0001655210-25-000034 | 10-K | XBRL Viewer

Income Taxes - Schedule Of (Benefit) Provision For Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Current:
Federal	$ 0	$ 0	$ 0
State	(26)	5	32
Foreign	0	0	0
Total current	(26)	5	32
Deferred:
Federal	0	0	0
State	0	0	0
Foreign	0	0	0
Total deferred	0	0	0
(Benefit) provision for income tax	$ (26)	$ 5	$ 32

Leases - Schedule of Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Assets
Operating lease right-of-use assets	$ 123,975	$ 130,460
Finance lease, right-of-use asset, statement of financial position	Property, plant and equipment, net	Property, plant and equipment, net
Finance leases, net	$ 3,817	$ 461
Total lease assets	127,792	130,921
Current:
Current portion of operating lease liabilities	4,125	3,677
Finance lease liabilities	$ 851	$ 196
Finance lease liability, current, statement of financial position	Accrued expenses and other current liabilities	Accrued expenses and other current liabilities
Long-term:
Operating lease liabilities	$ 73,613	$ 75,648
Finance lease obligations and other long term liabilities	$ 2,812	$ 274
Finance lease liability, noncurrent, statement of financial position	Finance lease obligations and other long term liabilities	Finance lease obligations and other long term liabilities
Total lease liabilities	$ 81,401	$ 79,795

Leases - Components of Lease (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Lease Cost
Operating lease cost	$ 18,143	$ 16,736
Short-term lease cost	567	464
Interest on lease liabilities	164	21
Finance lease cost	1,183	250
Total lease cost	$ 19,893	17,450
Operating Leases
Weighted average remaining lease term (years)	13 years 2 months 12 days
Weighted average discount rate	6.90%
Finance Leases
Weighted average remaining lease term (years)	3 years 10 months 24 days
Weighted average discount rate	4.20%
Cost of goods sold
Lease Cost
Lease cost	$ 1,668	1,625
Variable lease cost	269	233
Short-term lease cost	93	84
Amortization of right-of use assets	992	204
Variable lease cost	13	10
Research and development expenses
Lease Cost
Lease cost	9,539	9,396
Variable lease cost	6	119
Short-term lease cost	105	152
Amortization of right-of use assets	14	15
Selling, general and administrative expenses
Lease Cost
Lease cost	2,503	2,621
Variable lease cost	4,158	2,742
Short-term lease cost	$ 369	$ 228

Leases

12 Months Ended

Dec. 31, 2024

Leases [Abstract]

Leases

See Note 10.

Leases are classified as either finance leases or operating leases based on criteria in ASC 842. The Company has operating leases for its corporate offices, including the Campus Headquarters (as defined below), 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 a 12-year lease with two 5-year renewal options (“Campus Lease”) to house its corporate headquarters, lab and innovation space (“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 paid $6.5 million and $4.2 million in rent prepayments and payments towards construction costs of the Campus Headquarters in the years ended December 31, 2024 and 2023, respectively. The rent prepayments and payments towards construction costs are initially recorded in Prepaid lease costs, non-current in the Company’s 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.

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-A, the Company moved its innovation team from its former Manhattan Beach Innovation Center to the Campus Headquarters. In 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. Upon completion of the tenant improvements associated with Phase 1-B, the Company moved its headquarters, sales and marketing operations to the Campus Headquarters.

On September 17, 2024, the Company entered into an amendment to the Campus Lease, which amendment: (i) revised the square footage of the premises, building and project to: (a) increase the Company’s base rent by approximately $851,000 over the initial lease term; (b) adjust the Company’s percentage share of direct expenses; and (c) increase the tenant improvement allowance to reflect a reduction in the scope of landlord’s work; (ii) specify which improvements must be removed by the Company from the premises if the premises are not occupied in their entirety throughout the initial lease term and first extension term; and (iii) address other ministerial matters concerning the Campus Lease. Costs associated with this amendment are included in operating lease costs related to research and development expenses and SG&A expenses and are reflected in the tables below.

The lease on the Company’s Manhattan Beach Project Innovation Center expired on January 31, 2024. Costs associated with this lease through its expiration date are included in operating lease costs related to research and development expenses and are reflected in the tables below.

Given the Company’s intention to reduce its overall operating expenses and cash expenditures, on February 2, 2024, the Company terminated the agreement to purchase a property in Enschede, the Netherlands (the “Enschede Property”) and the security deposit was returned to the Company, which was subsequently paid to the purchaser of the property to be applied towards the deposit and future lease payments. The Company entered into a lease agreement with the purchaser of the property to lease the approximately 114,000 square foot property for an initial period of five years with an option to renew for an additional five years at an annual rent of approximately €1.0 million. The lease is classified as a finance lease in the Company’s consolidated balance sheet as of December 31, 2024. Costs associated with this lease are included in finance lease costs related to cost of goods sold and are reflected in the tables below.

Lease costs for operating and finance leases were as follows:


		December 31,
(in thousands)	Statement of Operations Location	2024		2023
Operating lease cost:
Lease cost	Cost of goods sold	$	1,668	$	1,625
Lease cost	Research and development expenses	9,539		9,396
Lease cost	Selling, general and administrative expenses	2,503		2,621
Variable lease cost(1)	Cost of goods sold	269		233
Variable lease cost(1)	Research and development expenses	6		119
Variable lease cost(1)	Selling, general and administrative expenses	4,158		2,742
Operating lease cost		$	18,143	$	16,736
Short- term lease cost:
Short-term lease cost	Cost of goods sold	$	93	$	84
Short-term lease cost	Research and development expenses	105		152
Short-term lease cost	Selling, general and administrative expenses	369		228
Short-term lease cost		567		464
Finance lease cost:
Amortization of right-of use assets	Cost of goods sold	$	992	$	204
Amortization of right-of use assets	Research and development expenses	14		15
Interest on lease liabilities	Interest expense	164		21
Variable lease cost(1)	Cost of goods sold	13		10
Finance lease cost		$	1,183	$	250
Total lease cost		$	19,893	$	17,450

____________

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

Supplemental balance sheet information related to leases are:


		December 31,
(in thousands)	Balance Sheet Location	2024		2023
Assets
Operating leases	Operating lease right-of-use assets	$	123,975	$	130,460
Finance leases, net	Property, plant and equipment, net	3,817		461
Total lease assets		$	127,792	$	130,921

Liabilities
Current:
Operating lease liabilities	Current portion of operating lease liabilities	$	4,125	$	3,677
Finance lease liabilities	Accrued expenses and other current liabilities	851		196
Long-term:
Operating lease liabilities	Operating lease liabilities, net of current portion	73,613		75,648
Finance lease liabilities	Finance lease obligations and other long-term liabilities	2,812		274
Total lease liabilities		$	81,401	$	79,795

The following is a schedule by year of the maturities of lease liabilities with original terms in excess of one year, as of December 31, 2024:


	December 31, 2024
(in thousands)	Operating Leases		Finance Leases
2025	$	8,684	$	989
2026	8,494		1,027
2027	8,319		996
2028	8,373		955
2029	8,546		9
Thereafter	80,466		—
Total undiscounted future minimum lease payments	122,882		3,976
Less imputed interest	(45,144)		(313)
Total discounted future minimum lease payments	$	77,738	$	3,663

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


	December 31, 2024
	Operating Leases		Finance Leases
Weighted average remaining lease term (years)	13.2		3.9
Weighted average discount rate	6.9	%	4.2	%

Supplemental cash flow information:


	December 31,
(in thousands)	2024		2023
Cash paid for amounts included in the measurement of operating lease liabilities	$	8,656	$	9,452
Operating lease right-of-use assets obtained in exchange for lease liabilities	1,755		36,400

Leases

See Note 10.

Lease costs for operating and finance leases were as follows:


		December 31,
(in thousands)	Statement of Operations Location	2024		2023
Operating lease cost:
Lease cost	Cost of goods sold	$	1,668	$	1,625
Lease cost	Research and development expenses	9,539		9,396
Lease cost	Selling, general and administrative expenses	2,503		2,621
Variable lease cost(1)	Cost of goods sold	269		233
Variable lease cost(1)	Research and development expenses	6		119
Variable lease cost(1)	Selling, general and administrative expenses	4,158		2,742
Operating lease cost		$	18,143	$	16,736
Short- term lease cost:
Short-term lease cost	Cost of goods sold	$	93	$	84
Short-term lease cost	Research and development expenses	105		152
Short-term lease cost	Selling, general and administrative expenses	369		228
Short-term lease cost		567		464
Finance lease cost:
Amortization of right-of use assets	Cost of goods sold	$	992	$	204
Amortization of right-of use assets	Research and development expenses	14		15
Interest on lease liabilities	Interest expense	164		21
Variable lease cost(1)	Cost of goods sold	13		10
Finance lease cost		$	1,183	$	250
Total lease cost		$	19,893	$	17,450

____________

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

Supplemental balance sheet information related to leases are:


		December 31,
(in thousands)	Balance Sheet Location	2024		2023
Assets
Operating leases	Operating lease right-of-use assets	$	123,975	$	130,460
Finance leases, net	Property, plant and equipment, net	3,817		461
Total lease assets		$	127,792	$	130,921

Liabilities
Current:
Operating lease liabilities	Current portion of operating lease liabilities	$	4,125	$	3,677
Finance lease liabilities	Accrued expenses and other current liabilities	851		196
Long-term:
Operating lease liabilities	Operating lease liabilities, net of current portion	73,613		75,648
Finance lease liabilities	Finance lease obligations and other long-term liabilities	2,812		274
Total lease liabilities		$	81,401	$	79,795

The following is a schedule by year of the maturities of lease liabilities with original terms in excess of one year, as of December 31, 2024:


	December 31, 2024
(in thousands)	Operating Leases		Finance Leases
2025	$	8,684	$	989
2026	8,494		1,027
2027	8,319		996
2028	8,373		955
2029	8,546		9
Thereafter	80,466		—
Total undiscounted future minimum lease payments	122,882		3,976
Less imputed interest	(45,144)		(313)
Total discounted future minimum lease payments	$	77,738	$	3,663

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


	December 31, 2024
	Operating Leases		Finance Leases
Weighted average remaining lease term (years)	13.2		3.9
Weighted average discount rate	6.9	%	4.2	%

Supplemental cash flow information:


	December 31,
(in thousands)	2024		2023
Cash paid for amounts included in the measurement of operating lease liabilities	$	8,656	$	9,452
Operating lease right-of-use assets obtained in exchange for lease liabilities	1,755		36,400

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 131,913	$ 190,505
Restricted cash, current	1,041	2,830
Accounts receivable, net	26,862	31,730
Inventory	113,444	130,336
Prepaid expenses and other current assets	11,332	12,904
Assets held for sale	1,864	4,539
Total current assets	286,456	372,844
Restricted cash, non-current	12,600	12,600
Property, plant and equipment, net	184,887	194,046
Operating lease right-of-use assets	123,975	130,460
Prepaid lease costs, non-current	68,005	61,635
Other non-current assets, net	622	1,192
Investment in unconsolidated joint venture	1,601	1,673
Total assets	678,146	774,450
Current liabilities:
Accounts payable	37,571	56,032
Accrued bonus	582	4,790
Current portion of operating lease liabilities	4,125	3,677
Accrued expenses and other current liabilities	11,925	9,855
Accrued litigation settlement	7,250	0
Total current liabilities	61,453	74,354
Long-term liabilities:
Convertible senior notes, net	1,141,476	1,137,542
Operating lease liabilities, net of current portion	73,613	75,648
Finance lease obligations and other long term liabilities	2,812	274
Total long-term liabilities	1,217,901	1,213,464
Commitments and contingencies (Note 10)
Stockholders’ deficit:
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 at December 31, 2024 and 2023; 76,065,969 shares and 64,624,140 shares issued and outstanding at December 31, 2024 and 2023, respectively	8	6
Additional paid-in capital	644,004	573,128
Accumulated deficit	(1,241,531)	(1,081,253)
Accumulated other comprehensive loss	(3,689)	(5,249)
Total stockholders’ deficit	(601,208)	(513,368)
Total liabilities and stockholders’ deficit	$ 678,146	$ 774,450

Consolidated Statements of Stockholders’ Deficit - USD ($) $ in Thousands	Total	ATM Program	Common Stock	Common Stock ATM Program	Additional Paid-in Capital	Additional Paid-in Capital ATM Program	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)
Common Stock
Net loss	(366,137)						(366,137)
Issuance of common stock under equity incentive plans, net (in shares)			373,083
Issuance of common stock under equity incentive plans, net	486				486
Share-based compensation for equity-classified awards	33,857				33,857
Foreign currency translation adjustment	(4,249)							(4,249)
Ending balance (in shares) at Dec. 31, 2022			63,773,982
Ending balance at Dec. 31, 2022	(203,548)		$ 6		544,357		(743,109)	(4,802)
Common Stock
Net loss	(338,144)						(338,144)
Issuance of common stock under equity incentive plans, net (in shares)			850,158
Issuance of common stock under equity incentive plans, net	(327)				(327)
Share-based compensation for equity-classified awards	29,098				29,098
Foreign currency translation adjustment	(447)							(447)
Ending balance (in shares) at Dec. 31, 2023			64,624,140
Ending balance at Dec. 31, 2023	(513,368)		$ 6		573,128		(1,081,253)	(5,249)
Common Stock
Net loss	(160,278)						(160,278)
Issuance of common stock under equity incentive plans, net (in shares)			1,691,517
Issuance of common stock under equity incentive plans, net	230		$ 1		229
Issuance of common stock under the ATM program, net (in shares)				9,750,312
Issuance of common stock under the ATM program, net		$ 46,725		$ 1		$ 46,724
Share-based compensation for equity-classified awards	23,923				23,923
Foreign currency translation adjustment	1,560							1,560
Ending balance (in shares) at Dec. 31, 2024			76,065,969
Ending balance at Dec. 31, 2024	$ (601,208)		$ 8		$ 644,004		$ (1,241,531)	$ (3,689)

Inventories (Tables)

12 Months Ended

Dec. 31, 2024

Inventory Disclosure [Abstract]

Major classes of inventory

Major classes of inventory were as follows:


	December 31,
(in thousands)	2024		2023
Raw materials and packaging	$	51,303	$	61,371
Work in process	28,204		37,329
Finished goods	33,937		31,636
Total	$	113,444	$	130,336

Net Loss Per Share Available to Common Stockholders (“EPS”) - Schedule of antidilutive securities excluded from computation of earnings per share (Details) - shares	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	6,859,658	5,888,430	4,993,246
Options to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	4,392,460	4,477,120	3,999,933
RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	2,241,231	1,411,310	993,313
PSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	225,967	0	0

Income Taxes

12 Months Ended

Dec. 31, 2024

Income Tax Disclosure [Abstract]

Income Taxes

A reconciliation of loss before income taxes for domestic and foreign locations for the years ended December 31, 2024, 2023 and 2022 is as follows:


(in thousands)	Year Ended December 31,
	2024		2023		2022
United States	$	(151,343)	$	(305,035)	$	(290,765)
Foreign	(8,888)		(29,202)		(56,392)
Loss before income taxes	$	(160,231)	$	(334,237)	$	(347,157)

The (benefit) provision for income taxes was as follows:


(in thousands)	Year Ended December 31,
Current:	2024		2023		2022
Federal	$	—	$	—	$	—
State	(26)		5		32
Foreign	—		—		—
	$	(26)	$	5	$	32

Deferred:
Federal	$	—	$	—	$	—
State	—		—		—
Foreign	—		—		—
	$	—	$	—	$	—

(Benefit) provision for income tax	$	(26)	$	5	$	32

The Company has provided a 100% valuation allowance on its deferred tax assets. The (benefit) provision for income taxes in 2024, 2023 and 2022 is primarily for taxes payable to the states and/or (refunds).

A reconciliation of income tax (benefit) provision from continuing operations to the amount computed by applying the statutory federal income tax rate to the net loss from continuing operations is summarized as follows:


	Year Ended December 31,
(in thousands)	2024		2023		2022
U.S. income tax at federal statutory rate	$	(33,649)	$	(70,190)	$	(72,902)
State income tax, net of federal benefits	(3,077)		(7,670)		(8,841)
Foreign rate differential	(324)		(1,315)		(2,536)

Share-based compensation	1,931		3,639		1,479
Research and development credits	—		(6)		(5)

Change in tax rates	1,673		166		204
Other	699		431		(2,807)
Change in valuation allowance	32,721		74,950		85,440
(Benefit) provision for income tax	$	(26)	$	5	$	32

Significant components of the Company's deferred tax assets and liabilities as of December 31, 2024, and 2023 are shown below.


	December 31,
(in thousands)	2024		2023
Deferred Tax Assets:
Net operating loss (NOL)	$	300,036	$	259,544
Operating lease liability	29,763		31,227
Intangibles	10,639		10,113
Share-based compensation	11,071		10,540

Inventory	9,252		11,221
Other	6,040		11,796
Total gross deferred tax assets	366,801		334,441

Deferred Tax liabilities:
Operating lease right-of-use assets	28,740		30,480
Property, plant and equipment	7,519		4,740

Total gross deferred tax liabilities	36,259		35,220

Valuation allowance	330,542		299,221
Net deferred tax assets (liabilities)	$	—	$	—

As of December 31, 2024 and 2023, management assessed the realizability of deferred tax assets and evaluated the need for a valuation allowance for deferred tax assets on a jurisdictional basis. This evaluation utilizes the framework contained in ASC 740, “Income Taxes,” pursuant to which management analyzed all positive and negative evidence available at the balance sheet date to determine whether all or some portion of the deferred tax assets will not be realized. Under this guidance, a valuation allowance must be established for deferred tax assets when it is more likely than not (a probability level of more than 50%) that they will not be realized.

In concluding on the evaluation, management placed significant emphasis on guidance in ASC 740, which states that “a cumulative loss in recent years is a significant piece of negative evidence that is difficult to overcome.” Based upon available evidence, it was concluded on a more-likely-than-not basis that certain deferred tax assets were not realizable as of December 31, 2024. Accordingly, a valuation allowance of $330.5 million has been recorded to offset these deferred tax assets. The change in valuation allowance for the year ended December 31, 2024 from the year ended December 31, 2023, was an increase of $31.3 million.

As of December 31, 2024, the Company has accumulated federal, state and foreign net operating loss carryforwards of approximately $1.2 billion, $477.5 million and $107.1 million, respectively, of which approximately $1.1 billion of the federal net operating losses and $76.1 million of the state net operating losses do not expire and the remaining federal, state and foreign tax loss carryforwards begin to expire in 2031, 2031 and 2025 respectively, unless previously utilized. As of December 31, 2023, the Company had accumulated federal, state and foreign net operating loss carryforwards of approximately $983.6 million, $413.3 million and $104.0 million, respectively.

Pursuant to Internal Revenue Code (IRC) Sections 382 and 383, annual use of the Company's net operating loss (NOLs) and research and development credit carryforwards may be limited in the event a cumulative change in ownership of more than 50% occurs within a three-year period. The Company has completed a section 382 analysis through October 1, 2022 and concluded ownership changes occurred in 2011,

2013 and 2015. However, these ownership changes are not expected to result in a material limitation on future use of the Company’s NOLs and credit carryforwards generated prior to these ownership changes. Changes may have occurred since October 1, 2022 and may occur in the future that could limit the Company's ability to utilize tax attributes. Any adjustment to the Company's tax attributes as a result of such ownership changes will result in a corresponding decrease to the valuation allowance recorded against the Company's deferred tax assets.

The following table summarizes the activity related to the Company’s gross unrecognized tax benefits at the beginning and end of the years ended December 31, 2024 and 2023:


	Year Ended December 31,
(in thousands)	2024		2023
Gross unrecognized tax benefits at the beginning of the year	$	11,966	$	10,326
Increases related to current year positions	—		1,376
(Decreases) increases related to prior year positions	(1,376)		264
Expiration of unrecognized tax benefits	—		—
Gross unrecognized tax benefits at the end of the year	$	10,590	$	11,966

As of December 31, 2024 and 2023, the Company had $9.5 million and $10.7 million, respectively, of unrecognized tax benefits from research and development tax credits, none of which, if recognized, would affect the Company’s effective tax rate given the Company’s valuation allowance position.

The Company recognizes interest and penalties accrued related to unrecognized tax benefits in income tax expense. During the years ended December 31, 2024, 2023 and 2022, interest and penalties recognized were insignificant. The Company does not expect any significant increases or decreases to its unrecognized tax benefits within the next 12 months.

The Company files U.S. federal, state and foreign income tax returns in jurisdictions with varying statute of limitations. The Company’s tax years from 2011 (inception) are subject to examination by the US federal, state and foreign tax authorities due to the carry forward of unutilized tax attributes.

The Tax Cuts and Jobs Act subjects a U.S. shareholder to tax on Global Intangible Low-taxes Income (“GILTI”) earned by certain foreign subsidiaries. Pursuant to the FASB Staff Q&A, Topic 740 No.5. Accounting for Global Intangible Low-taxed Income, the Company is allowed to make an accounting policy election to either recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future years or to provide for the tax expense related to GILTI in the year the tax is incurred as period expense only. The Company has elected to account for GILTI in the year the tax is incurred.

Deferred income taxes have not been provided for undistributed earnings of the Company’s consolidated foreign subsidiaries because of the Company's intent to reinvest such earnings indefinitely in active foreign operations. At December 31, 2024, the Company had $0 in unremitted earnings that were permanently reinvested related to its consolidated foreign subsidiaries.

- Definition

The entire disclosure for income tax.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 231
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482663/740-10-55-231

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12C
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12C

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12B
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477891/740-270-50-1

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-13

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/740/tableOfContent

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-14

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-21

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-17

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482603/740-30-50-2

+ Details

Stockholders’ Deficit - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands		1 Months Ended	12 Months Ended
	May 10, 2023	May 31, 2023	Dec. 31, 2024	Dec. 31, 2023
Class of Stock [Line Items]
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, outstanding (in shares)			76,065,969	64,624,140
Common stock, issued (in shares)			76,065,969	64,624,140
Preferred stock, authorized (in shares)			500,000	500,000
Preferred stock, par value (in dollars per share)			$ 0.0001	$ 0.0001
Common Stock
Class of Stock [Line Items]
Remaining capacity			$ 201,700
ATM Program
Class of Stock [Line Items]
Issuance of common stock under the ATM program, net	$ 250,000		46,725
ATM Program \| Common Stock
Class of Stock [Line Items]
Issuance of common stock under the ATM program, net			$ 1
Issuance of common stock under the ATM program, net (in shares)			9,750,312
Stock issuance costs			$ 3,300
Stock issuance costs, unpaid			300
Stock issuance costs, capitalized			1,600
ATM Program \| B. Riley Securities, Inc.
Class of Stock [Line Items]
Percentage of equity distribution agent commission on gross proceed	3.00%
ATM Program \| B. Riley Securities, Inc. \| Common Stock
Class of Stock [Line Items]
Issuance of common stock under the ATM program, net			48,300
Net proceeds			$ 45,000
ATM Program \| Maximum \| Common Stock
Class of Stock [Line Items]
Issuance of common stock under the ATM program, net		$ 200,000

Leases (Tables)

12 Months Ended

Dec. 31, 2024

Leases [Abstract]

Components of lease

Lease costs for operating and finance leases were as follows:


		December 31,
(in thousands)	Statement of Operations Location	2024		2023
Operating lease cost:
Lease cost	Cost of goods sold	$	1,668	$	1,625
Lease cost	Research and development expenses	9,539		9,396
Lease cost	Selling, general and administrative expenses	2,503		2,621
Variable lease cost(1)	Cost of goods sold	269		233
Variable lease cost(1)	Research and development expenses	6		119
Variable lease cost(1)	Selling, general and administrative expenses	4,158		2,742
Operating lease cost		$	18,143	$	16,736
Short- term lease cost:
Short-term lease cost	Cost of goods sold	$	93	$	84
Short-term lease cost	Research and development expenses	105		152
Short-term lease cost	Selling, general and administrative expenses	369		228
Short-term lease cost		567		464
Finance lease cost:
Amortization of right-of use assets	Cost of goods sold	$	992	$	204
Amortization of right-of use assets	Research and development expenses	14		15
Interest on lease liabilities	Interest expense	164		21
Variable lease cost(1)	Cost of goods sold	13		10
Finance lease cost		$	1,183	$	250
Total lease cost		$	19,893	$	17,450

____________

(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:


	December 31, 2024
	Operating Leases		Finance Leases
Weighted average remaining lease term (years)	13.2		3.9
Weighted average discount rate	6.9	%	4.2	%

Schedule of supplemental balance sheet information

Supplemental balance sheet information related to leases are:


		December 31,
(in thousands)	Balance Sheet Location	2024		2023
Assets
Operating leases	Operating lease right-of-use assets	$	123,975	$	130,460
Finance leases, net	Property, plant and equipment, net	3,817		461
Total lease assets		$	127,792	$	130,921

Liabilities
Current:
Operating lease liabilities	Current portion of operating lease liabilities	$	4,125	$	3,677
Finance lease liabilities	Accrued expenses and other current liabilities	851		196
Long-term:
Operating lease liabilities	Operating lease liabilities, net of current portion	73,613		75,648
Finance lease liabilities	Finance lease obligations and other long-term liabilities	2,812		274
Total lease liabilities		$	81,401	$	79,795

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 December 31, 2024:


	December 31, 2024
(in thousands)	Operating Leases		Finance Leases
2025	$	8,684	$	989
2026	8,494		1,027
2027	8,319		996
2028	8,373		955
2029	8,546		9
Thereafter	80,466		—
Total undiscounted future minimum lease payments	122,882		3,976
Less imputed interest	(45,144)		(313)
Total discounted future minimum lease payments	$	77,738	$	3,663

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 December 31, 2024:


	December 31, 2024
(in thousands)	Operating Leases		Finance Leases
2025	$	8,684	$	989
2026	8,494		1,027
2027	8,319		996
2028	8,373		955
2029	8,546		9
Thereafter	80,466		—
Total undiscounted future minimum lease payments	122,882		3,976
Less imputed interest	(45,144)		(313)
Total discounted future minimum lease payments	$	77,738	$	3,663

Schedule of supplemental cash flow information

Supplemental cash flow information:


	December 31,
(in thousands)	2024		2023
Cash paid for amounts included in the measurement of operating lease liabilities	$	8,656	$	9,452
Operating lease right-of-use assets obtained in exchange for lease liabilities	1,755		36,400

Segment Information - Narrative (Details)	12 Months Ended
Segment Information - Narrative (Details)	Dec. 31, 2024 segment
Segment Reporting [Abstract]
Number of reportable segments	1

Leases - Schedule of Future Maturities of Lease Liabilities (Details) $ in Thousands	Dec. 31, 2024 USD ($)
Operating Leases
2025	$ 8,684
2026	8,494
2027	8,319
2028	8,373
2029	8,546
Thereafter	80,466
Total undiscounted future minimum lease payments	122,882
Less imputed interest	(45,144)
Total discounted future minimum lease payments	77,738
Finance Leases
2025	989
2026	1,027
2027	996
2028	955
2029	9
Thereafter	0
Total undiscounted future minimum lease payments	3,976
Less imputed interest	(313)
Total discounted future minimum lease payments	$ 3,663

Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
U.S. income tax at federal statutory rate	$ (33,649)	$ (70,190)	$ (72,902)
State income tax, net of federal benefits	(3,077)	(7,670)	(8,841)
Foreign rate differential	(324)	(1,315)	(2,536)
Share-based compensation	1,931	3,639	1,479
Research and development credits	0	(6)	(5)
Change in tax rates	1,673	166	204
Other	699	431	(2,807)
Change in valuation allowance	32,721	74,950	85,440
(Benefit) provision for income tax	$ (26)	$ 5	$ 32

Share-Based Compensation - Schedule of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Number of Stock Options
Outstanding, beginning balance (in shares)	4,477,120	3,999,933	3,956,364
Granted (in shares)	1,108,134	1,234,905	841,630
Exercised (in shares)	(974,621)	(216,144)	(223,175)
Canceled/Forfeited (in shares)	(218,173)	(541,574)	(574,886)
Outstanding, ending balance (in shares)	4,392,460	4,477,120	3,999,933	3,956,364
Vested and exercisable (in shares)	2,636,069
Vested and expected to vest (in shares)	3,941,873
Weighted Average Exercise Price
Outstanding, beginning balance (in dollars per share)	$ 23.04	$ 25.58	$ 27.04
Granted (in dollars per share)	9.19	15.89	38.93
Exercised (in dollars per share)	0.95	0.79	7.28
Canceled/Forfeited (in dollars per share)	23.25	34.34	62.29
Outstanding, ending balance (in dollars per share)	24.44	$ 23.04	$ 25.58	$ 27.04
Vested and exercisable (in dollars per share)	31.60
Vested and expected to vest (in dollars per share)	$ 26.09
Weighted Average Remaining Contractual Life (Years)
Outstanding	6 years 6 months	5 years 4 months 24 days	5 years 3 months 18 days	5 years 10 months 24 days
Vested and exercisable	4 years 10 months 24 days
Vested and expected to vest	6 years 2 months 12 days
Aggregate Intrinsic Value
Outstanding, beginning balance	$ 12,915	$ 20,712	$ 180,302
Exercised	2,822	3,646	7,026
Outstanding, ending balance	1,168	$ 12,915	$ 20,712	$ 180,302
Vested and exercisable	1,168
Vested and expected to vest	$ 1,168

Debt - Narrative (Details) $ / shares in Units, $ in Thousands					12 Months Ended
	Mar. 16, 2021 USD ($) $ / shares	Mar. 12, 2021 USD ($)	Mar. 05, 2021 USD ($) day	Mar. 02, 2021 USD ($) $ / shares	Dec. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Debt Instrument [Line Items]
Debt issuance costs					$ 8,524	$ 12,458
Amortization of debt issuance costs					(3,934)	(3,934)	$ (3,934)
Fair Value, Inputs, Level 2 \| Recurring
Debt Instrument [Line Items]
Convertible notes, fair value					$ 174,700
Call option
Debt Instrument [Line Items]
Purchase of capped call options	$ 84,000
Capped call transactions, strike price (in dollars per share) \| $ / shares				$ 279.32
Capped call transactions, premium				100.00%
Purchase of capped calls related to convertible senior notes		$ 84,000
Convertible Debt
Debt Instrument [Line Items]
Interest, stated rate (in percent)					0.00%
Conversion price (in dollars per share) \| $ / shares	$ 206.00
Net proceeds from debt			$ 1,000,000
Debt issuance costs			$ 23,600					$ 23,600
Annual interest rate increase (in percent)			0.50%
Conversion ratio			0.0048544
Debt default, notice of default expiration period			60 days
Debt default, borrowing threshold amount			$ 100,000
Percentage of outstanding debt declarable			25.00%
Debt default, period of special interest			365 days
Amortization of debt issuance costs					$ (3,900)	$ (3,900)
Effective interest rate (in percent)					0.30%	0.30%
Remaining term (in years)					2 years 2 months 12 days
Convertible Debt \| Convertible period one
Debt Instrument [Line Items]
Threshold trading days \| day			5
Threshold consecutive trading days \| day			10
Threshold percentage of stock price trigger			98.00%
Convertible Debt \| Convertible period two
Debt Instrument [Line Items]
Threshold trading days \| day			20
Threshold consecutive trading days \| day			30
Threshold percentage of stock price trigger			130.00%
Convertible Senior Notes Due 2027 \| Fair Value, Inputs, Level 2 \| Recurring
Debt Instrument [Line Items]
Convertible notes, fair value					$ 174,662
Convertible Senior Notes Due 2027 \| Convertible Debt
Debt Instrument [Line Items]
Debt, face amount			$ 1,000,000
Interest, stated rate (in percent)			0.00%
Premium percentage	47.50%
Debt issuance costs					$ 8,524
Additional Convertible Senior Notes Due 2027 \| Convertible Debt
Debt Instrument [Line Items]
Debt, face amount		150,000
Additional Convertible Senior Notes Due 2027 \| Convertible Debt \| Call option
Debt Instrument [Line Items]
Purchase of capped call options	$ 84,000
Base Capped Call Transactions \| Convertible Debt \| Call option
Debt Instrument [Line Items]
Purchase of capped call options				$ 73,000
Additional Capped Call Transactions \| Convertible Debt \| Call option
Debt Instrument [Line Items]
Purchase of capped call options		$ 11,000

Share-Based Compensation - Summary of Shares Available for Grant (Details) - shares	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Performance Shares
Shares Available for Grant
Shares issuable (in shares)	225,967	0
Vesting percentage	200.00%
2018 Plan
Shares Available for Grant
Beginning balance (in shares)	8,230,500
Authorized (in shares)	2,144,521
Granted (in shares)	(3,428,904)
Shares withheld to cover taxes (in shares)	85,993	38,679	40,795
Forfeited (in shares)	457,483
Ending balance (in shares)	7,489,593	8,230,500

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Basis of Presentation

The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”), and include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated.

Fiscal Year

The Company operates on a fiscal calendar year, and each interim quarter is comprised of one 5-week period and two 4-week periods, with each week ending on a Saturday. The Company’s fiscal year always begins on January 1 and ends on December 31. As a result, the Company’s first and fourth fiscal quarters may have more or fewer days included than a traditional 91-day fiscal quarter.

Segment Information

The Company has one operating segment and one reportable segment, in the plant-based meat industry, offering a portfolio of revolutionary plant-based meat. The Company’s chief operating decision maker (“CODM”), who is its Chief Executive Officer and President, reviews operating results to make decisions about allocating resources and assessing performance for the entire company. The Company derives revenue primarily in North America and Europe and manages the business activities on a consolidated basis. The Company’s CODM allocates resources and assesses performance at the consolidated level. See Note 14.

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. Significant accounting estimates made by the Company include trade promotion accruals; useful lives of property, plant and equipment; valuation of fixed assets; valuation of deferred tax assets; valuation of inventory; incremental borrowing rate used to determine operating lease right-of-use assets and operating lease liabilities; assessment of contract-based factors, asset-based factors, entity-based factors and market-based factors to determine the lease term impacting right-of-use assets and lease liabilities; the valuation of the fair value of stock options and performance stock units (“PSUs”) used to determine share-based compensation expense; and loss contingency accruals in connection with claims, lawsuits and administrative proceedings. 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.

Comprehensive Loss

Comprehensive loss includes unrealized gains (losses) on the Company’s foreign currency translation adjustments for the years ended December 31, 2024, 2023, and 2022. Income taxes on the unrealized losses are zero.

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. 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. See Note 7. The Company accounts for the Notes under Accounting Standards Update (“ASU”) No. 2020-06, “Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity” (ASU 2020-06”), which the Company early adopted in the first quarter of 2021 concurrent with the issuance of the Notes. The Company records the Notes in Long-term liabilities at face value net of issuance costs. If any of the conditions to the convertibility of the Notes is satisfied, or the Notes become due within one year, then the Company may be required under applicable accounting standards to reclassify the liability carrying value of the Notes as a current, rather than a long-term, liability.

Capped Call Transactions

Capped call transactions cover the aggregate number of shares of the Company’s common stock that will initially underlie the Notes, and generally reduce potential dilution to the Company’s common stock upon any conversion of Notes and/or offset any cash payments the Company may make in excess of the principal amount of the converted Notes, as the case may be, with such reduction and/or offset subject to a cap, based on the cap price of the capped call transactions. The Company determined that the freestanding capped call option contracts qualify as equity under the accounting guidance on indexation and equity classification, and recognized the contract by recording an entry to Additional paid-in capital (“APIC”) in stockholders’ equity in its consolidated balance sheet. The Company also determined that the capped call option contracts meet the definition of a derivative under Accounting Standards Codification (“ASC”) Topic 815, “Derivatives and Hedging” (“ASC 815”), but are not required to be accounted for as a derivative as they meet the scope exception outlined in ASC 815. Instead the capped call options are recorded in APIC and not remeasured.

Issuance Costs

Issuance costs related to the Notes offering were capitalized and offset against proceeds from the Notes. Issuance costs consist of legal and other costs related to the issuance of the Notes and are amortized to interest expense over the term of the Notes. There were $8.5 million and $12.5 million in unamortized issuance costs related to the Notes as of December 31, 2024 and 2023, respectively.

As of December 31, 2024, 9,750,312 shares of common stock had been sold under the Company’s ATM Program (as defined below) for an aggregate offering price of $48.3 million. Total issuance costs related to the ATM Program as of December 31, 2024 were approximately $3.3 million, resulting in aggregate net proceeds of approximately $45.0 million. Of the total issuance costs related to the ATM Program, $0.3 million remained unpaid as of December 31, 2024. In the year ended December 31, 2024, approximately $1.6 million was

capitalized to reflect the costs associated with the issuance of new shares of common stock and offset against proceeds from the ATM Program.

Foreign Currency

The Company’s foreign entities use their local currency as the functional currency. For these entities, the Company translates net assets into U.S. dollars at period end exchange rates, while revenue and expense accounts are translated at average exchange rates prevailing during the periods being reported. Resulting currency translation adjustments are included in Accumulated other comprehensive income and foreign currency transaction gains and losses are included in Other, net. Transaction gains and losses on long-term intra-entity transactions are recorded as a component of Other comprehensive loss. Transactions denominated in a currency other than the reporting entity’s functional currency may give rise to transaction gains and losses that impact the Company’s results of operations.

Foreign currency translation gain (loss), net of tax, reported as cumulative translation adjustment through Other comprehensive income (loss), net of tax was $1.6 million, $(0.4) million and $(4.2) million in the years ended December 31, 2024, 2023 and 2022, respectively.

Net realized and unrealized foreign currency transaction (losses) gains included in Other, net were $(6.3) million, $1.1 million and $(4.9) million, in the years ended December 31, 2024, 2023 and 2022, respectively.

Fair Value of Financial Instruments

The fair value measurement accounting guidance creates a fair value hierarchy to prioritize the inputs used to measure fair value into three categories. A financial instrument’s level within the fair value hierarchy is based on the lowest level of input significant to the fair value measurement, where Level 1 is the highest and Level 3 is the lowest.

The three levels are defined as follows:

•Level 1—Unadjusted quoted prices in active markets accessible by the reporting entity for identical assets or liabilities. Active markets are those in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis.

•Level 2—Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active and model-derived valuations in which significant value drivers are observable.

•Level 3—Valuations derived from valuation techniques in which significant value drivers are unobservable.

The Company’s financial instruments include cash equivalents, accounts receivable, accounts payable, and accrued expenses, for which the carrying amounts approximate fair value due to the short-term maturity of these financial instruments. The Company’s convertible notes are carried at face value less the unamortized debt issuance costs (see Note 7).

The Company had no financial instruments measured at fair value on a recurring basis as of December 31, 2024 or 2023.

There were no transfers of financial assets or liabilities into or out of Level 1, Level 2 or Level 3 in the years ended December 31, 2024, 2023 or 2022.

Cash and Cash Equivalents

The Company maintains cash balances at two financial institutions in the United States. The cash balances may, at times, exceed federally insured limits. Accounts are guaranteed by the Federal Deposit Insurance Corporation or FDIC up to $250,000. The Company considers all highly liquid investments with original maturity dates of 90 days or less to be cash equivalents. Cash equivalents included approximately 61% in money market accounts and approximately 30% in demand deposits as of December 31, 2024.

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 $13.6 million in restricted cash as of December 31, 2024, which was comprised of $12.6 million to secure the letter of credit delivered to the landlord as security for the performance of its obligations under the Campus Lease (as defined below), recorded in Restricted cash, non-current (See Note 10) and $1.0 million to secure a letter of credit associated with a third party contract manufacturer in Europe recorded in Restricted cash, current in the Company’s consolidated balance sheet. In 2024, the letter of credit associated with the third party contract manufacturer was renegotiated and reduced from $2.8 million at December 31, 2023 to $1.0 million at December 31, 2024.

Accounts Receivable

The Company records accounts receivable at net realizable value. This value includes an appropriate allowance for estimated uncollectible accounts to reflect any anticipated losses on the accounts receivable balances and recorded in allowance for credit losses. Provision for credit losses is calculated based on the Company’s history of write-offs, level of past due accounts, and relationships with and economic status of the Company’s distributors or customers.

The Company had $1.6 million and $1.5 million allowance for credit losses as of December 31, 2024 and 2023, respectively.

Inventories and Cost of Goods Sold

Inventories are recorded at lower of cost or net realizable value. The Company accounts for inventory using the weighted average cost method. In addition to product cost, inventory costs include expenditures such as direct labor and certain supply and overhead expenses including in-bound shipping and handling costs incurred in bringing the inventory to its existing condition and location. Inventories are comprised primarily of raw materials, direct labor and overhead costs. Weighted average cost method is used to absorb raw materials, direct labor, and overhead into inventory. The Company reviews inventory quantities on hand and records a provision for excess and obsolete inventory based primarily on historical and forecasted demand, estimated shelf life of various raw materials and packaging, work in process and finished goods inventory, as well as the age of the inventory, among other factors.

Property, Plant and Equipment

Property, plant and equipment are carried at cost less accumulated depreciation and are depreciated using the straight-line method over the following estimated useful lives:


Land						Not amortized
Buildings						30 years
Leasehold improvements						Shorter of lease term or estimated useful life
Furniture and fixtures						3 years
Manufacturing equipment(1)						5 to 10 years
Research and development equipment(1)						5 to 10 years
Software and computer equipment						3 years
Vehicles						5 years

____________

(1) Beginning in the first quarter of 2023, the Company reassessed the estimated useful lives for certain of its large equipment with value over $25,000 from a range of 5 to 10 years to a uniform 10 years. Equipment up to $25,000 in value continue to be estimated to have a useful life of 5 years.

Leasehold improvements are depreciated on a straight-line basis over the lesser of the estimated useful life of the asset or the remaining lease term. When assets are sold or retired, the asset and related accumulated depreciation are removed from the respective account balances. Any gain or loss from sale of the asset is included in selling, general, and administrative expenses. Any loss on accelerated depreciation on planned write-off and disposal of the asset is included in either cost of goods sold, research and development expenses, or selling, general and administrative expenses, depending on the nature of the asset. Expenditures for repairs and maintenance are charged directly to expense when incurred. See Note 6.

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.

Assets Held For Sale

The Company classifies long-lived assets determined to be sold as held for sale in the period in which all specified GAAP criteria are met. The Company initially measures assets classified as held for sale at the lower of its carrying value or fair value less costs to sell. Any loss resulting from this measurement is recognized in the period in which the held for sale criteria are met and are recorded in selling, general, and administrative expenses. The estimated fair value are typically based on appraisals or offers from prospective buyers.

In 2023, in connection with Global Operations Review, the Company identified certain manufacturing equipment that were no longer required for its future operations. Upon valuation of these assets by an independent third party, the assets that were determined to be not salable were fully depreciated in 2023. The assets that were determined salable were recorded in Assets held for sale in the Company’s consolidated balance sheet at the lower of their carrying value or fair value less costs to sell. Loss recognized during 2023 associated with these assets classified as held for sale was $16.6 million. As of December 31, 2024, $1.9 million remained as assets held for sale in the Company’s consolidated balance sheet. These assets held for sale are expected to be sold within one year.

Impairment of Long-Lived Assets

Long-lived assets are reviewed by management for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be fully recoverable. When events or circumstances indicate that impairment may be present, management evaluates the probability that future undiscounted net cash flows received will be less than the carrying amount of the asset. If projected future undiscounted cash flows are less than the carrying value of an asset, then such assets are written down to their fair values. The Company concluded that no long-lived assets were impaired during the fiscal years ended December 31, 2024, 2023 and 2022.

Income Taxes

The Company is subject to federal and state income taxes. The Company uses the asset and liability method of accounting for income taxes as set forth in the authoritative guidance for accounting for income taxes. Under this method, the Company recognizes deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the respective carrying amounts and tax basis of assets and liabilities. A valuation allowance is established against the portion of deferred tax assets that the Company believes will not be realized on a more likely than not basis.

With respect to uncertain tax positions, the Company recognizes in its financial statements those tax positions determined to be more likely than not of being sustained upon examination, based on the technical merits of the positions. The Company’s policy is to recognize, when applicable, interest and penalties on uncertain tax positions as part of income tax expense. See Note 11.

Leases

The Company leases certain equipment used for research and development and operations under both finance and operating lease agreements. An asset and a corresponding liability for the finance lease obligations are established for the cost of a finance lease. Finance lease assets are included in Property, plant and equipment, net in the Company’s consolidated balance sheets.

Operating leases include lease arrangements for the Company’s corporate offices, the Campus Lease (see Note 4), manufacturing facilities, warehouses, vehicles and, to a lesser extent, equipment. Operating leases with a term greater than one year are recorded on the consolidated balance sheets as operating lease right-of-use assets and operating lease liabilities at the commencement date. Operating lease assets represent the right to use an underlying asset for the lease term, and operating lease liabilities represent the obligation to make lease payments arising from the lease.

The Company records these balances initially at the present value of future minimum lease payments calculated using the Company’s incremental borrowing rate and expected lease term. The Company estimates the incremental borrowing rate for each operating lease based on prevailing market rates for collateralized debt in a similar economic environment with similar payment terms and maturity dates commensurate with the terms of the lease. Certain adjustments to the operating lease right-of-use assets may be required for items such as initial direct costs paid or incentives received. Certain leases contain variable payments, which are expensed as incurred and not included in the Company’s operating lease right-of-use assets and operating lease liabilities. These amounts primarily include payments for maintenance, utilities, taxes and insurance on the Company’s corporate, research and development, and manufacturing facilities and warehouse leases and are excluded from the present value of the Company’s lease obligations. 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.

Upon adoption of ASU 2016-02, the Company elected to combine lease and non-lease components on all new or modified leases into a single lease component, for all classes of assets other than the co-manufacturing

class of assets, which the Company recognizes over the expected term on a straight-line expense basis. The Company elected to separate the lease and non-lease components on all new or modified operating leases for the co-manufacturing class of assets for the purpose of recording operating lease right-of-use assets and operating lease liabilities. See Note 4.

When the Company purchases property that it was previously leasing under an operating lease, the Company de-recognizes the right-of-use asset and lease liability and recognizes the difference between the purchase price and the carrying amount of the lease liability immediately before the purchase as an adjustment to the carrying value of the asset. The Company allocates the purchase price to the assets acquired based upon their relative values.

Contingencies

The Company is subject to a range of claims, lawsuits, and administrative proceedings that arise in the ordinary course of business. The Company accrues a liability (which amount includes litigation costs expected to be incurred) and charges operations for such matters when it is probable that a liability has been incurred and the amount can be reasonably estimated, in accordance with the recognition criteria of the Financial Accounting Standards Board (“FASB”) ASC 450, Contingencies. Estimating liabilities and costs associated with these matters require significant judgment based upon the professional knowledge and experience of management and its legal counsel. See Note 10.

Revenue Recognition

In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”), which, along with subsequent ASUs, amended the existing accounting standards for revenue recognition (“Topic 606”). This guidance is based on principles that govern the recognition of revenue at an amount an entity expects to be entitled to receive when products are transferred to customers. ASU 2014-09 was effective for the Company beginning January 1, 2019. The majority of the Company’s contracts with customers generally consist of a single performance obligation to transfer promised goods. Based on the Company’s evaluation and review of its contracts with customers, the timing and amount of revenue recognized based on ASU 2014-09 is consistent with the Company’s revenue recognition policy under previous guidance. The Company has therefore concluded that the adoption of ASU 2014-09 did not have a material impact on its financial position, results of operations, or cash flows.

The Company’s revenues are generated through sales of its products to distributors or customers. Revenue is recognized at the point in which the performance obligation under the terms of a contract with the customer have been satisfied and control has transferred. The Company’s performance obligation is typically defined as the accepted purchase order or the contract with the customer which requires the Company to deliver the requested products at agreed upon prices at the time and location of the customer’s choice. The Company generally does not offer warranties or a right to return on the products it sells except in the instance of a product recall or other limited circumstances.

Revenue is measured as the amount of consideration the Company expects to receive in exchange for fulfilling the performance obligation. Sales and other taxes the Company collects concurrently with the sale of products are excluded from revenue. The Company's normal payment terms vary by the type and location of its customers and the products offered. The time between invoicing and when payment is due is not significant. None of the Company's customer contracts as of December 31, 2024 contains a significant financing component.

The Company routinely offers sales discounts and promotions through various programs to its customers and consumers. These programs include rebates, temporary on-shelf price reductions, off-invoice discounts, retailer advertisements, product coupons and other trade activities. Provision for discounts and incentives are recorded in the same period in which the related revenues are recognized. 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 $6.8 million and $6.9 million as of December 31, 2024 and 2023, respectively. The offsetting charge is recorded as a reduction of revenues in the same period when the expense is incurred.

The Company recognizes the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets that the Company otherwise would have recognized is one year or less. The incremental cost to obtain contracts was not material.

Presentation of Net Revenues by Channel

The Company’s revenues are attributed to the country where the products are delivered. The following table presents the Company’s net revenues by channel:


	Year Ended December 31,
	2024		2023		2022
(in thousands)
U.S.:
Retail	$	150,812	$	155,240	$	234,744
Foodservice	47,584		50,647		69,289
U.S. net revenues	198,396		205,887		304,033
International:
Retail	59,783		61,723		60,907
Foodservice	68,273		75,766		53,993
International net revenues	128,056		137,489		114,900
Net revenues	$	326,452	$	343,376	$	418,933

One distributor accounted for approximately 12% of the Company’s gross revenues in each of 2024, 2023 and 2022. No other distributor or customer accounted for more than 10% of the Company’s gross revenues in 2024, 2023 or 2022.

Earnings (Loss) Per Share

Earnings (loss) per share (“EPS”) represents net income available to common stockholders divided by the weighted average number of common shares outstanding for the period. Diluted EPS represents net income available to common stockholders divided by the weighted-average number of common shares outstanding, inclusive of the dilutive impact of potential common shares outstanding during the period. Such potential common shares include options, restricted stock units (“RSUs”) and PSUs.

In periods when the Company records net loss, all potential common shares are excluded in the computation of EPS because their inclusion would be anti-dilutive. See Note 12.

Prepaid Expenses

Prepaid expenses primarily include prepaid insurance and other prepaid vendor costs, which are expensed in the period to which they relate. Prepaid expenses are included under the caption Prepaid expenses and other current assets in the Company’s consolidated balance sheets and were $7.8 million and $8.3 million as of December 31, 2024 and 2023, respectively.

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 consolidated balance sheet. The

Company recognizes its portion of the investee’s results in Equity in losses of unconsolidated joint venture in its consolidated statement 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.

Selling, General and Administrative (“SG&A”) Expenses

SG&A expenses are primarily comprised of selling, marketing expenses and administrative expenses, including personnel and related expenses, share-based compensation, outbound shipping and handling costs, non-manufacturing lease expense, depreciation and amortization expense on non-manufacturing and non-research and development assets, charges related to asset write-offs including loss on sale and write-down of fixed assets, consulting fees and other non-production operating expenses. Marketing and selling expenses include advertising costs, share-based compensation awards to brand ambassadors, costs associated with consumer promotions, product donations, product samples and sales aids incurred to acquire new customers, retain existing customers and build brand awareness. Administrative expenses include expenses related to management, accounting, legal, IT and other office functions. Advertising costs are expensed as incurred. Advertising costs in 2024, 2023 and 2022 were $8.5 million, $17.2 million and $20.6 million, respectively. Non-advertising related components of the Company’s total marketing expenditures primarily include costs associated with consumer promotions, product sampling and sales aids, which are also included in SG&A.

Shipping and Handling Costs

The Company does not bill its distributors or customers shipping and handling fees. The Company’s products are predominantly shipped to its distributors or customers as “FOB Destination,” with control of the products transferred to the customer at the destination. In-bound shipping and handling costs incurred in manufacturing a product are included in inventory and reflected in cost of goods sold when the sale of that product is recognized. Outbound shipping and handling costs are considered as fulfillment costs and are recorded in SG&A expenses. Outbound shipping and handling costs included in SG&A expenses in 2024, 2023 and 2022 were $7.3 million, $10.7 million and $17.6 million, respectively.

Research and Development Expenses

Research and development expenses, which includes enhancements to existing products and new product development, are expensed in the period incurred. Research and development expenses primarily consist of personnel and related expenses for the Company’s research and development staff, including salaries, benefits, bonuses, share-based compensation, scale-up expenses and depreciation and amortization expense on research and development assets, and facility lease costs. Research and development expenses in 2024, 2023 and 2022 were $28.1 million, $39.5 million and $62.3 million, respectively.

Share-Based Compensation

The Company measures all share-based compensation cost at the grant date, based on the fair values of the awards that are ultimately expected to vest, and recognizes that cost as an expense in its consolidated statements of operations over the requisite service period. The Company estimates the fair value of option awards using the Black-Scholes option valuation model, which requires management to make certain assumptions for estimating the fair value of stock options at the date of grant including the fair value and projected volatility of the underlying common stock and the expected term of the award. The Black-Scholes option valuation model was developed for use in estimating the fair value of traded options that have no vesting restrictions and are fully transferable. Because the Company’s stock options have characteristics significantly different from those of traded options, and because changes in the subjective input assumptions can materially affect the fair value estimates, in management’s opinion, the existing models may not necessarily provide a reliable single measure of the fair value of the Company’s stock options. Although the fair value of stock options is determined using an option valuation model, that value may not be indicative of the fair value observed in a willing buyer/willing seller market transaction.

The Company recognizes the closing price of the Company’s stock on the grant date as the fair value of RSUs.

The Company estimates the expected impact of forfeited awards and recognizes share-based compensation cost only for those awards ultimately expected to vest. If actual forfeiture rates differ materially from the Company’s estimates, share-based compensation expense could differ significantly from the amounts the Company has recorded in the current period. The Company periodically reviews actual forfeiture experience and will revise its estimates, as necessary. The Company will recognize as compensation cost the cumulative effect of the change in estimated forfeiture rates on current and prior periods in earnings of the period of revision. As a result, if the Company revises its assumptions and estimates, the Company’s share-based compensation expense could change materially in the future. See Note 9.

The Company estimates the fair value of PSUs using the Monte Carlo valuation model. The market-based performance condition used for these awards is based upon the total shareholder return (“TSR”) of Beyond Meat versus the TSR of a peer group over performance periods which is considered to be a market condition under Accounting Standards Codification (“ASC”) 718 “Compensation—Stock Compensation.” The effect of the market condition is considered in determining the award’s grant date fair value, which is not subsequently revised based on actual performance for stock settled awards. The expense is therefore fixed at the time of grant in relation to this feature. The expense may only be adjusted for any service-related forfeitures.

Retirement Savings Plan

On January 1, 2017 the Company initiated a 401(k) retirement savings plan (“401-K Plan”) for the benefit of eligible employees. Under terms of this plan, eligible employees are able to make contributions of their wages on a tax-deferred basis. The Company has incurred $2.0 million, $2.1 million and $2.9 million in matching contribution to the 401-K Plan in 2024, 2023 and 2022, respectively.

Restructuring Plan

The Company accounts for exit or disposal activities in accordance with ASC 420, “Exit or Disposal Cost Obligations.” The Company defines a business restructuring as an exit or disposal activity that includes but is not limited to a program which is planned and controlled by management and materially changes either the scope of a business or the manner in which that business is conducted. Business restructuring charges may include (i) contract termination costs and (ii) other related costs associated with exit or disposal activities.

Contract termination costs include costs to terminate a contract or costs that will continue to be incurred under the contract without benefit to the Company. A liability is recognized and measured at its fair value when the Company either terminates the contract or ceases using the rights conveyed by the contract. See Note 3.

New Accounting Pronouncements

In October 2023, the FASB issued ASU 2023-06 “Disclosure Improvements—Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative” (“ASU 2023-06”), which provides amendments to the Codification in response to the 2018 SEC release No. 33-10532, “Disclosure Update and Simplification.” The amendments modify the disclosure and presentation requirements of a variety of Topics in the Codification and apply to all reporting entities within the scope of the affected Topics. ASU 2023-06 is effective for companies that are subject to the SEC’s existing disclosure requirements and for entities required to file or furnish financial statements with or to the SEC in preparation for the sale of or purpose of issuing securities on the date which the SEC removes the related disclosure from Regulation S-X or Regulation S-K. Early adoption is prohibited. For all other entities, the amendments are effective two years later. If the SEC has not removed the applicable disclosure from Regulation S-X or Regulation S-K by June 30, 2027, the pending content related to ASU 2023-06 will not become effective for any entity and will be removed from the codification. Adoption of ASU 2023-06 is expected to modify the disclosure and presentation requirements only

and is not expected to have a material impact on the Company’s financial position, results of operations or cash flows.

In December 2023, the FASB issued “ASU 2023-09—Income Taxes (Topic 740)—Improvements to Income Tax Disclosures” (“ASU 2023-09”) which amends the Codification to enhance the transparency and decision usefulness of income tax disclosures. ASU 2023-09 requires additional disaggregation of the reconciliation between the statutory and effective tax rate for an entity and of income taxes paid, both of which are disclosures required by current GAAP. The amendments improve the transparency of income tax disclosures by requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction. The amendments in ASU 2023-09 apply to all entities that are subject to Topic 740, Income Taxes. For public business entities, the amendments in ASU 2023-09 are effective for annual periods beginning after December 15, 2024. Early adoption is permitted, however the Company has chosen not to early adopt. ASU 2023-09 is effective for the Company beginning January 1, 2025. Adoption of ASU 2023-09 is expected to enhance the usefulness of income tax disclosures and is not expected to have a material impact on the Company’s financial position, results of operations or cash flows.

In March 2024, the FASB issued ASU 2024-02 “Codification Improvements—Amendments to Remove References to the Concepts Statements” (“ASU 2024-02”) which amends the Codification to remove references to various FASB Concept Statements. The amendments in ASU 2024-02 are considered to be Codification improvements only. The amendments in ASU 2024-02 apply to all reporting entities within the scope of the affected accounting guidance and are effective for the Company for fiscal years beginning after December 15, 2024. Early application of the amendments in ASU 2024-02 is permitted for all entities for any fiscal year or interim period for which financial statements have not yet been issued or made available for issuance. Adoption of ASU 2024-02 is not expected to have a material impact on the Company’s financial position, results of operations or cash flows

In November 2024, the FASB issued ASU 2024-03—Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”) in order to improve the disclosures about a public business entity’s expenses and address requests from investors for more detailed information about the types of expenses in commonly presented expense captions. The amendments in ASU 2024-03 require disclosure, in the notes to the financial statements, of specified information about certain costs and expenses in interim and year-end reporting periods. Specifically, entities will be required to:

1.Disclose the amounts of (a) purchase of inventory, (b) employee compensation, (c) depreciation, (d) intangible asset amortization, and (e) depreciation, depletion, and amortization recognized as part of oil- and gas-producing activities included in each expense caption presented on the face of the Statement of Operations within continuing operations that includes items (a)-(e).

2.Include certain amounts that are already required to be disclosed under current GAAP in the same disclosure as the other disaggregation requirements.

3.Disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively.

4.Disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses.

The amendments in ASU 2024-03 apply to all public business entities and are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The amendments are to be applied either (1) prospectively to financial statements issued for reporting periods after the effective date or (2) retrospectively to any or all prior periods presented in the financial statements. Adoption of ASU 2024-03 is expected to modify the disclosure and presentation

requirements only and is not expected to have a material impact on the Company’s financial position, results of operations or cash flows.

In November 2024, the FASB issued ASU 2024-04—Debt—Debt with Conversion and Other Options (Subtopic 470-20): Induced Conversions of Convertible Debt Instruments (“ASU 2024-04”) to improve the relevance and consistency in the application of induced conversion guidance in Subtopic 470-20, Debt—Debt with Conversion and Other Options. The amendments in ASU 2024-04 clarify the requirements for determining whether certain settlements of convertible debt instruments should be accounted for as an induced conversion.

The amendments in ASU 2024-04 affect entities that settle convertible debt instruments for which the conversion privileges were changed to induce conversion. The amendments in ASU 2024-04 are effective for all entities for annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods. Early adoption is permitted for all entities that have adopted the amendments in ASU 2020-06. The amendments in ASU 2024-04 permit an entity to apply the new guidance on either a prospective or a retrospective basis. The Company has not determined the impact of the adoption of ASU 2024-04 will have on the Company’s financial position, results of operations or cash flows.

Recently Adopted Accounting Pronouncements

In November 2023, the FASB issued ASU 2023-07 “Segment Reporting (Topic 280)—Improvements to Reportable Segment Disclosures” (“ASU 2023-07”), which requires improvement to the disclosures about a public entity’s reportable segments, intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expense categories that are regularly provided to the chief operating decision maker and included in each reported measure of a segment’s profit or loss. The update also requires all annual disclosures about a reportable segment’s profit or loss and assets to be provided in interim periods and for entities with a single reportable segment to provide all the disclosures required by Topic 280, including the significant segment expense disclosures. The amendment requires that an entity disclose (i) significant expenses that are regularly provided to the Chief Operating Decision Maker ("CODM"), (ii) other segment items by reportable segment including a description of its composition, (iii) all annual disclosures required by Topic 280 in interim periods, and (iv) the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss. The Company adopted this standard effective January 1, 2024, and applied it on a retrospective basis. See Note 14.

Share-Based Compensation - Schedule of RSU Activity (Details) - $ / shares	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
2018 Plan
Weighted Average Grant Date Fair Value Per Unit
Shares withheld to cover taxes (in shares)	85,993	38,679	40,795
RSUs
Number of Units
Unvested, beginning balance (in shares)	1,411,310	993,313	608,175
Granted (in shares)	1,868,836	1,491,814	1,102,071
Vested (in shares)	(807,264)	(690,557)	(200,932)
Canceled/Forfeited (in shares)	(231,651)	(383,260)	(516,001)
Unvested, ending balance (in shares)	2,241,231	1,411,310	993,313
Weighted Average Grant Date Fair Value Per Unit
Unvested, beginning balance (in dollars per share)	$ 19.60	$ 35.98	$ 89.00
Granted (in dollars per share)	8.77	14.67	29.12
Vested (in dollars per share)	13.32	28.38	88.20
Canceled/Forfeited (in dollars per share)	17.90	27.00	0
Unvested, ending balance (in dollars per share)	$ 11.89	$ 19.60	$ 35.98

Net Loss Per Share Available to Common Stockholders (“EPS”)

12 Months Ended

Dec. 31, 2024

Earnings Per Share [Abstract]

Net Loss Per Share Available to Common Stockholders (“EPS”)

The Company calculates basic and diluted net loss per share available to common stockholders in conformity with the provisions of ASC 260 “Earnings Per Share.” Pursuant to ASU 2020-06, the Company applies the if-converted method to its Notes. See Note 2.


(in thousands, except share and per share amounts)	Year Ended December 31,
	2024		2023		2022
Numerator:
Net loss available to common stockholders	$	(160,278)	$	(338,144)	$	(366,137)
Undistributed net income available to unvested restricted stockholders	—		—		—
Net loss available to common stockholders—basic	$	(160,278)	$	(338,144)	$	(366,137)
Denominator:
Weighted average common shares outstanding—basic	66,004,815		64,300,099		63,622,432
Dilutive effect of shares issuable under stock options	—		—		—
Dilutive effect of RSUs	—		—		—
Dilutive effect of PSUs	—		—		—
Dilutive effect of Notes, if converted(1)	—		—		—
Weighted average common shares outstanding—diluted	66,004,815		64,300,099		63,622,432
Net loss per share available to common stockholders—basic and diluted	$	(2.43)	$	(5.26)	$	(5.75)

____________

(1) As the Company recorded a net loss in the years ended December 31, 2024, 2023 and 2022, inclusion of shares from the conversion premium or spread would be anti-dilutive. The Company had $1.15 billion in Notes outstanding during the years ended December 31, 2024, 2023 and 2022.

The following outstanding shares of common stock equivalents were excluded from the computation of diluted net loss per share available to common stockholders for the periods presented because the impact of including them would have been antidilutive:


	Year Ended December 31,
	2024	2023	2022
Options to purchase common stock	4,392,460	4,477,120	3,999,933
RSUs	2,241,231	1,411,310	993,313
PSUs	225,967	—	—


Total	6,859,658	5,888,430	4,993,246

Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Statement of Comprehensive Income [Abstract]
Net loss	$ (160,278)	$ (338,144)	$ (366,137)
Other comprehensive income (loss), net of tax:
Foreign currency translation gains (losses), net of tax	1,560	(447)	(4,249)
Comprehensive loss, net of tax	$ (158,718)	$ (338,591)	$ (370,386)

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- 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 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-6

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
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-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-9

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 805
-SubTopic 60
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476176/805-60-65-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 323
-Name Accounting Standards Codification
-Section 65
-Paragraph 2
-Subparagraph (g)(3)
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-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(20))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483621/220-10-S99-2

Reference 6: 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 7: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 3
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-URI https://asc.fasb.org/1943274/2147481687/323-10-50-3

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 10
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-Section 50
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-Subparagraph (f)
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
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-Section 50
-Paragraph 6
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-URI https://asc.fasb.org/1943274/2147482765/220-10-50-6

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

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-Section 65
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-URI https://asc.fasb.org/1943274/2147480175/815-40-65-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-8

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
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+ Details

Pay vs Performance Disclosure - USD ($) $ in Thousands	12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Pay vs Performance Disclosure
Net loss available to common stockholders	$ (160,278)	$ (338,144)	$ (366,137)

- Definition

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

+ References

+ Details

Consolidated Statements of Operations - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Income Statement [Abstract]
Net revenues	$ 326,452	$ 343,376	$ 418,933
Cost of goods sold	284,753	426,031	442,676
Gross profit (loss)	41,699	(82,655)	(23,743)
Research and development expenses	28,149	39,530	62,264
Selling, general and administrative expenses	169,674	220,344	239,505
Restructuring (income) expenses	0	(631)	17,259
Total operating expenses	197,823	259,243	319,028
Loss from operations	(156,124)	(341,898)	(342,771)
Other (expense) income, net:
Interest expense	(4,097)	(3,955)	(3,966)
Other, net	(10)	11,616	(420)
Total other (expense) income, net	(4,107)	7,661	(4,386)
Loss before taxes	(160,231)	(334,237)	(347,157)
Income tax (benefit) expense	(26)	5	32
Equity in losses of unconsolidated joint venture	73	3,902	18,948
Net loss	$ (160,278)	$ (338,144)	$ (366,137)
Net loss per share available to common stockholders—basic (in dollars per share)	$ (2.43)	$ (5.26)	$ (5.75)
Net loss per share available to common stockholders—diluted (in dollars per share)	$ (2.43)	$ (5.26)	$ (5.75)
Weighted average common shares outstanding—basic (in shares)	66,004,815	64,300,099	63,622,432
Weighted average common shares outstanding—diluted (in shares)	66,004,815	64,300,099	63,622,432

Stockholders’ Deficit

12 Months Ended

Dec. 31, 2024

Equity [Abstract]

Stockholders’ Deficit

As of December 31, 2024, the Company’s shares consisted of 500,000,000 authorized shares of common stock, par value $0.0001 per share, of which 76,065,969 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, 2023, the Company’s shares consisted of 500,000,000 authorized shares of common stock, par value $0.0001 per share, of which 64,624,140 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:


	December 31,
	2024	2023
Equity incentive compensation awards granted and outstanding	6,859,658	5,888,077
Shares available for grant under the 2018 Equity Incentive Plan(1)	7,489,593	8,230,500
Shares available for issuance under the Employee Stock Purchase Plan	3,484,845	2,948,715
Shares reserved for potential issuance under the Notes	8,234,230	8,234,230
Total common stock reserved for future issuance(2)	26,068,326	25,301,522

_________________

(1) Shares available for issuance under the 2018 Equity Incentive Plan includes 225,967 shares that may be issued pursuant to performance stock units if 200% of the applicable performance target is achieved.

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

ATM Program

In May 2023, the Company filed an automatic shelf registration statement on Form S-3 (the “2023 Shelf Registration Statement”) with the SEC registering an indeterminate amount of its common stock, preferred stock, debt securities, warrants, purchase contracts and units (collectively, “Company securities”). On March 18, 2024, the Company filed an updated shelf registration statement on Form S-3 (the “2024 Shelf Registration Statement”), which the SEC declared effective on April 12, 2024 and which replaced the 2023 Shelf Registration Statement. The 2024 Shelf Registration Statement allows the Company to sell, from time to time and at its discretion, Company securities having an aggregate offering price of up to $250.0 million including shares of common stock that may be sold pursuant to the Company’s equity distribution agreement, dated as of November 7, 2024 (the “Equity Distribution Agreement”), with B. Riley Securities, Inc. (“B. Riley”), as sales agent, under an “at the market” offering program (the “ATM Program”).

Pursuant to the Equity Distribution Agreement, the Company may offer and sell common stock having an aggregate offering price of up to $200.0 million from time to time to or through B. Riley, subject to the Company’s compliance with applicable laws and the applicable requirements of the Equity Distribution Agreement. The Equity Distribution Agreement stipulates that the Company will pay B. Riley a commission equal to up to 3.0% of the gross offering proceeds of any shares of common stock sold to or through B. Riley pursuant to the Equity Distribution Agreement. The Company intends to use the net proceeds from sales of 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 will depend on a variety of factors to be determined and considered by the Company. The Company is not obligated to sell any shares under the Equity Distribution Agreement.

As of December 31, 2024, 9,750,312 shares of common stock had been sold under the ATM Program for an aggregate offering price of $48.3 million. Total issuance costs related to the ATM Program as of December 31, 2024 were approximately $3.3 million, resulting in aggregate net proceeds of approximately $45.0 million. Of the total issuance costs related to the ATM Program, $0.3 million remained unpaid as of December 31, 2024. In the year ended December 31, 2024, approximately $1.6 million was capitalized to reflect the costs associated with the issuance of new shares of common stock and offset against proceeds from the ATM Program. As of December 31, 2024, approximately $201.7 million in capacity remained available under the 2024 Shelf Registration Statement.

- Definition

The entire disclosure for equity.

+ References

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+ Details

Stockholders’ Deficit - Schedule of Common Stock Reserved for Future Issuance (Details) - shares	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options outstanding (in shares)	4,392,460	4,477,120	3,999,933	3,956,364
Total common stock reserved for future issuance (in shares)	26,068,326	25,301,522
Performance Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares issuable (in shares)	225,967	0
Vesting percentage	200.00%
Equity Incentive Compensation Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options outstanding (in shares)	6,859,658	5,888,077
2018 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for grant/issuance (in shares)	7,489,593	8,230,500
Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for grant/issuance (in shares)	3,484,845	2,948,715
Employee Stock Purchase Plan \| Performance Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares issuable (in shares)	225,967
Vesting percentage	200.00%
Notes
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for grant/issuance (in shares)	8,234,230	8,234,230

Share-Based Compensation - Schedule of Performance Stock Units (Details) - Performance Shares	12 Months Ended
	Dec. 31, 2024 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares) \| shares	225,967
Granted (in dollars per share) \| $ / shares	$ 14.38
Tranche 1
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares) \| shares	80,307
Granted (in dollars per share) \| $ / shares	$ 13.49
Tranche 2
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares) \| shares	74,714
Granted (in dollars per share) \| $ / shares	$ 14.50
Tranche 3
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares) \| shares	70,946
Granted (in dollars per share) \| $ / shares	$ 15.27

- 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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+ Details

Restructuring (Details) $ in Thousands		1 Months Ended	12 Months Ended
Restructuring (Details) $ in Thousands	Nov. 21, 2023 USD ($)	May 31, 2017 co-manufacturer	Dec. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)
Restructuring Cost and Reserve [Line Items]
Restructuring, termination of agreement, number of co-manufacturers \| co-manufacturer		1
Restructuring expenses	$ 4,400		$ 0	$ (631)	$ 17,259
Contract Termination
Restructuring Cost and Reserve [Line Items]
Accrued unpaid liabilities, contract termination			$ 0	$ 0

- 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

Commitments and Contingencies - Narrative (Details)											1 Months Ended				12 Months Ended
Commitments and Contingencies - Narrative (Details)	Feb. 27, 2025 USD ($)	Feb. 27, 2025 EUR (€)	Sep. 17, 2024 USD ($)	Feb. 02, 2024 EUR (€) ft²	Nov. 21, 2023 USD ($)	Jul. 12, 2023 jurisdiction	Apr. 21, 2023 action	Apr. 06, 2022	Mar. 13, 2022 EUR (€)	Sep. 22, 2020 USD ($)	Aug. 31, 2024 USD ($)	Mar. 30, 2024 EUR (€)	Nov. 30, 2023 CAD ($)	Oct. 31, 2020 co-manufacturer	Dec. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2020 phase	Jan. 28, 2025 EUR (€)	Dec. 31, 2021 ft²	Jan. 14, 2021 USD ($) ft²
Loss Contingencies [Line Items]
Future minimum lease payments															$ 122,882,000
Restricted cash, non-current															12,600,000	$ 12,600,000
Lease, initial term (in years)																				8 years	12 years
Investment agreement, expected amount															22,000,000
Number of phases of development \| phase																		2
Investment agreement, land use right period																	5 years
Investment agreement, amount advanced															20,000,000
Equity in losses of unconsolidated joint venture															73,000	3,902,000	$ 18,948,000
Payments to acquire joint venture															0	3,250,000	13,250,000
Investment in unconsolidated joint venture															1,601,000	1,673,000
Purchase commitment term (in years)								5 years
Restructuring (income) expenses					$ 4,400,000										0	(631,000)	17,259,000
Accrued litigation settlement															7,250,000	0
Number of company contract manufacturer \| co-manufacturer														1
Subsequent Event
Loss Contingencies [Line Items]
Legal fee reimbursement \| €																			€ 3,000
Certain Machinery
Loss Contingencies [Line Items]
Total property, plant and equipment															5,100,000
BVeggie
Loss Contingencies [Line Items]
Damages sought, value													$ 129,841,920
Consumer Class Actions Regarding Protein Claims \| Pending Litigation
Loss Contingencies [Line Items]
Loss contingency, accrual, payments															7,500,000
Litigation settlement, amount											$ 250,000				250,000
Accrued litigation settlement															7,250,000
Interbev
Loss Contingencies [Line Items]
Damages sought, value \| €									€ 200,000
Interbev \| Subsequent Event
Loss Contingencies [Line Items]
Daily penalty	$ 1,000
Legal costs \| €		€ 15,000
Interbev \| Moral Damages \| Subsequent Event
Loss Contingencies [Line Items]
Loss contingency, damages awarded, value \| €		50,000
Interbev \| Financial Damages \| Subsequent Event
Loss Contingencies [Line Items]
Loss contingency, damages awarded, value \| €		€ 1
Interbev \| Pending Litigation
Loss Contingencies [Line Items]
Damages sought, value \| €												€ 73,000,000.0
Loss contingency, claims filed, vs number of plantiffs \| action							2
Pea Protein
Loss Contingencies [Line Items]
2025															17,000,000
Prepayment written off																5,000,000
The Planet Partnership, LLC (“TPP”)
Loss Contingencies [Line Items]
Equity in losses of unconsolidated joint venture															73,000	3,900,000	$ 18,900,000
Investment in unconsolidated joint venture															27,600,000	27,600,000
EU B.V. (the Netherlands) \| Purchase Commitment
Loss Contingencies [Line Items]
Number of square foot property \| ft²				114,000
Lease, initial term (in years)				5 years
Renewal term				5 years
First year annual rent expense \| €				€ 1,000,000.0
Shanghai, China
Loss Contingencies [Line Items]
Number of square feet in lease agreement \| ft²																				12,000
EU and France
Loss Contingencies [Line Items]
Loss contingency, number of jurisdictions \| jurisdiction						27
Letter of Credit
Loss Contingencies [Line Items]
Maximum borrowing capacity																					$ 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
Lease Agreements
Loss Contingencies [Line Items]
Increase in the base rent over initial lease term			$ 851,000
HC Hornet Way, LLC
Loss Contingencies [Line Items]
Number of square feet in lease agreement \| ft²																					282,000
Future minimum lease payments															79,600,000
JXEDZ
Loss Contingencies [Line Items]
Investment agreement, expected amount										$ 10,000,000.0
Gain on investments															$ 500,000	$ 0
Investment agreement, land use right period										2 years
Investment agreement, additional amount to acquire land										$ 40,000,000.0

Leases - Narrative (Details) $ in Thousands, € in Millions				12 Months Ended
Leases - Narrative (Details) $ in Thousands, € in Millions	Sep. 17, 2024 USD ($)	Feb. 02, 2024 EUR (€) ft²	Jan. 14, 2021 renewal_option	Dec. 31, 2024 USD ($) renewal_option	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Lease, initial term (in years)			12 years				8 years
Number of renewal options \| renewal_option				1
Escrow deposits related to lease not yet commenced				$ 6,500	$ 4,200
Operating lease right-of-use assets				123,975	130,460
Operating lease right-of-use assets obtained in exchange for lease liabilities				1,755	36,400	$ 37,245
Total discounted future minimum lease payments				$ 77,738
EU B.V. (the Netherlands) \| Purchase Commitment
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Lease, initial term (in years)		5 years
Number of square foot property \| ft²		114,000
Renewal term		5 years
First year annual rent expense \| €		€ 1.0
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
Increase in the base rent over initial lease term	$ 851
Minimum
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Lease, initial term (in years)				2 years
Number of renewal options \| renewal_option			2
Maximum
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Lease, initial term (in years)			5 years	12 years

Cover Page Document - USD ($) $ in Billions	12 Months Ended
Cover Page Document - USD ($) $ in Billions	Dec. 31, 2024	Mar. 04, 2025	Jun. 28, 2024
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2024
Current Fiscal Year End Date	--12-31
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 Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Document Financial Statement Error Correction [Flag]	false
Entity Shell Company	false
Entity Public Float			$ 0.4
Entity Common Stock, Shares Outstanding		76,131,339
Documents Incorporated by Reference	Portions of the registrant’s definitive proxy statement relating to its 2025 Annual Meeting of Stockholders to be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year ended December 31, 2024 are incorporated herein by reference in Part III where indicated.
Entity Central Index Key	0001655210
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	FY
Amendment Flag	false

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2024
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events On February 24, 2025, the Company’s board of directors approved a plan to reduce the Company’s workforce in North America and the EU by approximately 44 employees, representing approximately 17% of the Company’s global non-production workforce (or approximately 6% of the Company’s total global workforce) (the “2025 RIF”). This decision was based on cost-reduction initiatives intended to reduce operating expenses. The Company currently estimates that it will incur one-time cash charges of approximately $1.0 million to $1.5 million in connection with the 2025 RIF, primarily consisting of severance payments, employee benefits and related costs, in all cases, provided to departing employees. The Company expects that the majority of these charges will be incurred in the first quarter of 2025, subject to applicable legal requirements, which may delay the time these charges will be incurred beyond the end of the first quarter of 2025. The calculation of the charges the Company estimates it will incur are subject to uncertainties and based on a number of assumptions, including applicable legal requirements; the actual charges may differ from the estimate disclosed above. In aggregate, the 2025 RIF, combined with the elimination of certain open positions and changes to the executive leadership team, is expected to result in approximately $5.5 million to $6.5 million in cash compensation operating expense savings in 2025, and an additional approximately $1.0 million to $1.5 million in non-cash savings in 2025 related to previously granted, unvested stock-based compensation that would have vested in 2025. In addition, as part of the Company’s Global Operations Review, on February 24, 2025, the Company’s board of directors approved a plan to suspend the Company’s current operational activities in China, which are estimated to cease by the end of the second quarter of 2025. As part of this plan, the Company is reducing its workforce in China by approximately 20 employees, representing approximately 95% of the Company’s China workforce (or approximately 3% of the Company’s total global workforce) (the “China RIF”). The decision was based on cost-reduction initiatives intended to reduce operating expenses. In connection with the suspension of the Company’s current operational activities in China, including the China RIF, the Company currently estimates that it will incur one-time cash charges of approximately $0.5 million to $1.0 million, primarily consisting of severance payments, employee benefits and related costs, in all cases, provided to departing employees, and contract termination costs. The Company expects that the majority of these charges will be incurred in the first quarter of 2025, subject to applicable legal requirements, which may delay the time these charges will be incurred beyond the first quarter of 2025. In aggregate, the China RIF is expected to result in approximately $0.5 million to $1.0 million in cash compensation operating expense savings in 2025. In addition, the Company currently estimates that it will incur one-time non-cash charges of approximately $12.0 million to $17.0 million, primarily related to accelerated depreciation and impairment charges and other write-downs on certain fixed assets in China. The Company expects that the majority of these charges will be incurred in the first quarter of 2025. The calculation of the charges the Company estimates it will incur are subject to uncertainties and based on a number of assumptions, including applicable legal requirements and asset disposition plans, the actual charges incurred may differ from the estimates disclosed above.

Introduction (Details)			12 Months Ended
Introduction (Details)	Feb. 24, 2025 position	Nov. 01, 2023 employee	Dec. 31, 2024 globalIssue
Product Information [Line Items]
Number of growing global issues \| globalIssue			4
Number of positions eliminated \| employee		65
Number of positions eliminated as percentage of global non-production workforce (in percent)		19.00%
Number of positions eliminated as percentage of global workforce (in percent)		8.00%
North America And EU \| Subsequent Event
Product Information [Line Items]
Expected number of positions eliminated	44
Expected number of positions eliminated as percentage of global non-production workforce (in percent)	17.00%
Expected number of positions eliminated as percentage of global workforce (in percent)	6.00%
China (Jiaxing) \| Subsequent Event
Product Information [Line Items]
Expected number of positions eliminated	20
Expected number of positions eliminated as percentage of global workforce (in percent)	3.00%
Expected number of positions eliminated as percentage of geographical workforce (in percent)	95.00%

Share-Based Compensation - Narrative (Details)		12 Months Ended
Share-Based Compensation - Narrative (Details)	Mar. 01, 2024 USD ($)	Dec. 31, 2024 USD ($) performancePeriod tranche shares	Dec. 31, 2023 USD ($) shares	Dec. 31, 2022 USD ($) shares	Jan. 01, 2025 shares	Dec. 31, 2021 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options outstanding (in shares)		4,392,460	4,477,120	3,999,933		3,956,364
Shares issued (in shares)		10,837,816	9,048,906
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares issuable (in shares)		2,241,231	1,411,310	993,313		608,175
Share-based compensation expense \| $		$ 14,400,000	$ 18,300,000	$ 19,400,000
Unrecognized compensation expense, period of recognition		1 year 2 months 12 days
Unrecognized share-based compensation expense \| $		$ 17,700,000
RSUs \| Continuing Employees, Option Two \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage			25.00%	25.00%
Vesting period		1 year	1 year	1 year
RSUs \| Executive Officer \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage				100.00%
Vesting period				3 months
RSUs \| Executive Officer One \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period				1 year
RSUs \| Executive Officer Two \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period				2 years
RSUs \| Director \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		1 year	1 year	1 year
RSUs \| New Board Of Directors \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		3 years	3 years	3 years
RSUs \| Share-Based Payment Arrangement, Tranche One \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage		25.00%	25.00%	25.00%
RSUs \| Share-Based Payment Arrangement, Tranche One \| Continuing Employees, Option One \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage		25.00%	25.00%	50.00%
Vesting period		1 year	1 year	1 year
RSUs \| Share-Based Payment Arrangement, Tranche One \| Continuing Employees, Option Three \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage		50.00%	50.00%
Vesting period		1 year	1 year
RSUs \| Share-Based Payment Arrangement, Tranche Two \| New Employees \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		3 years	3 years	3 years
RSUs \| Share-Based Payment Arrangement, Tranche Two \| Continuing Employees, Option One \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		3 years	3 years	1 year
RSUs \| Share-Based Payment Arrangement, Tranche Two \| Continuing Employees, Option Three \| Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		1 year	1 year
Performance Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares issuable (in shares)		225,967	0
Vesting percentage		200.00%
Share-based compensation expense \| $		$ 1,900,000	$ 0
Number of tranches \| tranche		3
Unrecognized compensation expense \| $		$ 1,400,000
Unrecognized compensation expense, period of recognition		1 year 6 months
Total grant fair value \| $	$ 3,300,000
Number of performance period \| performancePeriod		3
Period for determination of vesting after end of performance period		60 days
Total expense \| $		$ 1,100,000
Performance Shares \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage		0.00%
Performance Shares \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage		200.00%
Performance Shares \| Share-Based Payment Arrangement, Tranche One
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		1 year
Award requisite service period (in months)		10 months
Performance Shares \| Share-Based Payment Arrangement, Tranche Two
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		2 years
Award requisite service period (in months)		22 months
Performance Shares \| Share-Based Payment Arrangement, Tranche Three
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		3 years
Award requisite service period (in months)		34 months
Options to purchase common stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense \| $		$ 7,700,000	$ 10,800,000	$ 14,500,000
Unrecognized compensation expense \| $		$ 10,600,000
Unrecognized compensation expense, period of recognition		1 year 1 month 6 days
Options to purchase common stock \| Share-Based Payment Arrangement, Tranche One
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage		25.00%	25.00%	25.00%
Options to purchase common stock \| Share-Based Payment Arrangement, Tranche Two
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		3 years
2018 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares authorized for issuance (in shares)		25,204,961
Additional shares authorized annually (in shares)		2,144,521
Percent of common stock outstanding, per year		4.00%
Shares available for grant (in shares)		7,489,593	8,230,500
2018 Plan \| Subsequent Event
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares authorized for issuance (in shares)					27,349,482
2018 ESPP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for grant (in shares)		3,484,845	2,948,715
2018 ESPP \| Employee Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares authorized for issuance (in shares)		4,020,975
Additional shares authorized annually (in shares)		536,130
Percent of common stock outstanding, per year		1.00%
Period of additional shares authorized		10 years
2018 ESPP \| Performance Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares issuable (in shares)		225,967
Vesting percentage		200.00%
2018 ESPP \| Subsequent Event \| Employee Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares authorized for issuance (in shares)					3,484,845

Inventories - Schedule of Major Classes of Inventory (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Raw materials and packaging	$ 51,303	$ 61,371
Work in process	28,204	37,329
Finished goods	33,937	31,636
Total	$ 113,444	$ 130,336

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Property, Plant and Equipment

Property, plant and equipment are carried at cost less accumulated depreciation and are depreciated using the straight-line method over the following estimated useful lives:


Land						Not amortized
Buildings						30 years
Leasehold improvements						Shorter of lease term or estimated useful life
Furniture and fixtures						3 years
Manufacturing equipment(1)						5 to 10 years
Research and development equipment(1)						5 to 10 years
Software and computer equipment						3 years
Vehicles						5 years

____________

A summary of property, plant, and equipment as of December 31, 2024 and 2023, is as follows:


	December 31,
(in thousands)	2024		2023
Manufacturing equipment	$	165,626	$	165,028
Research and development equipment	20,816		19,594
Leasehold improvements	18,165		23,898
Building	27,155		22,813
Finance leases	5,167		1,086
Software	2,742		3,568
Furniture and fixtures	941		1,079
Vehicles	594		584
Land	5,416		5,478
Assets not yet placed in service	38,747		43,123
Total property, plant and equipment	$	285,369	$	286,251
Less: accumulated depreciation and amortization	100,482		92,205
Property, plant and equipment, net	$	184,887	$	194,046

Disaggregation of Revenue

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


	Year Ended December 31,
	2024		2023		2022
(in thousands)
U.S.:
Retail	$	150,812	$	155,240	$	234,744
Foodservice	47,584		50,647		69,289
U.S. net revenues	198,396		205,887		304,033
International:
Retail	59,783		61,723		60,907
Foodservice	68,273		75,766		53,993
International net revenues	128,056		137,489		114,900
Net revenues	$	326,452	$	343,376	$	418,933

Share-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2024

Share-Based Payment Arrangement [Abstract]

Summary of shares available for grant

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


			Shares Available for Grant
Balance - December 31, 2023			8,230,500
Authorized			2,144,521
Granted(1)			(3,428,904)
Shares withheld to cover taxes			85,993
Forfeited			457,483
Balance - December 31, 2024			7,489,593

_________

(1) Includes 225,967 shares reserved for issuance pursuant to performance stock units if 200% of the applicable performance target is achieved.

Schedule of fair value assumptions

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


	Year Ended December 31,
	2024	2023	2022
Risk-free interest rate	4.3%	4.2%	2.3%
Average expected term (years)	7.0	7.0	7.0
Expected volatility	55.0%	55.2%	55.0%
Dividend yield	—	—	—

Schedule of stock option activity

The following table summarizes the Company’s stock option activity during the period from December 31, 2021 through December 31, 2024:


	Number of Stock Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value (in thousands)(1)
Outstanding at December 31, 2021	3,956,364	$	27.04	5.9	$	180,302
Granted	841,630	$	38.93	—	$	—
Exercised	(223,175)	$	7.28	—	$	7,026
Canceled/Forfeited	(574,886)	$	62.29	—	$	—
Outstanding at December 31, 2022	3,999,933	$	25.58	5.3	$	20,712
Granted	1,234,905	$	15.89	—	$	—
Exercised	(216,144)	$	0.79	—	$	3,646
Canceled/Forfeited	(541,574)	$	34.34	—	$	—
Outstanding at December 31, 2023	4,477,120	$	23.04	5.4	$	12,915
Granted	1,108,134	$	9.19	—	$	—
Exercised	(974,621)	$	0.95	—	$	2,822
Canceled/Forfeited	(218,173)	$	23.25	—	$	—
Outstanding at December 31, 2024	4,392,460	$	24.44	6.5	$	1,168
Vested and exercisable at December 31, 2024	2,636,069	$	31.60	4.9	$	1,168
Vested and expected to vest at December 31, 2024	3,941,873	$	26.09	6.2	$	1,168

__________

(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.

Schedule of RSU activity

The following table summarizes the Company’s RSU activity from December 31, 2021 through December 31, 2024:


	Number of Units	Weighted Average Grant Date Fair Value Per Unit
Unvested at December 31, 2021	608,175	$	89.00
Granted	1,102,071	$	29.12
Vested(1)	(200,932)	$	88.20
Canceled/Forfeited	(516,001)	$	—
Unvested at December 31, 2022	993,313	$	35.98
Granted	1,491,814	$	14.67
Vested(1)	(690,557)	$	28.38
Canceled/Forfeited	(383,260)	$	27.00
Unvested at December 31, 2023	1,411,310	$	19.60
Granted	1,868,836	$	8.77
Vested(1)	(807,264)	$	13.32
Canceled/Forfeited	(231,651)	$	17.90
Unvested at December 31, 2024	2,241,231	$	11.89

__________

(1) Includes 85,993, 38,679, and 40,795 shares of common stock that were withheld to cover taxes in 2024, 2023 and 2022, respectively, on the release of vested RSUs and became available for future grants pursuant to the 2018 Equity Incentive Plan.

Schedule of Share-Based Payment Arrangement, Performance Shares, Activity

The following table summarizes the Company’s PSU activity during the year ended December 31, 2024:


	Number of Units	Weighted Average Grant Date Fair Value Per Unit
Unvested at January 1, 2024	—	$	—
Granted	225,967	$	14.38
Vested	—	$	—
Canceled/Forfeited	—	$	—
Unvested at December 31, 2024	225,967	$	14.38

Schedule of Share-Based Payment Arrangement, Performance Shares, Outstanding Activity


	Number of Units	Grant Date Fair Value Per Unit		Performance Period
Tranche 1	80,307	$	13.49	January 1, 2024 - December 31, 2024
Tranche 2	74,714	$	14.50	January 1, 2024 - December 31, 2025
Tranche 3	70,946	$	15.27	January 1, 2024 - December 31, 2026

Consolidated Statements of Cash Flows - USD ($)	12 Months Ended
Consolidated Statements of Cash Flows - USD ($)	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Cash flows from operating activities:
Net loss	$ (160,278,000)	$ (338,144,000)	$ (366,137,000)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	23,121,000	48,094,000	32,582,000
Non-cash lease expense	8,279,000	8,140,000	5,167,000
Share-based compensation expense	23,923,000	29,098,000	33,857,000
Provision for credit losses	221,000	0	0
Loss on sale and write-down of fixed assets	809,000	20,515,000	486,000
Amortization of debt issuance costs	3,934,000	3,934,000	3,934,000
Equity in losses of unconsolidated joint venture	73,000	3,902,000	18,948,000
Write-down of note receivable	0	3,795,000	0
Unrealized loss (gain) on foreign currency transactions	5,113,000	(1,822,000)	5,106,000
Net change in operating assets and liabilities:
Accounts receivable	4,193,000	2,717,000	9,063,000
Inventories	15,576,000	106,087,000	2,572,000
Prepaid expenses and other current assets	2,013,000	12,873,000	11,595,000
Accounts payable	(20,564,000)	3,004,000	(10,826,000)
Accrued expenses and other current liabilities	4,511,000	(2,492,000)	(7,148,000)
Prepaid lease costs, non-current	(6,502,000)	(4,245,000)	(55,110,000)
Operating lease liabilities	(3,235,000)	(3,281,000)	(4,333,000)
Net cash used in operating activities	(98,813,000)	(107,825,000)	(320,244,000)
Cash flows from investing activities:
Purchases of property, plant and equipment	(11,015,000)	(10,564,000)	(70,475,000)
Proceeds from sale of fixed assets	4,348,000	4,323,000	0
Purchases of property, plant and equipment held for sale	0	0	(2,821,000)
Payments for investment in joint venture	0	(3,250,000)	(13,250,000)
Proceeds from (payment of) security deposits	435,000	0	(981,000)
Net cash used in investing activities	(6,232,000)	(9,491,000)	(87,527,000)
Cash flows from financing activities:
Proceeds from issuance of common stock pursuant to the ATM offering, net of issuance costs	46,725,000	0	0
Principal payments under finance lease obligations	(1,177,000)	(223,000)	(210,000)
Proceeds from exercise of stock options	924,000	170,000	1,626,000
Payments of minimum withholding taxes on net share settlement of equity awards	(695,000)	(497,000)	(1,140,000)
Net cash provided by (used in) financing activities	45,777,000	(550,000)	276,000
Net decrease in cash, cash equivalents and restricted cash	(59,268,000)	(117,866,000)	(407,495,000)
Cash, cash equivalents and restricted cash at the beginning of the period	205,935,000	322,549,000	733,294,000
Effect of exchange rate changes on cash	(1,113,000)	1,252,000	(3,250,000)
Cash, cash equivalents and restricted cash at the end of the period	145,554,000	205,935,000	322,549,000
Cash paid (received) during the period for:
Interest	0	0	10,000
Taxes	6,000	(1,000)	38,000
Non-cash investing and financing activities:
Non-cash additions to property, plant and equipment	3,428,000	909,000	3,507,000
Operating lease right-of-use assets obtained in exchange for lease liabilities	1,755,000	36,400,000	37,245,000
Reclassification of pre-paid lease costs to operating lease right-of-use assets	131,000	28,082,000	29,000,000
Non-cash addition to financing leases	$ 4,308,000	$ 0	$ 280,000

Debt (Tables)

12 Months Ended

Dec. 31, 2024

Debt Disclosure [Abstract]

Schedule of debt balances

The following is a summary of debt balances as of December 31, 2024 and December 31, 2023:


	December 31,
(in thousands)	2024		2023
0% Convertible senior notes	$	1,150,000	$	1,150,000




Debt issuance costs	(8,524)		(12,458)
Total debt outstanding	$	1,141,476	$	1,137,542
Less: current portion of long-term debt	—		—
Long-term debt	$	1,141,476	$	1,137,542

The following is a summary of the Company’s Notes as of December 31, 2024:


(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	$	8,524	$	1,141,476	$	174,662	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.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(22))
-SubTopic 10
-Topic 210
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 69B
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481568/470-20-55-69B

Reference 3: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 69E
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481568/470-20-55-69E

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.12-04(a))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-3

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 835
-SubTopic 30
-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482925/835-30-45-2

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-3

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477734/942-470-50-3

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-8

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-6

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-7

+ Details

Share-Based Compensation

12 Months Ended

Dec. 31, 2024

Share-Based Payment Arrangement [Abstract]

Share-Based Compensation

In 2019, the Company’s 2011 Equity Incentive Plan (the “2011 Equity Incentive Plan”) was amended, restated and re-named the 2018 Equity Incentive Plan (the “2018 Equity Incentive Plan”). The shares available for issuance under the 2011 Equity Incentive Plan were added to the shares reserved for issuance under the 2018 Equity Incentive Plan.

The 2018 Equity Incentive Plan provides for the grant of stock options (including incentive stock options and non-qualified stock options), stock appreciation rights, restricted stock, restricted stock units (“RSUs”), performance units, and performance shares to the Company’s employees, directors, and consultants. As of December 31, 2024, the maximum aggregate number of shares that may be issued under the 2018 Equity Incentive Plan was 25,204,961 shares of the Company’s common stock. In addition, the number of shares reserved for issuance under the 2018 Equity Incentive Plan will be increased automatically on the first day of each fiscal year beginning with the 2020 fiscal year, by a number equal to the least of: (i) 2,144,521 shares; (ii) 4.0% of the shares of common stock outstanding on the last day of the prior fiscal year; or (iii) such number of shares determined by the Company’s board of directors. As of January 1, 2025, the maximum aggregate number of shares that may be issued under the 2018 Equity Incentive Plan increased to 27,349,482 shares.

The 2018 Equity Incentive Plan may be amended, suspended or terminated by the Company’s board of directors at any time, provided such action does not impair the existing rights of any participant, subject to stockholder approval of any amendment to the 2018 Equity Incentive Plan as required by applicable law or listing requirements. Unless sooner terminated by the Company’s board of directors, the 2018 Equity Incentive Plan will automatically terminate on November 14, 2028.

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


			Shares Available for Grant
Balance - December 31, 2023			8,230,500
Authorized			2,144,521
Granted(1)			(3,428,904)
Shares withheld to cover taxes			85,993
Forfeited			457,483
Balance - December 31, 2024			7,489,593

_________

(1) Includes 225,967 shares reserved for issuance pursuant to performance stock units if 200% of the applicable performance target is achieved.

As of December 31, 2024 and 2023, there were 4,392,460 and 4,477,120 shares, respectively, issuable under stock options outstanding, 2,241,231 and 1,411,310 shares, respectively, issuable under unvested RSUs outstanding, 225,967 and 0 shares, respectively, issuable under unvested PSUs outstanding, 225,967 shares reserved for issuance under unvested PSUs outstanding if 200% of the applicable performance target is achieved, 10,837,816 and 9,048,906 shares, respectively, issued for stock option exercises, RSU settlement and restricted stock grants, and 7,489,593 and 8,230,500 shares, respectively, available for grant under the 2018 Equity Incentive Plan.

Stock Options

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


	Year Ended December 31,
	2024	2023	2022
Risk-free interest rate	4.3%	4.2%	2.3%
Average expected term (years)	7.0	7.0	7.0
Expected volatility	55.0%	55.2%	55.0%
Dividend yield	—	—	—

•Risk-Free Interest Rate: The yield on actively traded non-inflation indexed US Treasury notes with the same maturity as the expected term of the underlying options was used as the average risk-free interest rate.

•Expected Term: As the Company does not have sufficient historical experience for determining the expected term of the stock option awards granted, the Company’s expected term is based on the simplified method, generally calculated as the mid-point between the vesting date and the end of the contractual term.

•Expected Volatility: As the Company has only been a public entity since May 2, 2019, there is not a substantive share price history to calculate volatility and, as such, the Company has elected to use an average based on the volatility of other comparable public companies, which compete directly with the Company, along with the Company’s own volatility over the expected term of the options.

•Dividend Yield: The Company has not issued regular dividends on common shares in the past nor does the Company expect to issue dividends in the future.

Forfeiture Rate: The Company estimates the forfeiture rate at the time of grant based on past awards canceled, the number of awards granted, and vesting terms and adjusted, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The cumulative effect on current and prior periods of a change in the estimated number of awards likely to vest is recognized in compensation cost in the period of the change.

The 2018 Equity Incentive Plan generally provides that the Company’s board of directors may set the vesting schedule applicable to grants approved under the 2018 Equity Incentive Plan. The Company has not granted any stock option awards with performance-based vesting conditions.

Option grants in 2024, 2023 and 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 period from December 31, 2021 through December 31, 2024:


	Number of Stock Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value (in thousands)(1)
Outstanding at December 31, 2021	3,956,364	$	27.04	5.9	$	180,302
Granted	841,630	$	38.93	—	$	—
Exercised	(223,175)	$	7.28	—	$	7,026
Canceled/Forfeited	(574,886)	$	62.29	—	$	—
Outstanding at December 31, 2022	3,999,933	$	25.58	5.3	$	20,712
Granted	1,234,905	$	15.89	—	$	—
Exercised	(216,144)	$	0.79	—	$	3,646
Canceled/Forfeited	(541,574)	$	34.34	—	$	—
Outstanding at December 31, 2023	4,477,120	$	23.04	5.4	$	12,915
Granted	1,108,134	$	9.19	—	$	—
Exercised	(974,621)	$	0.95	—	$	2,822
Canceled/Forfeited	(218,173)	$	23.25	—	$	—
Outstanding at December 31, 2024	4,392,460	$	24.44	6.5	$	1,168
Vested and exercisable at December 31, 2024	2,636,069	$	31.60	4.9	$	1,168
Vested and expected to vest at December 31, 2024	3,941,873	$	26.09	6.2	$	1,168

__________

In the years ended December 31, 2024, 2023 and 2022, the Company recorded $7.7 million, $10.8 million and $14.5 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 consolidated statements of operations.

As of December 31, 2024, there was $10.6 million in unrecognized compensation expense related to nonvested stock option awards which is expected to be recognized over a weighted average vesting period of 1.1 years.

Restricted Stock Units

RSU grants to new employees in the years ended December 31, 2024, 2023 and 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.

RSU grants to certain continuing employees in the year ended December 31, 2024 vest: (i) 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; or (ii) 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, each subject to continued employment through the vesting date.

RSU grants to certain continuing employees in the year ended December 31, 2023 vest: (i) 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; (ii) 25% of the total award each quarter over four quarters; or (iii) 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, each subject to continued employment through the vesting date.

RSU grants to certain continuing employees in the year ended December 31, 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. RSU grants to certain continuing employees in the year ended December 31, 2022 vest 25% of the total award each quarter over four quarters, subject to continued employment through the vesting date. An RSU grant to one executive officer in the year ended December 31, 2022 vested 100% over three months from the vesting commencement date. RSU grants to two executive officers in the year ended December 31, 2022 vest quarterly over four and eight quarters, respectively, subject to continued employment through the vesting date.

Annual RSU grants to directors on the Company’s board of directors in 2024, 2023 and 2022 vest monthly over a one-year period and RSU grants to new directors on the Company’s board of directors vest monthly over a three-year period, each subject to continued service through the vesting date. RSU grants to non-employee consultants and brand ambassadors in 2024, 2023 and 2022 vest on varying dates, subject to continued service through the vesting date.

The following table summarizes the Company’s RSU activity from December 31, 2021 through December 31, 2024:


	Number of Units	Weighted Average Grant Date Fair Value Per Unit
Unvested at December 31, 2021	608,175	$	89.00
Granted	1,102,071	$	29.12
Vested(1)	(200,932)	$	88.20
Canceled/Forfeited	(516,001)	$	—
Unvested at December 31, 2022	993,313	$	35.98
Granted	1,491,814	$	14.67
Vested(1)	(690,557)	$	28.38
Canceled/Forfeited	(383,260)	$	27.00
Unvested at December 31, 2023	1,411,310	$	19.60
Granted	1,868,836	$	8.77
Vested(1)	(807,264)	$	13.32
Canceled/Forfeited	(231,651)	$	17.90
Unvested at December 31, 2024	2,241,231	$	11.89

__________

In the years ended December 31, 2024, 2023 and 2022, the Company recorded $14.4 million, $18.3 million and $19.4 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 consolidated statements of operations.

As of December 31, 2024, there was $17.7 million in unrecognized compensation expense related to nonvested RSUs which is expected to be recognized over a weighted average vesting period of 1.2 years.

Performance Stock Units

On March 1, 2024, the Company granted a target amount of $3.3 million in PSUs with market-based and service-based vesting conditions to certain executive officers. The market vesting condition is based on the Company’s TSR results relative to a peer group. The peer group includes the constituents of the S&P Food and Beverage Select Industry Index excluding companies in the S&P 500 as of the beginning of each of the three performance periods that apply to the PSUs (each performance period begins on January 1, 2024 and the performance periods end on December 31, 2024, December 31, 2025 and December 31, 2026 for a one-year, two-year and three-year performance period, respectively). The market vesting condition allows for a range of vesting from 0% to 200% of the target amount, depending on the relative TSR achieved by the Company against the peer group for the applicable performance period, as determined by the Company’s Human Capital Management and Compensation Committee within 60 days following the end of the performance period. In addition to the market vesting condition, the PSUs are subject to the continued service of the executive officers through the last day of the applicable performance period. PSUs that are unvested three months following the end of the performance period will be forfeited and returned to the 2018 Equity Incentive Plan on that date.

The fair value of PSUs is measured on the grant date using a Monte Carlo valuation model. Each of the three performance periods is considered an individual tranche of the award referred to below as “Tranche 1,” “Tranche 2” and “Tranche 3,” respectively.


	Number of Units	Grant Date Fair Value Per Unit		Performance Period
Tranche 1	80,307	$	13.49	January 1, 2024 - December 31, 2024
Tranche 2	74,714	$	14.50	January 1, 2024 - December 31, 2025
Tranche 3	70,946	$	15.27	January 1, 2024 - December 31, 2026

The following table summarizes the Company’s PSU activity during the year ended December 31, 2024:


	Number of Units	Weighted Average Grant Date Fair Value Per Unit
Unvested at January 1, 2024	—	$	—
Granted	225,967	$	14.38
Vested	—	$	—
Canceled/Forfeited	—	$	—
Unvested at December 31, 2024	225,967	$	14.38

The total grant date fair value of the PSUs was determined to be $3.3 million, with each tranche of PSUs representing $1.1 million of the total expense. The requisite service period for each tranche of PSUs is 10 months, 22 months and 34 months, respectively. Share-based compensation expense related to PSUs is recognized on a straight-line basis over their requisite service periods, regardless of whether the market vesting condition is ultimately satisfied. Share-based compensation expense is not reversed if the achievement of the market vesting condition does not occur.

In the year ended December 31, 2024, the Company recorded $1.9 million of share-based compensation expense related to vesting of the three tranches of PSUs. The share-based compensation expense is included in SG&A expenses in the Company’s consolidated statements of operations. Prior to December 31, 2023, the Company had no share-based compensation expense related to PSUs.

As of December 31, 2024, there was $1.4 million in unrecognized compensation expense related to unvested PSUs which is expected to be recognized over a weighted average vesting period of 1.5 years.

Employee Stock Purchase Plan

On November 15, 2018, the Company’s board of directors adopted its 2018 Employee Stock Purchase Plan (“2018 ESPP”), which was subsequently approved by the Company’s stockholders and became effective on April 30, 2019, the day immediately prior to the effectiveness of the registration statement filed in connection with the IPO. The 2018 ESPP is intended to qualify as an “employee stock purchase plan” within the meaning of Section 423 of the Internal Revenue Code (the “Code”) for U.S. employees. In addition, the 2018 ESPP authorizes grants of purchase rights that do not comply with Section 423 of the Code under a separate non-423 component for non-U.S. employees and certain non-U.S. service providers. As of December 31, 2024, the Company has reserved 3,484,845 shares of common stock for issuance under the 2018 ESPP. In addition, the number of shares reserved for issuance under the 2018 ESPP will be increased automatically on the first day of each fiscal year for a period of up to ten years, starting with the 2020 fiscal year, by a number equal to the least of: (i) 536,130 shares; (ii) 1.0% of the shares of common stock outstanding on the last day of the prior fiscal year; or (iii) such lesser number of shares determined by the Company’s board of directors. As of January 1, 2025, the maximum aggregate number of shares that may be issued under the 2018 ESPP increased to 4,020,975 shares. The 2018 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 2018 ESPP.

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	Dec. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	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 in El Segundo, California, to be built out by the Landlord and delivered to the Company in multiple phases. As of December 31, 2023, the Company has recognized a right-of-use asset and lease liability for Phase 1-A and Phase 1-B in its consolidated balance sheet. On September 17, 2024, the Company entered into an amendment to the Campus Lease, which amendment: (i) revised the square footage of the premises, building and project to: (a) increase the Company’s base rent by approximately $851,000 over the initial lease term; (b) adjust the Company’s percentage share of direct expenses; and (c) increase the tenant improvement allowance to reflect a reduction in the scope of landlord’s work; (ii) specify which improvements must be removed by the Company from the premises if the premises are not occupied in their entirety throughout the initial lease term and first extension term; and (iii) address other ministerial matters concerning the Campus Lease. Aggregate payments towards base rent over the initial lease term associated with the remaining phases not yet delivered to the Company will be approximately $79.6 million. Concurrent with the Company’s execution of the Campus Lease, the Company delivered to the Landlord a letter of credit in the amount of $12.5 million as security for the performance of its obligations under the Campus Lease, 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 consolidated balance sheets as “Restricted cash, non-current” as of December 31, 2024 and 2023. The lease on the Company’s Manhattan Beach Project Innovation Center expired on January 31, 2024. Given the Company’s intention to reduce its overall operating expenses and cash expenditures, on February 2, 2024, the Company terminated the agreement to purchase the Enschede Property and the security deposit was returned to the Company, which was subsequently paid to the purchaser of the property to be applied towards the deposit and future lease payments. The Company entered into a lease agreement with the purchaser of the property to lease the approximately 114,000 square foot property for an initial period of five years with an option to renew for an additional five years at an annual rent of approximately €1.0 million. China Investment and Lease Agreement In 2020, the Company and its subsidiary, 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. In the year ended December 31, 2024, the Company received $0.5 million in subsidies from the JXEDZ Finance Bureau. No such subsidies were received in the years ended 2023 and 2022. 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. and BYND JX agreed to lease a facility in the JXEDZ for a minimum of two years. In connection with such agreement, BYND JX entered into a factory leasing contract with a JXEDZ company, pursuant to which BYND JX agreed to lease and renovate a facility in the JXEDZ and lease it for a minimum of two years. In the year ended December 31, 2022, the lease was amended to extend the term for an additional five years without rent escalation. In the fourth quarter of 2021, BYND JX leased an approximately 12,000 square foot facility in Shanghai, China, for a period of eight years, which is used as a local research and development facility. As of December 31, 2024, 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 an additional facility thereon. Subsequent to the year ended December 31, 2024, on February 24, 2025, as part of the Company’s continued review of its global operations, the Company’s board of directors approved a plan to suspend the Company’s current operational activities in China, which are estimated to cease by the end of the second quarter of 2025. See Note 15. The Planet Partnership In 2021, the Company entered into the Planet Partnership, LLC (“TPP”), a joint venture with PepsiCo, Inc., to develop, produce and market innovative snack and beverage products made from plant-based protein. In the years ended December 31, 2024, 2023 and 2022, the Company recognized its share of the net losses in TPP in the amount of $73,000, $3.9 million and $18.9 million, respectively. In the years ended December 31, 2024 and 2023, the Company contributed its share of the investment in TPP of $0 and $3.3 million, respectively, resulting in a total contribution of $27.6 million as of December 31, 2024. See Note 2 and Note 13. In 2023, the Company continued the process of renegotiating certain contracts and changing operating activities related to Beyond Meat Jerky and assumed distribution responsibilities for Beyond Meat Jerky in the fourth quarter of 2023. As part of its Global Operations Review, in 2023, the Company made the decision to discontinue the Beyond Meat Jerky product line and discontinued it in 2024. 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 $17.0 million in 2025. In 2023, as part of the Company’s Global Operations Review, the Company wrote off $5.0 million in prepayments for an option to purchase pea protein inventory in the future that the Company estimated that it may not be able to use. On April 6, 2022, the Company entered into a co-manufacturing agreement (“Agreement”) with a co-manufacturer to manufacture various products for the Company. The Agreement included a minimum order quantity commitment per month and an aggregate quantity over a five-year term. On November 21, 2023, the Company terminated the Agreement because the co-manufacturer failed to meet its obligations under the Agreement and recorded $4.4 million in termination-related charges. In March 2024, the co-manufacturer brought an action against the Company in a confidential arbitration proceeding. See Litigation—Arbitration with Former Co-Manufacturer. 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. Aliments BVeggie, Inc. In November 2023, Aliments BVeggie, Inc. (“BVeggie”) filed and served legal proceedings against the Company before the Superior Court of Quebec’s District of Montreal. BVeggie alleges, among other things that: (i) in 2019, the Company and BVeggie entered into a co-manufacturing agreement, by which BVeggie would produce and deliver products for the benefit of the Company, in exchange for a tolling fee to be paid per pound of product produced and delivered to the Company; (ii) the Company would have made false and misleading statements regarding the volume of purchase orders it would provide BVeggie; (iii) BVeggie invested significant sums to adapt its facilities for the intended production; (iv) the Company fell short of its undertakings and promises; and (v) in March 2023, the Company illegally terminated the business relationship. BVeggie intends to claim damages in the total amount of 129,841,920 CAD, in compensation for its investments, lost profits and the repairs needed to be made to its facility post-termination of the business relationship and removal of the Company’s equipment. The case is at a preliminary stage. The Company intends to vigorously defend against these claims. On December 7, 2023, the Company filed a motion for declinatory exception to stay the proceedings pending before the Superior Court of Quebec, district of Montreal, and refer the dispute to arbitration in California. A hearing on the motion for declinatory exception occurred on April 25, 2024. By judgment dated May 9, 2024, the Superior Court of Quebec granted the motion for declinatory exception filed by the Company and declared that the courts sitting in Los Angeles County, in the State of California, are in a better position to decide the dispute. BVeggie appealed the court’s decision on June 7, 2024, and the Company filed a cross-appeal on June 18, 2024. The appeals are expected to be heard by the end of 2025. The litigation in Quebec is currently suspended pending the outcome of the appeals. In June 2024 and in parallel to the litigation mentioned above, BVeggie filed and served legal proceedings against the Company before the Superior Court of Quebec’s District of Montreal, asking that an agreement between the parties by which BVeggie was to purchase certain machinery from the Company, in the amount of $5.1 million, be voided. This litigation is also currently suspended pending the outcome of the aforementioned appeals. Saskatchewan Healthcare Employees’ Pension Plan v. Beyond Meat, Inc. et al. On May 11, 2023, a class action complaint was filed against the Company and certain 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. 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. On August 9, 2023, the case was re-captioned as Saskatchewan Healthcare Employees’ Pension Plan v. Beyond Meat, Inc., et al., Case No. 2:23-cv-03602 (“SHEPP Action”). On October 9, 2023, the plaintiffs filed a consolidated class action complaint. The complaint alleges, among other things, that the Company and the individual defendants 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; awarding compensatory damages, interest, costs, expenses, attorneys’ and expert fees; and granting other unspecified equitable or injunctive relief. The complaint alleges causes of action under Sections 10(b), 20(a), and 20A of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), 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 December 8, 2023, the Company and the individual defendants filed a motion to dismiss the consolidated class action complaint. The parties completed briefing on the motion to dismiss in March 2024. On August 9, 2024, the court granted defendants’ motion to dismiss but granted plaintiffs’ leave to amend. Plaintiffs filed a first amended complaint on September 6, 2024 (the “First Amended Complaint”), which no longer asserted a claim under Section 20A and which no longer included two of the individual defendants from the original complaint. Defendants filed a motion to dismiss the First Amended Complaint on September 30, 2024. A hearing was held on November 25, 2024. On February 27, 2025, the court granted Defendants’ motion to dismiss the First Amended Complaint in its entirety and dismissed all of the plaintiffs’ claims with prejudice. Plaintiffs have until March 31, 2025 to file a notice of appeal. Stockholder Derivative Litigation Actions Following the SHEPP Action, derivative shareholder actions were filed by purported stockholders against the Company and certain directors and officers. On July 21, 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 Gervat v. Brown, et al., Case No. 2:23-cv-05954 (“Gervat Action”). The Gervat Action alleges substantially similar facts as those alleged in the SHEPP Action. 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 SHEPP Action. The Company is named as a nominal defendant only. On July 27, 2023, a second derivative shareholder action was filed in the United States District Court for the Central District of California, captioned Brink v. Brown, et al., Case No. 2:23-cv-06110 (“Brink Action”), alleging substantially the same causes of action as alleged in the Gervat Action and facts substantially similar to those alleged in the SHEPP Action. On August 15, 2023, the Gervat and Brink Actions were consolidated into a single matter, with the complaint in the Gervat Action being the operative one, and such consolidated case was captioned In Re Beyond Meat, Inc. Stockholder Derivative Litigation, Case No. 2:23-cv-05954 (“Consolidated Derivative Action”). The Consolidated Derivative Action is stayed pending resolution of the defendants’ motion to dismiss in the SHEPP Action. On August 4, 2023, a third derivative shareholder action was filed in the Superior Court of the State of California for the County of Los Angeles, captioned Moore v. Nelson, et al., Case No. 23STCV18587 (“Moore Action”), alleging causes of action substantially similar to those alleged in the Consolidated Derivative Action and facts substantially similar to those alleged in the SHEPP Action. On January 23, 2024, the plaintiff dismissed the complaint without prejudice. On December 8, 2023, a fourth derivative action was filed in the United States District Court for the District of Delaware, captioned Gilardy v. Brown, et al., Case No. 1:23-cv-01415 (“Gilardy Action”). The Gilardy Action alleges causes of action substantially similar to those alleged in the Consolidated Derivative Action and Moore Action and facts substantially similar to those alleged in the SHEPP Action. The Gilardy Action is stayed pending resolution of the defendants’ motion to dismiss in the SHEPP Action. Litigation Pursuant to Section 220 of the Delaware General Corporation Law (“DGCL”) On November 17, 2023, purported stockholder Christina Brown (“Brown”) issued a books and records demand pursuant to Section 220 of the DGCL seeking documents, including board minutes and materials generally related to the same issues as those raised in the SHEPP Action and related derivative actions. On December 12, 2023, Brown filed a complaint in Delaware Chancery Court naming the Company as defendant and seeking such documents pursuant to Section 220, captioned Brown v. Beyond Meat, Case No. 2023-1262 (Del. Ch.). The parties submitted periodic status reports to the court on April 12, 2024, July 9, 2024, October 7, 2024 and December 9, 2024. On January 13, 2025, the court relieved the parties of any further reporting requirements and noted that the action remained stayed until relief is requested or the action is ripe for dismissal. 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, In re: Beyond Meat, Inc. Protein Content Marketing and Sales Practices Litigation, No. 1:23-cv-00669 (N.D. Ill.) (the “MDL”). On March 3, 2023, the MDL court held the initial status conference. The MDL court granted plaintiffs’ motion to appoint interim class counsel. 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 5, 2023. The Company’s reply in support of the motion to dismiss was filed on July 21, 2023. On February 22, 2024, the MDL court issued an order granting in part and denying in part the Company’s motion to dismiss. On March 5, 2024, the parties filed a joint status report noting they had agreed to engage in mediation. On April 24, 2024, the parties engaged in mediation before the Honorable Wayne R. Andersen (Ret.) but did not reach agreement. Negotiations continued and the parties entered into a confidential binding settlement term sheet on May 6, 2024. On July 8, 2024, the parties entered into a class action settlement agreement, pursuant to which the Company has agreed to contribute $7.5 million to a settlement fund in full satisfaction of all settlement costs and attorneys’ fees. On August 5, 2024, the parties filed a motion for preliminary approval of the settlement agreement. The MDL court granted the motion for preliminary approval on August 14, 2024. On January 23, 2025, upon reviewing submissions from the court-appointed settlement administrator and the plaintiffs acting on behalf of the class, and after holding a final settlement hearing, the court issued a minute order approving the class action settlement and indicating a final approval order will be entered. Final approval resolves the claims of all persons (individuals and/or entities) who purchased any Beyond Meat product (as defined in the settlement agreement) for household use and not for resale or distribution, from May 31, 2018 to August 14, 2024. The Company paid $250,000 to the settlement fund in August 2024. The timing of the remaining payment is uncertain as it will occur after the final approval order has issued. The Company recorded $7.5 million in SG&A expenses in its consolidated statement of operations and paid $250,000 in the year ended December 31, 2024, and included $7.25 million in Accrued litigation settlement costs in the Company’s consolidated balance sheet as of December 31, 2024. The active lawsuits, each of which was consolidated and transferred to the MDL and is subject to the class action settlement agreement, 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) 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 “Economic Activities Court”). 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 Economic Activities Court. The association maintains its position that the Company is misleading the consumer, and additionally alleges that the Company 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. In September 2023, the Company submitted a request to stay proceedings in the commercial litigation proceedings, pending the decision of the CJEU in the administrative litigation case against the Contested Decree. On September 27, 2023, Interbev obtained an extension to submit a response to the Company. On October 25, 2023, Interbev submitted its response opposing the Company’s request to stay proceedings and asking that the written procedure of the case be closed. The Company responded on November 22, 2023, and Interbev submitted an additional reply on January 16, 2024. On March 20, 2024, the Economic Activities Court held a hearing on the decision to stay proceedings, and on April 25, 2024, the Economic Activities Court decided that the case should proceed. To that end, the Economic Activities Court set the date for an oral hearing on September 4, 2024, which was subsequently postponed to December 18, 2024, following a joint request from the parties. Interbev submitted its last written brief on September 30, 2024. The Company filed its last written brief on October 28, 2024. On November 26, 2024, Interbev filed an amended brief, including a reference to the CJEU judgment of October 4, 2024, in which the CJEU ruled that "meat" is defined under EU law as "edible parts of certain animals," meaning that the Company could not use the term, even in its marketing materials. The Company filed a subsequent amended brief on December 3, 2024. On December 17, 2024, Interbev submitted a copy of the EUIPO Board of Appeal’s decision partially rejecting the Company’s appeal against the first instance decision taken by the EUIPO on May 7, 2024 by which the latter invalidated the Caped Steer logo/mark. The hearing on the merits was held on December 18, 2024. Initially, a first-instance decision was expected on February 17, 2025, but it was postponed to February 20, 2025, and then again to February 27, 2025. On February 27, 2025, the Economic Activities Court rendered its first-instance judgment (the “Judgment”). In the Judgment, the Court ruled that (i) the Company may continue to use meaty names (sausage, burger, etc.) for its products, but that it must immediately cease using the term “meat” to describe them (the Court relied on the CJEU ’s decision of October 4, 2024 on this point). The Court considers that this can be done immediately as the term “meat” is only used on the Company’s website and social media; (ii) the Company must remove the caped steer logo from its packaging and communications within 18 months of service of the Judgment (the Court relied on the EUIPO Board of Appeal’s decision of December 17, 2024 on this point); (iii) the Court considered that from the time of its penetration of the French market until 2021, Beyond referred French consumers to its US social media. These media contained health claims that are illegal in Europe and thus constituted a misleading practice. However, the Court noted that such activity had ceased; and (iv) the Court found that the Company engages in illegal comparative advertising by comparing its products to meat in a subjective matter (e.g., better taste, better for the environment, healthier than animal meat) and ordered it to immediately cease all communications that equate its products to meat and/or include a subjective comparison. The decisions under points (i) and (iv) above were made under a daily penalty of EUR 1,000 starting to count one month after the service of the Judgment on the Company. However, the Court also dismissed several of Interbev’s other arguments. In complete contradiction to its rulings above, the Court found that the physical and nutritional characteristics of the Company’s products, their packaging, labeling, the indication of source of protein or reach in protein, and their general presentation do not create any confusion between the Company’s products and meat or meat products. Moreover, the presentation of the Company’s products in the meat aisle of supermarkets was irrelevant for the question of whether or not there was confusion between the products and meat. This means that the Company does not need to change the brand name -- Beyond Meat -- nor does the Company need to make any changes to the meaty names of the Company’s products. The Company does not need to make any changes to the physical and nutritional characteristics of the Company’ products, or any changes to the labels or lists of ingredients of the Company’s products. The Company will continue to present its products as an alternative source of protein. In terms of costs and damages, the Court ordered the Company, as well as The New Plant, to pay EUR 1 for financial damage, EUR 50,000 for moral damage and EUR 15,000 for legal costs to Interbev. The publication of the Judgment in three specialized reviews/magazines has also been ordered, unless there is an appeal. The Judgment is subject to appeal before the Paris Court of Appeals within a period of three months. The Company is examining the Judgment with a view to a recourse against it as well as taking steps to comply with the Judgment as necessary. On April 21, 2023, Interbev filed two actions before the European Union Intellectual Property Office (the “EUIPO”) to cancel the Company’s EU trademark registration for the Caped Steer logo. Interbev sought cancellation of the trademark, alleging that the trademark was invalid because it allegedly misleads the public about the nature and characteristics of the products offered under the mark. Interbev also sought cancellation on the basis of allegedly misleading use. On July 7, 2023, the Company submitted its responses to these actions, strongly disputing these claims and defending its use and registration of the Caped Steer logo. Interbev’s response regarding misleading use of the mark was filed on September 14, 2023, and the Company responded on November 17, 2023. Interbev’s response regarding the invalidity of the mark was filed and served on the Company in November 2023, and the Company responded on January 12, 2024. On May 7, 2024, the Company was served with the EUIPO’s first instance decision regarding the invalidity of the mark. The EUIPO held the mark to be invalid insofar as the registration covered specifically meat or dairy substitute goods. The EUIPO held the trademark to be valid insofar as the registration is for other plant, cereal, vegetable, fruit or nut-based goods. The Company filed a formal appeal of the first instance decision on July 5, 2024, followed by its substantive grounds of appeal on September 9, 2024. Interbev filed a response on November 11, 2024. On December 17, 2024, the Company was served with the EUIPO Board of Appeal decision. The Board of Appeal upheld the appeal on one point, allowing the goods chili con carne to also remain on the register and confirmed the first instance decision on all other points. The Company decided against a further appeal, i.e. against bringing an action to the EU General Court in the matter. 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 (the “Contested Decree”). The Contested Decree prohibited 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 Contested Decree, in response to a motion filed by a French trade association. On October 21, 2022, the Company filed a request for annulment of the Contested 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 were heard. On January 23, 2023, the French Ministry for the Economy (the “French Ministry”) responded to the Company’s request for annulment and intervention. The French Ministry’s response made clear that it would enforce the Contested 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 against the French meaty names ban. The court held that there were a number of difficulties interpreting 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 judgments of the CJEU. The procedure before the CJEU started on August 22, 2023, and the Company filed its submission on October 31, 2023. On January 15, 2024, the CJEU closed the written procedure. The period to request an oral hearing closed on February 5, 2024. In parallel to the litigation before the CJEU against the Contested Decree, on August 23, 2023, France published a proposal for a new decree replacing the Contested Decree (the “New Decree”). The New Decree has removed some of the Contested Decree’s most open-ended language, but essentially maintains the prohibition on meaty names for plant-based proteins. The New Decree was subject to administrative review procedure by the European Commission (the EU’s executive body) and the EU member states other than France. The six-months standstill period under that procedure ended on February 23, 2024. The Company supported plant-based protein trade associations against the New Decree. On February 26, 2024, the New Decree was adopted. However, on April 10, 2024, the French High Administrative Court decided once again to postpone the applicability of the New Decree. The interim relief judge noted that there were serious doubts as to whether such national measures could be adopted based on EU law, which had already prompted the ongoing CJEU litigation. In this context, on March 1, 2024, the CJEU requested the French High Administrative Court to provide its view on the impact of the adoption of the New Decree on the litigation against the Contested Decree, and whether it should be declared moot or it should be allowed to proceed. On March 14, 2024, the French High Administrative Court responded to the CJEU's request for information asking it to rule in the current proceedings. On April 15, 2024, the CJEU decided that the litigation against the Contested Decree would proceed, and that an oral hearing was not necessary. On October 4, 2024, the CJEU rendered its judgment. The judgment of the CJEU determined that the manner in which the Contested Decree seeks to ban meat names for plant-based foods is unlawful under EU law. It sets a precedent on the extent to which EU member states may regulate the naming of plant-based foods at the national level in the absence of harmonization at the EU level. In its judgment, the CJEU also ruled that “meat” is defined under EU law as “edible parts of certain animals.” The Company is taking the view that the court’s interpretation only affects the use of the term in the sales denomination on the label and not the use of the term in marketing and advertising materials. Following the CJEU’s judgment, the case was referred to the French High Administrative Court, which, on January 28, 2025, annulled the Contested Decree and the New Decree. Beyond Meat will be reimbursed by the French State for legal costs incurred in challenging the Contested Decree, for a total of 3,000 euros. Arbitration with Former Co-Manufacturer In March 2024, a former co-manufacturer (“Manufacturer”) brought an action against the Company in a confidential arbitration proceeding. The Company had entered into an agreement with the Manufacturer, under which the Manufacturer was responsible for producing products on behalf of the Company. The Company terminated the agreement in November 2023 due to the Manufacturer’s failure to produce food in compliance with applicable laws, as required by the agreement. The Manufacturer alleges that the Company terminated the agreement without a contractual basis to do so and that it is owed past and future payments under the agreement. The Manufacturer claims total damages of at least approximately $73.0 million. The Company intends to vigorously defend against these claims. In October 2024, the Company filed amended counterclaims against the Manufacturer for breach of contract, breach of the duty of good faith and fair dealing, fraudulent inducement, false promise, concealment, and intentional misrepresentation, and negligent misrepresentation. The Company intends to vigorously prosecute the claims asserted against the Manufacturer.

Income Taxes - Schedule of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Unrecognized Tax Benefits [Roll Forward]
Gross unrecognized tax benefits at the beginning of the year	$ 11,966	$ 10,326
Increases related to current year positions	0	1,376
(Decreases) increases related to prior year positions	(1,376)	264
Expiration of unrecognized tax benefits	0	0
Gross unrecognized tax benefits at the end of the year	$ 10,590	$ 11,966

Income Taxes - Narrative (Details) - USD ($)	12 Months Ended
Income Taxes - Narrative (Details) - USD ($)	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Tax Credit Carryforward [Line Items]
Deferred tax assets, valuation allowance, percentage	100.00%
Valuation allowance	$ 330,542,000	$ 299,221,000
Increase in valuation allowance	31,300,000
Unrecognized tax benefits	10,590,000	11,966,000	$ 10,326,000
Unrecognized tax benefits that would impact effective tax rate	0	0
Undistributed earnings of foreign subsidiaries	0
Research and development tax credits
Tax Credit Carryforward [Line Items]
Unrecognized tax benefits	9,500,000	10,700,000
Foreign
Tax Credit Carryforward [Line Items]
Operating loss carryforwards	107,100,000	104,000,000.0
Federal
Tax Credit Carryforward [Line Items]
Operating loss carryforwards	1,200,000,000	983,600,000
Operating loss carryforwards, not subject to expiration	1,100,000,000
State
Tax Credit Carryforward [Line Items]
Operating loss carryforwards	477,500,000	$ 413,300,000
Operating loss carryforwards, not subject to expiration	$ 76,100,000

Income Taxes - Schedule of Deferred Tax Assets And Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Deferred Tax Assets:
Net operating loss (NOL)	$ 300,036	$ 259,544
Operating lease liability	29,763	31,227
Intangibles	10,639	10,113
Share-based compensation	11,071	10,540
Inventory	9,252	11,221
Other	6,040	11,796
Total gross deferred tax assets	366,801	334,441
Deferred Tax liabilities:
Operating lease right-of-use assets	28,740	30,480
Property, plant and equipment	7,519	4,740
Total gross deferred tax liabilities	36,259	35,220
Valuation allowance	330,542	299,221
Net deferred tax assets (liabilities)	$ 0	$ 0

Related Party Transactions	12 Months Ended
Related Party Transactions	Dec. 31, 2024
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions TPP In connection with the Company’s investment in TPP, a joint venture with PepsiCo, Inc., the Company sold 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. As part of renegotiating certain contracts and changing operating activities related to Beyond Meat Jerky, in the first quarter of 2023, the Company recognized in full the remaining balance of this fee. As part of its Global Operations Review, in 2023, the Company made the decision to discontinue the Beyond Meat Jerky product line and discontinued it in 2024. See Note 10. Net revenues earned from TPP included in U.S. retail channel net revenues were $0, $5.3 million and $33.5 million for the years ended December 31, 2024, 2023 and 2022, respectively.

- 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
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-Section 50
-Paragraph 2
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-URI https://asc.fasb.org/1943274/2147480990/946-20-50-2

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-URI https://asc.fasb.org/1943274/2147483326/850-10-50-1

+ Details

Property, Plant and Equipment

12 Months Ended

Dec. 31, 2024

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 consolidated balance sheets. A summary of property, plant, and equipment as of December 31, 2024 and 2023, is as follows:


	December 31,
(in thousands)	2024		2023
Manufacturing equipment	$	165,626	$	165,028
Research and development equipment	20,816		19,594
Leasehold improvements	18,165		23,898
Building	27,155		22,813
Finance leases	5,167		1,086
Software	2,742		3,568
Furniture and fixtures	941		1,079
Vehicles	594		584
Land	5,416		5,478
Assets not yet placed in service	38,747		43,123
Total property, plant and equipment	$	285,369	$	286,251
Less: accumulated depreciation and amortization	100,482		92,205
Property, plant and equipment, net	$	184,887	$	194,046

Depreciation and amortization expense in 2024, 2023 and 2022 was $23.1 million, $48.1 million and $32.6 million, respectively. Of the total depreciation and amortization expense in 2024, 2023 and 2022, $20.3 million, $44.5 million and $28.0 million, respectively, were recorded in cost of goods sold, $2.0 million,

$2.8 million and $4.0 million, respectively, were recorded in research and development expenses, and $0.8 million, $0.8 million and $0.6 million, respectively, were recorded in SG&A expenses, in the Company’s 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 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 in 2023 by $21.0 million, impacting cost of goods sold and research and development expenses by $19.0 million and $2.0 million, respectively, and decreased both basic and diluted net loss per share available to common stockholders by $0.33.

The Company had $1.9 million and $4.5 million in property, plant and equipment concluded to meet the criteria for assets held for sale as of December 31, 2024 and 2023, respectively. In the year ended December 31, 2023, a $3.8 million note receivable that was previously recorded for assets sold was written off as uncollectible.

Inventories - Narrative (Details) $ in Millions	Dec. 31, 2023 USD ($)
Inventory Disclosure [Abstract]
Decrease in inventory valuation reserves	$ 38.0

Segment Information - Schedule of Long-Lived Assets, by Geographical Areas (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Revenues from External Customers and Long-Lived Assets [Line Items]
Consolidated long-lived assets	$ 308,862	$ 324,507
U.S.
Revenues from External Customers and Long-Lived Assets [Line Items]
Consolidated long-lived assets	275,920	280,838
Canada
Revenues from External Customers and Long-Lived Assets [Line Items]
Consolidated long-lived assets	2,148	11,427
EU B.V. (the Netherlands)
Revenues from External Customers and Long-Lived Assets [Line Items]
Consolidated long-lived assets	15,359	13,530
China (Jiaxing)
Revenues from External Customers and Long-Lived Assets [Line Items]
Consolidated long-lived assets	$ 15,435	$ 18,712

Debt - Schedule of Debt Balances (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Mar. 05, 2021
Debt Instrument [Line Items]
Debt issuance costs	$ (8,524)	$ (12,458)
Total debt outstanding	1,141,476	1,137,542
Less: current portion of long-term debt	0	0
Long-term debt	$ 1,141,476	1,137,542
Convertible Debt
Debt Instrument [Line Items]
Interest, stated rate (in percent)	0.00%
Principal Amount	$ 1,150,000	$ 1,150,000	$ 1,150,000
Debt issuance costs				$ (23,600)	$ (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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+ Details

- Definition

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

+ References + Details

Inventories

12 Months Ended

Dec. 31, 2024

Inventory Disclosure [Abstract]

Inventories

Major classes of inventory were as follows:


	December 31,
(in thousands)	2024		2023
Raw materials and packaging	$	51,303	$	61,371
Work in process	28,204		37,329
Finished goods	33,937		31,636
Total	$	113,444	$	130,336

The Company records a provision for excess and obsolete inventories in cost of goods sold in its consolidated statements of operations. The amount recorded in 2023 included $38.0 million in incremental provision for excess and obsolete inventory resulting from the Company’s Global Operations Review.

Share-Based Compensation - Schedule of PSU Activity (Details) - Performance Shares	12 Months Ended
	Dec. 31, 2024 $ / shares shares
Number of Units
Unvested, beginning balance (in shares) \| shares	0
Granted (in shares) \| shares	225,967
Vested (in shares) \| shares	0
Canceled/Forfeited (in shares) \| shares	0
Unvested, ending balance (in shares) \| shares	225,967
Weighted Average Grant Date Fair Value Per Unit
Unvested, beginning balance (in dollars per share) \| $ / shares	$ 0
Granted (in dollars per share) \| $ / shares	14.38
Vested (in dollars per share) \| $ / shares	0
Canceled/Forfeited (in dollars per share) \| $ / shares	0
Unvested, ending balance (in dollars per share) \| $ / shares	$ 14.38

Insider Trading Arrangements	3 Months Ended	12 Months Ended
Insider Trading Arrangements	Dec. 31, 2024 shares	Dec. 31, 2024 shares
Trading Arrangements, by Individual
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false
Chelsea Grayson [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		On December 12, 2024, Chelsea Grayson, a director on the Company’s board of directors adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) of the Exchange Act. The plan covers the potential sales of up to an aggregate of 20,285 shares of the Company’s common stock at price and volume thresholds and during specified trading periods between March 13, 2025 and December 31, 2025, in each case as set forth in the plan.
Name	Chelsea Grayson
Title	director on the Company’s board of directors
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	December 12, 2024
Expiration Date	December 31, 2025
Arrangement Duration	384 days
Aggregate Available	20,285	20,285
Ethan Brown [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		On December 13, 2024, Ethan Brown, the Company’s president, chief executive officer and a director on the Company’s board of directors adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) of the Exchange Act. The plan covers the potential sales of up to an aggregate of 34,880 shares of the Company’s common stock at price and volume thresholds and during specified trading periods between March 14, 2025 and December 1, 2025, in each case as set forth in the plan.
Name	Ethan Brown
Title	president, chief executive officer and a director on the Company’s board of directors
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	December 13, 2024
Expiration Date	December 1, 2025
Arrangement Duration	353 days
Aggregate Available	34,880	34,880

Subsequent Events (Details) - Subsequent Event $ in Millions	Feb. 24, 2025 USD ($) position
China
Subsequent Event [Line Items]
Expected number of positions eliminated \| position	20
Expected number of positions eliminated as percentage of global workforce (in percent)	3.00%
Expected number of positions eliminated as percentage of geographical workforce (in percent)	95.00%
China \| Minimum
Subsequent Event [Line Items]
Expected restructuring charges	$ 0.5
Expected savings	0.5
Estimated non-cash charges	12.0
China \| Maximum
Subsequent Event [Line Items]
Expected restructuring charges	1.0
Expected savings	1.0
Estimated non-cash charges	$ 17.0
North America And EU
Subsequent Event [Line Items]
Expected number of positions eliminated \| position	44
Expected number of positions eliminated as percentage of global non-production workforce (in percent)	17.00%
Expected number of positions eliminated as percentage of global workforce (in percent)	6.00%
North America And EU \| Minimum
Subsequent Event [Line Items]
Expected restructuring charges	$ 1.0
Expected savings	5.5
Expected non-cash savings	1.0
North America And EU \| Maximum
Subsequent Event [Line Items]
Expected restructuring charges	1.5
Expected savings	6.5
Expected non-cash savings	$ 1.5

Income Taxes - Schedule of Income before Income Tax, Domestic and Foreign (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
United States	$ (151,343)	$ (305,035)	$ (290,765)
Foreign	(8,888)	(29,202)	(56,392)
Loss before taxes	$ (160,231)	$ (334,237)	$ (347,157)

- Definition

Amount of income (loss) from continuing operations before deduction of income tax expense (benefit) and income (loss) attributable to noncontrolling interest, and addition of income (loss) from equity method investments.

+ References + Details

Insider Trading Policies and Procedures	12 Months Ended
Insider Trading Policies and Procedures	Dec. 31, 2024
Insider Trading Policies and Procedures [Line Items]
Insider Trading Policies and Procedures Adopted	true

Summary of Significant Accounting Policies - Schedule Of Net Revenues By Platform And Channel (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Disaggregation of Revenue [Line Items]
Net revenues	$ 326,452	$ 343,376	$ 418,933
U.S. net revenues
Disaggregation of Revenue [Line Items]
Net revenues	198,396	205,887	304,033
U.S. net revenues \| Retail
Disaggregation of Revenue [Line Items]
Net revenues	150,812	155,240	234,744
U.S. net revenues \| Foodservice
Disaggregation of Revenue [Line Items]
Net revenues	47,584	50,647	69,289
International net revenues
Disaggregation of Revenue [Line Items]
Net revenues	128,056	137,489	114,900
International net revenues \| Retail
Disaggregation of Revenue [Line Items]
Net revenues	59,783	61,723	60,907
International net revenues \| Foodservice
Disaggregation of Revenue [Line Items]
Net revenues	$ 68,273	$ 75,766	$ 53,993

- 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 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 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 270
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482964/270-10-50-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (ee)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

Reference 4: http://fasb.org/us-gaap/role/ref/otherTransitionRef
-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 5: http://fasb.org/us-gaap/role/ref/otherTransitionRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (a)
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 924
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
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-URI https://asc.fasb.org/1943274/2147479941/924-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
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-Paragraph 5
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
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-Paragraph 30
-Subparagraph (a)
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-URI https://asc.fasb.org/1943274/2147482810/280-10-50-30

Reference 9: 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 10: 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 11: 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 12: 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 13: 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

Summary of Significant Accounting Policies - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Apr. 01, 2023	Dec. 31, 2022
Buildings
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)	30 years
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)	3 years
Manufacturing equipment
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)		10 years
Manufacturing equipment \| Minimum
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)	5 years
Manufacturing equipment \| Maximum
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)	10 years
Research and development equipment \| Minimum
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)	5 years
Research and development equipment \| Maximum
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)	10 years
Software
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)	3 years
Vehicles
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)	5 years
Equipment And Research And Development Equipment
Property, Plant and Equipment [Line Items]
Threshold amount for determining useful Life		$ 25
Equipment And Research And Development Equipment, Value Over $25,000
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)		10 years
Equipment And Research And Development Equipment, Value Over $25,000 \| Minimum
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)			5 years
Equipment And Research And Development Equipment, Value Over $25,000 \| Maximum
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)			10 years
Equipment And Research And Development Equipment, Value Up To $25,000
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)		5 years

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2024
Audit Information [Abstract]
Auditor Name	Deloitte & Touche LLP
Auditor Location	Los Angeles, California
Auditor Firm ID	34

Debt - Schedule of Convertible Senior Notes (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Mar. 05, 2021
Debt Instrument [Line Items]
Unamortized Issuance Costs	$ 8,524	$ 12,458
Total debt outstanding	1,141,476	1,137,542
Fair Value, Inputs, Level 2 \| Recurring
Debt Instrument [Line Items]
Fair Value	$ 174,700
Convertible Debt
Debt Instrument [Line Items]
Interest, stated rate (in percent)	0.00%
Principal Amount	$ 1,150,000	$ 1,150,000	$ 1,150,000
Unamortized Issuance Costs				$ 23,600	$ 23,600
Convertible Senior Notes Due 2027 \| Fair Value, Inputs, Level 2 \| Recurring
Debt Instrument [Line Items]
Fair Value	174,662
Convertible Senior Notes Due 2027 \| Convertible Debt
Debt Instrument [Line Items]
Interest, stated rate (in percent)					0.00%
Principal Amount	1,150,000
Unamortized Issuance Costs	8,524
Total debt outstanding	$ 1,141,476

Net Loss Per Share Available to Common Stockholders (“EPS”) - Schedule of basic and diluted net loss per common share (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Numerator:
Net loss available to common stockholders	$ (160,278)	$ (338,144)	$ (366,137)
Undistributed net income available to unvested restricted stockholders	0	0	0
Net loss available to common stockholders—basic	(160,278)	(338,144)	(366,137)
Net loss available to common stockholders—basic	$ (160,278)	$ (338,144)	$ (366,137)
Denominator:
Weighted average common shares outstanding—basic (in shares)	66,004,815	64,300,099	63,622,432
Dilutive effect of Notes, if converted (in shares)	0	0	0
Weighted average common shares outstanding—diluted (in shares)	66,004,815	64,300,099	63,622,432
Basic (in dollars per share)	$ (2.43)	$ (5.26)	$ (5.75)
Diluted (in dollars per share)	$ (2.43)	$ (5.26)	$ (5.75)
Convertible Debt
Denominator:
Principal Amount	$ 1,150,000	$ 1,150,000	$ 1,150,000
Options to purchase common stock
Denominator:
Dilutive effect (in shares)	0	0	0
RSUs
Denominator:
Dilutive effect (in shares)	0	0	0
PSUs
Denominator:
Dilutive effect (in shares)	0	0	0

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Basis of Presentation

Fiscal Year

Segment Information

Management’s Use of Estimates and Change in Accounting Estimate

Management’s Use of Estimates

Change in Accounting Estimate

Comprehensive Loss

Convertible Senior Notes and Issuance Costs

Convertible Senior Notes

Issuance Costs

Capped Call Transactions

Foreign Currency

Fair Value of Financial Instruments

The three levels are defined as follows:

•Level 3—Valuations derived from valuation techniques in which significant value drivers are unobservable.

Cash and Cash Equivalents

Restricted Cash

Accounts Receivable

Cost of Goods Sold

Inventories and Cost of Goods Sold

Inventories

Inventories and Cost of Goods Sold

Property, Plant and Equipment

Property, plant and equipment are carried at cost less accumulated depreciation and are depreciated using the straight-line method over the following estimated useful lives:


Land						Not amortized
Buildings						30 years
Leasehold improvements						Shorter of lease term or estimated useful life
Furniture and fixtures						3 years
Manufacturing equipment(1)						5 to 10 years
Research and development equipment(1)						5 to 10 years
Software and computer equipment						3 years
Vehicles						5 years

____________

Assets Held For Sale

Impairment of Long-Lived Assets

Income Taxes

Leases

Contingencies

Revenue Recognition and Shipping and Handling Costs

Revenue Recognition

Shipping and Handling Costs

Earnings (Loss) Per Share

In periods when the Company records net loss, all potential common shares are excluded in the computation of EPS because their inclusion would be anti-dilutive.

Prepaid Expenses

Prepaid expenses primarily include prepaid insurance and other prepaid vendor costs, which are expensed in the period to which they relate.

Investment in Joint Venture

Selling, General and Administrative (“SG&A”) Expenses

Research and Development

Research and Development Expenses

Share-Based Compensation

The Company recognizes the closing price of the Company’s stock on the grant date as the fair value of RSUs.

Retirement Savings Plan

Restructuring Plan

New and Recently Adopted Accounting Pronouncements

New Accounting Pronouncements

and is not expected to have a material impact on the Company’s financial position, results of operations or cash flows.

2.Include certain amounts that are already required to be disclosed under current GAAP in the same disclosure as the other disaggregation requirements.

3.Disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively.

4.Disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses.

requirements only and is not expected to have a material impact on the Company’s financial position, results of operations or cash flows.

Recently Adopted Accounting Pronouncements

Debt

12 Months Ended

Dec. 31, 2024

Debt Disclosure [Abstract]

Debt

The following is a summary of debt balances as of December 31, 2024 and December 31, 2023:


	December 31,
(in thousands)	2024		2023
0% Convertible senior notes	$	1,150,000	$	1,150,000




Debt issuance costs	(8,524)		(12,458)
Total debt outstanding	$	1,141,476	$	1,137,542
Less: current portion of long-term debt	—		—
Long-term debt	$	1,141,476	$	1,137,542

Convertible Senior Notes

The initial conversion price of the Notes is $206.00 per share of common stock, which represents a premium of approximately 47.5% over the closing price of the Company’s common stock on March 2, 2021. The Notes will mature on March 15, 2027, unless earlier repurchased, redeemed or converted. The Notes were issued pursuant to, and are governed by, an indenture, dated as of March 5, 2021 (the “Indenture”), between the Company and U.S. Bank National Association, as trustee (the Trustee”). The Company used $84.0 million of the net proceeds from the sale of the Notes to fund the cost of entering into capped call transactions, described below. The proceeds from the issuance of the Notes were approximately $1.0 billion, net of capped call transaction costs of $84.0 million and debt issuance costs totaling $23.6 million.

The Notes are senior, unsecured obligations and are (i) equal in right of payment with the Company’s senior, unsecured indebtedness; (ii) senior in right of payment to the Company’s indebtedness that is expressly

subordinated to the Notes; (iii) effectively subordinated to the Company’s secured indebtedness, to the extent of the value of the collateral securing that indebtedness; and (iv) structurally subordinated to all existing and future indebtedness and other liabilities, including trade payables, and (to the extent the Company is not a holder thereof) preferred equity, if any, of the Company’s subsidiaries.

The Notes do not bear regular interest, and the principal amount of the Notes do not accrete. However, special interest and additional interest may accrue on the Notes at a rate per annum not exceeding 0.50% (subject to certain exceptions) upon the occurrence of certain events relating to the failure to file certain SEC reports or to remove certain restrictive legends from the Notes.

The initial conversion rate is 4.8544 shares of common stock per $1,000 principal amount of the Notes, which represents an initial conversion price of $206.00 per share of common stock. The conversion rate and conversion price are subject to customary adjustments upon the occurrence of certain events as described in the Indenture.

The holder may convert the Notes during the five consecutive business days immediately after any ten consecutive trading day period, if the trading price per $1,000 principal amount of Notes, as determined following a request by a holder, for each trading day of the measurement period was less than ninety eight percent (98%) of the product of the last report sale price per share of common stock on such trading day and the conversion rate on such trading day.

The holder can convert its Notes during any calendar quarter, commencing after the calendar quarter ending on June 30, 2021, provided the last reported sale price of the common stock for at least 20 trading days is greater than or equal to 130% of the conversion price, during the 30 consecutive trading days ending on the last trading day of a calendar quarter.

Before December 15, 2026, noteholders have the right to convert their Notes upon the occurrence of certain events. From and after December 15, 2026, noteholders may convert their Notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. The Company has the right to elect to settle conversions either in cash, shares or in a combination of cash and shares of its common stock. However, upon conversion of any Notes, the conversion value, which will be determined over an “Observation Period” (as defined in the Indenture) consisting of 20 trading days, will be paid in cash up to at least the principal amount of the Notes being converted.

The Notes will be redeemable, in whole or in part, at the Company’s option at any time, and from time to time, on or after March 20, 2024 and on or before the 20th scheduled trading day immediately before the maturity date, at a cash redemption price equal to the principal amount of the Notes to be redeemed, plus accrued and unpaid special interest and additional interest, if any, to, but excluding, the redemption date, but only if the last reported sale price per share of the Company’s common stock exceeds 130% of the conversion price on (i) each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the trading day immediately before the date the Company sends the related redemption notice; and (ii) the trading day immediately before the date the Company sends such notice. In addition, calling any Note for redemption will constitute a “Make-Whole Fundamental Change” (as defined in the Indenture) with respect to that Note, in which case the conversion rate applicable to the conversion of that Note will be increased in certain circumstances if it is converted after it is called for redemption.

The Company must repay the note principal in cash, but may elect to settle the conversion value either in cash, shares or in a combination of cash and shares of its common stock.

If certain corporate events that constitute a “Fundamental Change” (as defined in the Indenture) occur, then, subject to limited exceptions, noteholders may require the Company to repurchase their Notes at a cash repurchase price equal to the principal amount of the Notes to be repurchased, plus accrued and unpaid special interest and additional interest, if any, to, but excluding, the fundamental change repurchase date. The definition

of Fundamental Change includes certain business combination transactions involving the Company and certain de-listing events with respect to the Company’s common stock.

The Notes have customary provisions relating to the occurrence of “Events of Default” (as defined in the Indenture), which include the following: (i) certain payment defaults on the Notes (which, in the case of a default in the payment of special interest and additional interest on the Notes, are subject to a 30-day cure period); (ii) the Company’s failure to send certain notices under the Indenture within specified periods of time; (iii) the Company’s failure to comply with certain covenants in the Indenture relating to the Company’s ability to consolidate with or merge with or into, or sell, lease or otherwise transfer, in one transaction or a series of transactions, all or substantially all of the assets of the Company and its subsidiaries, taken as a whole, to another person; (iv) a default by the Company in its other obligations or agreements under the Indenture or the Notes if such default is not cured or waived within 60 days after notice is given in accordance with the Indenture; (v) certain defaults by the Company or any of its significant subsidiaries with respect to indebtedness for borrowed money of at least $100 million; and (vi) certain events of bankruptcy, insolvency and reorganization involving the Company or any of its significant subsidiaries.

In the event of the Company’s liquidation, dissolution or winding up, holders of the Company’s common stock will be entitled to share ratably in the net assets legally available for distribution to stockholders after the payment of all of the Company’s debts and other liabilities and the satisfaction of any liquidation preference granted to the holders of any then-outstanding shares of preferred stock.

Holders of the Company’s common stock have no preemptive, conversion, subscription or other rights, and there are no redemption or sinking fund provisions applicable to the Company’s common stock. The rights, preferences and privileges of the holders of the Company’s common stock are subject to and may be adversely affected by the rights of the holders of shares of any series of preferred stock that the Company may designate in the future.

If an Event of Default involving bankruptcy, insolvency or reorganization events with respect to the Company (and not solely with respect to a significant subsidiary of the Company) occurs, then the principal amount of, and any accrued and unpaid special interest and additional interest on, all of the Notes then outstanding will immediately become due and payable without any further action or notice by any person. If any other Event of Default occurs and is continuing, then, the Trustee, by notice to the Company, or noteholders of at least 25% of the aggregate principal amount of Notes then outstanding, may declare the principal amount of, and any accrued and unpaid special interest and additional interest on, all of the Notes then outstanding to become due and payable immediately. However, notwithstanding the foregoing, the Company may elect, at its option, that the sole remedy for an Event of Default relating to certain failures by the Company to comply with certain reporting covenants in the Indenture consists exclusively of the right of the noteholders to receive special interest on the Notes for up to 365 days at a specified rate per annum not exceeding 0.50% on the principal amount of the Notes.

The total amount of debt issuance costs of $23.6 million was recorded as a reduction to Convertible senior notes, net in the 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 years ended December 31, 2024 and December 31, 2023, the Company recognized $3.9 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 years ended December 31, 2024 and December 31, 2023 was 0.3%.

The following is a summary of the Company’s Notes as of December 31, 2024:


(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	$	8,524	$	1,141,476	$	174,662	Level 2

The Notes are carried at face value less the unamortized debt issuance costs on the Company’s consolidated balance sheets. As of December 30, 2024, the estimated fair value of the Notes was approximately $174.7 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 December 30, 2024, the last business day when the Notes were traded.

As of December 31, 2024, the remaining life of the Notes was approximately 2.2 years.

Capped Call Transactions

On March 2, 2021, in connection with the pricing of the offering of the Convertible Notes, the Company entered into capped call transactions (the “Base Capped Call Transactions”) with the option counterparties and used $73.0 million in net proceeds from the sale of the Convertible Notes to fund the cost of the Base Capped Call Transactions. On March 12, 2021, in connection with the Additional Notes, the Company entered into capped call transactions (the “Additional Capped Call Transactions”) with the option counterparties and used $11.0 million of the net proceeds from the sale of the Additional Notes to fund the cost of the Additional Capped Call Transactions. The Base Capped Call Transactions and the Additional Capped Call Transactions (collectively, the “Capped Call Transactions”) cover, subject to customary adjustments, the aggregate number of shares of the Company’s common stock that will initially underlie the Notes, and are expected generally to reduce potential dilution to the Company’s common stock upon any conversion of Notes and/or offset any cash payments the Company may make in excess of the principal amount of the converted Notes, as the case may be, with such reduction and/or offset subject to a cap, based on the cap price of the Capped Call Transactions. The cap price of the Capped Call Transactions is $279.32, which represents a premium of 100% over the last reported sale price of the Company’s common stock on March 2, 2021. The aggregate $84.0 million paid for the Capped Call Transactions was recorded as a reduction to APIC.

- 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 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481544/470-10-50-6

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481544/470-10-50-6

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (a)(3)
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 30
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Section 50
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+ Details

Restructuring	12 Months Ended
Restructuring	Dec. 31, 2024
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 2024, 2023 and 2022, the Company recorded $0, $(0.6) million, $17.3 million, respectively, in restructuring expenses related to this dispute, which consisted primarily of legal and other expenses. The credit recorded in 2023 was primarily driven by a reversal of certain accruals. As of December 31, 2024 and 2023, the Company had $0 in accrued unpaid restructuring expenses associated with this dispute.

Segment Information

12 Months Ended

Dec. 31, 2024

Segment Reporting [Abstract]

Segment Information

The Company operates in one segment in the plant-based meat industry, offering a portfolio of revolutionary plant-based meats.

In accordance with ASC 280, “Segment Reporting”, the Company’s Chief Executive Officer and President, who reviews operating results to make decisions about allocating resources and assessing performance for the entire Company, has been identified as the CODM.

The Company derives revenue primarily in North America and Europe and manages the business activities on a consolidated basis. The Company’s CODM allocates resources and assesses performance at the consolidated level. As the Company operates in one segment, entity-wide segment disclosures about products and services, and major customers are the same as what has been presented elsewhere in this Annual Report on Form 10-K for the fiscal year ended December 31, 2024 and in the accompanying consolidated financial statements.

The accounting policies of the segment are the same as those described in Note 2. On a quarterly basis, the CODM reviews the GAAP measure of consolidated net (loss) income as the measure of the segment’s performance and for determining the allocation of resources.

The following table presents the details of the significant segment expenses, segment net revenues, and the segment performance measure, net loss, in the periods indicated.


	Year Ended December 31,
		2024		2023		2022
Net revenues		$	326,452	$	343,376	$	418,933
Less:
Cost of goods sold		284,753		426,031		442,676
Research and development expenses		28,149		39,530		62,264
Selling expenses		30,129		33,960		38,541
Marketing expenses		43,058		57,477		74,151
General and administrative expenses		96,487		128,907		126,813
Restructuring (income) expenses		—		(631)		17,259
Interest expense		4,097		3,955		3,966
Equity in losses of unconsolidated joint venture		73		3,902		18,948
Other segment items(1)		(16)		(11,611)		452
Net loss		$	(160,278)	$	(338,144)	$	(366,137)

___________

(1) Includes Other, net and Income tax (benefit) expense as reported in our consolidated statements of operations. Other, net includes $6.0 million, $10.8 million and $4.5 million in interest income in the years ended December 31, 2024, 2023 and 2022, respectively.

See the accompanying consolidated financial statements for other financial information regarding the Company's operating segment.

Long-lived assets include property, plant and equipment and operating lease right of use assets. The following table presents long-lived assets that cannot be readily removed in the Company’s business units as of the periods presented:


	December 31, 2024		December 31, 2023
U.S.	$	275,920	$	280,838
Canada(1)	2,148		11,427
EU B.V. (the Netherlands)	15,359		13,530
China (Jiaxing)	15,435		18,712
Consolidated long-lived assets	$	308,862	$	324,507

____________

(1) The Company’s Canada location serves as an extension of the U.S. sales organization.

Net revenues by geographic area

The Company’s revenues are attributed to the country where the products are delivered. For disclosure about the segment’s net revenues by geographic area, see Note 2 .

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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+ Details

Stockholders’ Deficit (Tables)

12 Months Ended

Dec. 31, 2024

Equity [Abstract]

Schedule of Common Stock Reserved for Future Issuance

Common stock reserved for future issuance consisted of the following:


	December 31,
	2024	2023
Equity incentive compensation awards granted and outstanding	6,859,658	5,888,077
Shares available for grant under the 2018 Equity Incentive Plan(1)	7,489,593	8,230,500
Shares available for issuance under the Employee Stock Purchase Plan	3,484,845	2,948,715
Shares reserved for potential issuance under the Notes	8,234,230	8,234,230
Total common stock reserved for future issuance(2)	26,068,326	25,301,522

_________________

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

Share-Based Compensation - Schedule of Fair Value Assumptions (Details)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Share-Based Payment Arrangement [Abstract]
Risk-free interest rate	4.30%	4.20%	2.30%
Average expected term (years)	7 years	7 years	7 years
Expected volatility	55.00%	55.20%	55.00%
Dividend yield	0.00%	0.00%	0.00%

Property, Plant and Equipment - Property, Plant and Equipment (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Finance leases	$ 5,167	$ 1,086
Total property, plant and equipment	285,369	286,251
Less: accumulated depreciation and amortization	100,482	92,205
Property, plant and equipment, net	184,887	194,046
Manufacturing equipment
Property, Plant and Equipment [Line Items]
Total property, plant and equipment	165,626	165,028
Research and development equipment
Property, Plant and Equipment [Line Items]
Total property, plant and equipment	20,816	19,594
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property, plant and equipment	18,165	23,898
Buildings
Property, Plant and Equipment [Line Items]
Total property, plant and equipment	27,155	22,813
Software
Property, Plant and Equipment [Line Items]
Total property, plant and equipment	2,742	3,568
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Total property, plant and equipment	941	1,079
Vehicles
Property, Plant and Equipment [Line Items]
Total property, plant and equipment	594	584
Land
Property, Plant and Equipment [Line Items]
Total property, plant and equipment	5,416	5,478
Assets not yet placed in service
Property, Plant and Equipment [Line Items]
Total property, plant and equipment	$ 38,747	$ 43,123

Property, Plant and Equipment (Tables)

12 Months Ended

Dec. 31, 2024

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

Property, plant and equipment are carried at cost less accumulated depreciation and are depreciated using the straight-line method over the following estimated useful lives:


Land						Not amortized
Buildings						30 years
Leasehold improvements						Shorter of lease term or estimated useful life
Furniture and fixtures						3 years
Manufacturing equipment(1)						5 to 10 years
Research and development equipment(1)						5 to 10 years
Software and computer equipment						3 years
Vehicles						5 years

____________

A summary of property, plant, and equipment as of December 31, 2024 and 2023, is as follows:


	December 31,
(in thousands)	2024		2023
Manufacturing equipment	$	165,626	$	165,028
Research and development equipment	20,816		19,594
Leasehold improvements	18,165		23,898
Building	27,155		22,813
Finance leases	5,167		1,086
Software	2,742		3,568
Furniture and fixtures	941		1,079
Vehicles	594		584
Land	5,416		5,478
Assets not yet placed in service	38,747		43,123
Total property, plant and equipment	$	285,369	$	286,251
Less: accumulated depreciation and amortization	100,482		92,205
Property, plant and equipment, net	$	184,887	$	194,046

Segment Information - Schedule Of Segment Information (Details) - USD ($) $ in Thousands		12 Months Ended
	Nov. 21, 2023	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Segment Reporting Information [Line Items]
Net revenues		$ 326,452	$ 343,376	$ 418,933
Less:
Cost of goods sold		284,753	426,031	442,676
Research and development expenses		28,149	39,530	62,264
Restructuring (income) expenses	$ 4,400	0	(631)	17,259
Interest expense		4,097	3,955	3,966
Equity in losses of unconsolidated joint venture		73	3,902	18,948
Net loss		(160,278)	(338,144)	(366,137)
Reporting Segment
Segment Reporting Information [Line Items]
Net revenues		326,452	343,376	418,933
Less:
Cost of goods sold		284,753	426,031	442,676
Research and development expenses		28,149	39,530	62,264
Selling expenses		30,129	33,960	38,541
Marketing expenses		43,058	57,477	74,151
General and administrative expenses		96,487	128,907	126,813
Restructuring (income) expenses		0	(631)	17,259
Interest expense		4,097	3,955	3,966
Equity in losses of unconsolidated joint venture		73	3,902	18,948
All other segment expenses, net		(16)	(11,611)	452
Net loss		(160,278)	(338,144)	(366,137)
Interest income		$ (6,000)	$ (10,800)	$ (4,500)

Introduction	12 Months Ended
Introduction	Dec. 31, 2024
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. The Company has the following subsidiaries: •Beyond Meat EU B.V., in the Netherlands •Beyond Meat (Jiaxing) Food Co., Ltd. (“BYND JX”), in the Zhejiang Province in China •Beyond Meat Canada Inc., in Canada. On January 25, 2021, the Company entered into the Planet Partnership, LLC, a joint venture with PepsiCo, Inc., to develop, produce and market innovative snack and beverage products made from plant-based protein. The Company’s primary production facilities are located in Columbia, Missouri, and Devault, Pennsylvania, and its research and development and administrative offices are located in El Segundo, California. The Company owns a manufacturing facility in Enschede, the Netherlands, where it produces its woven protein and dry blend flavor systems for shipment to local co-manufacturers, including one of the Company’s distributors who built a co-manufacturing facility in the Netherlands used for production of the Company’s finished goods. In Jiaxing, China, the Company leases a manufacturing facility, and leases a facility in Shanghai, China, which is used as a local research and development facility. In addition to its own production facilities, the Company uses co-manufacturers in various locations in the United States, Canada, Germany, the Netherlands and China. In 2021, the Company entered into a lease agreement to house its corporate headquarters, lab and innovation space in El Segundo, California. In 2022, upon completion of the Phase 1-A of the new campus facility in El Segundo, the Company moved its Innovation team from the Manhattan Beach Project Innovation Center to the new campus facility. In June 2023, 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. In June 2023, the Company terminated the lease of its former headquarters, also in El Segundo, California. The Company sells to a variety of customers in the retail and foodservice channels throughout the United States and internationally primarily through distributors who purchase, store, sell, and deliver the Company’s products. In addition, the Company sells directly to customers in the retail and foodservice channels who handle their own distribution. Global Operations Review In 2023, to reduce operating expenses, the Company initiated a review of its global operations (the “Global Operations Review”), narrowing the Company’s commercial focus to certain anticipated growth opportunities, and accelerating activities that prioritize gross margin expansion and cash generation. As part of this review, on November 1, 2023, the Company’s board of directors approved a plan to reduce the Company’s workforce by approximately 65 employees, representing approximately 19% of the Company’s global non-production workforce (or approximately 8% of our total global workforce). On February 24, 2025, the company’s board of directors approved a plan to reduce the Company’s workforce in North America and the EU by approximately 44 employees, representing approximately 17% of the Company’s global non-production workforce (or approximately 6% of the Company’s total global workforce). In addition, as part of the Company’s Global Operations Review, on February 24, 2025, the Company’s board of directors approved a plan to suspend the Company’s current operational activities in China, which are estimated to cease by the end of the second quarter of 2025. As part of this plan, the Company is reducing its workforce in China by approximately 20 employees, representing approximately 95% of the Company’s China workforce (or approximately 3% of the Company’s total global workforce). See Note 15.

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2024	Dec. 31, 2023
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)	76,065,969	64,624,140
Common stock, outstanding (in shares)	76,065,969	64,624,140

Summary of Significant Accounting Policies - Narrative (Details)		12 Months Ended
	May 10, 2023 USD ($)	Dec. 31, 2024 USD ($) segment institution shares	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Apr. 01, 2023	Dec. 31, 2021 USD ($)	Mar. 12, 2021 USD ($)	Mar. 05, 2021 USD ($)
Class of Warrant or Right [Line Items]
Number of operating segments \| segment		1
Number of reportable segments \| segment		1
Incomes taxes on unrealized losses		$ 0	$ 0	$ 0
Debt issuance costs		8,524,000	12,458,000
Foreign currency translation gains (losses), net of tax		1,560,000	(447,000)	(4,249,000)
Realized and unrealized foreign currency (losses) gains		$ (6,300,000)	1,100,000	(4,900,000)
Number of financial institutions \| institution		2
Restricted cash		$ 13,600,000
Restricted cash, non-current		12,600,000	12,600,000
Restricted cash, current		1,041,000	2,830,000
Allowance for doubtful accounts		1,600,000	1,500,000
Loss on assets held for sale			16,600,000
Assets held for sale		1,864,000	4,539,000
Impairment write-off of long-lived assets		0	0	0
Liability for estimated sales discounts		6,800,000	6,900,000
Prepaid expenses		7,800,000	8,300,000
Advertising costs		8,500,000	17,200,000	20,600,000
Cost of goods sold		284,753,000	426,031,000	442,676,000
Research and development expenses		28,149,000	39,530,000	62,264,000
Matching contribution		2,000,000	2,100,000	2,900,000
ATM Program
Class of Warrant or Right [Line Items]
Issuance of common stock under the ATM program, net	$ 250,000,000	$ 46,725,000
Common Stock \| ATM Program
Class of Warrant or Right [Line Items]
Issuance of common stock under the ATM program, net (in shares) \| shares		9,750,312
Issuance of common stock under the ATM program, net		$ 1,000
Stock issuance costs		3,300,000
Stock issuance costs, unpaid		300,000
Stock issuance costs, capitalized		1,600,000
Common Stock \| ATM Program \| B. Riley Securities, Inc.
Class of Warrant or Right [Line Items]
Issuance of common stock under the ATM program, net		48,300,000
Net proceeds		$ 45,000,000
Manufacturing equipment
Class of Warrant or Right [Line Items]
Estimated useful life (in years)					10 years
Minimum \| Manufacturing equipment
Class of Warrant or Right [Line Items]
Estimated useful life (in years)		5 years
Maximum \| Manufacturing equipment
Class of Warrant or Right [Line Items]
Estimated useful life (in years)		10 years
Shipping and Handling
Class of Warrant or Right [Line Items]
Cost of goods sold		$ 7,300,000	$ 10,700,000	$ 17,600,000
Distributor One \| Revenue Benchmark \| Customer Concentration Risk
Class of Warrant or Right [Line Items]
Concentration risk (in percent)		12.00%	12.00%	12.00%
Money Market Accounts
Class of Warrant or Right [Line Items]
Cash equivalents, concentration		61.00%
Demand Deposits
Class of Warrant or Right [Line Items]
Cash equivalents, concentration		30.00%
Convertible Debt
Class of Warrant or Right [Line Items]
Interest, stated rate (in percent)		0.00%
Debt issuance costs						$ 23,600,000		$ 23,600,000
Convertible Senior Notes Due 2027 \| Convertible Debt
Class of Warrant or Right [Line Items]
Debt, face amount								$ 1,000,000,000.0
Interest, stated rate (in percent)								0.00%
Debt issuance costs		$ 8,524,000
Additional Convertible Senior Notes Due 2027 \| Convertible Debt
Class of Warrant or Right [Line Items]
Debt, face amount							$ 150,000,000.0

Segment Information (Tables)

12 Months Ended

Dec. 31, 2024

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment

The following table presents the details of the significant segment expenses, segment net revenues, and the segment performance measure, net loss, in the periods indicated.


	Year Ended December 31,
		2024		2023		2022
Net revenues		$	326,452	$	343,376	$	418,933
Less:
Cost of goods sold		284,753		426,031		442,676
Research and development expenses		28,149		39,530		62,264
Selling expenses		30,129		33,960		38,541
Marketing expenses		43,058		57,477		74,151
General and administrative expenses		96,487		128,907		126,813
Restructuring (income) expenses		—		(631)		17,259
Interest expense		4,097		3,955		3,966
Equity in losses of unconsolidated joint venture		73		3,902		18,948
Other segment items(1)		(16)		(11,611)		452
Net loss		$	(160,278)	$	(338,144)	$	(366,137)

___________

Long-Lived Assets by Geographic Areas

The following table presents long-lived assets that cannot be readily removed in the Company’s business units as of the periods presented:


	December 31, 2024		December 31, 2023
U.S.	$	275,920	$	280,838
Canada(1)	2,148		11,427
EU B.V. (the Netherlands)	15,359		13,530
China (Jiaxing)	15,435		18,712
Consolidated long-lived assets	$	308,862	$	324,507

____________

(1) The Company’s Canada location serves as an extension of the U.S. sales organization.

Leases - Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Leases [Abstract]
Cash paid for amounts included in the measurement of operating lease liabilities	$ 8,656	$ 9,452
Operating lease right-of-use assets obtained in exchange for lease liabilities	$ 1,755	$ 36,400	$ 37,245

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2024

Income Tax Disclosure [Abstract]

Schedule of Income before Income Tax, Domestic and Foreign

A reconciliation of loss before income taxes for domestic and foreign locations for the years ended December 31, 2024, 2023 and 2022 is as follows:


(in thousands)	Year Ended December 31,
	2024		2023		2022
United States	$	(151,343)	$	(305,035)	$	(290,765)
Foreign	(8,888)		(29,202)		(56,392)
Loss before income taxes	$	(160,231)	$	(334,237)	$	(347,157)

Schedule of components of income tax expense

The (benefit) provision for income taxes was as follows:


(in thousands)	Year Ended December 31,
Current:	2024		2023		2022
Federal	$	—	$	—	$	—
State	(26)		5		32
Foreign	—		—		—
	$	(26)	$	5	$	32

Deferred:
Federal	$	—	$	—	$	—
State	—		—		—
Foreign	—		—		—
	$	—	$	—	$	—

(Benefit) provision for income tax	$	(26)	$	5	$	32

Schedule of effective income tax rate reconciliation


	Year Ended December 31,
(in thousands)	2024		2023		2022
U.S. income tax at federal statutory rate	$	(33,649)	$	(70,190)	$	(72,902)
State income tax, net of federal benefits	(3,077)		(7,670)		(8,841)
Foreign rate differential	(324)		(1,315)		(2,536)

Share-based compensation	1,931		3,639		1,479
Research and development credits	—		(6)		(5)

Change in tax rates	1,673		166		204
Other	699		431		(2,807)
Change in valuation allowance	32,721		74,950		85,440
(Benefit) provision for income tax	$	(26)	$	5	$	32

Schedule of deferred tax assets and liabilities

Significant components of the Company's deferred tax assets and liabilities as of December 31, 2024, and 2023 are shown below.


	December 31,
(in thousands)	2024		2023
Deferred Tax Assets:
Net operating loss (NOL)	$	300,036	$	259,544
Operating lease liability	29,763		31,227
Intangibles	10,639		10,113
Share-based compensation	11,071		10,540

Inventory	9,252		11,221
Other	6,040		11,796
Total gross deferred tax assets	366,801		334,441

Deferred Tax liabilities:
Operating lease right-of-use assets	28,740		30,480
Property, plant and equipment	7,519		4,740

Total gross deferred tax liabilities	36,259		35,220

Valuation allowance	330,542		299,221
Net deferred tax assets (liabilities)	$	—	$	—

Schedule of unrecognized tax benefits

The following table summarizes the activity related to the Company’s gross unrecognized tax benefits at the beginning and end of the years ended December 31, 2024 and 2023:


	Year Ended December 31,
(in thousands)	2024		2023
Gross unrecognized tax benefits at the beginning of the year	$	11,966	$	10,326
Increases related to current year positions	—		1,376
(Decreases) increases related to prior year positions	(1,376)		264
Expiration of unrecognized tax benefits	—		—
Gross unrecognized tax benefits at the end of the year	$	10,590	$	11,966

Related Party Transactions (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Affiliated Entity
Related Party Transaction [Line Items]
Revenues	$ 0.0	$ 5.3	$ 33.5

- 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

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+ Details

Net Loss Per Share Available to Common Stockholders (“EPS”) (Tables)

12 Months Ended

Dec. 31, 2024

Earnings Per Share [Abstract]

Schedule of basic and diluted net loss per common share


(in thousands, except share and per share amounts)	Year Ended December 31,
	2024		2023		2022
Numerator:
Net loss available to common stockholders	$	(160,278)	$	(338,144)	$	(366,137)
Undistributed net income available to unvested restricted stockholders	—		—		—
Net loss available to common stockholders—basic	$	(160,278)	$	(338,144)	$	(366,137)
Denominator:
Weighted average common shares outstanding—basic	66,004,815		64,300,099		63,622,432
Dilutive effect of shares issuable under stock options	—		—		—
Dilutive effect of RSUs	—		—		—
Dilutive effect of PSUs	—		—		—
Dilutive effect of Notes, if converted(1)	—		—		—
Weighted average common shares outstanding—diluted	66,004,815		64,300,099		63,622,432
Net loss per share available to common stockholders—basic and diluted	$	(2.43)	$	(5.26)	$	(5.75)

____________

Schedule of antidilutive securities excluded from computation of earnings per share


	Year Ended December 31,
	2024	2023	2022
Options to purchase common stock	4,392,460	4,477,120	3,999,933
RSUs	2,241,231	1,411,310	993,313
PSUs	225,967	—	—


Total	6,859,658	5,888,430	4,993,246

Property, Plant and Equipment - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022	Apr. 01, 2023
Property, Plant and Equipment [Line Items]
Depreciation and amortization	$ 23,121	$ 48,094	$ 32,582
Diluted (in dollars per share)	$ (2.43)	$ (5.26)	$ (5.75)
Basic (in dollars per share)	$ (2.43)	$ (5.26)	$ (5.75)
Assets held for sale	$ 1,864	$ 4,539
Note receivable		3,800
Change in Accounting Method Accounted for as Change in Estimate
Property, Plant and Equipment [Line Items]
Depreciation and amortization		$ 21,000
Diluted (in dollars per share)		$ 0.33
Basic (in dollars per share)		$ 0.33
Equipment And Research And Development Equipment, Value Over $25,000
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)				10 years
Minimum \| Equipment And Research And Development Equipment, Value Over $25,000
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)			5 years
Maximum \| Equipment And Research And Development Equipment, Value Over $25,000
Property, Plant and Equipment [Line Items]
Estimated useful life (in years)			10 years
Cost of goods sold
Property, Plant and Equipment [Line Items]
Depreciation and amortization	20,300	$ 44,500	$ 28,000
Cost of goods sold \| Change in Accounting Method Accounted for as Change in Estimate
Property, Plant and Equipment [Line Items]
Depreciation and amortization		19,000
Research and development expenses
Property, Plant and Equipment [Line Items]
Depreciation and amortization	2,000	2,800	4,000
Research and development expenses \| Change in Accounting Method Accounted for as Change in Estimate
Property, Plant and Equipment [Line Items]
Depreciation and amortization		2,000
Selling, general and administrative expenses
Property, Plant and Equipment [Line Items]
Depreciation and amortization	$ 800	$ 800	$ 600