Desktop Metal, Inc. General form of registration statement for all companies including face-amount certificate companies

General form of registration statement for all companies including face-amount certificate companies

CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY (Tables)

CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY (Tables)

9 Months Ended

12 Months Ended

Sep. 30, 2020

Dec. 31, 2019

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Summarizes details of Preferred Stock authorized, issued and outstanding

The following table summarizes details of Preferred Stock authorized, issued and outstanding as of September 30, 2020 and December 31, 2019 ($ in thousands):



Convertible Preferred Stock Classes	September 30, 2020		December 31, 2019
Series A Convertible Preferred Stock, $0.0001 par value—authorized, issued, and outstanding, 26,189,545 and 26,189,545 shares, (liquidation preference of $255,348 and $106,853 at September 30, 2020 and December 31, 2019, respectively)	$	13,878	$	13,878
Series B Convertible Preferred Stock, $0.0001 par value—authorized, issued, and outstanding, 23,675,035 and 23,675,035 shares (liquidation preference of $230,832 and $96,594 at September 30, 2020 and December 31, 2019, respectively)		37,806		37,806
Series C Convertible Preferred Stock, $0.0001 par value—authorized, issued, and outstanding, 13,152,896 and 13,152,896 shares (liquidation preference of $128,241 and $53,664 at September 30, 2020 and December 31, 2019, respectively)		44,852		44,852
Series D Convertible Preferred Stock, $0.0001 par value—authorized, issued, and outstanding, 21,075,193 and 21,075,193 shares (liquidation preference of $205,483 and $180,522 at September 30, 2020 and December 31, 2019, respectively)		180,353		180,353
Series E Convertible Preferred Stock, $0.0001 par value—authorized, issued, and outstanding 13,450,703 and 13,450,703 shares (liquidation preference of $134,791 and $134,791 at September 30, 2020 and December 31, 2019, respectively)		134,667		134,667
Series E‑1 Convertible Preferred Stock, $0.0001 par value—authorized, issued, and outstanding 2,494,737 and 2,494,737 shares (liquidation preference of $25,000 and $25,000 at September 30, 2020 and December 31, 2019, respectively)		24,977		24,977
Total	$	436,533	$	436,533

The following table summarizes details of Convertible Preferred Stock authorized, issued and outstanding as of December 31, 2019 and 2018 ($ in thousands):


	Years Ended December 31,
Convertible Preferred Stock Classes	2019		2018
Series A Convertible Preferred Stock, $0.0001 par value—authorized, issued, and outstanding, 26,189,545 and 26,189,545 shares, (liquidation preference of $106,853 and $88,783 at December 31, 2019 and 2018, respectively)	$	13,878	$	13,878
Series B Convertible Preferred Stock, $0.0001 par value—authorized, issued, and outstanding, 23,675,035 and 23,675,035 shares (liquidation preference of $96,594 and $80,258 at December 31, 2019 and 2018, respectively)		37,806		37,806
Series C Convertible Preferred Stock, $0.0001 par value—authorized, issued, and outstanding, 13,152,896 and 13,152,896 shares (liquidation preference of $53,664 and $45,000 at December 31, 2019 and 2018, respectively)		44,852		44,852
Series D Convertible Preferred Stock, $0.0001 par value—authorized, issued and outstanding, 21,075,193 and 21,075,193 shares (liquidation preference of $180,522 and $180,522 at December 31, 2019 and 2018, respectively)		180,353		180,353
Series E Convertible Preferred Stock, $0.0001 par value—authorized, 13,450,703 shares; issued and outstanding, 13,450,703 and 0 shares (liquidation preference of $134,791 and $0 at December 31, 2019 and 2018, respectively)		134,667		—
Series E‑1 Convertible Preferred Stock, $0.0001 par value—authorized, 2,494,737 shares; issued and outstanding, 2,494,737 and 0 shares (liquidation preference of $25,000 and $0 at December 31, 2019 and 2018, respectively)		24,977		—
Total	$	436,533	$	276,889

The activity for stock subject to vesting for the years ended December 31, 2019 and 2018, are as follows (shares in thousands):


	Shared subject	Weighted Average
	to Vesting	Purchase Price
Balance of unvested shares as of January 1, 2019	9,731	0.0001
Issuance of additional shares	497	0.0001
Vested	(5,653)	0.0001
Balance of unvested shares as of December 31, 2019	4,575	0.0001

Schedule of stock-based compensation expense

Total stock‑based compensation expense related to all of the Company’s stock‑based awards granted is reported in the consolidated statements of operations as follows (in thousands):


	September 30,
	2020		2019
Research and development	$	2,176	$	1,501
Sales and marketing expense		715		1,020
General and administrative expense		1,070		668
Cost of sales		267		241
Total stock-based compensation expenses	$	4,228	$	3,430

Total stock‑based compensation expense related to all of the Company’s stock‑based awards granted is reported in the consolidated statements of operations as follows (in thousands):


	Years Ended December 31,
	2019		2018
Research and development	$	2,713	$	1,696
Sales and marketing expense		1,373		567
General and administrative expense		941		658
Cost of sales		188		44
Total stock based compensation expenses	$	5,215	$	2,965

Schedule of option activity


				Weighted-Average
		Weighted-Average		Remaining
	Number of	Exercise Price		Contractual Term
	Shares	per Share		(in years)
Outstanding at January 1, 2020	14,792	$	2.45	7.84
Granted	6,935		1.85
Exercised	(409)		0.65
Forfeited/expired	(5,287)		3.57
Outstanding at September 30, 2020	16,031		1.87	7.85
Options vested at September 30, 2020	8,167		1.83	6.38
Options vested or expected to vest at September 30, 2020	15,384	$	1.87	7.78

There were 3,894,467 shares available for award under the Plan at December 31, 2019. The option activity of the Plan and Make Plan for the year ended December 31, 2019, is as follows (shares in thousands):


				Weighted-Average
		Weighted-Average		Remaining
	Number of	Exercise Price		Contractual Term
	Shares	per Share		(in years)
Outstanding at January 1, 2019	12,007	$	1.65	8.21
Granted	4,790		3.98	9.26
Exercised	(997)		0.71	1.68
Forfeited/expired	(1,008)		1.88	—
Outstanding at December 31, 2019	14,792		2.45	7.84
Options vested at December 31, 2019	7,195		1.52	6.92
Options vested or expected to vest at December 31, 2019	14,555		2.44	7.82

Common Stock Reserved for Future Issuance

As of September 30, 2020 and 2019, the Company has reserved the following shares of Common Stock for future issuance (in thousands):



	September 30, 2020	September 30, 2019
Common Stock options outstanding	16,031	14,490
Restricted Stock units outstanding	459	—
Shares available for issuance under the Plan	1,960	4,463
Convertible Preferred Stock outstanding	100,038	100,038
Common Stock warrants outstanding	919	464
Total shares of authorized Common Stock reserved for future issuance	119,407	119,455

Common Stock Reserved for Future Issuance—As of December 31, 2019 and 2018, the Company has reserved the following shares of Common Stock for future issuance (in thousands):


	Years Ended December 31,
	2019	2018
Common Stock options outstanding	14,792	12,007
Shares available for issuance under the Plan	3,894	565
Convertible Preferred Stock outstanding	100,038	84,093
Common Stock warrants outstanding	2,032	2,000
Total shares of authorized Common Stock reserved for future issuance	120,756	98,665

Restricted stock

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

RSU activity under the Plan

The activity for stock subject to vesting for the nine‑month period ended September 30, 2020 is as follows (shares in thousands):


	Shares subject	Weighted Average
	to Vesting	Purchase Price
Balance of unvested shares as of January 1, 2020	4,575	$0.001
Issuance of additional shares	—	—
Vested	(4,301)	0.001
Balance of unvested shares as of September 30, 2020	274	$0.001

RSU

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

RSU activity under the Plan


	Shares subject	Weighted Average
	to Vesting	Grant Date Fair Value
Balance of unvested shares as of January 1, 2020	—	—
Issuance of additional shares	459	$ 9.75
Vested	—	—
Balance of unvested shares as of September 30, 2020	459	$ 9.75

Consultant

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Schedule of assumptions using Black-Scholes option-pricing model



	September 30, 2020			September 30, 2019
Risk‑free interest rate		0.6 % – 0.8	%		1.5 % – 2.5	%
Expected volatility		54.3 % – 54.8	%		54.4 % – 54.9	%
Expected life (in years)		9.4 – 10.0			9.4 – 10.0
Expected dividend yield		—			—
Fair value of Common Stock	$	1.71 – $ 9.75		$	4.08


	Years Ended December 31,
	2019			2018
Risk‑free interest rate		1.4%–3.1	%		2.1%–3.1	%
Expected volatility		52.4%–61.5	%		53.7%–61.5	%
Expected life (in years)		6.2–10.0			7.2–10.0
Expected dividend yield		—			—
Fair value of Common Stock	$	4.08		$	3.39

Employee

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Schedule of assumptions using Black-Scholes option-pricing model



	September 30, 2020			September 30, 2019
Risk‑free interest rate		0.3 % – 1.7	%		1.9 % – 2.6	%
Expected volatility		52.7 % – 54.2	%		53.3 % – 53.6	%
Expected life (in years)		5.9 – 6.3			5.6 – 6.1
Expected dividend yield		—			—
Fair value of Common Stock	$	1.71 – $ 9.75		$	4.08


	Years Ended December 31,
	2019			2018
Risk‑free interest rate		1.7%–2.6	%		2.7%–3.0	%
Expected volatility		52.7%–53.6	%		52.9%–53.8	%
Expected life (in years)		5.6–6.1			5.3–6.1
Expected dividend yield		—			—
Fair value of Common Stock	$	4.08		$	3.39