The Company and Summary of Significant Accounting Policies | NOTE 1: The Company and Summary of Significant Accounting Policies Description of Business Knightscope, Inc., was incorporated on April 4, 2013 under the laws of the State of Delaware. Knightscope, Inc. (the “Company”) is an advanced public safety technology company that builds fully autonomous security robots and Blue Light emergency communications systems. The Company’s mission is to make the United States of America the safest country in the world by helping to protect the people, places, and assets where we live, work, study, and visit. To support this mission, the Company designs, develops, manufactures, markets, deploys, and supports Autonomous Security Robots (“ASRs”), autonomous charging stations, the proprietary Knightscope Security Operations Center (“KSOC”) software user interface, Blue Light emergency communication devices, and its newly released Knightscope Emergency Management System (“KEMS”) platform. Basis of Presentation and Liquidity The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and note disclosures have been condensed or omitted pursuant to such rules and regulations. The unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for a fair presentation of the period presented. The results of operations for the three and nine months ended September 30, 2023, are not necessarily indicative of the results to be expected for the year ending December 31, 2023 or for other future periods. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and accompanying notes for the year ended December 31, 2022 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on March 31, 2023. The Company’s significant accounting policies are described in Note 1 to those audited consolidated financial statements. Since its inception, the Company has incurred significant operating losses and negative cash flows from operations which is principally the result of significant research and development activities related to the development, maintenance, and continued improvement of the Company’s ASRs and KSOC (hardware and software). Cash and cash equivalents on hand were $4.6 million as of September 30, 2023, compared to $4.8 million as of December 31, 2022. The Company has historically incurred losses and negative cashflows from operations. As of September 30, 2023, the Company also had an accumulated deficit of approximately $154.9 million and stockholders’ deficit of $25.2 million. The Company is dependent on additional fundraising in order to sustain its ongoing operations. Based on current operating levels, the Company will need to raise additional funds in the next twelve months by selling additional equity or incurring debt. These factors raise substantial doubt about the Company’s ability to continue as a going concern for the twelve months from the date of this report. Segments The Company has one operating segment and one reportable segment as its chief operating decision maker, who is its Chief Executive Officer, reviews financial information on a consolidated basis for purposes of allocating resources and evaluating financial performance. All long-lived assets are located in the United States and substantially all revenue is attributed to sellers and buyers based in the United States. Basic and Diluted Net Loss Per Share Net loss per share of common stock is computed using the two-class method required for participating securities based on their participation rights. All series of convertible preferred stock are participating securities as the holders are entitled to participate in common stock dividends with common stock on an as converted basis. Holders of Series m-4 Preferred Stock were entitled to receive cumulative dividends payable semi-annually in arrears at the rate per share of Series m-4 Preferred Stock equal to the dividend rate for the Series m-4 Preferred Stock, in each case subject to compliance with applicable law. Dividends to holders of Series m-4 Preferred Stock are paid in kind as a dividend of additional shares of Series m-4 Preferred Stock for each dividend period on the applicable dividend payment date using a price per share equal to the original issue price, provided that the Company shall not issue any fractional shares of Series m-4 Preferred Stock. The holders of the Company’s preferred stock, other than m-4 preferred stock, are also entitled to noncumulative dividends prior and in preference, to the Company’s common stock and do not have a contractual obligation to share in the losses of the Company. All shares of Series m-4 Preferred Stock have converted to Class A Common Stock, leaving no outstanding balance of the Series m-4 Preferred Stock as of September 30, 2023. In accordance with the two-class method, earnings allocated to these participating securities, which include participation rights in undistributed earnings with common stock, are subtracted from net loss to determine net loss attributable to common stockholders upon their occurrence. Basic net loss per share is computed by dividing net loss attributable to common stockholders (net adjusted for preferred stock dividends declared or accumulated) by the weighted average number of common shares outstanding during the period. All participating securities are excluded from basic weighted average shares outstanding. In computing diluted net loss attributable to common stockholders, undistributed earnings are re-allocated to reflect the potential impact of dilutive securities. Diluted net loss per share attributable to common stockholders is computed by dividing net loss attributable to common stockholders by diluted weighted average shares outstanding, including potentially dilutive securities, unless anti-dilutive. Potentially dilutive securities that were excluded from the computation of diluted net loss per share consist of the following: September 30, September 30, 2023 2022 Series A Preferred Stock (convertible to Class B Common Stock) 1,418,381 3,109,160 Series B Preferred Stock (convertible to Class B Common Stock) 3,498,859 3,535,621 Series m Preferred Stock (convertible to Class A Common Stock) 1,790,653 1,879,946 Series m-2 Preferred Stock (convertible to Class B Common Stock) 160,000 160,000 Series S Preferred Stock (convertible to Class A Common Stock) 2,652,041 2,741,341 Warrants to purchase Class A Common Stock 1,138,446 — Warrants to purchase Series m-3 Preferred Stock 1,432,786 1,432,786 Warrants to purchase Series s Preferred Stock 2,941,814 4,441,814 Stock options 10,514,700 9,624,595 Total potentially dilutive shares 25,547,680 26,925,263 As all potentially dilutive securities are anti-dilutive for the nine months ended September 30, 2023 and 2022, diluted net loss per share is the same as basic net loss per share for each period. Comprehensive Loss Comprehensive loss represents the changes in equity of an enterprise, other than those resulting from stockholder transactions. Net loss was equal to comprehensive loss for the three and nine-month periods ended September 30, 2023 and 2022. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make judgments, estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses. Specific accounts that require management estimates include, but are not limited to, estimating the useful lives of the Company’s ASRs and property, equipment and software, certain estimates required within revenue recognition, estimating fair values of Company’s common stock, share-based awards and warrant liabilities, inclusive of any contingent assets and liabilities. Actual results could differ from those estimates and such differences may be material to the condensed consolidated financial statements. Accounting Pronouncements Adopted in 2023 In June 2016, the Financial Accounting Standards Board (“FASB”) released Accounting Standards Update No. 2016-13, “Financial Instruments – Credit Losses.” The amendment revises the impairment model to utilize an expected loss methodology in place of the currently used incurred loss methodology, which will result in more timely recognition of losses on financial instruments, including but not limited to available-for-sale debt securities and accounts receivable. The Company’s implementation of this pronouncement did not have a material impact on the Company’s condensed consolidated financial statements. Accounting Pronouncements Not Yet Adopted Management has reviewed other recently issued accounting pronouncements issued or proposed by the FASB, and does not believe any of these accounting pronouncements has had or will have a material impact on the condensed consolidated financial statements. Out of Period Adjustments During the quarter ended June 30, 2023, the Company became aware of an error in the calculation of deferred revenue and goodwill associated with the CASE Emergency Systems acquisition in October of 2022. The error resulted in an understatement of acquired deferred revenue and goodwill in the amount of $578. As such, the June 30, 2023 condensed consolidated balance sheet has been adjusted to increase goodwill and deferred revenue by $578. Based on an analysis of Staff Accounting Bulletin 108, “Quantifying Misstatements” and Staff Accounting Bulletin 99, “Materiality,” the Company has determined that these errors were immaterial to the previously issued audited consolidated financial statements for the year ended December 31, 2022 and the unaudited condensed consolidated financial statements for the quarters ended March 31, 2023 and June 30, 2023. Inventory Inventory, principally purchased components, is stated at the lower of cost or net realizable value. Cost is determined using an average cost, which approximates actual cost on a first-in, first-out basis. Inventory in excess of salable amounts and inventory which is considered obsolete based upon changes in existing technology is written off. At the point of loss recognition, a new lower cost basis for that inventory is established and subsequent changes in facts and circumstances do not result in the restoration or increase in the new cost basis. September 30, December 31, 2023 2022 Raw materials $ 2,364 $ 2,032 Work in process 91 — Finished goods 704 528 $ 3,159 $ 2,560 Autonomous Security Robots, net ASRs consist of materials, ASRs in progress and finished ASRs. ASRs in progress and finished ASRs include materials, labor and other direct and indirect costs used in their production. Finished ASRs are valued using a discrete bill of materials, which includes an allocation of labor and direct overhead based on assembly hours. Depreciation expense on ASRs is recorded using the straight-line method over their estimated expected lives, which currently ranges from 3 to 5 years. Depreciation expense of finished ASRs included in research and development expense amounted to $2 and $18, depreciation expense of finished ASRs included in sales and marketing expense amounted to $2 and $10, and depreciation expense included in cost of revenue, net amounted to $412 and $398 for the three-months ended September 30, 2023 and 2022, respectively. Depreciation expense of finished ASRs included in research and development expense amounted to $6 and $52, depreciation expense of finished ASRs included in sales and marketing expense amounted to $15 and $37, and depreciation expense included in cost of revenue, net amounted to $1,182 and $1,000 for the nine months ended September 30, 2023 and 2022, respectively. ASRs, net, consisted of the following: September 30, December 31, 2023 2022 Raw materials $ 3,158 $ 2,732 ASRs in progress 1,760 773 Finished ASRs 11,797 10,198 16,715 13,703 Accumulated depreciation on Finished ASRs (8,939) (7,853) ASRs, net $ 7,776 $ 5,850 The components of the Finished ASRs, net are as follows: September 30, December 31, 2023 2022 ASRs on lease or available for lease $ 10,469 $ 9,002 Demonstration ASRs 607 622 Research and development ASRs 194 194 Docking stations 527 380 11,797 10,198 Less: accumulated depreciation (8,939) (7,853) Finished ASRs, net $ 2,858 $ 2,345 Intangible Assets The gross carrying amounts and accumulated amortization of the intangible assets with determinable lives are as follows: September 30, 2023 Amortization Gross Period carrying Accumulated Carrying Intangible assets with determinable lives (years) amount amortization amount, net Developed technology 5 $ 990 $ (190) $ 800 Customer relationships 8 950 (114) 836 Trademark 1 230 (220) 10 Total $ 2,170 $ (524) $ 1,646 December 31, 2022 Amortization Gross Period carrying Accumulated Carrying Intangible assets with determinable lives (years) amount amortization amount, net Developed technology 5 $ 990 $ (41) $ 949 Customer relationships 8 950 (25) 925 Trademark 1 230 (48) 182 Total $ 2,170 $ (114) $ 2,056 Intangible assets amortization expense totaling $137 for the three-months ended September 30, 2023 was recorded in sales and marketing expense and cost of revenue, net - service in the amounts of $87 and $50, respectively. Intangible assets amortization expense totaling $410 for the nine months ended September, 30, 2023 was recorded in sales and marketing expense and cost of revenue, net - service in the amounts of $261 and $149, respectively. As of September 30, 2023, future intangible assets amortization expense for each of the next five years and thereafter is as follows: Year ending December 31, Amount 2023 (remaining) $ 89 2024 317 2025 317 2026 317 2027 275 Thereafter 331 Total $ 1,646 Other Current Liabilities Other current liabilities consisted of the following: September 30, December 31, 2023 2022 Sales tax $ 416 $ 419 Customer and vendor deposits 326 50 Warranty liability 375 145 Lease liability – short term 87 92 Other 357 357 $ 1,561 $ 1,063 Accrued Warranty The liability for estimated warranty claims is accrued at the time of sale and the expense is recorded in the condensed consolidated statements of operations in cost of revenue, net - product. The liability is established using historical warranty claim experience. The current provision may be adjusted to take into account unusual or non-recurring events in the past or anticipated changes in future warranty claims. Adjustments to the warranty accrual are recorded if actual claim experience indicates that adjustments are necessary. Warranty reserves are reviewed to ensure critical assumptions are updated for known events that may impact the potential warranty liability. Change in the warranty liability for the nine-months ended consisted of the following: September 30, 2023 2022 Balance January 1, $ 145 $ — Provision for warranties issued during nine months 339 — Warranty services provided (109) — $ 375 $ — Accrued Expenses Accrued expenses consisted of the following: September 30, December 31, 2023 2022 Accrued bonuses $ 593 $ 961 Payroll and payroll taxes 318 696 Legal, consulting, and financial services 194 542 Other 454 204 $ 1,559 $ 2,403 Convertible Preferred Warrant Liabilities and Common Stock Warrants Freestanding warrants to purchase shares of the Company’s preferred stock are classified as liabilities on the balance sheets at their estimated fair value because the underlying shares of preferred stock are contingently redeemable and, therefore, may obligate the Company to transfer assets at some point in the future. The preferred stock warrants are recorded at fair value upon issuance and are subject to remeasurement to their respective estimated fair values. At the end of each reporting period, changes in the estimated fair value of the preferred stock warrants are recorded in the condensed consolidated statements of operations. The Company will continue to adjust the liability associated with the preferred stock warrants for changes in the estimated fair value until the earlier of the exercise or expiration of the preferred stock warrants or the completion of a sale of the Company. Upon an initial public offering, the preferred stock warrants will convert into warrants to purchase common stock and any liabilities recorded for the preferred stock warrants will be reclassified to additional paid-in capital and will no longer be subject to remeasurement. Common stock warrants that are not considered derivative liabilities are accounted for at fair value at the date of issuance in additional paid-in capital. The fair value of these common stock warrants is determined using the Black-Scholes option-pricing model. Stock-Based Compensation The Company accounts for stock-based compensation in accordance with Accounting Standards Codification (“ASC”) 718, Compensation - Stock Compensation |