0001655210-23-000197 | 10-Q | XBRL Viewer

Commitment and Contingencies (Tables)

6 Months Ended

Jul. 01, 2023

Commitments and Contingencies Disclosure [Abstract]

The following table sets forth the schedule of the fees for the committed quantity under the Co-Manufacturing Agreement.


(in thousands)	As of July 1, 2023
Remainder of 2023	$	5,910
2024	11,820
2025	11,820
2026	11,820
2027	34,475
Total	$	75,845

Debt

6 Months Ended

Jul. 01, 2023

Debt Disclosure [Abstract]

Debt

The following is a summary of debt balances as of July 1, 2023 and December 31, 2022:


(in thousands)	July 1, 2023		December 31, 2022
Convertible senior notes	$	1,150,000	$	1,150,000




Debt issuance costs	(14,425)		(16,392)


Long-term debt	$	1,135,575	$	1,133,608

Convertible Senior Notes

On March 5, 2021, the Company issued $1.0 billion aggregate principal amount of its 0% Convertible Senior Notes due 2027 (the “Convertible Notes”) in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. On March 12, 2021, the initial purchasers of the Convertible Notes exercised their option to purchase an additional $150.0 million aggregate principal amount of the Company’s 0% Convertible Senior Notes due 2027 (the “Additional Notes,” and together with the Convertible Notes, the “Notes”), and such Additional Notes were issued on March 16, 2021.

The total amount of debt issuance costs of $23.6 million was recorded as a reduction to “Convertible senior notes, net” in the condensed consolidated balance sheet and is being amortized as interest expense over the term of the Notes using the effective interest method. In each of the three months ended July 1, 2023 and July 2, 2022, the Company recognized $1.0 million in interest expense related to the amortization of the debt issuance costs related to the Notes. The effective interest rate in both of the three month periods ended July 1, 2023 and July 2, 2022 was 0.09%. In each of the six months ended July 1, 2023 and July 2, 2022, the Company recognized $2.0 million in interest expense related to the amortization of the debt issuance costs related to the Notes. The effective interest rate in both of the six month periods ended July 1, 2023 and July 2, 2022 was 0.17%.

The following is a summary of the Company’s Notes as of July 1, 2023:

(in thousands)

Principal Amount

Unamortized Issuance Costs

Net Carrying Amount

Fair Value

Amount

Leveling

0% Convertible senior notes due on March 15, 2027

$1,150,000

$14,425

$1,135,575

$311,075

Level 2

The Notes are carried at face value less the unamortized debt issuance costs on the Company’s condensed consolidated balance sheets. As of July 1, 2023, the estimated fair value of the Notes was approximately $311.1 million. The Notes are quoted on the Intercontinental Exchange and are classified as Level 2 financial instruments. The estimated fair value of the Notes was determined based on the actual bid price of the Notes on June 28, 2023, the last day of the period when the notes were traded.

As of July 1, 2023, the remaining life of the Notes was approximately 3.7 years.

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended				6 Months Ended		12 Months Ended
	Jul. 01, 2023	Apr. 01, 2023	Jul. 02, 2022	Apr. 02, 2022	Jul. 01, 2023	Jul. 02, 2022	Dec. 31, 2022
Cash flows from operating activities:
Net loss	$ (53,505)	$ (59,037)	$ (97,134)	$ (100,458)	$ (112,542)	$ (197,592)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	5,900		7,700		11,928	14,820
Non-cash lease expense					3,613	2,091
Share-based compensation expense					17,313	19,598
Loss on sale of fixed assets					3,804	400
Amortization of debt issuance costs					1,967	1,967
Equity in losses of unconsolidated joint venture	503		1,432		3,738	2,103
Unrealized losses on foreign currency transactions					213	7,076
Net change in operating assets and liabilities:
Accounts receivable					(16,462)	(30,158)
Inventories					28,975	(17,036)
Prepaid expenses and other assets					(4,705)	(992)
Accounts payable					(14,177)	(206)
Accrued expenses and other current liabilities					(4,852)	7,949
Prepaid lease costs, non-current					(4,593)	(43,651)
Operating lease liabilities					(2,556)	(2,059)
Net cash used in operating activities					(88,336)	(235,690)
Cash flows from investing activities:
Purchases of property, plant and equipment					(7,139)	(41,965)
Proceeds from sale of fixed assets					2,316	0
Payments for investment in joint venture					(3,250)	0
Return of security deposits					0	(23)
Net cash used in investing activities					(8,073)	(41,988)
Cash flows from financing activities:
Principal payments under finance lease obligations					(115)	(43)
Proceeds from exercise of stock options					152	1,309
Payments of minimum withholding taxes on net share settlement of equity awards					(337)	(769)
Net cash (used in) provided by financing activities					(300)	497
Net decrease in cash, cash equivalents and restricted cash					(96,709)	(277,181)
Effect of exchange rate changes on cash					94	(1,439)
Cash, cash equivalents and restricted cash at the beginning of the period		$ 322,548		$ 733,294	322,548	733,294	$ 733,294
Cash, cash equivalents and restricted cash at the end of the period	$ 225,933		$ 454,674		225,933	454,674	$ 322,548
Supplemental disclosures of cash flow information:
Interest					0	153
Taxes					9	21
Non-cash investing and financing activities:
Non-cash additions to property, plant and equipment					1,769	12,430
Reclassification of pre-paid lease costs to operating lease right-of-use assets					29,270	0
Non-cash additions to financing leases					109	115
Operating lease right-of-use assets obtained in exchange for lease liabilities					$ 36,400	$ 748

Commitments and Contingencies - Narrative (Details) € in Thousands, ft² in Thousands				3 Months Ended		6 Months Ended		12 Months Ended
	Jul. 12, 2023	Apr. 06, 2022	Mar. 13, 2022 EUR (€)	Jul. 01, 2023 USD ($)	Jul. 02, 2022 USD ($)	Jul. 01, 2023 USD ($)	Jul. 02, 2022 USD ($)	Dec. 31, 2022 USD ($)	Jan. 14, 2021 USD ($) ft²	Sep. 22, 2020 USD ($)
Loss Contingencies [Line Items]
Future minimum lease payments				$ 133,144,000		$ 133,144,000
Restricted cash, non-current				12,600,000		12,600,000		$ 12,627,000
Investment agreement, expected amount				22,000,000		22,000,000
Investment agreement, amount advanced				20,000,000		20,000,000
Loss from equity method investments				503,000	$ 1,432,000	3,738,000	$ 2,103,000
Payments to acquire joint venture						3,250,000	0
Total contribution				1,837,000		1,837,000		2,325,000
Remainder of 2023				5,910,000		5,910,000
2024				11,820,000		11,820,000
2025				11,820,000		$ 11,820,000
Purchase commitment term		5 years
Interbev \| Pending Litigation
Loss Contingencies [Line Items]
Damages sought, value \| €			€ 200
Interbev \| Pending Litigation \| Minimum
Loss Contingencies [Line Items]
Litigation expected period						24 months
Interbev \| Pending Litigation \| Maximum
Loss Contingencies [Line Items]
Litigation expected period						36 months
Court of Justice of the European Union \| Minimum \| Subsequent event
Loss Contingencies [Line Items]
Litigation expected period	15 months
Court of Justice of the European Union \| Maximum \| Subsequent event
Loss Contingencies [Line Items]
Litigation expected period	18 months
Pea Protein
Loss Contingencies [Line Items]
Remainder of 2023				2,700,000		$ 2,700,000
2024				10,900,000		10,900,000
2025				17,100,000		17,100,000
The Planet Partnership
Loss Contingencies [Line Items]
Loss from equity method investments				500,000	$ 1,400,000	3,700,000	$ 2,100,000
The Planet Partnership, LLC (“TPP”)
Loss Contingencies [Line Items]
Payments to acquire joint venture								24,300,000
Additional capital contribution obligation				3,300,000		3,300,000
Total contribution				27,600,000		27,600,000
Letter of Credit
Loss Contingencies [Line Items]
Maximum borrowing capacity				12,500,000		12,500,000
Letter of Credit \| 5th Anniversary of Rent Commencement
Loss Contingencies [Line Items]
Maximum borrowing capacity									$ 6,300,000
Letter of Credit \| 8th Anniversary of Rent Commencement
Loss Contingencies [Line Items]
Maximum borrowing capacity									3,100,000
Letter of Credit \| Event of Certain Credit Ratings and not in Default
Loss Contingencies [Line Items]
Maximum borrowing capacity									$ 0
HC Hornet Way, LLC
Loss Contingencies [Line Items]
Number of square feet in lease agreement \| ft²									282
Future minimum lease payments				$ 79,400,000		$ 79,400,000		$ 79,400,000
JXEDZ
Loss Contingencies [Line Items]
Investment agreement, expected amount										$ 10,000,000
Investment agreement, additional amount to acquire land										$ 40,000,000

Property, Plant and Equipment - Schedule of Property, Plant, and Equipment (Details) - USD ($) $ in Thousands	Jul. 01, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Finance leases	$ 1,086	$ 1,093
Total property, plant and equipment	345,437	337,413
Less: accumulated depreciation and amortization	95,102	80,411
Property, plant and equipment, net	250,335	257,002
Manufacturing equipment
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	197,976	171,532
Research and development equipment
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	19,064	16,948
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	23,920	22,740
Building
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	22,758	22,675
Software
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	3,458	2,377
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	1,079	866
Vehicles
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	584	584
Land
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	5,465	5,446
Assets not yet placed in service
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 70,047	$ 93,152

Net Loss Per Share Available to Common Stockholders - Schedule of Basic and Diluted net Income (Loss) Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended				6 Months Ended
	Jul. 01, 2023	Apr. 01, 2023	Jul. 02, 2022	Apr. 02, 2022	Jul. 01, 2023	Jul. 02, 2022	Dec. 31, 2022
Numerator:
Net loss available to common stockholders	$ (53,505)	$ (59,037)	$ (97,134)	$ (100,458)	$ (112,542)	$ (197,592)
Net loss available to common stockholders—basic	(53,505)		(97,134)		(112,542)	(197,592)
Net loss available to common stockholders—diluted	$ (53,505)		$ (97,134)		$ (112,542)	$ (197,592)
Denominator:
Weighted average common shares outstanding—basic (in shares)	64,246,048		63,573,658		64,119,258	63,519,444
Dilutive effect of Notes, if converted (in shares)	0		0		0	0
Weighted average common shares outstanding—diluted (in shares)	64,246,048		63,573,658		64,119,258	63,519,444
Net loss per share available to common stockholders—basic (in dollars per share)	$ (0.83)		$ (1.53)		$ (1.76)	$ (3.11)
Net loss per share available to common stockholders—diluted (in dollars per share)	$ (0.83)		$ (1.53)		$ (1.76)	$ (3.11)
Convertible Notes
Denominator:
Debt, outstanding balance	$ 1,150,000		$ 1,200,000		$ 1,150,000	$ 1,200,000	$ 1,150,000
Stock Options
Denominator:
Dilutive effect (in shares)	0		0		0	0
RSU
Denominator:
Dilutive effect (in shares)	0		0		0	0

Net Loss Per Share Available to Common Stockholders (Tables)

6 Months Ended

Jul. 01, 2023

Earnings Per Share [Abstract]

Schedule of Basic and Diluted net Income (Loss) Per Common Share


(in thousands, except share and per share amounts)	Three Months Ended				Six Months Ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Numerator:
Net loss available to common stockholders	$	(53,505)	$	(97,134)	$	(112,542)	$	(197,592)

Net loss available to common stockholders—basic	(53,505)		(97,134)		(112,542)		(197,592)
Denominator:
Weighted average common shares outstanding—basic	64,246,048		63,573,658		64,119,258		63,519,444
Dilutive effect of shares issuable under stock options	—		—		—		—
Dilutive effect of RSUs	—		—		—		—
Dilutive effect of Notes, if converted(1)	—		—		—		—
Weighted average common shares outstanding—diluted	64,246,048		63,573,658		64,119,258		63,519,444
Net loss per share available to common stockholders—basic	$	(0.83)	$	(1.53)	$	(1.76)	$	(3.11)
Net loss per share available to common stockholders—diluted	$	(0.83)	$	(1.53)	$	(1.76)	$	(3.11)

__________(1) As the Company recorded a net loss in the three and six months ended July 1, 2023 and July 2, 2022, inclusion of shares from the conversion premium or spread would be anti-dilutive. The Company had $1.2 billion in Notes outstanding as of July 1, 2023 and July 2, 2022.

Leases - Narrative (Details) $ in Thousands		6 Months Ended		12 Months Ended
Leases - Narrative (Details) $ in Thousands	Jan. 14, 2021 renewal_option	Jul. 01, 2023 USD ($) contract	Jul. 02, 2022 USD ($)	Dec. 31, 2022 USD ($)	Apr. 01, 2023 USD ($)
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Lease, initial term (in years)	12 years
Number of renewal options (at minimum) \| contract		1
Escrow deposits related to lease not yet commenced		$ 4,600		$ 55,100
Operating lease right-of-use assets		136,264		87,595
Operating lease right-of-use assets obtained in exchange for lease liabilities		36,400	$ 748
Total discounted future minimum lease payments		80,249
Current portion of operating lease liabilities		3,127		$ 3,812
California Commercialization Center
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease right-of-use assets					$ 11,300
Total discounted future minimum lease payments					10,500
Current portion of operating lease liabilities					$ 800
Former Headquarters, El Segundo, California
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease right-of-use assets		1,900
Total discounted future minimum lease payments		1,400
Current portion of operating lease liabilities		500
Lease Agreements
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease right-of-use assets		64,900	64,100
Operating lease right-of-use assets obtained in exchange for lease liabilities		29,300	27,700
Total discounted future minimum lease payments		$ 35,600	$ 36,600
Maximum
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Lease, initial term (in years)		12 years
Lease extended term (in years)	5 years
Minimum
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Lease, initial term (in years)		2 years
Number of renewal options (at minimum) \| renewal_option	2

Share-Based Compensation

6 Months Ended

Jul. 01, 2023

Share-Based Payment Arrangement [Abstract]

Share-Based Compensation

In 2019, the Company’s 2011 Equity Incentive Plan (“2011 Plan”) was amended, restated and re-named the 2018 Equity Incentive Plan (“2018 Plan”), and the remaining shares available for issuance under the 2011 Plan were added to the shares reserved for issuance under the 2018 Plan. As of January 1, 2023, the maximum aggregate number of shares that may be issued under the 2018 Plan increased to 23,060,440 shares, which includes an increase of 2,144,521 shares effective January 1, 2023 under the terms of the 2018 Plan.

The following table summarizes the shares available for grant under the 2018 Plan:


			Shares Available for Grant
Balance - December 31, 2022			7,848,832
Authorized			2,144,521
Granted			(2,051,201)
Shares withheld to cover taxes			21,466
Forfeited			475,929
Balance - July 1, 2023			8,439,547

As of July 1, 2023 and December 31, 2022, there were 4,532,389 and 3,999,933 shares, respectively, issuable under stock options outstanding, 1,467,289 and 993,313 shares, respectively, issuable under unvested RSUs outstanding, 8,713,037 and 8,145,769 shares, respectively, issued for stock option exercises, RSU settlement, and restricted stock grants, and 8,439,547 and 7,848,832 shares, respectively, available for grant under the 2018 Plan.

Stock Options

Following are the assumptions used in the Black-Scholes valuation model for options granted during the periods shown below:


	Three Months Ended		Six Months Ended
	July 1, 2023	July 2, 2022	July 1, 2023	July 2, 2022
Risk-free interest rate	N/A	3.0%	4.1%	1.9%
Average expected term (years)	N/A	7.0	7.0	7.0
Expected volatility	N/A	55.0%	55.3%	55.0%
Dividend yield	N/A	—	—	—

There were no option grants in the three months ended July 1, 2023. Option grants in the six months ended July 1, 2023 and in the three and six months ended July 2, 2022 generally vest 25% of the total award on the first anniversary of the vesting commencement date, and thereafter ratably vesting monthly over the remaining three-year period, subject to continued employment through the vesting date.

The following table summarizes the Company’s stock option activity during the six months ended July 1, 2023:


	Number of Stock Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value (in thousands)(1)
Outstanding at December 31, 2022	3,999,933	$	25.58	5.3	$	20,712
Granted	1,014,718	$	17.84	—	$	—
Exercised	(209,813)	$	0.73	—	$	3,568
Canceled/Forfeited	(272,449)	$	38.78	—	$	—
Outstanding at July 1, 2023	4,532,389	$	24.20	5.8	$	19,353
Vested and exercisable at July 1, 2023	3,139,612	$	22.67	4.3	$	19,353
Vested and expected to vest at July 1, 2023	4,317,216	$	23.84	5.7	$	19,353

__________

(1) Aggregate intrinsic value is calculated as the difference between the value of common stock on the transaction date and the exercise price multiplied by the number of shares issuable under the stock option. Aggregate intrinsic value of shares outstanding at the beginning and end of the reporting period is calculated as the difference between the value of common stock on the beginning and end dates, respectively, and the exercise price multiplied by the number of shares outstanding.

In the three months ended July 1, 2023 and July 2, 2022, the Company recorded $2.8 million and $4.3 million, respectively, of share-based compensation expense related to options. In the six months ended July 1, 2023 and July 2, 2022, the Company recorded $6.8 million and $8.4 million, respectively, of share-based compensation expense related to options. The share-based compensation expense is included in cost of goods sold, research and development expenses and SG&A expenses in the Company’s condensed consolidated statements of operations.

As of July 1, 2023, there was $17.8 million in unrecognized compensation expense related to nonvested stock option awards which is expected to be recognized over a weighted average period of 1.5 years.

Restricted Stock Units

RSU grants to employees in the six months ended July 1, 2023 and July 2, 2022 generally vest 25% of the total award on the first anniversary of the vesting commencement date, and thereafter vest quarterly over the remaining three years of the award, subject to continued employment through the vesting date. Some of the RSU grants to continuing employees in the six months ended July 1, 2023 and July 2, 2022 vest 50% of the total award on the first anniversary of the vesting commencement date, and thereafter vest quarterly over the remaining four quarters of the award, subject to continued employment through the vesting date. Some of the RSU grants to continuing employees in the six months ended July 1, 2023 vest quarterly over four quarters, subject to continued employment through the vesting date.

Annual RSU grants to directors on the Company’s Board of Directors (the “Board”) in the six months ended July 1, 2023 and July 2, 2022 vest monthly over a one-year period subject to continued service through the vesting date. RSU grants to a new director on the Board in the six months ended July 1, 2023 and July 2, 2022 vest monthly over a three-year period subject to continued service through the vesting

date. RSU grants to nonemployee brand ambassadors and consultants in the six months ended July 1, 2023 and July 2, 2022 vest on varying dates, subject to continued service through the vesting date.

The following table summarizes the Company’s RSU activity during the six months ended July 1, 2023:


	Number of Units	Weighted Average Grant Date Fair Value Per Unit
Unvested at December 31, 2022	993,313	$	35.98
Granted	1,036,483	$	16.92
Vested(1)	(359,156)	$	33.26
Canceled/Forfeited	(203,351)	$	30.52
Unvested at July 1, 2023	1,467,289	$	23.94

________

(1) Includes 21,466 shares of common stock that were withheld to cover taxes on the release of vested RSUs and became available for future grants pursuant to the 2018 Plan.

During the three months ended July 1, 2023 and July 2, 2022, the Company recorded $4.9 million and $6.0 million, respectively, of share-based compensation expense related to RSUs. During the six months ended July 1, 2023 and July 2, 2022, the Company recorded $10.5 million and $11.2 million, respectively, of share-based compensation expense related to RSUs. The share-based compensation expense is included in cost of goods sold, research and development expenses and SG&A expenses in the Company’s condensed consolidated statements of operations.

As of July 1, 2023, there was $20.9 million in unrecognized compensation expense related to unvested RSUs which is expected to be recognized over a weighted average period of 1.3 years.

Employee Stock Purchase Plan

As of July 1, 2023, the maximum aggregate number of shares that may be issued under the 2018 Employee Stock Purchase Plan (“ESPP”) was 2,948,715 shares of common stock, including an increase of 536,130 shares effective January 1, 2023 under the terms of the ESPP. The ESPP is expected to be implemented through a series of offerings under which participants are granted purchase rights to purchase shares of the Company’s common stock on specified dates during such offerings. The administrator has not yet approved an offering under the ESPP.

Income Taxes (Details) - USD ($)	3 Months Ended		6 Months Ended
Income Taxes (Details) - USD ($)	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Income Tax Disclosure [Abstract]
Income tax expense	$ 5,000	$ 11,000	$ 5,000	$ 21,000
Accrued interest or penalties related to uncertain tax positions	$ 0		$ 0

- Definition

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

+ References + Details

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Jul. 01, 2023
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Leases

6 Months Ended

Jul. 01, 2023

Leases [Abstract]

Leases

See Note 10.

Leases are classified as either finance leases or operating leases based on criteria in Accounting Standards Codification 842. The Company has operating leases for its corporate offices, including the Campus Lease, its former Manhattan Beach Project Innovation Center, its manufacturing facilities, warehouses and vehicles, and to a lesser extent, certain equipment and finance leases. Such leases generally have original lease terms between 2 years and 12 years, and often include one or more options to renew. Some leases also include early termination options, which can be exercised under specific conditions. The Company includes options to extend the lease term if the options are reasonably certain of being exercised. The Company does not have residual value guarantees or material restrictive covenants associated with its leases.

On January 14, 2021, the Company entered into the Campus Lease, a 12-year lease with two 5-year renewal options to house its corporate headquarters, lab and innovation space (the “Campus Headquarters”) in El Segundo, California. Although the Company is involved in the design of the tenant improvements of the Campus Headquarters, the Company does not have title or possession of the assets during construction. In addition, the Company does not have the ability to control the leased Campus Headquarters until each phase of the tenant improvements is complete. The Company contributed $4.6 million and $55.1 million in payments towards the construction of the Campus Headquarters in the six months ended July 1, 2023 and the year ended December 31, 2022, respectively. These payments are initially recorded in “Prepaid lease costs, non-current” in the Company’s condensed consolidated balance sheets and will ultimately be reclassified as a component of a right-of-use asset upon lease commencement for each phase of the lease. On June 1, 2023, the tenant improvements associated with

Phase 1-B were completed, and the underlying asset was delivered to the Company. As such, upon commencement of Phase 1-B, the Company recognized a $64.9 million right-of-use asset, which included the reclassification of $29.3 million of the construction payments previously included in “Prepaid lease costs, non-current,” and a $35.6 million lease liability. In 2022, the tenant improvements associated with Phase 1-A were completed, and the underlying asset was delivered to the Company. As such, upon commencement of Phase 1-A, the Company recognized a $64.1 million right-of-use asset, which included the reclassification of $27.7 million of the construction payments previously included in “Prepaid lease costs, non-current,” and a $36.6 million lease liability.

Upon completion of the tenant improvements associated with Phase 1-B, the Company moved its headquarters, sales and marketing operations into the newly constructed Campus Headquarters where its innovation center is also located. On June 30, 2023, the Company terminated the lease of its former headquarters, also in El Segundo, California. As a result of this termination, during the second quarter of 2023, the balances in “Operating lease right-of use assets,” “Current portion of operating lease liabilities” and “Operating lease liabilities, net of current portion” were reduced by $1.9 million, $0.5 million and $1.4 million, respectively. Costs associated with this lease through its termination date, including termination costs, are included in operating lease costs related to selling, general and administrative expenses and are reflected in the tables below. On February 14, 2023, the Company terminated the lease of its Commerce, California commercialization center. As a result of this termination, during the first quarter of 2023, the balances in “Operating lease right-of use assets,” “Current portion of operating lease liabilities” and “Operating lease liabilities, net of current portion” were reduced by $11.3 million, $0.8 million and $10.5 million, respectively. Costs associated with this lease through its termination date, including termination costs, are included in operating lease costs related to research and development expenses and are reflected in the tables below.

Lease costs for operating and finance leases were as follows:


		Three Months Ended
(in thousands)	Statement of Operations Location	July 1, 2023		July 2, 2022
Operating lease cost:
Lease cost	Cost of goods sold	$	401	$	151
Lease cost	Research and development expenses	1,942		551
Lease cost	Selling, general and administrative expenses	751		860
Variable lease cost(1)	Cost of goods sold	39		9
Variable lease cost(1)	Research and development expenses	21		—
Variable lease cost(1)	Selling, general and administrative expenses	652		—
Operating lease cost		$	3,806	$	1,571
Short-term lease cost:
Short-term lease cost	Cost of goods sold	$	21	$	—
Short-term lease cost	Research and development expenses	38		—
Short-term lease cost	Selling, general and administrative expenses	50		152
Short-term lease cost		$	109	$	152
Finance lease cost:
Amortization of right-of use assets	Cost of goods sold	$	52	$	45
Amortization of right-of use assets	Research and development expenses	4		—
Interest on lease liabilities	Interest expense	6		(12)
Variable lease cost(1)	Cost of goods sold	4		—


Finance lease cost		$	66	$	33
Total lease cost		$	3,981	$	1,756

____________

(1) Variable lease cost primarily consists of common area maintenance, such as cleaning and repairs.


		Six Months Ended
(in thousands)	Statement of Operations Location	July 1, 2023		July 2, 2022
Operating lease cost:
Lease cost	Cost of goods sold	$	811	$	762
Lease cost	Research and development expenses	4,472		1,065
Lease cost	Selling, general and administrative expenses	1,117		1,863
Variable lease cost(1)	Cost of goods sold	123		162
Variable lease cost(1)	Research and development expenses	83		—
Variable lease cost(1)	Selling, general and administrative expenses	1,168		—
Operating lease cost		$	7,774	$	3,852
Short-term lease cost:
Short-term lease cost	Cost of goods sold	$	42	$	—
Short-term lease cost	Research and development expenses	84		—
Short-term lease cost	Selling, general and administrative expenses	97		299
Short-term lease cost		$	223	$	299
Finance lease cost:
Amortization of right-of use assets	Cost of goods sold	$	105	$	90
Amortization of right-of use assets	Research and development expenses	7		—
Interest on lease liabilities	Interest expense	11		12
Variable lease cost(1)	Cost of goods sold	5		—


Finance lease cost		$	128	$	102
Total lease cost		$	8,125	$	4,253

____________

(1) Variable lease cost primarily consists of common area maintenance, such as cleaning and repairs.

Supplemental balance sheet information as of July 1, 2023 and December 31, 2022 related to leases are as follows:


(in thousands)	Balance Sheet Location	July 1, 2023		December 31, 2022
Assets
Operating leases	Operating lease right-of-use assets	$	136,264	$	87,595
Finance leases, net	Property, plant and equipment, net	568		688
Total lease assets		$	136,832	$	88,283

Liabilities
Current:
Operating lease liabilities	Current portion of operating lease liabilities	$	3,127	$	3,812
Finance lease liabilities	Accrued expenses and other current liabilities	218		224
Long-term:
Operating lease liabilities	Operating lease liabilities, net of current portion	77,122		55,854
Finance lease liabilities	Finance lease obligations and other long-term liabilities	362		469
Total lease liabilities		$	80,829	$	60,359

The following is a schedule by year of the maturities of lease liabilities with original terms in excess of one year, as of July 1, 2023:


	July 1, 2023
(in thousands)	Operating Leases		Finance Leases
Remainder of 2023	$	4,318	$	119
2024	8,368		209
2025	8,050		178
2026	8,030		72
2027	8,180		37
Thereafter	96,198		—
Total undiscounted future minimum lease payments	133,144		615
Less imputed interest	(52,895)		(35)
Total discounted future minimum lease payments	$	80,249	$	580

Weighted average remaining lease terms and weighted average discount rates were:


	July 1, 2023
	Operating Leases		Finance Leases
Weighted average remaining lease term (years)	14.4		3.0
Weighted average discount rate	6.8	%	3.6	%

Leases

See Note 10.

Lease costs for operating and finance leases were as follows:


		Three Months Ended
(in thousands)	Statement of Operations Location	July 1, 2023		July 2, 2022
Operating lease cost:
Lease cost	Cost of goods sold	$	401	$	151
Lease cost	Research and development expenses	1,942		551
Lease cost	Selling, general and administrative expenses	751		860
Variable lease cost(1)	Cost of goods sold	39		9
Variable lease cost(1)	Research and development expenses	21		—
Variable lease cost(1)	Selling, general and administrative expenses	652		—
Operating lease cost		$	3,806	$	1,571
Short-term lease cost:
Short-term lease cost	Cost of goods sold	$	21	$	—
Short-term lease cost	Research and development expenses	38		—
Short-term lease cost	Selling, general and administrative expenses	50		152
Short-term lease cost		$	109	$	152
Finance lease cost:
Amortization of right-of use assets	Cost of goods sold	$	52	$	45
Amortization of right-of use assets	Research and development expenses	4		—
Interest on lease liabilities	Interest expense	6		(12)
Variable lease cost(1)	Cost of goods sold	4		—


Finance lease cost		$	66	$	33
Total lease cost		$	3,981	$	1,756

____________

(1) Variable lease cost primarily consists of common area maintenance, such as cleaning and repairs.


		Six Months Ended
(in thousands)	Statement of Operations Location	July 1, 2023		July 2, 2022
Operating lease cost:
Lease cost	Cost of goods sold	$	811	$	762
Lease cost	Research and development expenses	4,472		1,065
Lease cost	Selling, general and administrative expenses	1,117		1,863
Variable lease cost(1)	Cost of goods sold	123		162
Variable lease cost(1)	Research and development expenses	83		—
Variable lease cost(1)	Selling, general and administrative expenses	1,168		—
Operating lease cost		$	7,774	$	3,852
Short-term lease cost:
Short-term lease cost	Cost of goods sold	$	42	$	—
Short-term lease cost	Research and development expenses	84		—
Short-term lease cost	Selling, general and administrative expenses	97		299
Short-term lease cost		$	223	$	299
Finance lease cost:
Amortization of right-of use assets	Cost of goods sold	$	105	$	90
Amortization of right-of use assets	Research and development expenses	7		—
Interest on lease liabilities	Interest expense	11		12
Variable lease cost(1)	Cost of goods sold	5		—


Finance lease cost		$	128	$	102
Total lease cost		$	8,125	$	4,253

____________

(1) Variable lease cost primarily consists of common area maintenance, such as cleaning and repairs.

Supplemental balance sheet information as of July 1, 2023 and December 31, 2022 related to leases are as follows:


(in thousands)	Balance Sheet Location	July 1, 2023		December 31, 2022
Assets
Operating leases	Operating lease right-of-use assets	$	136,264	$	87,595
Finance leases, net	Property, plant and equipment, net	568		688
Total lease assets		$	136,832	$	88,283

Liabilities
Current:
Operating lease liabilities	Current portion of operating lease liabilities	$	3,127	$	3,812
Finance lease liabilities	Accrued expenses and other current liabilities	218		224
Long-term:
Operating lease liabilities	Operating lease liabilities, net of current portion	77,122		55,854
Finance lease liabilities	Finance lease obligations and other long-term liabilities	362		469
Total lease liabilities		$	80,829	$	60,359

The following is a schedule by year of the maturities of lease liabilities with original terms in excess of one year, as of July 1, 2023:


	July 1, 2023
(in thousands)	Operating Leases		Finance Leases
Remainder of 2023	$	4,318	$	119
2024	8,368		209
2025	8,050		178
2026	8,030		72
2027	8,180		37
Thereafter	96,198		—
Total undiscounted future minimum lease payments	133,144		615
Less imputed interest	(52,895)		(35)
Total discounted future minimum lease payments	$	80,249	$	580

Weighted average remaining lease terms and weighted average discount rates were:


	July 1, 2023
	Operating Leases		Finance Leases
Weighted average remaining lease term (years)	14.4		3.0
Weighted average discount rate	6.8	%	3.6	%

Stockholders’ (Deficit) Equity - Shelf Registration Statement (Details) - ATM Program $ in Millions	May 10, 2023 USD ($)
Subsidiary, Sale of Stock [Line Items]
Issuance of common stock, net	$ 200.0
Goldman Sachs
Subsidiary, Sale of Stock [Line Items]
Percentage of equity distribution agent commission on gross proceed	3.25%

- Definition

Equity impact of the value of new stock issued during the period. Includes shares issued in an initial public offering or a secondary public offering.

+ References + Details

Debt - Schedule of Convertible Senior Notes (Details) - USD ($) $ in Thousands	Jul. 01, 2023	Dec. 31, 2022	Jul. 02, 2022	Mar. 12, 2021	Mar. 05, 2021
Debt Instrument [Line Items]
Debt issuance costs	$ 14,425	$ 16,392
Total debt outstanding	1,135,575	1,133,608
Level 2 \| Recurring
Debt Instrument [Line Items]
Convertible notes, fair value	311,075
Convertible Notes
Debt Instrument [Line Items]
Debt, outstanding balance	1,150,000	$ 1,150,000	$ 1,200,000
Debt issuance costs					$ 23,600
Convertible Notes \| Convertible Notes
Debt Instrument [Line Items]
Stated rate				0.00%
Debt, outstanding balance	1,150,000
Debt issuance costs	14,425
Total debt outstanding	$ 1,135,575

Restructuring	6 Months Ended
Restructuring	Jul. 01, 2023
Restructuring and Related Activities [Abstract]
Restructuring	Restructuring In May 2017, management approved a plan to terminate the Company’s exclusive supply agreement (the “Agreement”) with one of its co-manufacturers, due to non-performance under the Agreement and on May 23, 2017, the Company notified the co-manufacturer of its decision to terminate the Agreement. On October 18, 2022, the parties to this dispute entered into a confidential written settlement agreement and mutual release, pursuant to which the parties agreed to dismiss with prejudice all claims and cross-claims asserted in the associated cases filed in the Superior Court of the State of California for the County of Los Angeles and the United States District Court for the Central District of California. The terms of the settlement did not have a material impact on Beyond Meat’s financial position or results of operations. No party admitted liability or wrongdoing in connection with the settlement. In the three months ended July 1, 2023, the Company recorded a credit of $(0.2) million in restructuring expenses primarily driven by a reversal of certain accruals. In the three months ended July 2, 2022, the Company recorded $4.3 million in restructuring expenses related to this dispute, which consisted primarily of legal and other expenses. In the six months ended July 1, 2023, the Company recorded a credit of $(0.6) million in restructuring expenses primarily driven by a reversal of certain accruals. In the six months ended July 2, 2022, the Company recorded $7.3 million in restructuring expenses related to this dispute, which consisted primarily of legal and other expenses. As of July 1, 2023 and December 31, 2022, the Company had $6,000 and $0.7 million, respectively, in accrued and unpaid restructuring expenses related to this dispute.

Share-Based Compensation - Schedule of Fair Value Assumptions (Details)	3 Months Ended	6 Months Ended
	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Share-Based Payment Arrangement [Abstract]
Risk-free interest rate	3.00%	4.10%	1.90%
Average expected term (years)	7 years	7 years	7 years
Expected volatility	55.00%	55.30%	55.00%
Dividend yield	0.00%	0.00%	0.00%

Stockholders’ (Deficit) Equity (Tables)

6 Months Ended

Jul. 01, 2023

Equity [Abstract]

Schedule of Common Stock Reserved for Future Issuance

Common stock reserved for future issuance consisted of the following:


	July 1, 2023	December 31, 2022
Equity incentive compensation awards granted and outstanding	5,999,678	4,993,246
Shares available for grant under the 2018 Equity Incentive Plan	8,439,547	7,848,832
Shares available for issuance under the Employee Stock Purchase Plan	2,948,715	2,412,585
Shares reserved for potential issuance under the Notes	8,234,230	8,234,230
Total common stock reserved for future issuance(1)	25,622,170	23,488,893

_________________

(1) Total common stock reserved for future issuance excludes shares that may be issued pursuant to the ATM Program discussed below.

Related Party Disclosures (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022	Dec. 31, 2022
Related Party Transaction [Line Items]
Accrued expenses and other current liabilities	$ 12,009		$ 12,009		$ 16,729
Related Party
Related Party Transaction [Line Items]
Revenue from related parties	0	$ 15,900	5,300	$ 26,600
Accounts receivable from related parties	0		0		400
Affiliated Entity
Related Party Transaction [Line Items]
Non-refundable up-front fee			2,000
Accrued expenses and other current liabilities	$ 0		$ 0		$ 2,000

- Definition

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

+ References

+ Details

Introduction	6 Months Ended
Introduction	Jul. 01, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Introduction	Introduction The Company Beyond Meat, Inc., a Delaware corporation (including its subsidiaries unless the context otherwise requires, the “Company”), is a leading plant-based meat company offering a portfolio of revolutionary plant-based meats. The Company builds meat directly from plants, an innovation that enables consumers to experience the taste, texture and other sensory attributes of popular animal-based meat products while enjoying the nutritional and environmental benefits of eating the Company’s plant-based meat products. The Company’s brand promise, “Eat What You Love,” represents a strong belief that there is a better way to feed our future and that the positive choices we all make, no matter how small, can have a great impact on our personal health and the health of our planet. By shifting from animal-based meat to plant-based meat, we can positively impact four growing global issues: human health, climate change, constraints on natural resources and animal welfare. As of July 1, 2023, approximately 84% of the Company’s assets were located in the United States.

Condensed Consolidated Statements of Stockholders’ (Deficit) Equity - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive Loss
Beginning balance (in shares) at Dec. 31, 2021		63,400,899
Beginning balance at Dec. 31, 2021	$ 132,495	$ 6	$ 510,014	$ (376,972)	$ (553)
Increase (Decrease) in Stockholders' Equity
Net loss	(100,458)			(100,458)
Issuance of common stock under equity incentive plans, net (in shares)		124,500
Issuance of common stock under equity incentive plans, net	375		375
Share-based compensation for equity classified awards	9,292		9,292
Foreign currency translation adjustment	(723)				(723)
Ending balance (in shares) at Apr. 02, 2022		63,525,399
Ending balance at Apr. 02, 2022	40,981	$ 6	519,681	(477,430)	(1,276)
Beginning balance (in shares) at Dec. 31, 2021		63,400,899
Beginning balance at Dec. 31, 2021	132,495	$ 6	510,014	(376,972)	(553)
Increase (Decrease) in Stockholders' Equity
Net loss	(197,592)
Foreign currency translation adjustment	(2,982)
Ending balance (in shares) at Jul. 02, 2022		63,643,369
Ending balance at Jul. 02, 2022	(47,941)	$ 6	530,152	(574,564)	(3,535)
Beginning balance (in shares) at Apr. 02, 2022		63,525,399
Beginning balance at Apr. 02, 2022	40,981	$ 6	519,681	(477,430)	(1,276)
Increase (Decrease) in Stockholders' Equity
Net loss	(97,134)			(97,134)
Issuance of common stock under equity incentive plans, net (in shares)		117,970
Issuance of common stock under equity incentive plans, net	165		165
Share-based compensation for equity classified awards	10,306		10,306
Foreign currency translation adjustment	(2,259)				(2,259)
Ending balance (in shares) at Jul. 02, 2022		63,643,369
Ending balance at Jul. 02, 2022	(47,941)	$ 6	530,152	(574,564)	(3,535)
Beginning balance (in shares) at Dec. 31, 2022		63,773,982
Beginning balance at Dec. 31, 2022	(203,548)	$ 6	544,357	(743,109)	(4,802)
Increase (Decrease) in Stockholders' Equity
Net loss	(59,037)			(59,037)
Issuance of common stock under equity incentive plans, net (in shares)		376,772
Issuance of common stock under equity incentive plans, net	(117)		(117)
Share-based compensation for equity classified awards	9,565		9,565
Foreign currency translation adjustment	3				3
Ending balance (in shares) at Apr. 01, 2023		64,150,754
Ending balance at Apr. 01, 2023	(253,134)	$ 6	553,805	(802,146)	(4,799)
Beginning balance (in shares) at Dec. 31, 2022		63,773,982
Beginning balance at Dec. 31, 2022	(203,548)	$ 6	544,357	(743,109)	(4,802)
Increase (Decrease) in Stockholders' Equity
Net loss	(112,542)
Foreign currency translation adjustment	(155)
Ending balance (in shares) at Jul. 01, 2023		64,318,246
Ending balance at Jul. 01, 2023	(299,118)	$ 6	561,484	(855,651)	(4,957)
Beginning balance (in shares) at Apr. 01, 2023		64,150,754
Beginning balance at Apr. 01, 2023	(253,134)	$ 6	553,805	(802,146)	(4,799)
Increase (Decrease) in Stockholders' Equity
Net loss	(53,505)			(53,505)
Issuance of common stock under equity incentive plans, net (in shares)		167,492
Issuance of common stock under equity incentive plans, net	(69)		(69)
Share-based compensation for equity classified awards	7,748		7,748
Foreign currency translation adjustment	(158)				(158)
Ending balance (in shares) at Jul. 01, 2023		64,318,246
Ending balance at Jul. 01, 2023	$ (299,118)	$ 6	$ 561,484	$ (855,651)	$ (4,957)

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481687/323-10-50-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 28
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482907/825-10-50-28

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482765/220-10-50-6

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-3

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-8

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-9

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-4

Reference 13: http://www.xbrl.org/2003/role/exampleRef
-Topic 946
-SubTopic 830
-Name Accounting Standards Codification
-Section 55
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+ Details

- Definition

Amount of equity (deficit) attributable to parent. Excludes temporary equity and equity attributable to noncontrolling interest.

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+ Details

Share-Based Compensation - Schedule of Shares Available for Grant (Details) - shares		6 Months Ended
	Jan. 01, 2023	Jul. 01, 2023
Share-based Compensation Arrangement by Share-based Payment Award, Shares Available for Grant, Number of Shares [Roll Forward]
Beginning balance (in shares)	7,848,832	7,848,832
Ending balance (in shares)		8,439,547
2018 Plan
Share-based Compensation Arrangement by Share-based Payment Award, Shares Available for Grant, Number of Shares [Roll Forward]
Beginning balance (in shares)	7,848,832	7,848,832
Authorized (in shares)	2,144,521	2,144,521
Granted (in shares)		(2,051,201)
Shares withheld to cover taxes (in shares)		21,466
Forfeited (in shares)		475,929
Ending balance (in shares)		8,439,547

Income Taxes	6 Months Ended
Income Taxes	Jul. 01, 2023
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes For the three months ended July 1, 2023 and July 2, 2022, the Company recorded $5,000 and $11,000 in income tax expense, respectively, in its condensed consolidated statements of operations. For the six months ended July 1, 2023 and July 2, 2022, the Company recorded $5,000 and $21,000 in income tax expense, respectively, in its condensed consolidated statements of operations. The Company has evaluated the available evidence supporting the realization of its deferred tax assets, including the amount and timing of future taxable income, and has determined that it is more likely than not that its net deferred tax assets will not be realized. Due to uncertainties surrounding the realization of the deferred tax assets, the Company maintains a full valuation allowance against substantially all deferred tax assets. If the Company determines that it will be able to realize some portion or all of its deferred tax assets, an adjustment to its valuation allowance on its deferred tax assets will be made and the adjustment would have the effect of increasing net income in the period such determination is made. As of July 1, 2023, the Company did not have any accrued interest or penalties related to uncertain tax positions. The Company’s policy is to recognize interest and penalties related to uncertain tax positions in income tax expense. The Company is subject to U.S. federal tax authority and U.S. state tax authority examinations for all years with respect to net operating loss and credit carryforwards.

- 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.

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+ Details

Share-Based Compensation - Schedule of RSU Activity (Details)	6 Months Ended
	Jul. 01, 2023 $ / shares shares
2018 Plan
Weighted Average Grant Date Fair Value Per Unit
Shares withheld to cover taxes (in shares)	21,466
RSU
Number of Units
Outstanding, beginning balance (in shares)	993,313
Granted (in shares)	1,036,483
Vested (in shares)	(359,156)
Canceled/Forfeited (in shares)	(203,351)
Outstanding, ending balance (in shares)	1,467,289
Weighted Average Grant Date Fair Value Per Unit
Beginning balance (in dollars per share) \| $ / shares	$ 35.98
Granted (in dollars per share) \| $ / shares	16.92
Vested (in dollars per share) \| $ / shares	33.26
Canceled/Forfeited (in dollars per share) \| $ / shares	30.52
Ending balance (in dollars per share) \| $ / shares	$ 23.94

Net Loss Per Share Available to Common Stockholders - Narrative (Details) - shares	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Stock Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation (in shares)	4,532,389	4,402,397	4,532,389	4,402,397
RSU
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation (in shares)	1,467,289	983,304	1,467,289	983,304

Leases - Schedule of Future Maturities of Operating Lease and Financial Lease Liabilities (Details) $ in Thousands	Jul. 01, 2023 USD ($)
Operating Leases
Remainder of 2023	$ 4,318
2024	8,368
2025	8,050
2026	8,030
2027	8,180
Thereafter	96,198
Total undiscounted future minimum lease payments	133,144
Less imputed interest	(52,895)
Total discounted future minimum lease payments	80,249
Finance Leases
Remainder of 2023	119
2024	209
2025	178
2026	72
2027	37
Thereafter	0
Total undiscounted future minimum lease payments	615
Less imputed interest	(35)
Total discounted future minimum lease payments	$ 580

Summary of Significant Accounting Policies (Policies)	6 Months Ended
Summary of Significant Accounting Policies (Policies)	Jul. 01, 2023
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the condensed consolidated financial statements include all adjustments necessary, which are of a normal and recurring nature, for the fair presentation of the Company’s financial position and of the results of operations and cash flows for the periods presented. These interim results are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2023 or for any other interim period or for any other future fiscal year. These condensed consolidated financial statements should be read in conjunction with the Company's audited financial statements and notes thereto included in the 2022 10-K. The condensed consolidated balance sheet as of December 31, 2022 has been derived from the audited financial statements at that date.
Principles of Consolidation	Principles of ConsolidationThe unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated.
Management’s Use of Estimates	Management’s Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates and assumptions are based on current facts, historical experience and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recording of expenses that are not readily apparent from other sources. Actual results could differ from those estimates and such differences may be material to the financial statements.
Foreign Currency	Foreign Currency Foreign currency translation loss, net of tax, reported as cumulative translation adjustment through “Other comprehensive loss” was $0.2 million and $2.3 million in the three months ended July 1, 2023 and July 2, 2022, respectively. Net realized and unrealized foreign currency transaction losses included in “Other, net” were $1.0 million and $5.5 million in the three months ended July 1, 2023 and July 2, 2022, respectively. Foreign currency translation loss, net of tax, reported as cumulative translation adjustment through “Other comprehensive loss” was $0.2 million and $3.0 million in the six months ended July 1, 2023 and July 2, 2022, respectively. Net realized and unrealized foreign currency transaction losses included in “Other, net” were $0.7 million and $6.6 million in the six months ended July 1, 2023 and July 2, 2022, respectively.
Restricted Cash	Restricted CashRestricted cash includes cash held as collateral for stand-alone letter of credit agreements related to normal business transactions. The agreements require the Company to maintain specified amounts of cash as collateral in segregated accounts to support the letters of credit issued thereunder.
Revenue Recognition	Revenue RecognitionAt the end of each accounting period, the Company recognizes a contra asset to accounts receivable for estimated sales discounts that have been incurred but not paid which totaled $4.2 million and $4.6 million as of July 1, 2023 and December 31, 2022, respectively. The offsetting charge is recorded as a reduction of revenues in the same period when the expense is incurred.
Investment in Joint Venture	Investment in Joint Venture The Company uses the equity method of accounting to record transactions associated with its joint venture when the Company shares in joint control of the investee. Investment in joint venture is not consolidated but is recorded in “Investment in unconsolidated joint venture” in the Company’s condensed consolidated balance sheets. The Company recognizes its portion of the investee’s results in “Equity in losses of unconsolidated joint venture” in its condensed consolidated statements of operations. The Company eliminates its proportionate interest in any intra-entity profits or losses in the inventory of the investee at the end of the reporting period and recognizes its portion of the profit and losses when realized by the investee.
Recently Adopted Accounting Pronouncements	Recently Adopted Accounting Pronouncements None.

- Definition

Disclosure of accounting policy for revenue from contract with customer.

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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 20
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-20

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 20
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-20

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 20
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-20

Reference 9: http://www.xbrl.org/2003/role/exampleRef
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Subparagraph (e)
-SubTopic 10
-Topic 235
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483426/235-10-50-4

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org//606/tableOfContent

+ Details

Inventories

6 Months Ended

Jul. 01, 2023

Inventory Disclosure [Abstract]

Inventories

Major classes of inventory were as follows:


(in thousands)	July 1, 2023		December 31, 2022
Raw materials and packaging	$	112,508	$	139,509
Work in process	39,602		37,001
Finished goods	55,028		59,186
Total	$	207,138	$	235,696

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Income Statement [Abstract]
Net revenues	$ 102,149	$ 147,040	$ 194,385	$ 256,495
Cost of goods sold	99,876	153,202	185,927	262,467
Gross profit (loss)	2,273	(6,162)	8,458	(5,972)
Research and development expenses	8,773	16,202	21,205	35,880
Selling, general and administrative expenses	47,455	63,015	99,355	138,129
Restructuring expenses	(201)	4,302	(627)	7,328
Total operating expenses	56,027	83,519	119,933	181,337
Loss from operations	(53,754)	(89,681)	(111,475)	(187,309)
Other (expense) income, net:
Interest expense	(989)	(1,108)	(1,978)	(2,133)
Other, net	1,746	(4,902)	4,654	(6,026)
Total other income (expense), net	757	(6,010)	2,676	(8,159)
Loss before taxes	(52,997)	(95,691)	(108,799)	(195,468)
Income tax expense	5	11	5	21
Equity in losses of unconsolidated joint venture	503	1,432	3,738	2,103
Net loss	$ (53,505)	$ (97,134)	$ (112,542)	$ (197,592)
Net loss per share available to common stockholders—basic (in dollars per share)	$ (0.83)	$ (1.53)	$ (1.76)	$ (3.11)
Net loss per share available to common stockholders—diluted (in dollars per share)	$ (0.83)	$ (1.53)	$ (1.76)	$ (3.11)
Weighted average common shares outstanding—basic (in shares)	64,246,048	63,573,658	64,119,258	63,519,444
Weighted average common shares outstanding—diluted (in shares)	64,246,048	63,573,658	64,119,258	63,519,444

Inventories - Schedule of Major Classes of Inventory (Details) - USD ($) $ in Thousands	Jul. 01, 2023	Dec. 31, 2022
Inventory Disclosure [Abstract]
Raw materials and packaging	$ 112,508	$ 139,509
Work in process	39,602	37,001
Finished goods	55,028	59,186
Total	$ 207,138	$ 235,696

Summary of Significant Accounting Policies (Tables)

6 Months Ended

Jul. 01, 2023

Accounting Policies [Abstract]

Schedule of Disaggregation of Revenue

The following table presents the Company’s net revenues by channel:


	Three Months Ended				Six Months Ended
(in thousands)	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
U.S.:
Retail	$	48,490	$	78,861	$	92,649	$	147,121
Foodservice	12,764		23,389		27,439		38,882
U.S. net revenues	61,254		102,250		120,088		186,003
International:
Retail	19,995		23,692		34,284		39,829
Foodservice	20,900		21,098		40,013		30,663
International net revenues	40,895		44,790		74,297		70,492
Net revenues	$	102,149	$	147,040	$	194,385	$	256,495

Stockholders’ (Deficit) Equity - Narrative (Details) - $ / shares	Jul. 01, 2023	Dec. 31, 2022
Equity [Abstract]
Common stock, authorized (in shares)	500,000,000	500,000,000
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, issued (in shares)	64,318,246	63,773,982
Common stock, outstanding (in shares)	64,318,246	63,773,982
Preferred stock, authorized (in shares)	500,000	500,000
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, issued (in shares)	0	0
Preferred stock, outstanding (in shares)	0	0

Leases - Schedule of Components of Lease and Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Lease Cost
Operating lease cost	$ 3,806	$ 1,571	$ 7,774	$ 3,852
Short-term lease cost	109	152	223	299
Amortization of right-of use assets	52	45	105	90
Interest on lease liabilities	6	(12)	11	12
Finance lease cost	66	33	128	102
Total lease cost	$ 3,981	1,756	$ 8,125	4,253
Operating Leases
Weighted average remaining lease term (years)	14 years 4 months 24 days		14 years 4 months 24 days
Weighted average discount rate	6.80%		6.80%
Finance Leases
Weighted average remaining lease term (years)	3 years		3 years
Weighted average discount rate	3.60%		3.60%
Cost of goods sold
Lease Cost
Lease cost	$ 401	151	$ 811	762
Variable lease cost	39	9	123	162
Short-term lease cost	21	0	42	0
Variable lease cost	4	0	5	0
Research and development expenses
Lease Cost
Lease cost	1,942	551	4,472	1,065
Variable lease cost	21	0	83	0
Short-term lease cost	38	0	84	0
Amortization of right-of use assets	4	0	7	0
Selling, general and administrative expenses
Lease Cost
Lease cost	751	860	1,117	1,863
Variable lease cost	652	0	1,168	0
Short-term lease cost	$ 50	$ 152	$ 97	$ 299

Leases - Schedule of Assets and Liabilities Related to Operating and Finance Leases (Details) - USD ($) $ in Thousands	Jul. 01, 2023	Dec. 31, 2022
Assets
Operating lease right-of-use assets	$ 136,264	$ 87,595
Finance leases, net	$ 568	$ 688
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Property, plant, and equipment, net	Property, plant, and equipment, net
Total lease assets	$ 136,832	$ 88,283
Current:
Current portion of operating lease liabilities	3,127	3,812
Accrued expenses and other current liabilities	218	224
Long-term:
Operating lease liabilities, net of current portion	77,122	55,854
Finance lease liabilities	$ 362	$ 469
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Finance lease obligations and other long-term liabilities	Finance lease obligations and other long-term liabilities
Total lease liabilities	$ 80,829	$ 60,359

Share-Based Compensation (Tables)

6 Months Ended

Jul. 01, 2023

Share-Based Payment Arrangement [Abstract]

Schedule of Shares Available for Grant

The following table summarizes the shares available for grant under the 2018 Plan:


			Shares Available for Grant
Balance - December 31, 2022			7,848,832
Authorized			2,144,521
Granted			(2,051,201)
Shares withheld to cover taxes			21,466
Forfeited			475,929
Balance - July 1, 2023			8,439,547

Schedule of Fair Value Assumptions

Following are the assumptions used in the Black-Scholes valuation model for options granted during the periods shown below:


	Three Months Ended		Six Months Ended
	July 1, 2023	July 2, 2022	July 1, 2023	July 2, 2022
Risk-free interest rate	N/A	3.0%	4.1%	1.9%
Average expected term (years)	N/A	7.0	7.0	7.0
Expected volatility	N/A	55.0%	55.3%	55.0%
Dividend yield	N/A	—	—	—

Schedule of Stock Option Activity

The following table summarizes the Company’s stock option activity during the six months ended July 1, 2023:


	Number of Stock Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value (in thousands)(1)
Outstanding at December 31, 2022	3,999,933	$	25.58	5.3	$	20,712
Granted	1,014,718	$	17.84	—	$	—
Exercised	(209,813)	$	0.73	—	$	3,568
Canceled/Forfeited	(272,449)	$	38.78	—	$	—
Outstanding at July 1, 2023	4,532,389	$	24.20	5.8	$	19,353
Vested and exercisable at July 1, 2023	3,139,612	$	22.67	4.3	$	19,353
Vested and expected to vest at July 1, 2023	4,317,216	$	23.84	5.7	$	19,353

__________

Schedule of RSU Activity

The following table summarizes the Company’s RSU activity during the six months ended July 1, 2023:


	Number of Units	Weighted Average Grant Date Fair Value Per Unit
Unvested at December 31, 2022	993,313	$	35.98
Granted	1,036,483	$	16.92
Vested(1)	(359,156)	$	33.26
Canceled/Forfeited	(203,351)	$	30.52
Unvested at July 1, 2023	1,467,289	$	23.94

________

(1) Includes 21,466 shares of common stock that were withheld to cover taxes on the release of vested RSUs and became available for future grants pursuant to the 2018 Plan.

Property, Plant and Equipment (Tables)

6 Months Ended

Jul. 01, 2023

Property, Plant and Equipment [Abstract]

Schedule of Property, Plant, and Equipment

A summary of property, plant, and equipment as of July 1, 2023 and December 31, 2022, is as follows:


(in thousands)	July 1, 2023		December 31, 2022
Manufacturing equipment	$	197,976	$	171,532
Research and development equipment	19,064		16,948
Leasehold improvements	23,920		22,740
Building	22,758		22,675
Finance leases	1,086		1,093
Software	3,458		2,377
Furniture and fixtures	1,079		866
Vehicles	584		584
Land	5,465		5,446
Assets not yet placed in service	70,047		93,152
Total property, plant and equipment	$	345,437	$	337,413
Less: accumulated depreciation and amortization	95,102		80,411

Property, plant and equipment, net	$	250,335	$	257,002

Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended				6 Months Ended
	Jul. 01, 2023	Apr. 01, 2023	Jul. 02, 2022	Apr. 02, 2022	Jul. 01, 2023	Jul. 02, 2022	Dec. 31, 2022
Class of Warrant or Right [Line Items]
Foreign currency translation adjustment	$ (158)	$ 3	$ (2,259)	$ (723)	$ (155)	$ (2,982)
Foreign currency transaction loss	(1,000)		(5,500)		(700)	(6,600)
Restricted cash	15,200				15,200
Restricted cash, non-current	12,600				12,600		$ 12,627
Restricted cash, current	2,552				2,552		0
Liability for estimated sales discounts	4,200				4,200		$ 4,600
Cost of goods sold	99,876		153,202		185,927	262,467
Minimum \| Research and development equipment
Class of Warrant or Right [Line Items]
Useful life		5 years
Maximum \| Research and development equipment
Class of Warrant or Right [Line Items]
Useful life		10 years
Shipping and Handling
Class of Warrant or Right [Line Items]
Cost of goods sold	$ 2,800		$ 4,200		$ 6,000	$ 10,100
Distributor One \| Revenue \| Customer Concentration Risk
Class of Warrant or Right [Line Items]
Concentration risk	11.00%		16.00%		11.00%	13.00%
Distributor Two \| Revenue \| Customer Concentration Risk
Class of Warrant or Right [Line Items]
Concentration risk			10.00%
One Customer \| Revenue \| Customer Concentration Risk
Class of Warrant or Right [Line Items]
Concentration risk	10.00%

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jul. 01, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 210,781	$ 309,922
Restricted cash, current	2,552	0
Accounts receivable, net	50,821	34,198
Inventory	207,138	235,696
Prepaid expenses and other current assets	26,051	20,700
Assets held for sale	98	5,943
Total current assets	497,441	606,459
Restricted cash, non-current	12,600	12,627
Property, plant, and equipment, net	250,335	257,002
Operating lease right-of-use assets	136,264	87,595
Prepaid lease costs, non-current	60,794	85,472
Other non-current assets, net	9,314	10,744
Investment in unconsolidated joint venture	1,837	2,325
Total assets	968,585	1,062,224
Current liabilities:
Accounts payable	39,508	55,300
Current portion of operating lease liabilities	3,127	3,812
Accrued expenses and other current liabilities	12,009	16,729
Total current liabilities	54,644	75,841
Long-term liabilities:
Convertible senior notes, net	1,135,575	1,133,608
Operating lease liabilities, net of current portion	77,122	55,854
Finance lease obligations and other long-term liabilities	362	469
Total long-term liabilities	1,213,059	1,189,931
Commitments and Contingencies (Note 10)
Stockholders’ (deficit) equity:
Preferred stock, par value $0.0001 per share—500,000 shares authorized, none issued and outstanding	0	0
Common stock, par value $0.0001 per share—500,000,000 shares authorized; 64,318,246 and 63,773,982 shares issued and outstanding at July 1, 2023 and December 31, 2022, respectively	6	6
Additional paid-in capital	561,484	544,357
Accumulated deficit	(855,651)	(743,109)
Accumulated other comprehensive loss	(4,957)	(4,802)
Total stockholders’ deficit	(299,118)	(203,548)
Total liabilities and stockholders’ (deficit) equity	$ 968,585	$ 1,062,224

Property, Plant and Equipment

6 Months Ended

Jul. 01, 2023

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

The Company records property, plant and equipment at cost and includes finance lease assets in “Property, plant and equipment, net” in its condensed consolidated balance sheets. A summary of property, plant, and equipment as of July 1, 2023 and December 31, 2022, is as follows:


(in thousands)	July 1, 2023		December 31, 2022
Manufacturing equipment	$	197,976	$	171,532
Research and development equipment	19,064		16,948
Leasehold improvements	23,920		22,740
Building	22,758		22,675
Finance leases	1,086		1,093
Software	3,458		2,377
Furniture and fixtures	1,079		866
Vehicles	584		584
Land	5,465		5,446
Assets not yet placed in service	70,047		93,152
Total property, plant and equipment	$	345,437	$	337,413
Less: accumulated depreciation and amortization	95,102		80,411

Property, plant and equipment, net	$	250,335	$	257,002

Depreciation and amortization expense in the three months ended July 1, 2023 and July 2, 2022 was $5.9 million and $7.7 million, respectively. Of the total depreciation and amortization expense in the three months ended July 1, 2023 and July 2, 2022, $5.3 million and $6.6 million, respectively, were recorded in cost of goods sold, $0.4 million and $1.0 million, respectively, were recorded in research and development expenses, and $0.2 million and $0.1 million, respectively, were recorded in SG&A expenses in the Company’s condensed consolidated statements of operations.

Depreciation and amortization expense in the six months ended July 1, 2023 and July 2, 2022 was $11.9 million and $14.8 million, respectively. Of the total depreciation and amortization expense in the six months ended July 1, 2023 and July 2, 2022, $10.7 million and $12.5 million, respectively, were recorded in cost of goods sold, $0.9 million and $2.0 million, respectively, were recorded in research and development expenses, and $0.3 million and $0.3 million, respectively, were recorded in SG&A expenses in the Company’s condensed consolidated statements of operations.

During the first quarter of 2023, the Company completed a reassessment of the useful lives of its large manufacturing and research and development equipment, and determined that the Company should increase the estimated useful lives for certain of its equipment from a range of 5 to 10 years to a uniform 10 years. The timing of this reassessment was based on a combination of factors accumulating over time, including historical useful life information and changes in the Company’s planned use of the equipment, that provided the Company with updated information that allowed it to make a better estimate of the economic lives of such equipment. This reassessment was accounted for as a change in accounting estimate and was made on a prospective basis effective January 1, 2023. This change in accounting estimate decreased depreciation expense for the three months ended July 1, 2023 by $5.6 million, impacting cost of goods sold and research and development expenses by $5.1 million and $0.5 million, respectively, and decreased both basic and diluted net loss per share available to common stockholders by $0.09. For the six months ended July 1, 2023, this change in accounting estimate decreased depreciation expense by $11.2 million, impacting cost of goods sold and research and development expenses by $10.2 million and $1.0 million, respectively, and decreased both basic and diluted net loss per share available to common stockholders by $0.17.

The Company had $0.1 million and $5.9 million in property, plant and equipment concluded to meet the criteria for assets held for sale as of July 1, 2023 and December 31, 2022, respectively. Amounts previously classified as assets held for sale were sold in a prior period for amounts that approximated book value for which a note receivable of $3.8 million, net of payments received, had been recorded. The note receivable is included in “Other non-current assets, net” in the Company’s condensed consolidated balance sheet at July 1, 2023 and December 31, 2022.

Share-Based Compensation - Narrative (Details) - USD ($) $ in Millions		3 Months Ended		6 Months Ended		12 Months Ended
	Jan. 01, 2023	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022	Dec. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares authorized for issuance (in shares)	23,060,440
Stock options outstanding (in shares)		4,532,389		4,532,389		3,999,933
Shares issued for stock option exercises (in shares)				8,713,037		8,145,769
Shares available for grant (in shares)		8,439,547		8,439,547		7,848,832
RSU
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares issuable (in shares)		1,467,289		1,467,289		993,313
Share-based compensation expense		$ 4.9	$ 6.0	$ 10.5	$ 11.2
Unrecognized compensation expense, period of recognition				1 year 3 months 18 days
Unrecognized share-based compensation expense		20.9		$ 20.9
RSU \| New Employees \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period					4 years
RSU \| Employees \| First Anniversary \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage				25.00%	25.00%
RSU \| Employees \| Thereafter \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period				3 years	3 years
RSU \| Continuing Employees \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period				1 year
RSU \| Continuing Employees \| First Anniversary \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage				50.00%	50.00%
RSU \| Board of Directors \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period				1 year	1 year
RSU \| New Board of Directors \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period				3 years	3 years
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense		2.8	$ 4.3	$ 6.8	$ 8.4
Unrecognized compensation expense		$ 17.8		$ 17.8
Unrecognized compensation expense, period of recognition				1 year 6 months
Stock Options \| New Employees \| First Anniversary
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage		0.00%	25.00%	25.00%	25.00%
Stock Options \| New Employees \| Thereafter
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		3 years	3 years	3 years	3 years
2018 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of additional shares authorized (in shares)	2,144,521			2,144,521
Shares available for grant (in shares)		8,439,547		8,439,547		7,848,832
2018 ESPP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for grant (in shares)		2,948,715		2,948,715		2,412,585
2018 ESPP \| Employee Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares authorized for issuance (in shares)		2,948,715		2,948,715
Number of additional shares authorized per year (in shares)	536,130

Commitments and Contingencies - Schedule of Contractual Obligation (Details) $ in Thousands	Jul. 01, 2023 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Remainder of 2023	$ 5,910
2024	11,820
2025	11,820
2026	11,820
2027	34,475
Total	$ 75,845

Related Party Transactions	6 Months Ended
Related Party Transactions	Jul. 01, 2023
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions In connection with the Company’s investment in TPP, a joint venture with PepsiCo, the Company sells certain products directly to the joint venture. In the year ended December 31, 2022, the Company also entered into an agreement for a nonrefundable up-front fee associated with its manufacturing and supply agreement with TPP to be recognized over the estimated term of the manufacturing and supply agreement. As part of the restructuring of certain contracts and operating activities related to Beyond Meat Jerky, in the first quarter of 2023, the Company recognized in full the remaining balance of this fee. See Note 10. Net revenues earned from TPP included in U.S. retail channel net revenues were $0 and $15.9 million for the three months ended July 1, 2023 and July 2, 2022, respectively. Net revenues earned from TPP included in U.S. retail channel net revenues were $5.3 million, including a $2.0 million non-refundable up-front fee, and $26.6 million for the six months ended July 1, 2023 and July 2, 2022, respectively. Accounts receivable from TPP were $0 and $0.4 million at July 1, 2023 and December 31, 2022, respectively. Unrecognized revenue associated with the up-front fee charged to TPP as of July 1, 2023 and December 31, 2022 was $0 and $2.0 million, respectively, and included in "Accrued expenses and other current liabilities" in the respective condensed consolidated balance sheets.

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-2

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-6

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483326/850-10-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(g)(3))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1

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-SubTopic 220
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-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(2)(e))
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-Section 50
-Paragraph 1
-Subparagraph (b)
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-URI https://asc.fasb.org//1943274/2147483326/850-10-50-1

+ Details

Debt - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
Debt - Narrative (Details) - USD ($) $ in Thousands	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022	Dec. 31, 2022	Mar. 12, 2021	Mar. 05, 2021
Debt Instrument [Line Items]
Debt issuance costs	$ 14,425		$ 14,425		$ 16,392
Amortization of debt issuance costs			1,967	$ 1,967
Level 2 \| Recurring
Debt Instrument [Line Items]
Convertible notes, fair value	311,075		311,075
Convertible Notes
Debt Instrument [Line Items]
Debt issuance costs							$ 23,600
Amortization of debt issuance costs	$ 1,000	$ 1,000	$ 2,000	$ 2,000
Interest rate	0.09%	0.09%	0.17%	0.17%
Remaining term			3 years 8 months 12 days
Convertible Notes \| Convertible Notes
Debt Instrument [Line Items]
Aggregate principal amount							$ 1,000,000
Stated rate						0.00%
Debt issuance costs	$ 14,425		$ 14,425
Additional Notes \| Convertible Notes
Debt Instrument [Line Items]
Aggregate principal amount						$ 150,000

Debt (Tables)

6 Months Ended

Jul. 01, 2023

Debt Disclosure [Abstract]

Schedule of Debt Balances

The following is a summary of debt balances as of July 1, 2023 and December 31, 2022:


(in thousands)	July 1, 2023		December 31, 2022
Convertible senior notes	$	1,150,000	$	1,150,000




Debt issuance costs	(14,425)		(16,392)


Long-term debt	$	1,135,575	$	1,133,608

The following is a summary of the Company’s Notes as of July 1, 2023:

(in thousands)

Principal Amount

Unamortized Issuance Costs

Net Carrying Amount

Fair Value

Amount

Leveling

0% Convertible senior notes due on March 15, 2027

$1,150,000

$14,425

$1,135,575

$311,075

Level 2

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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+ Details

Property, Plant and Equipment - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022	Apr. 01, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense	$ 5,900	$ 7,700	$ 11,928	$ 14,820
Net loss per share available to common stockholders—basic (in dollars per share)	$ (0.83)	$ (1.53)	$ (1.76)	$ (3.11)
Net loss per share available to common stockholders—diluted (in dollars per share)	$ (0.83)	$ (1.53)	$ (1.76)	$ (3.11)
Assets held for sale	$ 98		$ 98			$ 5,943
Note receivable	3,800		3,800
Change in Accounting Method Accounted for as Change in Estimate
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense	$ 5,600		$ 11,200
Net loss per share available to common stockholders—basic (in dollars per share)	$ 0.09		$ 0.17
Net loss per share available to common stockholders—diluted (in dollars per share)	$ 0.09		$ 0.17
Research and development equipment \| Minimum
Property, Plant and Equipment [Line Items]
Useful life					5 years
Research and development equipment \| Maximum
Property, Plant and Equipment [Line Items]
Useful life					10 years
Cost of goods sold
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense	$ 5,300	$ 6,600	$ 10,700	$ 12,500
Cost of goods sold \| Change in Accounting Method Accounted for as Change in Estimate
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense	5,100		10,200
Research and development expenses
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense	400	1,000	900	2,000
Research and development expenses \| Change in Accounting Method Accounted for as Change in Estimate
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense	500		1,000
Selling, general and administrative expenses
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense	$ 200	$ 100	$ 300	$ 300

Stockholders’ (Deficit) Equity

6 Months Ended

Jul. 01, 2023

Equity [Abstract]

Stockholders’ (Deficit) Equity

As of July 1, 2023, the Company’s shares consisted of 500,000,000 authorized shares of common stock, par value $0.0001 per share, of which 64,318,246 shares of common stock were issued and outstanding, and 500,000 authorized shares of preferred stock, par value $0.0001 per share, of which no shares were issued and outstanding.

As of December 31, 2022, the Company’s shares consisted of 500,000,000 authorized shares of common stock, par value $0.0001 per share, of which 63,773,982 shares were issued and outstanding, and 500,000 authorized shares of preferred stock, par value $0.0001 per share, of which no shares were issued and outstanding.

The Company has not declared or paid any dividends, or authorized or made any distribution upon or with respect to any class or series of its capital stock.

Common Stock

Common stock reserved for future issuance consisted of the following:


	July 1, 2023	December 31, 2022
Equity incentive compensation awards granted and outstanding	5,999,678	4,993,246
Shares available for grant under the 2018 Equity Incentive Plan	8,439,547	7,848,832
Shares available for issuance under the Employee Stock Purchase Plan	2,948,715	2,412,585
Shares reserved for potential issuance under the Notes	8,234,230	8,234,230
Total common stock reserved for future issuance(1)	25,622,170	23,488,893

_________________

(1) Total common stock reserved for future issuance excludes shares that may be issued pursuant to the ATM Program discussed below.

Shelf Registration Statement

On May 10, 2023, the Company filed an automatically effective shelf registration statement on Form S-3 (the “Shelf Registration Statement”) with the SEC, which allows the Company to sell, from time to time, and at its discretion, shares of its common stock having an aggregate offering price of up to

$200.0 million pursuant to an “at the market” offering program (the “ATM Program”). The Company intends to use the net proceeds, if any, from sales of its common stock issued under the ATM Program for general corporate and working capital purposes. The timing of any sales and the number of shares sold, if any, will depend on a variety of factors to be determined by the Company.

The shares will be offered pursuant to an equity distribution agreement (the “Equity Distribution Agreement’) between the Company and Goldman Sachs & Co. LLC, (“Goldman Sachs”), as sales agent. The Company will pay Goldman Sachs a commission equal to 3.25% of the aggregate gross proceeds of any shares sold through Goldman Sachs pursuant to the Equity Distribution Agreement . The Company is not obligated to sell any shares under the Equity Distribution Agreement. As of July 1, 2023, no sales had been made under the Equity Distribution Agreement and the ATM Program’s full capacity remained available.

- Definition

The entire disclosure for equity.

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+ Details

Debt - Schedule of Debt Balances (Details) - USD ($) $ in Thousands	Jul. 01, 2023	Dec. 31, 2022	Jul. 02, 2022	Mar. 05, 2021
Debt Instrument [Line Items]
Debt issuance costs	$ (14,425)	$ (16,392)
Total debt outstanding	1,135,575	1,133,608
Convertible Notes
Debt Instrument [Line Items]
Convertible senior notes	$ 1,150,000	$ 1,150,000	$ 1,200,000
Debt issuance costs				$ (23,600)

- Definition

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

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Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

- Definition

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

+ References + Details

Restructuring (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
Restructuring (Details) - USD ($) $ in Thousands	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022	Dec. 31, 2022
Restructuring and Related Activities [Abstract]
Restructuring expenses	$ (201)	$ 4,302	$ (627)	$ 7,328
Accrued unpaid liabilities, contract termination	$ 6		$ 6		$ 700

Summary of Significant Accounting Policies

6 Months Ended

Jul. 01, 2023

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

A detailed description of the Company's significant accounting policies can be found in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2022, filed with the SEC on March 1, 2023 (the “2022 10-K”). There have been no material changes in the Company’s significant accounting policies from those that were disclosed in the 2022 10-K, except as noted below.

Basis of Presentation

The unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the condensed consolidated financial statements include all adjustments necessary, which are of a normal and recurring nature, for the fair presentation of the Company’s financial position and of the results of operations and cash flows for the periods presented. These interim results are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2023 or for any other interim period or for any other future fiscal year. These condensed consolidated financial statements should be read in conjunction with the Company's audited financial statements and notes thereto included in the 2022 10-K. The condensed consolidated balance sheet as of December 31, 2022 has been derived from the audited financial statements at that date.

Principles of Consolidation

The unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated.

Management’s Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates and assumptions are based on current facts, historical experience and various other factors believed to be reasonable under the

circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recording of expenses that are not readily apparent from other sources. Actual results could differ from those estimates and such differences may be material to the financial statements.

Foreign Currency

Foreign currency translation loss, net of tax, reported as cumulative translation adjustment through “Other comprehensive loss” was $0.2 million and $2.3 million in the three months ended July 1, 2023 and July 2, 2022, respectively. Net realized and unrealized foreign currency transaction losses included in “Other, net” were $1.0 million and $5.5 million in the three months ended July 1, 2023 and July 2, 2022, respectively.

Foreign currency translation loss, net of tax, reported as cumulative translation adjustment through “Other comprehensive loss” was $0.2 million and $3.0 million in the six months ended July 1, 2023 and July 2, 2022, respectively. Net realized and unrealized foreign currency transaction losses included in “Other, net” were $0.7 million and $6.6 million in the six months ended July 1, 2023 and July 2, 2022, respectively.

Fair Value of Financial Instruments

The Company had no financial instruments measured at fair value on a recurring basis at July 1, 2023 and December 31, 2022.

There were no transfers of financial assets or liabilities into or out of Level 1, Level 2 or Level 3 in the three and six months ended July 1, 2023.

Restricted Cash

Restricted cash includes cash held as collateral for stand-alone letter of credit agreements related to normal business transactions. The agreements require the Company to maintain specified amounts of cash as collateral in segregated accounts to support the letters of credit issued thereunder. The Company had $15.2 million in restricted cash as of July 1, 2023, which was comprised of $12.6 million to secure the letter of credit to support the development and leasing of the Company’s Campus Headquarters (as defined in Note 4) recorded in “Restricted cash, non-current” and $2.6 million to secure a letter of credit associated with a new third party contract manufacturer in Europe recorded in “Restricted cash, current” in the condensed consolidated balance sheet. See Note 10.

Revenue Recognition

At the end of each accounting period, the Company recognizes a contra asset to accounts receivable for estimated sales discounts that have been incurred but not paid which totaled $4.2 million and $4.6 million as of July 1, 2023 and December 31, 2022, respectively. The offsetting charge is recorded as a reduction of revenues in the same period when the expense is incurred.

Presentation of Net Revenues by Channel

The following table presents the Company’s net revenues by channel:


	Three Months Ended				Six Months Ended
(in thousands)	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
U.S.:
Retail	$	48,490	$	78,861	$	92,649	$	147,121
Foodservice	12,764		23,389		27,439		38,882
U.S. net revenues	61,254		102,250		120,088		186,003
International:
Retail	19,995		23,692		34,284		39,829
Foodservice	20,900		21,098		40,013		30,663
International net revenues	40,895		44,790		74,297		70,492
Net revenues	$	102,149	$	147,040	$	194,385	$	256,495

One distributor and one customer accounted for approximately 11% and 10%, respectively, of the Company’s gross revenues in the three months ended July 1, 2023; and two distributors accounted for approximately 16% and 10%, respectively, of the Company’s gross revenues in the three months ended July 2, 2022. One distributor accounted for approximately 11% of the Company’s gross revenues in the six months ended July 1, 2023; and one distributor accounted for approximately 13% of the Company’s gross revenues in the six months ended July 2, 2022. No other customer or distributor accounted for more than 10% of the Company’s gross revenues in the three and six months ended July 1, 2023 and July 2, 2022.

Investment in Joint Venture

The Company uses the equity method of accounting to record transactions associated with its joint venture when the Company shares in joint control of the investee. Investment in joint venture is not consolidated but is recorded in “Investment in unconsolidated joint venture” in the Company’s condensed consolidated balance sheets. The Company recognizes its portion of the investee’s results in “Equity in losses of unconsolidated joint venture” in its condensed consolidated statements of operations. The Company eliminates its proportionate interest in any intra-entity profits or losses in the inventory of the investee at the end of the reporting period and recognizes its portion of the profit and losses when realized by the investee.

Shipping and Handling Costs

Outbound shipping and handling costs included in selling, general and administrative (“SG&A”) expenses in the three months ended July 1, 2023 and July 2, 2022 were $2.8 million and $4.2 million, respectively. Outbound shipping and handling costs included in SG&A expenses in the six months ended July 1, 2023 and July 2, 2022 were $6.0 million and $10.1 million, respectively.

Change in Accounting Estimate

During the first quarter of 2023, the Company completed a reassessment of the useful lives of its large manufacturing equipment and research and development equipment, and determined that the Company should increase the estimated useful lives for certain of its equipment from a range of 5 to 10 years to a uniform 10 years. This reassessment was accounted for as a change in accounting estimate and was made on a prospective basis effective January 1, 2023. See Note 6.

Recently Adopted Accounting Pronouncements

None.

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended				6 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Jul. 01, 2023	Apr. 01, 2023	Jul. 02, 2022	Apr. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Pay vs Performance Disclosure
Net loss	$ (53,505)	$ (59,037)	$ (97,134)	$ (100,458)	$ (112,542)	$ (197,592)

- Definition

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

+ References

+ Details

Summary of Significant Accounting Policies - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Disaggregation of Revenue [Line Items]
Net revenues	$ 102,149	$ 147,040	$ 194,385	$ 256,495
U.S. net revenues
Disaggregation of Revenue [Line Items]
Net revenues	61,254	102,250	120,088	186,003
U.S. net revenues \| Retail
Disaggregation of Revenue [Line Items]
Net revenues	48,490	78,861	92,649	147,121
U.S. net revenues \| Foodservice
Disaggregation of Revenue [Line Items]
Net revenues	12,764	23,389	27,439	38,882
International net revenues
Disaggregation of Revenue [Line Items]
Net revenues	40,895	44,790	74,297	70,492
International net revenues \| Retail
Disaggregation of Revenue [Line Items]
Net revenues	19,995	23,692	34,284	39,829
International net revenues \| Foodservice
Disaggregation of Revenue [Line Items]
Net revenues	$ 20,900	$ 21,098	$ 40,013	$ 30,663

- Definition

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

+ References + Details

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 924
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479941/924-10-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 30
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-30

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 42
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-42

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 40
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-40

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 41
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-4

+ Details

Net Loss Per Share Available to Common Stockholders

6 Months Ended

Jul. 01, 2023

Earnings Per Share [Abstract]

Net Loss Per Share Available to Common Stockholders

Net Loss Per Share Available to Common StockholdersThe Company calculates basic and diluted net loss per share available to common stockholders in conformity with the two-class method required for companies with participating securities. Pursuant to

Accounting Standards Update 2020-06, the Company applies the more dilutive of the if-converted method and the two-class method to its Notes.

Computation of net loss per share available to common stockholders for the three and six months ended July 1, 2023 excludes the dilutive effect of 4,532,389 shares issuable under stock options and 1,467,289 RSUs outstanding at July 1, 2023 because the Company incurred a net loss and their inclusion would be anti-dilutive. Computation of net loss per share available to common stockholders for the three and six months ended July 1, 2023 also excludes the dilutive effect of the Notes because the Company recorded a net loss and their inclusion would be anti-dilutive. Computation of net loss per share available to common stockholders for the three and six months ended July 2, 2022 excludes the dilutive effect of 4,402,397 shares issuable under stock options and 983,304 RSUs outstanding at July 2, 2022 because their inclusion would be anti-dilutive. Computation of net loss per share available to common stockholders for the three and six months ended July 2, 2022 also excludes the dilutive effect of the Notes because the Company recorded a net loss and their inclusion would be anti-dilutive.


(in thousands, except share and per share amounts)	Three Months Ended				Six Months Ended
	July 1, 2023		July 2, 2022		July 1, 2023		July 2, 2022
Numerator:
Net loss available to common stockholders	$	(53,505)	$	(97,134)	$	(112,542)	$	(197,592)

Net loss available to common stockholders—basic	(53,505)		(97,134)		(112,542)		(197,592)
Denominator:
Weighted average common shares outstanding—basic	64,246,048		63,573,658		64,119,258		63,519,444
Dilutive effect of shares issuable under stock options	—		—		—		—
Dilutive effect of RSUs	—		—		—		—
Dilutive effect of Notes, if converted(1)	—		—		—		—
Weighted average common shares outstanding—diluted	64,246,048		63,573,658		64,119,258		63,519,444
Net loss per share available to common stockholders—basic	$	(0.83)	$	(1.53)	$	(1.76)	$	(3.11)
Net loss per share available to common stockholders—diluted	$	(0.83)	$	(1.53)	$	(1.76)	$	(3.11)

__________

(1) As the Company recorded a net loss in the three and six months ended July 1, 2023 and July 2, 2022, inclusion of shares from the conversion premium or spread would be anti-dilutive. The Company had $1.2 billion in Notes outstanding as of July 1, 2023 and July 2, 2022.

Inventories (Tables)

6 Months Ended

Jul. 01, 2023

Inventory Disclosure [Abstract]

Schedule of Major Classes of Inventory

Major classes of inventory were as follows:


(in thousands)	July 1, 2023		December 31, 2022
Raw materials and packaging	$	112,508	$	139,509
Work in process	39,602		37,001
Finished goods	55,028		59,186
Total	$	207,138	$	235,696

Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 01, 2023	Jul. 02, 2022	Jul. 01, 2023	Jul. 02, 2022
Statement of Comprehensive Income [Abstract]
Net loss	$ (53,505)	$ (97,134)	$ (112,542)	$ (197,592)
Other comprehensive loss, net of tax:
Foreign currency translation loss, net of tax	(158)	(2,259)	(155)	(2,982)
Comprehensive loss, net of tax	$ (53,663)	$ (99,393)	$ (112,697)	$ (200,574)

- Definition

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

+ References

+ Details

Leases (Tables)

6 Months Ended

Jul. 01, 2023

Leases [Abstract]

Schedule of Components of Lease and Supplemental Cash Flow Information

Lease costs for operating and finance leases were as follows:


		Three Months Ended
(in thousands)	Statement of Operations Location	July 1, 2023		July 2, 2022
Operating lease cost:
Lease cost	Cost of goods sold	$	401	$	151
Lease cost	Research and development expenses	1,942		551
Lease cost	Selling, general and administrative expenses	751		860
Variable lease cost(1)	Cost of goods sold	39		9
Variable lease cost(1)	Research and development expenses	21		—
Variable lease cost(1)	Selling, general and administrative expenses	652		—
Operating lease cost		$	3,806	$	1,571
Short-term lease cost:
Short-term lease cost	Cost of goods sold	$	21	$	—
Short-term lease cost	Research and development expenses	38		—
Short-term lease cost	Selling, general and administrative expenses	50		152
Short-term lease cost		$	109	$	152
Finance lease cost:
Amortization of right-of use assets	Cost of goods sold	$	52	$	45
Amortization of right-of use assets	Research and development expenses	4		—
Interest on lease liabilities	Interest expense	6		(12)
Variable lease cost(1)	Cost of goods sold	4		—


Finance lease cost		$	66	$	33
Total lease cost		$	3,981	$	1,756

____________

(1) Variable lease cost primarily consists of common area maintenance, such as cleaning and repairs.


		Six Months Ended
(in thousands)	Statement of Operations Location	July 1, 2023		July 2, 2022
Operating lease cost:
Lease cost	Cost of goods sold	$	811	$	762
Lease cost	Research and development expenses	4,472		1,065
Lease cost	Selling, general and administrative expenses	1,117		1,863
Variable lease cost(1)	Cost of goods sold	123		162
Variable lease cost(1)	Research and development expenses	83		—
Variable lease cost(1)	Selling, general and administrative expenses	1,168		—
Operating lease cost		$	7,774	$	3,852
Short-term lease cost:
Short-term lease cost	Cost of goods sold	$	42	$	—
Short-term lease cost	Research and development expenses	84		—
Short-term lease cost	Selling, general and administrative expenses	97		299
Short-term lease cost		$	223	$	299
Finance lease cost:
Amortization of right-of use assets	Cost of goods sold	$	105	$	90
Amortization of right-of use assets	Research and development expenses	7		—
Interest on lease liabilities	Interest expense	11		12
Variable lease cost(1)	Cost of goods sold	5		—


Finance lease cost		$	128	$	102
Total lease cost		$	8,125	$	4,253

____________

(1) Variable lease cost primarily consists of common area maintenance, such as cleaning and repairs.

Weighted average remaining lease terms and weighted average discount rates were:


	July 1, 2023
	Operating Leases		Finance Leases
Weighted average remaining lease term (years)	14.4		3.0
Weighted average discount rate	6.8	%	3.6	%

Schedule of Assets and Liabilities Related to Operating and Finance Leases

Supplemental balance sheet information as of July 1, 2023 and December 31, 2022 related to leases are as follows:


(in thousands)	Balance Sheet Location	July 1, 2023		December 31, 2022
Assets
Operating leases	Operating lease right-of-use assets	$	136,264	$	87,595
Finance leases, net	Property, plant and equipment, net	568		688
Total lease assets		$	136,832	$	88,283

Liabilities
Current:
Operating lease liabilities	Current portion of operating lease liabilities	$	3,127	$	3,812
Finance lease liabilities	Accrued expenses and other current liabilities	218		224
Long-term:
Operating lease liabilities	Operating lease liabilities, net of current portion	77,122		55,854
Finance lease liabilities	Finance lease obligations and other long-term liabilities	362		469
Total lease liabilities		$	80,829	$	60,359

Schedule of Future Maturities of Operating Lease Liabilities

The following is a schedule by year of the maturities of lease liabilities with original terms in excess of one year, as of July 1, 2023:


	July 1, 2023
(in thousands)	Operating Leases		Finance Leases
Remainder of 2023	$	4,318	$	119
2024	8,368		209
2025	8,050		178
2026	8,030		72
2027	8,180		37
Thereafter	96,198		—
Total undiscounted future minimum lease payments	133,144		615
Less imputed interest	(52,895)		(35)
Total discounted future minimum lease payments	$	80,249	$	580

Schedule of Future Maturities of Finance Lease Liabilities

The following is a schedule by year of the maturities of lease liabilities with original terms in excess of one year, as of July 1, 2023:


	July 1, 2023
(in thousands)	Operating Leases		Finance Leases
Remainder of 2023	$	4,318	$	119
2024	8,368		209
2025	8,050		178
2026	8,030		72
2027	8,180		37
Thereafter	96,198		—
Total undiscounted future minimum lease payments	133,144		615
Less imputed interest	(52,895)		(35)
Total discounted future minimum lease payments	$	80,249	$	580

Cover Page - shares	6 Months Ended
Cover Page - shares	Jul. 01, 2023	Aug. 08, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jul. 01, 2023
Document Transition Report	false
Entity File Number	001-38879
Entity Registrant Name	BEYOND MEAT, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	26-4087597
Entity Address, Address Line One	888 N. Douglas Street, Suite 100
Entity Address, City or Town	El Segundo
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	90245
City Area Code	866
Local Phone Number	756-4112
Title of 12(b) Security	Common Stock, $0.0001 par value
Trading Symbol	BYND
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		64,385,791
Entity Central Index Key	0001655210
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2
Amendment Flag	false

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Jul. 01, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, authorized (in shares)	500,000	500,000
Preferred stock, issued (in shares)	0	0
Preferred stock, outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, authorized (in shares)	500,000,000	500,000,000
Common stock, issued (in shares)	64,318,246	63,773,982
Common stock, outstanding (in shares)	64,318,246	63,773,982

Introduction (Details)	6 Months Ended
Introduction (Details)	Jul. 01, 2023
United States \| Long-Lived Assets \| Geographic Concentration Risk
Concentration Risk [Line Items]
Concentration risk	84.00%

Stockholders’ (Deficit) Equity - Schedule of Common Stock Reserved for Future Issuance (Details) - shares	Jul. 01, 2023	Dec. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options outstanding (in shares)	4,532,389	3,999,933
Shares available for issuance under the 2018 Equity Incentive plan (in shares)	8,439,547	7,848,832
Total common stock reserved for future issuance (in shares)	25,622,170	23,488,893
Equity Incentive Compensation Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options outstanding (in shares)	5,999,678	4,993,246
2018 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for issuance under the 2018 Equity Incentive plan (in shares)	8,439,547	7,848,832
Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for issuance under the 2018 Equity Incentive plan (in shares)	2,948,715	2,412,585
Notes
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total common stock reserved for future issuance (in shares)	8,234,230	8,234,230

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 35
-Paragraph 1D
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480483/718-10-35-1D

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 35
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480483/718-10-35-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)(1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)(3)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
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+ Details

Share-Based Compensation - Schedule of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended	12 Months Ended
	Jul. 01, 2023	Dec. 31, 2022
Number of Stock Options
Outstanding, beginning balance (in shares)	3,999,933
Granted (in shares)	1,014,718
Exercised (in shares)	(209,813)
Canceled/Forfeited (in shares)	(272,449)
Outstanding, ending balance (in shares)	4,532,389	3,999,933
Vested and exercisable (in shares)	3,139,612
Vested and expected to vest (in shares)	4,317,216
Weighted Average Exercise Price
Outstanding, beginning balance (in dollars per share)	$ 25.58
Granted (in dollars per share)	17.84
Exercised (in dollars per share)	0.73
Canceled/Forfeited (in dollars per share)	38.78
Outstanding, ending balance (in dollars per share)	24.20	$ 25.58
Vested and exercisable (in dollars per share)	22.67
Vested and expected to vest (in dollars per share)	$ 23.84
Weighted Average Remaining Contractual Life (Years)
Outstanding	5 years 9 months 18 days	5 years 3 months 18 days
Vested and exercisable	4 years 3 months 18 days
Vested and expected to vest	5 years 8 months 12 days
Aggregate Intrinsic Value
Outstanding, beginning balance	$ 20,712
Exercised	3,568
Outstanding, ending balance	19,353	$ 20,712
Vested and exercisable	19,353
Vested and expected to vest	$ 19,353

Commitments and Contingencies

6 Months Ended

Jul. 01, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Leases

See Note 4.

On January 14, 2021, the Company entered into the Campus Lease with HC Hornet Way, LLC, a Delaware limited liability company (the “Landlord”), to house the Company’s Campus Headquarters.

Under the terms of the Campus Lease, the Company will lease an aggregate of approximately 282,000 rentable square feet in a portion of a building located at 888 N. Douglas Street, El Segundo, California, to be built out by the Landlord and delivered to the Company in multiple phases. In 2022 and in the second quarter of 2023, the tenant improvements associated with Phase 1-A and Phase 1-B, respectively, were completed and the underlying assets were delivered to the Company. Therefore, the Company began recognizing a right-of-use asset and lease liability for Phase1-A in its consolidated balance sheet in the year ended December 31, 2022 and for Phase 1-B in its consolidated balance sheet in the second quarter ended July 1, 2023. See Note 4. Aggregate payments towards base rent over the initial lease term

associated with the remaining phases not yet delivered to the Company will be approximately $79.4 million.

Concurrent with the Company’s execution of the Campus Lease, as a security deposit, the Company delivered to the Landlord a letter of credit in the amount of $12.5 million which amount will decrease to: (i) $6.3 million on the fifth (5th) anniversary of the Rent Commencement Date (as defined in the Campus Lease); (ii) $3.1 million on the eighth (8th) anniversary of the Rent Commencement Date; and (iii) $0 in the event the Company receives certain credit ratings; provided the Company is not then in default of its obligations under the Campus Lease. The letter of credit is secured by a $12.6 million deposit included in the Company’s condensed consolidated balance sheet as “Restricted cash, non-current” as of July 1, 2023 and December 31, 2022.

China Investment and Lease Agreement

On September 22, 2020, the Company and its wholly-owned subsidiary, Beyond Meat (Jiaxing) Food Co., Ltd. (“BYND JX”), entered into an investment agreement with the Administrative Committee (the “JX Committee”) of the Jiaxing Economic & Technological Development Zone (the “JXEDZ”) pursuant to which, among other things, BYND JX has agreed to make certain investments in the JXEDZ in two phases of development, and the Company has agreed to guarantee certain repayment obligations of BYND JX under such agreement.

During Phase 1, the Company agreed to invest $10.0 million as the registered capital of BYND JX in the JXEDZ through intercompany investment in BYND JX. As of July 1, 2023, the Company had invested $22.0 million as the registered capital of BYND JX and advanced $20.0 million to BYND JX.

In the event that the Company and BYND JX determine, in their sole discretion, to proceed with the Phase 2 development in the JXEDZ, BYND JX has agreed in the first stage of Phase 2 to increase its registered capital to $40.0 million and to acquire the land use right to a state-owned land plot in the JXEDZ to conduct development and construction of a new production facility. Following the first stage of Phase 2, the Company and BYND JX may determine, in their sole discretion, to permit BYND JX to obtain a second state-owned land plot in the JXEDZ in order to construct one or more facilities thereon.

The Planet Partnership

On January 25, 2021, the Company entered into the Planet Partnership, LLC (“TPP”), a joint venture with PepsiCo, Inc. (“PepsiCo”) to develop, produce and market innovative snack and beverage products made from plant-based protein. In the three months ended July 1, 2023 and July 2, 2022, the Company recognized its share of the net losses in TPP in the amount of $0.5 million and $1.4 million, respectively. In the six months ended July 1, 2023 and July 2, 2022, the Company recognized its share of the net losses in TPP in the amount of $3.7 million and $2.1 million, respectively. As of the year ended December 31, 2022, the Company had contributed its share of the investment in TPP in the amount of $24.3 million. In the six months ended July 1, 2023, the Company contributed an additional $3.3 million as its share of an additional investment in TPP, resulting in a total contribution of $27.6 million as of July 1, 2023. See Note 2 and Note 13.

In the first half of 2023, the Company continued the process of restructuring certain contracts and operating activities related to Beyond Meat Jerky.

Purchase Commitments

On July 1, 2023, the Company and Roquette Frères entered into a second amendment (the “Second Amendment”) to the Company’s existing pea protein supply agreement dated January 10, 2020, as amended by the first amendment dated August 3, 2022 (the “First Amendment”). Pursuant to the Second Amendment, the terms of the agreement and existing purchase commitments set forth in the First

Amendment were revised and extended through December 31, 2025. Pursuant to the Second Amendment, the purchase commitment was revised such that the Company has committed to purchase pea protein inventory totaling $2.7 million in the remainder of 2023, $10.9 million in 2024 and $17.1 million in 2025.

On April 6, 2022, the Company entered into a co-manufacturing agreement (“Co-Manufacturing Agreement”) with a co-manufacturer to manufacture various products for the Company. The Co-Manufacturing Agreement includes a minimum order quantity commitment per month and an aggregate quantity over a 5-year term. For a portion of the contract term, if the minimum order for a month is not fulfilled, the Company may be assessed a fee per pound, which fee may be waived by the co-manufacturer upon reaching certain aggregate quarterly volume requirements.

The following table sets forth the schedule of the fees for the committed quantity under the Co-Manufacturing Agreement.


(in thousands)	As of July 1, 2023
Remainder of 2023	$	5,910
2024	11,820
2025	11,820
2026	11,820
2027	34,475
Total	$	75,845

Litigation

In connection with the matters described below, the Company has accrued for loss contingencies where it believes that losses are probable and estimable. No loss contingency is recorded for matters where such losses are either not probable or reasonably estimable (or both). Although it is reasonably possible that actual losses could be in excess of the Company’s accrual, the Company is unable to estimate a reasonably possible loss or range of loss in excess of its accrual, due to various reasons, including, among others, that: (i) the proceedings are in early stages or no claims have been asserted, (ii) specific damages have not been sought in all of these matters, (iii) damages, if asserted, are considered unsupported and/or exaggerated, (iv) there is uncertainty as to the outcome of pending appeals, motions or settlements, (v) there are significant factual issues to be resolved, and/or (vi) there are novel legal issues or unsettled legal theories presented. It is not possible to predict the ultimate outcome of all pending legal proceedings, and some of the matters discussed below seek or may seek potentially large and/or indeterminate amounts. Any such loss or excess loss could have a material effect on the Company’s results of operations or cash flows or on the Company’s financial condition.

In addition to the matters described below, the Company is involved in various other legal proceedings, claims and litigation arising in the ordinary course of business. Based on the facts currently available, the Company does not believe that the disposition of such other matters that are pending or asserted will have a material effect on its financial statements.

Retail Wholesale Department Store Union Local 338 Retirement Fund v. Beyond Meat, Inc.

On May 11, 2023, a class action complaint was filed against the Company and certain of its current and former officers and directors in the United States District Court for the Central District of California, captioned Retail Wholesale Department Store Union Local 338 Retirement Fund v. Beyond Meat, Inc., et al., Case No. 2:23-cv-03602. The complaint asserts violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), against the Company and certain of

its current and former officers and directors on behalf of a putative class of investors who purchased the Company’s common stock between May 5, 2020 and October 13, 2022, inclusive. On July 26, 2023 the Court granted Saskatchewan Healthcare Employees’ Pension Plan’s motion to be appointed lead plaintiff and for its counsel to be appointed lead counsel.

The complaint alleges, among other things, that the Company and certain current and former officers and directors made false and misleading statements or omissions regarding the Company’s ability to manufacture its products at scale and to its partners’ specifications. The complaint seeks an order certifying the class, damages, interest, costs, expenses, attorneys’ and expert fees, and other unspecified equitable or injunctive relief. The case is at a preliminary stage. The Company intends to vigorously defend against these claims.

Gervat v. Brown et al.

On July 21, 2023, a derivative shareholder action was filed against certain of its current and former officers and directors of the Company in the United States District Court for the Central District of California, captioned Gervat v. Brown et al., Case No. 2:23-cv-05954. The complaint asserts claims for breach of fiduciary duty, unjust enrichment and gross mismanagement. It also asserts violations of Section 14(a) of the Exchange Act against a subset of defendants and seeks contribution for violations of Sections10(b) and 21D of the Exchange Act from the individual defendants named in the related securities class action lawsuit. The Company is named as a nominal defendant only.

The complaint alleges, among other things, that the Company and certain of its current and former officers and directors made false and misleading statements or omissions regarding the Company’s ability to manufacture its products at scale and to its partners’ specifications. The Gervat complaint covers the same period of time as covered by the Retail Wholesale complaint, namely May 5, 2020 through October 13, 2022. The complaint further alleges that a demand on the Company’s board of directors (the “Board”) to pursue this action would be futile. The complaint seeks a declaration that the named plaintiff can maintain the action on behalf of the Company and that the individual defendants have breached or aided in breaching fiduciary duties owed to the Company; damages and interest; restitution; costs and fees; an order directing the Company to improve its corporate governance and oversight and provide shareholders more Board control; and other unspecified equitable or injunctive relief. The case is at a preliminary stage. The Company intends to vigorously defend against these claims.

Brink v. Brown et al.

On July 27, 2023, a derivative shareholder action was filed against certain current and former officers and directors of the Company in the United States District Court for the Central District of California, captioned Brink v. Brown et al., Case No. 2:23-cv-06110. The complaint asserts claims for breach of fiduciary duty, unjust enrichment, and gross mismanagement. It also asserts violations of Section 14(a) of the Exchange Act against a subset of defendants. The Company is named as a nominal defendant only.

The complaint alleges, among other things, that the Company and certain of its current and former officers and directors made false and misleading statements or omissions regarding the Company’s ability to manufacture its products at scale and to its partners’ specifications. The Brink complaint covers the same period of time as covered by the Retail Wholesale complaint and the Gervat complaint, namely May 5, 2020 through October 13, 2022. The complaint further alleges that a demand on the Board to pursue this action would be futile. The complaint seeks a declaration that the named plaintiff can maintain the action on behalf of the Company and that the individual defendants have breached or aided in breaching fiduciary duties owed to the Company; damages and interest; restitution; costs and fees; an order directing the Company to improve its corporate governance and oversight and provide shareholders more

Board control; and other unspecified equitable or injunctive relief. The case is at a preliminary stage. The Company intends to vigorously defend against these claims.

Moore v. Nelson et al.

On August 4, 2023, a derivative shareholder action was filed against certain current and former officers and directors of the Company in the Superior Court of the State of California for the County of Los Angeles, captioned Moore v. Nelson et al., Case No. 23STCV18587. The complaint asserts claims for breach of California’s insider trading laws. The Company is named as a nominal defendant only. The Moore complaint covers the same period of time as covered by the Retail Wholesale complaint, the Gervat complaint and the Brink complaint, namely May 5, 2020 through October 13, 2022.

The complaint alleges that certain current and former officers and directors of the Company traded Company shares on the public market while in possession of material, non-public information. The complaint seeks all statutory remedies, including relief “prohibiting insider trading;” restitution, disgorgement of proceeds, and treble damages; prejudgment interest, costs, and fees; and other unspecified relief. The case is at a preliminary stage. The Company intends to vigorously defend against these claims.

Consumer Class Actions Regarding Protein Claims

From May 31, 2022 through January 13, 2023, multiple putative class action lawsuits were filed against the Company in various federal and state courts alleging that the labeling and marketing of certain of the Company’s products is false and/or misleading under federal and/or various states’ laws. Specifically, each of these lawsuits allege one or more of the following theories of liability: (i) that the labels and related marketing of the challenged products misstate the quantitative amount of protein that is provided by each serving of the product; (ii) that the labels and related marketing of the challenged products misstate the percent daily value of protein that is provided by each serving of the product; and (iii) that the Company has represented that the challenged products are “all-natural,” “organic,” or contain no “synthetic” ingredients when they in fact contain methylcellulose, an allegedly synthetic ingredient. The named plaintiffs of each complaint seek to represent classes of nationwide and/or state-specific consumers, and seek on behalf of the putative classes damages, restitution, and injunctive relief, among other relief. Additional complaints asserting these theories of liability are possible. Some lawsuits previously filed were voluntarily withdrawn or dismissed without prejudice, though they may be refiled.

On November 14, 2022, the Company filed a motion with the Judicial Panel on Multidistrict Litigation to transfer and consolidate all pending class actions. No party opposed the motion, and the Panel held oral argument on the motion on January 26, 2023. The Panel granted the motion on February 1, 2023, consolidating the pending class action lawsuits and transferring them to Judge Sara Ellis in the Northern District of Illinois for pre-trial proceedings.

On March 3, 2023, the court held the initial status conference. The court granted plaintiffs’ motion to appoint interim class counsel and set a briefing schedule on the Company’s anticipated motion to dismiss. On May 3, 2023, plaintiffs filed an amended consolidated complaint. The Company’s motion to dismiss was filed on June 5, 2023, and plaintiffs filed a brief in opposition on July 7, 2023. The Company’s reply in support of the motion to dismiss was filed on July 21, 2023. A telephonic conference was set for October 17, 2023 for a ruling on the motion to dismiss.

The active lawsuits are:

•Roberts v. Beyond Meat, Inc., No. 1:22-cv-02861 (N.D. Ill.) (filed May 31, 2022)

•Cascio v. Beyond Meat, Inc., No. 1:22-cv-04018 (E.D.N.Y.) (filed July 8, 2022)

•Miller v. Beyond Meat, Inc., No. 1:22-cv-06336 (S.D.N.Y.) (filed July 26, 2022)

•Garcia v. Beyond Meat, Inc., No. 4:22-cv-00297 (S.D. Iowa) (filed September 9, 2022)

•Borovoy v. Beyond Meat, Inc., No. 1:22-cv-06302 (N.D. Ill.) (filed September 30, 2022 in DuPage Co., Ill.; removed on Nov. 10, 2022)

•Zakinov v Beyond Meat, Inc., No. 4:23-cv-00144 (S.D. Tex.) (filed January 13, 2023)

The Company intends to vigorously defend against all claims asserted in the complaints.

Interbev

In October 2020, Interbev, a French trade association for the livestock and meat industry sent a cease-and-desist letter to one of the Company’s contract manufacturers alleging that the use of “meat” and meat-related terms is misleading the French consumer. Despite the Company’s best efforts to reach a settlement, including a formal settlement proposal from the Company in March 2021, the association no longer responded. Instead, on March 13, 2022, the Company was served a summons by Interbev to appear before the Commercial Court of Paris. The summons alleges that the Company misleads the French consumer with references to e.g. “plant based meat,” “plant based burger” and related descriptive names, and alleges that the Company is denigrating meat and meat products. The relief sought by Interbev includes (i) changing the presentation of Beyond Meat products to avoid any potential confusion with meat products, (ii) publication of the judgment of the court in the media, and (iii) damages of EUR 200,000. On October 12, 2022, the Company submitted its brief in defense. On February 1, 2023, the French trade association submitted updated pleadings to the Commercial Court. The association maintains its position that the Company is misleading the consumer, and additionally alleges that it is engaging in unlawful comparative advertising of its products with respect to meat and meat products. The relief sought is unchanged. On May 24, 2023, the Company submitted its defense, strongly disputing these claims. Interbev is now scheduled to submit a response by September 27, 2023, following which the Company will have another opportunity to respond. The Company intends to request a stay in the commercial litigation proceedings, pending the decision of the Court of Justice of the European Union (“CJEU”) in the administrative litigation case against the French Decree prohibiting meat names. The commercial litigation is expected to take at least 24 months in the first instance, and at least 36 months if the stay is granted. If the Court rules against the Company, it could disrupt the Company’s ability to market in France. The Company intends to vigorously defend against these claims.

On April 21, 2023, Interbev filed two actions before the European Union Intellectual Property Office to cancel the Company’s EU trademark registration for the Caped Steer logo. Interbev is seeking cancellation of the trademark, alleging that the trademark is invalid because it allegedly misleads the public about the nature and characteristics of the products offered under the mark. Interbev is also seeking cancellation on the basis of lack of genuine use, despite the fact that the mark is within the five-year grace period where it cannot be challenged for lack of use. On July 7, 2023, the Company submitted its responses to these actions, strongly disputing these claims and defending its use of the Caped Steer logo.

Decree prohibiting meat names

On June 29, 2022, France adopted a Decree implementing a prohibition of June 2020 on the use of denominations used for foodstuffs of animal origin to describe, market or promote foodstuffs containing plant proteins (“Decree”). The Decree prohibits the use of meat names (such as “sausage” or “meatballs”) for plant-based products, from its date of entry into force on October 1, 2022. On July 27, 2022, the French High Administrative Court issued a temporary and partial suspension of the execution of the Decree, in response to a motion filed by a French trade association. While the Court has not yet handed down a final decision on the merits, the suspension indicates that it has serious doubts as to the substantive lawfulness of the Decree.

The Company does not believe that the Decree complies with the laws of the European Union (EU), and in particular the principle of free movement of goods, nor with French rules requiring laws to be clear and accessible. On October 21, 2022, the Company filed a request for annulment of the Decree before the French High Administrative Court. On November 16, 2022, the Company filed a voluntary intervention in the French trade association’s own application for annulment, to ensure that both the Company’s voice and strong EU law arguments are heard. On January 23, 2023, the French Ministry for the Economy responded to the Company’s request for annulment and intervention. The Ministry’s response made clear that it will enforce the Decree as a blanket ban on the use of all “meaty” names for plant-based products in France. On April 20, 2023, a number of plant-based companies voluntarily filed interventions in support of the Company’s case.

On July 12, 2023, the French High Administrative Court issued an intermediate judgment in the proceedings. It held that there are a number of difficult interpretations of EU law, which will be decisive for the resolution of the case. For that reason, the French High Administrative Court referred the case to the CJEU, which is the highest court in the EU and can issue a legally binding interpretation of EU law valid in all 27 EU member states, including France. The French High Administrative Court is bound to follow the judgment of the CJEU. The procedure before the CJEU will commence in or around September 2023, and will likely take around 15 to 18 months to complete. The Company maintains its position that the Decree is illegal under French and EU law, and will continue to fight the Decree at EU level with utmost vigor.

The judgment of the CJEU will be determinative as to whether the Decree’s ban on meat names for plant-based foods is lawful, or not, under EU law. The judgment of the CJEU will also set a precedent on the naming of plant-based foods for all other EU member states, which may significantly disrupt or facilitate the operations of the Company and the entire plant-based protein industry in France and across the EU.