Quarterly report pursuant to Section 13 or 15(d)

Convertible Preferred Stock, Common Stock and Stockholders' Equity (Deficit)

v3.22.2.2
Convertible Preferred Stock, Common Stock and Stockholders' Equity (Deficit)
 9 Months Ended
Sep. 30, 2022
Stockholders' Equity Note [Abstract]  
Convertible Preferred Stock, Common Stock and Stockholders' Deficit

Note 11. Convertible Preferred Stock, Common Stock and Stockholders’ Equity (Deficit)

As a result of the Merger, the convertible preferred stock was converted into Legacy Markforged common stock and recapitalized into Common Stock. There was no convertible preferred stock outstanding as of September 30, 2022. The following table summarizes details of convertible preferred stock authorized, issued and outstanding as of December 31, 2020. The Company has retroactively adjusted the shares issued and outstanding prior to July 14, 2021 to give effect to the Exchange Ratio to determine the number of shares of common stock into which they were converted:

 

 

 

December 31, 2020

 

(in thousands, except for share counts)

 

Shares
Authorized

 

 

Shares Issued
and
Outstanding

 

 

Issuance
Price Per
Share

 

 

Net
Carrying
Value

 

 

Liquidation
Preference

 

Series Seed

 

 

18,233,848

 

 

 

17,062,642

 

 

$

0.0649

 

 

$

1,107

 

 

$

1,107

 

Series A

 

 

28,725,920

 

 

 

27,354,298

 

 

 

0.3107

 

 

 

8,437

 

 

 

8,500

 

Series B

 

 

34,391,480

 

 

 

32,749,335

 

 

 

0.4635

 

 

 

15,096

 

 

 

15,180

 

Series C

 

 

14,468,290

 

 

 

13,777,449

 

 

 

2.1775

 

 

 

29,881

 

 

 

30,000

 

Series D

 

 

17,599,646

 

 

 

16,649,077

 

 

 

4.9906

 

 

 

82,976

 

 

 

83,089

 

Total convertible preferred stock

 

 

113,419,184

 

 

 

107,592,801

 

 

 

 

 

$

137,497

 

 

$

137,876

 

 

Common Stock Reserved for Future Issuance

The Company has reserved the following shares of common stock for future issuance:

 

 

 

September 30,
2022

 

 

December 31,
2021

 

Common stock options outstanding and unvested RSU

 

 

24,700,014

 

 

 

20,267,035

 

Shares available for issuance under the 2021 plan

 

 

23,746,924

 

 

 

21,502,768

 

Common stock warrants outstanding

 

 

8,525,000

 

 

 

8,525,000

 

Shares available for issuance as Earnout RSU

 

 

1,400,000

 

 

 

1,400,000

 

Employee stock purchase plan

 

 

6,559,930

 

 

 

4,700,000

 

Total shares of authorized common stock reserved
   for future issuance

 

 

64,931,868

 

 

 

56,394,803