4,813	$	2,494

As of September 30, 2022, the weighted-average remaining lease term and weighted-average discount rate for operating leases is 8.7 years and 8.9% respectively.

The following table summarizes the Company's future principal contractual obligations for operating lease commitments as of September 30, 2022:


	Lease Obligations
(in thousands)
Three months ending December 31, 2022	$	736
2023	4,440
2024	4,569
2025	4,701
2026	4,837
2027 and thereafter	22,942
Total future minimum lease payments	42,225
Less: Imputed interest	(13,058)
Total operating lease liabilities	$	29,167

Guarantees and Indemnifications

Letter of Credit

Basic and Diluted Net Loss per Share

9 Months Ended

Sep. 30, 2022

Earnings Per Share [Abstract]

Basic and Diluted Net Loss per Share

The following tables set forth the computation of the Company’s basic and diluted net loss per share attributable to common stockholders for the three and nine months ended September 30, 2022 and 2021:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands, except share and per share amounts)	2022		2021		2022		2021
Numerator:
Net loss attributable to common stockholders	$	(14,063)	$	(14,504)	$	(44,515)	$	(33,626)
Denominator:
Weighted average common shares outstanding	124,651,318		124,114,893		124,522,164		71,085,128
Less: Weighted-average unvested restricted shares and shares subject to repurchase	—		—		—		(22,956)
Weighted average shares used in computing net loss per share attributable to common stockholders, basic and diluted	124,651,318		124,114,893		124,522,164		71,062,172
Net loss per share attributable to common stockholders, basic and diluted:	$	(0.11)	$	(0.12)	$	(0.36)	$	(0.47)

As a result of the Business Combination, the Company has retroactively adjusted the weighted-average number of shares of Common Stock outstanding prior to the Closing Date by multiplying them by the Exchange Ratio of 3.6281 used to determine the number of shares of New Nautilus Common Stock into which they converted (as described in Note 3). The Common Stock issued as a result of the redeemable convertible preferred stock conversion on the Closing Date was included in the basic net loss per share calculation on a prospective basis.

The potential shares of common stock that were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have had an antidilutive effect were as follows:


	Three and Nine Months Ended September 30,
		2022	2021
Options to purchase common stock		11,515,123	8,316,886
Employee stock purchase plan		54,733	—



Total potentially dilutive common share equivalents		11,569,856	8,316,886

Significant Accounting Policies (Policies)	9 Months Ended
Significant Accounting Policies (Policies)	Sep. 30, 2022
Accounting Policies [Abstract]
Basis of Presentation	The condensed consolidated financial statements and accompanying notes are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and regulations of the U.S. Securities and Exchange Commission (the “SEC”) for interim financial reporting. All intercompany transactions and balances have been eliminated upon consolidation. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. The condensed consolidated financial statements were prepared on the same basis as the audited financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments necessary for a fair statement of the Company’s financial position as of September 30, 2022, the results of its operations for the three and nine months ended September 30, 2022 and 2021 and its cash flows for the nine months ended September 30, 2022 and 2021. The results of operations for the three and nine months ended September 30, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022. These financial statements and accompanying notes should be read in conjunction with the consolidated financial statements and notes thereto in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021 on file with the SEC. The Company’s reporting currency is the U.S. dollar.
Use of Estimates	The preparation of the condensed 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 disclosures of contingent assets and liabilities as of the date of the condensed consolidated financial statements, and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include determining the estimated lives of property and equipment, stock-based compensation including the estimated fair value per share of common stock prior to the date the Company became public, research and development accruals, and the valuation allowance for deferred tax assets. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. The Company adjusts such estimates and assumptions when facts and circumstances dictate. Changes in those estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods. As future events and their effects cannot be determined with precision, actual results could materially differ from those estimates and assumptions.
Concentrations of Credit Risk and Other Risks and Uncertainties	Credit risk represents the accounting loss that would be recognized as of the reporting date if counterparties failed completely to perform as contracted. Financial instruments, which potentially subject the Company to concentration of credit risk, consist of cash balances maintained in excess of federal depository insurance limits and investments in marketable debt securities that are not federally insured. The Company has not experienced any losses in such accounts and believes it is not exposed to significant credit risk on cash or investments. The Company relies, and expects to continue to rely, on a number of vendors to provide services, supplies and materials related to its research and development programs. The Company relies on single source suppliers for certain components and materials used in the Nautilus platform. The loss of any of these single source suppliers would require the Company to expend significant time and effort to locate and qualify an alternative source of supply for these components. The Company also relies, and expects to continue to rely, on third-party manufacturers and, in many cases, single third-party manufacturers for the production of certain reagents and antibodies. These programs could be adversely affected by a significant interruption in these services or the availability of materials. The Company is subject to risks similar to those of other pre-clinical stage companies in the biopharmaceutical industry, including dependence on key individuals, the need to develop commercially viable products, competition from other companies, many of whom are larger and better capitalized, the impact of the COVID-19 pandemic and the need to obtain adequate additional financing to fund the development of its products. There can be no assurance that the Company’s research and development will be successfully completed, that adequate protection for the Company’s intellectual property will be maintained, that any products developed will obtain required regulatory approval or that any approved products will be commercially viable. Even if the Company’s development efforts are successful, it is uncertain when, if ever, the Company will generate significant revenue from the sale of its products.
Segment Reporting	Operating segments are defined as components of an entity where discrete financial information is evaluated regularly by the chief operating decision market (“CODM”) in deciding how to allocate resources and in assessing performance. The Company’s Chief Executive Officer is its CODM. The Company’s CODM reviews financial information presented on a consolidated basis for the purposes of making operating decisions, allocating resources and evaluating financial performance. As such, the Company has determined that it operates in one operating and one reportable segment. The Company’s long-lived assets are entirely based in the United States.
Cash and Cash Equivalents	The Company considers all highly-liquid investments with an original maturity of three months or less as of the date of acquisition to be cash equivalents.
Investments	The Company considers investments with an original maturity greater than three months and remaining maturities less than one year to be short-term investments. The Company classifies those investments that are not required for use in current operations and that mature in more than 12 months as long-term investments. The Company classifies its marketable debt securities as available for sale and reports them at fair value, with unrealized gains and losses recorded in accumulated other comprehensive income (loss). For investments sold prior to maturity, the cost of investments sold is based on the specific identification method. Realized gains and losses on the sale of investments are recorded in other income (expense), net in the condensed consolidated statement of operations. Other-than-temporary ImpairmentThe Company evaluates its investments with unrealized losses for other-than-temporary impairment. When assessing investments for other-than-temporary declines in value, the Company considers factors such as, among other things, the extent and length of time the investment’s fair value has been lower than its cost basis, the financial condition and near-term prospects of the investment, the Company’s ability and intent to retain the investment for a period of time sufficient to allow for any anticipated recovery in fair value, and the expected cash flows from the security. If any adjustments to fair value reflects a decline in the value of the investment that the Company considers to be “other than temporary,” the Company reduces the investment to fair value through a charge to the condensed consolidated statement of operations and condensed consolidated statement of comprehensive loss. No such adjustments were necessary during the periods presented.
Fair Value of Financial Instruments	Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. The carrying amounts of cash and cash equivalents, prepaid expenses and other current assets, accounts payable and accrued expenses and other liabilities approximate their respective fair values due to their short-term nature.
Leases	The Company determines if an arrangement includes a lease at inception by assessing whether there is an identified asset and whether the contract conveys the right to control the use of the identified asset for a period of time in exchange for consideration. Operating leases with a term of more than one year are included in operating lease right-of-use (“ROU”) assets and operating lease liabilities on the Company's condensed consolidated balance sheets. ROU assets represent the Company's right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments. Operating lease ROU assets and liabilities are recognized on the lease commencement date based on the present value of the future minimum lease payments over the lease term. The Company uses the incremental borrowing rate commensurate with the lease term based on the information available at the lease commencement date in determining the present value of the lease payments as the Company's leases generally do not provide an implicit rate. ROU assets initially equal the lease liability, adjusted for any prepaid lease payments and initial direct costs incurred, less any lease incentives received. Certain of the Company's leases include renewal options which allow the Company to, at its election, renew or extend the lease for a fixed or indefinite period of time. These renewal periods are included in the lease terms when the Company is reasonably certain the options will be exercised. Lease expense is recognized on a straight-line basis over the lease term when leases are operating leases. If it is considered a finance lease, expense is recognized over the lease term within interest expense and amortization in the Company’s condensed consolidated statements of operations. The Company also has lease arrangements with lease and non-lease components. The Company elected the practical expedient not to separate non-lease components from lease components for the Company's facility leases and to account for the lease and non-lease components as a single lease component. The Company also elected to apply the short-term lease measurement and recognition exemption in which ROU assets and lease liabilities are not recognized for leases with terms of 12 months or less.
Comprehensive Loss	Comprehensive loss consists of net loss and other gains or losses affecting stockholders’ equity that, under U.S. GAAP are excluded from net loss. For the three and nine months ended September 30, 2022 and 2021, net unrealized losses on marketable debt securities were included as a component of comprehensive loss.
Accounting Pronouncements	The Company is provided the option to adopt new or revised accounting guidance as an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) either (1) within the same periods as those otherwise applicable to public business entities, or (2) within the same time periods as non-public business entities, including early adoption when permissible. With the exception of standards the Company elected to early adopt, when permissible, the Company has elected to adopt new or revised accounting guidance within the same time period as non-public business entities, as indicated below. Recently Adopted Accounting Standards In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848).” The amendments in ASU 2020-04 provide optional expedients and exceptions for applying generally accepted accounting principles to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments in this ASU are effective for all entities as of March 12, 2020 through December 31, 2022. An entity may elect to apply the amendments for contract modifications by Topic or Industry Subtopic as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from the date that the financial statements are available to be issued. Once elected for a Topic or an Industry Subtopic, the amendments must be applied prospectively for all eligible contract modifications for that Topic or Industry Subtopic. The Company adopted this guidance effective January 1, 2022 using the prospective method, which did not have a material impact on the Company’s condensed consolidated financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments- Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”, which amends existing guidance on the impairment of financial assets and adds an impairment model that is based on expected losses rather than incurred losses and requires an entity to recognize as an allowance its estimate of expected credit losses for its financial assets. An entity will apply this guidance through a cumulative-effect adjustment to retained earnings upon adoption (a modified-retrospective approach) while a prospective transition approach is required for debt securities for which an other-than-temporary impairment had been recognized before the effective date. This ASU is effective for the Company for its fiscal year ending December 31, 2023. Early adoption is permitted. The Company is in the process of evaluating the impact of the adoption of this ASU on its condensed consolidated financial statements and related disclosures. The Company does not anticipate adoption to have a material impact on its condensed consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes”, which enhances and simplifies various aspects of the income tax accounting guidance, including requirements such as the elimination of exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period, the recognition of deferred tax liabilities for outside basis differences, ownership changes in investments, and tax basis step-up in goodwill obtained in a transaction that is not a business combination. This ASU is effective for the Company for its fiscal year ending December 31, 2022. Early adoption is permitted. The Company is in the process of evaluating the impact of the adoption of this ASU on its condensed consolidated financial statements and related disclosures. The Company does not anticipate adoption to have a material impact on its condensed consolidated financial statements.

Reverse Recapitalization (Tables)

9 Months Ended

Sep. 30, 2022

Reverse Recapitalization [Abstract]

Schedule of Reverse Recapitalization

The number of shares of Common Stock issued immediately following the consummation of the Business Combination was:


			Number of Shares
Common Stock of ARYA outstanding prior to the Business Combination			19,186,500
Less redemption of ARYA shares			(465,363)
Common Stock of ARYA			18,721,137
Shares issued in PIPE Financing			20,000,000
Business Combination and PIPE Financing shares			38,721,137
Legacy Nautilus shares			85,324,118
Total shares of Common Stock immediately after the Business Combination			124,045,255

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2022

Fair Value Disclosures [Abstract]

Schedule of Assets Carried at Fair Value and Measured on a Recurring Basis

The following table details the assets carried at fair value and measured on a recurring basis within the three levels of fair value as of September 30, 2022 and December 31, 2021:


(in thousands)			Gross Unrealized						Reported as:
September 30, 2022	Amortized Cost		Gains		Losses		Fair Value		Cash and cash equivalents		Short-term investments		Long-term investments
Level 1
Mutual funds	$	850	$	—	$	—	$	850	$	850	$	—	$	—
U.S. treasury securities	42,711		—		(751)		41,960		—		9,986		31,974
Total Level 1	43,561		—		(751)		42,810		850		9,986		31,974
Level 2
Commercial paper	231,384		—		(266)		231,118		188,082		43,036		—
Corporate debt securities	7,322		—		(129)		7,193		—		7,193		—
Agency bonds	43,260		—		(735)		42,525		—		8,823		33,702
Total Level 2	281,966		—		(1,130)		280,836		188,082		59,052		33,702
Total Level 1 and Level 2	$	325,527	$	—	$	(1,881)	$	323,646	$	188,932	$	69,038	$	65,676


(in thousands)			Gross Unrealized						Reported as:
December 31, 2021	Amortized Cost		Gains		Losses		Fair Value		Cash and cash equivalents		Short-term investments		Long-term investments
Level 1
Mutual funds	$	21,925	$	—	$	—	$	21,925	$	21,925	$	—	$	—
U.S. treasury securities	15,156		—		(20)		15,136		—		15,136		—
Total Level 1	37,081		—		(20)		37,061		21,925		15,136		—
Level 2
Commercial paper	301,906		2		(90)		301,818		163,694		138,124		—
Corporate debt securities	14,299		—		(36)		14,263		—		6,850		7,413
Agency bonds	8,998		—		(40)		8,958		—		—		8,958
Total Level 2	325,203		2		(166)		325,039		163,694		144,974		16,371
Total Level 1 and Level 2	$	362,284	$	2	$	(186)	$	362,100	$	185,619	$	160,110	$	16,371

Schedule of Unrealized Losses and Fair Values of Available-for-Sale Securities in an Unrealized Loss Position


(in thousands)	Securities in Unrealized Loss Position Less than 12 months				Securities in Unrealized Loss Position Greater than 12 months				Total
September 30, 2022	Gross Unrealized Losses		Fair Market Value		Gross Unrealized Losses		Fair Market Value		Gross Unrealized Losses		Fair Market Value

U.S. treasury securities	(751)		41,960		—		—		(751)		41,960
Commercial paper	(266)		231,118		—		—		(266)		231,118
Corporate debt securities	—		—		(129)		7,193		(129)		7,193
Agency bonds	(558)		33,702		(177)		8,823		(735)		42,525
Total	$	(1,575)	$	306,780	$	(306)	$	16,016	$	(1,881)	$	322,796

Composition of Certain Condensed Consolidated Financial Statement Line Items (Tables)

9 Months Ended

Sep. 30, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Property, Plant and Equipment

Property and equipment consisted of the following:


(in thousands)	September 30, 2022		December 31, 2021
Laboratory equipment	$	4,637	$	4,032
Computer hardware	157		157
Furniture, fixtures and office equipment	25		1
Leasehold improvements	8		8
Construction in progress	1,446		279
	6,273		4,477
Less: Accumulated depreciation	(2,616)		(1,994)
Total	$	3,657	$	2,483

Schedule of Other Long-term Assets

Other long-term assets consisted of the following:


(in thousands)	September 30, 2022		December 31, 2021
Restricted cash	$	842	$	842
Deposits	155		155

Total	$	997	$	997

Schedule of Accrued Expenses

Accrued expenses and other liabilities consisted of the following:


(in thousands)	September 30, 2022		December 31, 2021
Employee compensation	$	2,038	$	1,465
Accrued research and development	1,103		518
Accrued professional and consulting fees	477		411
Accrued facilities	—		337
Other	361		388
Total	$	3,979	$	3,119

Schedule of Other Liabilities

Accrued expenses and other liabilities consisted of the following:


(in thousands)	September 30, 2022		December 31, 2021
Employee compensation	$	2,038	$	1,465
Accrued research and development	1,103		518
Accrued professional and consulting fees	477		411
Accrued facilities	—		337
Other	361		388
Total	$	3,979	$	3,119

Schedule of Cash and Cash Equivalents

Cash, cash equivalents and restricted cash consisted of the following:


(in thousands)	September 30, 2022		December 31, 2021
Cash and cash equivalents	$	188,932	$	185,619
Restricted cash included in other long term assets	842		842
Total	$	189,774	$	186,461

Schedule of Restricted Cash

Cash, cash equivalents and restricted cash consisted of the following:


(in thousands)	September 30, 2022		December 31, 2021
Cash and cash equivalents	$	188,932	$	185,619
Restricted cash included in other long term assets	842		842
Total	$	189,774	$	186,461

Schedule of Other Income (Expense), Net

Other income (expense), net consisted of the following:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2022		2021		2022		2021
Interest income	$	1,889	$	136	$	2,930	$	168
Other expense, net	(132)		(72)		(131)		(112)
Total	$	1,757	$	64	$	2,799	$	56

Common Stock (Tables)

9 Months Ended

Sep. 30, 2022

Equity [Abstract]

Schedule of Common Stock Reserved for Future Issuance

Shares of common stock reserved for future issuance on an as-if converted basis, were as follows:


	September 30, 2022	December 31, 2021
Stock options issued and outstanding	11,515,123	8,550,076
Shares available for grant under 2021 Equity Incentive Plan	17,359,481	14,481,463
Shares available for grant under 2021 Employee Stock Purchase Plan	2,439,577	1,244,900



Total shares of common stock reserved	31,314,181	24,276,439

Equity Incentive Plans and Stock-based Compensation (Tables)

9 Months Ended

Sep. 30, 2022

Share-Based Payment Arrangement [Abstract]

Schedule of Significant Assumptions

The significant assumptions used in these calculations are summarized as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Expected term (in years)	6.0 - 6.1		6.0 - 6.1		5.3 - 6.1		5.5 - 6.6
Expected volatility	109.3% - 110.2%		91.6% - 92.7%		105.2% - 110.2%		91.6% - 94.2%
Expected dividend rate	0.0	%	0.0	%	0.0	%	0.0	%
Risk free interest rate	2.81% - 3.69%		0.91% - 0.96%		1.73% - 3.69%		0.53% - 1.02%
Stock price	$2.17 - $2.86		$7.11 - $9.21		$2.17 - $4.72		$7.11 - $11.16

Schedule of Stock Option Activity

The following table summarizes option award activity during the nine months ended September 30, 2022:


	Number of Stock Option Awards	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value (in thousands)
Outstanding as of December 31, 2021	8,550,076	$	4.66
Granted	4,448,363	$	3.68
Exercised	(372,089)	$	0.74
Forfeited	(1,111,227)	$	7.32
Outstanding as of September 30, 2022	11,515,123	$	4.15	8.6	$	5,123
Options vested and expected to vest as of September 30, 2022	11,515,123	$	4.15
Vested and exercisable at September 30, 2022	3,650,243	$	3.73	7.7	$	3,212

Schedule of Stock Based Compensation Expense

The following sets forth the total stock-based compensation expense included in the Company’s condensed consolidated statement of operations:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2022		2021		2022		2021
Research and development	$	1,012	$	778	$	2,854	$	1,941
General and administrative	1,858		1,470		4,693		3,463
Total stock-based compensation expense	$	2,870	$	2,248	$	7,547	$	5,404

Commitment and Contingencies (Tables)

9 Months Ended

Sep. 30, 2022

Commitments and Contingencies Disclosure [Abstract]

Components of Lease Cost

The components of lease costs, which were included in operating expenses in condensed consolidated statements of operations, were as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2022		2021		2022		2021
Fixed operating lease costs	$	1,182	$	532	$	3,547	$	1,395
Variable operating lease costs	431		7		1,249		27
Short-term lease costs	6		453		17		1,072

Total lease costs	$	1,619	$	992	$	4,813	$	2,494

Summary of Future Principal Contractual Obligations for Operating Lease Commitments

The following table summarizes the Company's future principal contractual obligations for operating lease commitments as of September 30, 2022:


	Lease Obligations
(in thousands)
Three months ending December 31, 2022	$	736
2023	4,440
2024	4,569
2025	4,701
2026	4,837
2027 and thereafter	22,942
Total future minimum lease payments	42,225
Less: Imputed interest	(13,058)
Total operating lease liabilities	$	29,167

Basic and Diluted Net Loss per Share (Tables)

9 Months Ended

Sep. 30, 2022

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands, except share and per share amounts)	2022		2021		2022		2021
Numerator:
Net loss attributable to common stockholders	$	(14,063)	$	(14,504)	$	(44,515)	$	(33,626)
Denominator:
Weighted average common shares outstanding	124,651,318		124,114,893		124,522,164		71,085,128
Less: Weighted-average unvested restricted shares and shares subject to repurchase	—		—		—		(22,956)
Weighted average shares used in computing net loss per share attributable to common stockholders, basic and diluted	124,651,318		124,114,893		124,522,164		71,062,172
Net loss per share attributable to common stockholders, basic and diluted:	$	(0.11)	$	(0.12)	$	(0.36)	$	(0.47)

Schedule of Potential Shares of Common Stock Excluded from the Computation of Diluted Net Loss Per Share


	Three and Nine Months Ended September 30,
		2022	2021
Options to purchase common stock		11,515,123	8,316,886
Employee stock purchase plan		54,733	—



Total potentially dilutive common share equivalents		11,569,856	8,316,886

Description of Business and Basis of Presentation (Details) - USD ($)		1 Months Ended
	Jun. 09, 2021	Jun. 30, 2021	Sep. 30, 2022	Dec. 31, 2021
Subsidiary, Sale of Stock [Line Items]
Accumulated deficit			$ 125,155,000	$ 80,640,000
Proceeds from sale of stock and reverse recapitalization transaction		$ 345,500,000
Payments of transaction costs	$ 8,100,000	$ 18,200,000
Cash, cash equivalents, and short-term investments			$ 258,000,000
Private Placement
Subsidiary, Sale of Stock [Line Items]
Shares issued in transaction (in shares)	20,000,000
Price per share (in dollars per share)	$ 10.00
Consideration received on transaction	$ 200,000,000

Significant Accounting Policies (Details)	9 Months Ended
Significant Accounting Policies (Details)	Sep. 30, 2022 segment
Accounting Policies [Abstract]
Number of operating segments	1
Number of reportable segments	1

Reverse Recapitalization - Narrative (Details)		1 Months Ended	9 Months Ended
Reverse Recapitalization - Narrative (Details)	Jun. 09, 2021 USD ($) $ / shares shares	Jun. 30, 2021 USD ($)	Sep. 30, 2022 USD ($) shares	Sep. 30, 2021 USD ($)	Dec. 31, 2021 shares	Jun. 08, 2021 shares
Schedule Of Reverse Recapitalization [Line Items]
Stock converted, value, reverse recapitalization	$ 900,000,000
Recapitalization exchange ratio, per share (in dollars per share) \| $ / shares	$ 10.00
Recapitalization exchange ratio	3.6281		3.6281
Common stock, shares outstanding (in shares) \| shares	124,045,255		124,723,525		124,303,083
Stock converted, reverse recapitalization (in shares) \| shares	85,324,118
Equity value	$ 900,000,000
Stock options issued and outstanding (in shares) \| shares	7,106,767		11,515,123		8,550,076
Net proceeds from reverse recapitalization and PIPE financing	$ 335,400,000		$ 0	$ 335,409,000
Cash acquired through reverse recapitalization	135,400,000
Reverse recapitalization, cash paid to shareholders	10,100,000
Gross proceeds from private placement	200,000,000
Payments of transaction costs	$ 8,100,000	$ 18,200,000
Private Placement
Schedule Of Reverse Recapitalization [Line Items]
Shares issued in transaction (in shares) \| shares	20,000,000
Consideration received on transaction	$ 200,000,000
Arya Sciences Acquisition Corp III
Schedule Of Reverse Recapitalization [Line Items]
Common stock, shares outstanding (in shares) \| shares	18,721,137					19,186,500
Options
Schedule Of Reverse Recapitalization [Line Items]
Stock converted, value, reverse recapitalization	$ 24,300,000

Reverse Recapitalization - Shares Reconciliation (Details) - shares	Jun. 09, 2021	Sep. 30, 2022	Dec. 31, 2021	Jun. 08, 2021
Schedule Of Reverse Recapitalization [Line Items]
Common stock, shares outstanding (in shares)	124,045,255	124,723,525	124,303,083
Common Stock of Arya (in shares)	18,721,137
Shares issued in PIPE Financing (in shares)	20,000,000
Business Combination and PIPE Financing shares (in shares)	38,721,137
Legacy Nautilus shares (in shares)	85,324,118
Arya Sciences Acquisition Corp III
Schedule Of Reverse Recapitalization [Line Items]
Common stock, shares outstanding (in shares)	18,721,137			19,186,500
Less redemption of Arya shares (in shares)	(465,363)

Fair Value Measurements - Assets Carried at Fair Value and Measured on a Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost	$ 325,527	$ 362,284
Gains	0	2
Losses	(1,881)	(186)
Fair Value	323,646	362,100
Cash and cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	188,932	185,619
Short-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	69,038	160,110
Long-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	65,676	16,371
Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost	43,561	37,081
Gains	0	0
Losses	(751)	(20)
Fair Value	42,810	37,061
Level 1 \| Cash and cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	850	21,925
Level 1 \| Short-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	9,986	15,136
Level 1 \| Long-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	31,974	0
Level 1 \| Mutual funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost	850	21,925
Gains	0	0
Losses	0	0
Fair Value	850	21,925
Level 1 \| Mutual funds \| Cash and cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	850	21,925
Level 1 \| Mutual funds \| Short-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	0	0
Level 1 \| Mutual funds \| Long-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	0	0
Level 1 \| U.S. treasury securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost	42,711	15,156
Gains	0	0
Losses	(751)	(20)
Fair Value	41,960	15,136
Level 1 \| U.S. treasury securities \| Cash and cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	0	0
Level 1 \| U.S. treasury securities \| Short-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	9,986	15,136
Level 1 \| U.S. treasury securities \| Long-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	31,974	0
Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost	281,966	325,203
Gains	0	2
Losses	(1,130)	(166)
Fair Value	280,836	325,039
Level 2 \| Cash and cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	188,082	163,694
Level 2 \| Short-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	59,052	144,974
Level 2 \| Long-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	33,702	16,371
Level 2 \| Commercial paper
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost	231,384	301,906
Gains	0	2
Losses	(266)	(90)
Fair Value	231,118	301,818
Level 2 \| Commercial paper \| Cash and cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	188,082	163,694
Level 2 \| Commercial paper \| Short-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	43,036	138,124
Level 2 \| Commercial paper \| Long-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	0	0
Level 2 \| Corporate debt securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost	7,322	14,299
Gains	0	0
Losses	(129)	(36)
Fair Value	7,193	14,263
Level 2 \| Corporate debt securities \| Cash and cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	0	0
Level 2 \| Corporate debt securities \| Short-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	7,193	6,850
Level 2 \| Corporate debt securities \| Long-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	0	7,413
Level 2 \| Agency bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Amortized Cost	43,260	8,998
Gains	0	0
Losses	(735)	(40)
Fair Value	42,525	8,958
Level 2 \| Agency bonds \| Cash and cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	0	0
Level 2 \| Agency bonds \| Short-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	8,823	0
Level 2 \| Agency bonds \| Long-term investments
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	$ 33,702	$ 8,958

Fair Value Measurements - Unrealized Losses and Fair Values of Available-for-Sale Securities in an Unrealized Loss Position (Details) $ in Thousands	Sep. 30, 2022 USD ($)
Gross Unrealized Losses
Securities in Unrealized Loss Position Less than 12 months	$ (1,575)
Securities in Unrealized Loss Position Greater than 12 months	(306)
Total	(1,881)
Fair Market Value
Securities in Unrealized Loss Position Less than 12 months	306,780
Securities in Unrealized Loss Position Greater than 12 months	16,016
Total	322,796
U.S. treasury securities
Gross Unrealized Losses
Securities in Unrealized Loss Position Less than 12 months	(751)
Securities in Unrealized Loss Position Greater than 12 months	0
Total	(751)
Fair Market Value
Securities in Unrealized Loss Position Less than 12 months	41,960
Securities in Unrealized Loss Position Greater than 12 months	0
Total	41,960
Commercial paper
Gross Unrealized Losses
Securities in Unrealized Loss Position Less than 12 months	(266)
Securities in Unrealized Loss Position Greater than 12 months	0
Total	(266)
Fair Market Value
Securities in Unrealized Loss Position Less than 12 months	231,118
Securities in Unrealized Loss Position Greater than 12 months	0
Total	231,118
Corporate debt securities
Gross Unrealized Losses
Securities in Unrealized Loss Position Less than 12 months	0
Securities in Unrealized Loss Position Greater than 12 months	(129)
Total	(129)
Fair Market Value
Securities in Unrealized Loss Position Less than 12 months	0
Securities in Unrealized Loss Position Greater than 12 months	7,193
Total	7,193
Agency bonds
Gross Unrealized Losses
Securities in Unrealized Loss Position Less than 12 months	(558)
Securities in Unrealized Loss Position Greater than 12 months	(177)
Total	(735)
Fair Market Value
Securities in Unrealized Loss Position Less than 12 months	33,702
Securities in Unrealized Loss Position Greater than 12 months	8,823
Total	$ 42,525

Composition of Certain Condensed Consolidated Financial Statement Line Items - Property, Plant and Equipment (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 6,273		$ 6,273		$ 4,477
Less: Accumulated depreciation	(2,616)		(2,616)		(1,994)
Total	3,657		3,657		2,483
Depreciation	300	$ 300	871	$ 756
Laboratory equipment
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	4,637		4,637		4,032
Computer hardware
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	157		157		157
Furniture, fixtures and office equipment
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	25		25		1
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	8		8		8
Construction in progress
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 1,446		$ 1,446		$ 279

Composition of Certain Condensed Consolidated Financial Statement Line Items - Other Long-term Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Restricted cash	$ 842	$ 842
Deposits	155	155
Total	$ 997	$ 997

Composition of Certain Condensed Consolidated Financial Statement Line Items - Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Employee compensation	$ 2,038	$ 1,465
Accrued research and development	1,103	518
Accrued professional and consulting fees	477	411
Accrued facilities	0	337
Other	361	388
Total	$ 3,979	$ 3,119

Composition of Certain Condensed Consolidated Financial Statement Line Items - Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021	Sep. 30, 2021	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash and cash equivalents	$ 188,932	$ 185,619
Restricted cash included in other long term assets	842	842
Total	$ 189,774	$ 186,461	$ 190,853	$ 37,219

Composition of Certain Condensed Consolidated Financial Statement Line Items - Other Income (Expense), Net (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Interest income	$ 1,889	$ 136	$ 2,930	$ 168
Other expense, net	(132)	(72)	(131)	(112)
Other income (expense), net	$ 1,757	$ 64	$ 2,799	$ 56

Redeemable Convertible Preferred Stock - Narrative (Details)	Sep. 30, 2022 shares
Temporary Equity [Abstract]
Redeemable convertible preferred stock, shares issued (in shares)	0
Redeemable convertible preferred stock, shares outstanding (in shares)	0

Common Stock - Narrative (Details) - USD ($) $ in Thousands		1 Months Ended	9 Months Ended
Common Stock - Narrative (Details) - USD ($) $ in Thousands	Jun. 09, 2021	Jun. 30, 2021	Sep. 30, 2021	Sep. 30, 2022	Dec. 31, 2021
Equity [Abstract]
Issuance of common stock upon the reverse recapitalization, net of issuance costs (in shares)	38,721,137
Issuance of common stock upon the reverse recapitalization, net of issuance costs	$ 327,300		$ 327,280
Payments of transaction costs	$ 8,100	$ 18,200
Common stock, shares outstanding (in shares)	124,045,255			124,723,525	124,303,083
Common stock, shares authorized (in shares)		1,000,000,000		1,000,000,000	1,000,000,000
Common stock, shares issued (in shares)				124,723,525	124,303,083

Common Stock - Common Stock Reserved for Future Issuance (Details) - shares	Sep. 30, 2022	Dec. 31, 2021	Jun. 09, 2021
Class of Stock [Line Items]
Stock options issued and outstanding (in shares)	11,515,123	8,550,076	7,106,767
Total shares of common stock reserved (in shares)	31,314,181	24,276,439
2021 Equity Incentive Plan
Class of Stock [Line Items]
Shares available for grant under equity plan (in shares)	17,359,481	14,481,463
2021 Employee Stock Purchase Plan
Class of Stock [Line Items]
Shares available for grant under equity plan (in shares)	2,439,577	1,244,900

Income Taxes - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended
Income Taxes - Narrative (Details) - USD ($)	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Income Tax Disclosure [Abstract]
Income tax expense	$ 0	$ 0	$ 0	$ 0

- Definition

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

+ References + Details

Equity Incentive Plans and Stock-based Compensation - Narrative (Details) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2022	Jan. 01, 2022	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares of common stock reserved (in shares)	31,314,181		24,276,439
Unrecognized compensation expense	$ 27.9
Unrecognized compensation expense, period for recognition	2 years 8 months 12 days
2021 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for grant under equity plan (in shares)	17,359,481		14,481,463
Number of additional shares authorized (in shares)	18,672,200
Percentage of outstanding stock maximum	5.00%
Increase in shares available for grant under equity plan (in shares)		6,215,154
Award expiration period	10 years
2021 Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for grant under equity plan (in shares)	2,439,577		1,244,900
Number of additional shares authorized (in shares)	3,734,500
Percentage of outstanding stock maximum	1.00%
Increase in shares available for grant under equity plan (in shares)		1,243,030
Shares of common stock issued in period (in shares)	48,353
2017 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares of common stock reserved (in shares)	7,106,767
Employee Stock \| 2021 Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Purchase price of common stock, percent	85.00%

Equity Incentive Plans and Stock-based Compensation - Significant Assumptions (Details) - Options - $ / shares	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility, minimum	109.30%	91.60%	105.20%	91.60%
Expected volatility, maximum	110.20%	92.70%	110.20%	94.20%
Expected dividend rate	0.00%	0.00%	0.00%	0.00%
Risk free interest rate, minimum	2.81%	0.91%	1.73%	0.53%
Risk free interest rate, maximum	3.69%	0.96%	3.69%	1.02%
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)	6 years	6 years	5 years 3 months 18 days	5 years 6 months
Stock price (in dollars per share)	$ 2.17	$ 7.11	$ 2.17	$ 7.11
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)	6 years 1 month 6 days	6 years 1 month 6 days	6 years 1 month 6 days	6 years 7 months 6 days
Stock price (in dollars per share)	$ 2.86	$ 9.21	$ 4.72	$ 11.16

Equity Incentive Plans and Stock-based Compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended
	Sep. 30, 2022
Number of Stock Option Awards
Outstanding beginning balance (in shares)	8,550,076
Granted (in shares)	4,448,363
Exercised (in shares)	(372,089)
Forfeited (in shares)	(1,111,227)
Outstanding ending balance (in shares)	11,515,123
Options vested and expected to vest (in shares)	11,515,123
Vested and exercisable (in shares)	3,650,243
Weighted Average Exercise Price
Outstanding beginning balance (in dollars per share)	$ 4.66
Granted (in dollars per share)	3.68
Exercised (in dollars per share)	0.74
Forfeited (in dollars per share)	7.32
Outstanding ending balance (in dollars per share)	4.15
Options vested and expected to vest (in dollars per share)	4.15
Vested and exercisable (in dollars per share)	$ 3.73
Options outstanding, weighted average remaining contractual life	8 years 7 months 6 days
Vested and exercisable, weighted average remaining contractual life	7 years 8 months 12 days
Options outstanding, aggregate intrinsic value	$ 5,123
Vested and exercisable, aggregate intrinsic value	$ 3,212

Equity Incentive Plans and Stock-based Compensation - Stock Based Compensation Expense (Details) - Options - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	$ 2,870	$ 2,248	$ 7,547	$ 5,404
Research and development
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	1,012	778	2,854	1,941
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	$ 1,858	$ 1,470	$ 4,693	$ 3,463

Commitment and Contingencies - Narrative (Details) - USD ($) $ in Thousands	1 Months Ended	9 Months Ended
	Feb. 28, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021	Aug. 31, 2021	Dec. 31, 2020
Lessee, Lease, Description [Line Items]
Open purchase commitment		$ 1,700
Term of contract					7 years
Total minimum lease payments		42,225			$ 4,500
Operating lease, noncash adjustment	$ 3,300
Cash paid for lease liabilities included in operating activities		$ 2,800	$ 1,200
Weighted average remaining lease term		8 years 8 months 12 days
Weighted average discount rate		8.90%
Letters of credit				$ 800		$ 600
San Carlos Lease Improvements Line of Credit
Lessee, Lease, Description [Line Items]
Maximum borrowing capacity to finance tenant improvements				$ 2,000
Interest rate on borrowings to finance tenant improvements				7.00%
Outstanding borrowings		$ 0
September 2021 to September 2031
Lessee, Lease, Description [Line Items]
Term of contract						10 years
Total minimum lease payments						$ 40,700
February 2021 to October 2021
Lessee, Lease, Description [Line Items]
Total minimum lease payments						$ 1,200
October 2022 to October 2031
Lessee, Lease, Description [Line Items]
Term of contract				9 years
Total minimum lease payments				$ 7,200
Lease term with option to terminate				5 years

Commitment and Contingencies - Components of Lease Cost (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
Fixed operating lease costs	$ 1,182	$ 532	$ 3,547	$ 1,395
Variable operating lease costs	431	7	1,249	27
Short-term lease costs	6	453	17	1,072
Total lease costs	$ 1,619	$ 992	$ 4,813	$ 2,494

Commitment and Contingencies - Lease Maturity (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Aug. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Three months ending December 31, 2022	$ 736
2023	4,440
2024	4,569
2025	4,701
2026	4,837
2027 and thereafter	22,942
Total future minimum lease payments	42,225	$ 4,500
Less: Imputed interest	(13,058)
Total operating lease liabilities	$ 29,167

Basic and Diluted Net Loss per Share - Basic and Diluted Not Loss per Share (Details) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022 USD ($) $ / shares shares	Sep. 30, 2021 USD ($) $ / shares shares	Sep. 30, 2022 USD ($) $ / shares shares	Sep. 30, 2021 USD ($) $ / shares shares	Jun. 09, 2021
Earnings Per Share [Abstract]
Net loss attributable to common stockholders, basic \| $	$ (14,063)	$ (14,504)	$ (44,515)	$ (33,626)
Net loss attributable to common stockholders, diluted \| $	$ (14,063)	$ (14,504)	$ (44,515)	$ (33,626)
Weighted average common shares outstanding (in shares)	124,651,318	124,114,893	124,522,164	71,085,128
Less: Weighted-average unvested restricted shares and shares subject to repurchase (in shares)	0	0	0	(22,956)
Weighted average shares used in computing net loss per share attributable to common stockholders, basic (in shares)	124,651,318	124,114,893	124,522,164	71,062,172
Weighted average shares used in computing net loss per share attributable to common stockholders, diluted (in shares)	124,651,318	124,114,893	124,522,164	71,062,172
Net loss per share attributable to common stockholders, basic (in dollars per share) \| $ / shares	$ (0.11)	$ (0.12)	$ (0.36)	$ (0.47)
Net loss per share attributable to common stockholders, diluted (in dollars per share) \| $ / shares	$ (0.11)	$ (0.12)	$ (0.36)	$ (0.47)
Recapitalization exchange ratio	3.6281		3.6281		3.6281

Basic and Diluted Net Loss per Share - Antidilutive Securities (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive common share equivalents	11,569,856	8,316,886	11,569,856	8,316,886
Options to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive common share equivalents	11,515,123	8,316,886	11,515,123	8,316,886
Employee stock purchase plan
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total potentially dilutive common share equivalents	54,733	0	54,733	0